thl Update to Dividend Reinvestment Plan Offer Document

Tourism Holdings Limited
Tel: +64 9 336 4299
The Beach House
Email: info@thlnz.co.nz
Level 1, 83 Beach Road
www.thlonline.com
Auckland City

PO Box 4293, Shortland Street

Auckland 1140, New Zealand




27 August 2019

NZX ANNOUNCEMENT

TOURISM HOLDINGS LIMITED (thl)
UPDATE TO DIVIDEND REINVESTMENT PLAN OFFER DOCUMENT

Tourism Holdings Limited (NZX: THL) (thl) advises that it has amended the terms of its Dividend
Reinvestment Plan (DRP). A copy of the updated DRP Offer Document accompanies this announcement and
can also be viewed via thl’s website, www.thlonline.com.

The amendment updates the DRP Offer Document for changes to the NZX Listing Rules that come into effect
on 1 January 2020, which alter the latest date by which eligible shareholders can elect to participate in the
DRP (or vary or amend their participation in the DRP) from the Record Date to the Business Day after the
Record Date.

Existing participants in the DRP do not need to take any action as a result of these changes, as their
participation in the DRP will continue.

Eligible shareholders who wish to participate in the DRP can elect to participate in the DRP in accordance with
any of the procedures set out in the DRP Offer Document, including by completing an online election at
https://investorcentre.linkmarketservices.co.nz.

The Board has confirmed that the DRP will apply to the FY19 final dividend and a discount of 2% will apply to
the VWAP used to calculate the strike price to determine the number of shares to be allotted to participants
under the DRP.

The Record Date for the FY19 final dividend is 2 October 2019; therefore, eligible shareholders who wish to
participate in the DRP will need to ensure that they complete their online election or their Participation
Notice is received by Link Market Services by 5.30pm on 3 October 2019.

END

Authorised by:


Grant Webster
Chief Executive Officer
Tourism Holdings Limited
Direct Dial: +64 9 336 4255
Mobile: +64 21 449 210

---

DIVIDEND
REINVESTMENT
PLAN OFFER

DOCUMENT
Tourism Holdings Limited

thl has established a
Dividend Reinvestment
Plan, which offers you the
opportunity to reinvest
the net proceeds of cash
dividends payable on some
or all of your existing thl
shares in additional fully
paid shares.
This Offer Document
explains how the Plan
works. Participation
in the Plan is optional.
This is an important
document. You should read
the whole document before
making any decisions.
If you have any doubts
as to what you should do,
please consult your broker,
financial, investment or
other professional advisor.
2 Key Features
4 Dividend Reinvestment Plan
13 Definitions
14 Directory
15 Instructions
17 Participation Notice
CONTENTS

2
thl Dividend Reinvestment Plan Offer Document
3
Key Features
Key Features
Flexible Variation and Withdrawal
Arrangements
You can choose to vary your participation in the Plan
or withdraw from the Plan at any time either online
at https://investorcentre.linkmarketservices.co.nz
or by sending a new Participation Notice to
the Share Registrar (in the case of variation)
or a written notice of termination to the Share
Registrar (in the case of withdrawal). Any notice
will take effect on receipt by the Share Registrar,
provided that any such notice received after
5.30pm on the Business Day immediately following
the Record Date will be effective for the next
following Record Date.
Issue Price
Shares issued under the Plan will be issued at
the Strike Price. The Strike Price will be calculated
as the volume weighted average sale price for a
thl share based on all trades of thl shares on the
NZX Main Board over a period of five trading days
immediately following the relevant Record Date
(subject to adjustment by thl for any exceptional
or unusual circumstances), less a discount (if any)
as determined by the Board. Any discount will be
announced by thl no later than 10 trading days
prior to the relevant Record Date.
Shares Rank Equally
Shares issued under the Plan will rank equally
in all respects with each other and with all other
thl shares on issue at that date.
Shares instead of dividends
The Plan gives you, as a holder of Tourism Holdings
Limited ordinary shares, the opportunity to reinvest
the net proceeds of cash dividends payable on your
thl shares in additional fully paid thl shares. This
provides a convenient method for you to increase
your investment in thl free of any brokerage charges.
Eligibility
You are eligible to participate in the Plan if you
hold shares and you have a registered address in
New Zealand, Australia or The Cayman Islands.
Full or Partial Participation
You can choose to participate in the Plan in respect
of some or all of your thl shares. Your participation
in the Plan will be effective immediately upon
you making your Participation Election online at
https://investorcentre.linkmarketservices.co.nz
or on receipt by the thl’s Share Registrar of your
Participation Notice, provided that any such notice
received after 5.30pm on the Business Day
immediately following the Record Date will be
effective for the next following Record Date.
Participation in the Plan is optional and you can
join at any time.
If you do not wish to participate in the Plan, you
do not need to do anything. If you do not participate
in the Plan you will receive in cash any dividends paid
on all of your thl shares.

thl Dividend Reinvestment Plan Offer Document
45
Dividend Reinvestment Plan
Dividend
Reinvestment Plan
Tourism Holdings Limited
3. Overseas Shareholders
3.1 thl may, in its absolute discretion, elect not to offer
participation in the Plan to shareholders whose address
is outside New Zealand if thl considers that to do so
would risk breaching the laws of any other relevant
jurisdiction and it would be unduly onerous to ensure
that the laws of those jurisdictions are complied with.
3.2 As at the date of this Offer Document, the Board, in its
discretion, has elected not to offer participation under
the Plan to shareholders whose addresses in thl’s share
register are outside New Zealand, Australia and The
Cayman Islands.
3.3 If you do not reside in New Zealand, Australia or
The Cayman Islands and you participate in the
Plan through a New Zealand or Australian resident
nominee, you will be deemed to represent and warrant
to thl that you can lawfully participate in the Plan
through your nominee. thl accepts no responsibility
for determining whether any person is able to participate
in the Plan under laws applicable outside of New Zealand
or any other jurisdiction in respect of which the Plan
is made available.
4. Exclusion where Liens or Charges
over Shares
4.1 If you hold any thl shares over which thl has a lien or
charge, those thl shares will not be eligible to participate
in the Plan.
5. Participation Election
5.1 To participate in the Plan you must make a Participation
Election in one of the following ways:
(a) Online Election - by visiting the website of thl’s
Share Registrar at https://investorcentre.
linkmarketservices.co.nz
Select “THL – TOURISM HOLDINGS LIMITED”
as the issuer from the dropdown box on the page.
You will be required to enter your CSN/Holder
Number and FIN before you can make your
Participation Election. Once you have entered
these details, you should click “Payment and Tax”,
then “Reinvestment Plans”, and tick the applicable
box to participate in the Plan. If you make an online
1. Introduction
1.1 This Offer Document has been prepared as at 27 August
2019 and contains the terms and conditions of the Plan.
1.2 This Offer Document is issued in compliance with the
exclusion for dividend reinvestment plans contained in
Schedule 1 to the Financial Markets Conduct Act 2013.
Accordingly, no product disclosure statement is required
in respect of the Plan.
1.3 Subject to clauses 3 and 4, the Plan is available to you
if you are the holder of ordinary shares in thl.
1.4 Under the Plan, you may elect to reinvest the net
proceeds of cash dividends payable on all or some of
your fully paid thl shares by acquiring Additional Shares.
1.5 Further information about thl, including its current
dividend policy, can be found in the Investors section
of its website at www.thlonline.com.
2. Available options
2.1 You may elect to participate in the Plan by exercising
one of the following options:
(a) Full Participation - If you choose full participation,
the Plan will apply to the net cash dividends
payable from time to time in respect of all thl
shares registered in your name at the relevant
Record Date.
(b) Partial Participation - If you choose partial
participation, the Plan will only apply to the net
cash dividends payable from time to time in respect
of your nominated percentage of thl shares
registered in your name at the relevant Record
Date. If this percentage does not give rise to a
whole number of shares then the number of shares
in respect of which your participation in the Plan
will apply will be rounded down to the nearest
whole number. The Board may specify a minimum
percentage for partial participation.
2.2 If you do not wish to participate in the Plan and instead
wish to receive any dividends payable in respect of your
thl shares from time to time in cash, then you do not
need to do anything.

thl Dividend Reinvestment Plan Offer Document
67
Dividend Reinvestment PlanDividend Reinvestment Plan
6.2 thl will, on the day that a Participant would otherwise
have been paid a cash dividend on Participating Shares

of thl, either issue new shares or arrange a transfer of
existing shares to the Participant, subject to the rights

of termination, suspension and modification set out
in clause 12.
6.3 Additional Shares will, from the date of issue or transfer,
rank equally in all respects with each other and with all
other fully paid ordinary shares in thl on issue as at that
date. Additional Shares will be registered in the name of
the Participant on thl’s share register. Any Additional Shares
which may be issued under the Plan have been accepted for
quotation by NZX Limited and will be quoted on completion
of the allotment process. NZX Limited accepts no
responsibility for any statement in this Offer Document.
7. Additional Share Entitlement
7.1 If you choose to participate in the Plan, the number of
Additional Shares you will be allotted will be calculated
in accordance with the following formula:
N = PS x D
Strike Price
Where:
N is the number of Additional Shares you will receive
(with fractional entitlements rounded down to the
nearest whole number).
PS is the number of your Participating Shares in the
Plan registered in your name at the relevant Record Date.
D is the net proceeds of cash dividends paid per thl
share by thl (expressed in cents and fractions of cents,
including any applicable supplementary dividends in
respect of Participating Shares payable to non-resident
shareholders but excluding any tax credits and after
deduction of any withholding or other taxes, if any).

Strike Price is the volume weighted average sale prices
in New Zealand dollars (expressed in cents and fractions
of cents) for thl shares calculated on all trades of thl shares
which take place through the NZX Main Board over the
period of five trading days immediately following the
relevant Record Date, less a percentage discount (if any)
determined by the Board in its absolute discretion. If no

sales of thl shares occur during those five trading days, then
Strike Price will be deemed to be the sale price for a thl share
on the first sale on the NZX Main Board after such period.
The price so determined pursuant to this clause 7.1 may be
varied at the discretion of the Board as set out in clause 7.2.
election, you will be required to confirm that you
have read, understood and complied with the
terms and conditions of the Plan; or
(b) Participation Notice - by completing a Participation
Notice in a form provided by thl from time to time
in accordance with the instructions on that notice
and sending the completed Participation Notice
to thl’s Share Registrar at:
Mail: Link Market Services Limited
PO Box 91976
Auckland 1142
New Zealand
Scan and email:
operations@linkmarketservices.co.nz
Fax: +64 9 375 5990
or such other person or address as thl may
determine from time to time.
5.2 You can make your Participation Election at any
time while this Plan is in effect by following the steps
in clause 5.1. Participation Notices can be obtained
from thl’s Share Registrar at any time.
5.3 The Record Date for determining your entitlement to
Additional Shares under the Plan is the date fixed by
thl for determining entitlements to dividends payable
on thl shares. To be eligible to participate in the Plan
in respect of a dividend, a properly completed Online
Election or Participation Notice must be received by
thl’s Share Registrar by no later than 5.30pm on the
Business Day immediately following the relevant
Record Date for that dividend.
5.4 If your Participation Election does not specify your
degree of participation in the Plan but is otherwise
correctly completed, you will be deemed to have chosen
full participation.
5.5 thl may accept or reject a Participation Election that is
not properly completed or signed, and correct any error
in, or omission from, a Participation Election, before
acceptance under the Plan.
6. Operation of the Plan
6.1 Each Participant in the Plan is deemed to have directed
thl to apply the net cash dividend, if any, that is available
for payment in respect of their Participating Shares at
the Record Date as payment for the Additional Shares
to be issued or transferred under the Plan. The number
of Additional Shares will be determined in accordance
with clause 8 of this Offer Document.

thl Dividend Reinvestment Plan Offer Document
89
Dividend Reinvestment PlanDividend Reinvestment Plan
(a) the number of your Participating Shares as
at the Record Date;
(b) the amount of your cash dividend reinvested in
Additional Shares and the amount paid in respect
of any of your Shares that are not participating
in the Plan (if applicable);
(c) the Strike Price and number of Additional Shares
you were allotted under the Plan;
(d) the amount of any tax deductions or withholdings,
imputations or other taxation credits in respect
of the cash dividend; and
(e) such other matters required by law with respect
to dividends and/or reinvestment.
12. Termination, Suspension and
Modification by thl
12.1 The Board may, in its sole discretion, at any time:
(a) terminate, suspend or modify the Plan. If the Plan
is modified, a Participation Election will be deemed
to be a Participation Election under the modified
Plan unless you withdraw or modify your
Participation Election in accordance with clause 14;
(b) suspend the operation of the Plan so that it will not
apply to the whole or part of any dividend and that
the dividend or the balance of the dividend, as the
case may be, will be paid in cash;
(c) determine that in the event of the subdivision,
consolidation or reclassification of the thl shares
into one or more new classes of shares, that
a Participation Election will be deemed to be
a Participation Election in respect of the shares
as subdivided, consolidated or reclassified unless
you withdraw or modify your Participation Election
in accordance with clause 14;
(d) resolve that your Participation Election will cease
to be of any effect, for example, if the Participation
Notice has been incorrectly completed or is unclear
or if the number of Shares you hold is insufficient
to enable participation as requested;
(e) determine that shareholders in specific jurisdictions
outside New Zealand and Australia may participate
in the Plan; or
(f) determine that Additional Shares may be issued
at a discount to the market price of Shares and the
amount of any such discount.
12.2 No decision by the Board to terminate, suspend or modify
the Plan will give rise to any liability for thl or the Board,
or any right of action for you against thl or the Board.
7.2 Any Strike Price determined under clause 7.1 may
be reasonably adjusted by the Board to allow for any
bonus issue or dividend or other distribution expectation.
If, in the opinion of the Board, any exceptional or unusual
circumstances (including any unusual or irregular trades)
have artificially affected the Strike Price so determined,
the Board may make such adjustment to that price as it
considers reasonable. The determination of the Strike Price
by the Board will be binding on all participants in the Plan.
8. Share Price Information
Publicly Available
8.1 thl will ensure that at the time the Strike Price is set
under clause 7 it will have no information that is not
publicly available that would, or would be likely to, have
a material adverse effect on the realisable price of the
Shares if it was publicly available (material information).
thl may suspend the Plan in respect of a dividend in
any case where it is not able to ensure that material
information has been made publicly available by
disclosure to the NZX Main Board.
9. Compliance with Laws, Listing Rules
and Constitution
9.1 The Plan will not operate to the extent that the issue
or transfer of Additional Shares under the Plan would
breach any applicable law, the NZX Main Board Listing
Rules or any provision of thl’s constitution.
9.2 If, for any reason, thl cannot allot your Additional Shares,
the relevant dividend on your Participating Shares will
be paid or distributed to you in the same manner as to
shareholders not participating in the Plan and at the
same time as the dividends are paid to those shareholders.
You will not be paid interest on any such payment.
10. Source of Additional Shares
10.1 Additional Shares may, at the Board’s discretion, be:
(a) new fully paid ordinary shares issued by thl;
(b) existing fully paid ordinary shares in thl acquired
by thl or a nominee or agent of thl; or
(c) any combination of (a) and (b) above.
11. Statements
11.1 If you choose to participate in the Plan, thl will in
accordance with the NZX Main Board Listing Rules
send a statement to your address or email address
(if you have elected to receive communications
electronically) as set out in thl’s share register detailing:

thl Dividend Reinvestment Plan Offer Document
1011
Dividend Reinvestment PlanDividend Reinvestment Plan
17. Death of Participant
17.1 If a Participant dies, participation by that Participant
will cease upon receipt by thl of a notice of death
of the Participant. The death of one of two or more
joint Participants will not automatically terminate
participation in the Plan.
18. Taxation
18.1 As at the date of this Offer Document for New Zealand
income tax purposes, shareholders who reinvest the net
cash proceeds of their cash dividends in the acquisition of
Additional Shares should be treated in the same way with
respect to their dividends as if they had not reinvested.
This means that, prima facie, shareholders will continue
to derive dividend income of the same amount they
would have derived had they not participated in the Plan.
18.2 The taxation summary above is based on New Zealand
taxation laws as at the date of this Offer Document and
is, of necessity, general. It does not take into account your
individual circumstances and the specific tax consequences
of your participation or non-participation in the Plan,
which may vary considerably. You should not rely on this
general summary but should seek your own tax advice.
thl does not accept any responsibility for the financial or
taxation effects of your participation or non-participation
in the Plan. thl recommends you obtain professional
taxation advice.
18.3 None of thl, its directors or officers, employees or agents:
(a) take any responsibility or assume any liability for,
or as a consequence of, the tax liabilities of any
person in connection with the DRP; or
(b) represent or warrant that any person will gain any
taxation advantage, or will not incur a taxation
liability or disadvantage, as a result of participation
in the DRP.
13. Notice
13.1 Notice of any modification, suspension or termination
under clause 12 will be given via the NZX market
announcement platform prior to the Record Date
on which any modification, suspension or termination
will take effect.
13.2 Notwithstanding clauses 12.1 and 12.2, thl may at
any time, without the need of any notice:
(a) modify, suspend, or terminate the Plan to comply
with any applicable law, the NZX Main Board
Listing Rules, or any provision of thl’s constitution;
or
(b) make minor amendments to the Plan where
such amendments are of an administrative
or procedural nature.
14. Variation or Termination
14.1 You may at any time:
(a) increase or decrease your Participating Shares
by submitting a new Participation Election in
accordance with clause 5.1; or
(b) terminate your participation in the Plan by written
notice to thl’s Share Registrar at the address set
out in clause 5.1.
14.2 Such variation or termination will take effect
immediately upon receipt by thl’s Share Registrar of the
written notice, provided that any such notice received
after 5.30pm on the Business Day immediately following
the Record Date will be effective for the next following
Record Date.
15. Partial Dispositions
15.1 If your participation in the Plan is a partial participation
and you dispose of some of your Participating Shares,
then your percentage of thl shares that participate in
the Plan will remain the same but will only apply to the
thl shares registered in your name.
16. Dispositions of your thl Shares
16.1 If you dispose of all of your thl shares, you will be
deemed to have terminated your participation in
the Plan from the date thl’s Share Registrar registers
a transfer of those thl shares.

thl Dividend Reinvestment Plan Offer Document
1213
Dividend Reinvestment Plan
19. Information for Australian
Shareholders
19.1 The offer of Shares under the Plan does not require
disclosure for the purposes of section 708 of the
Corporations Act 2001 (Cth). Accordingly, this Offer
Document will not be lodged with ASIC.
19.2 Australian resident Shareholders should note that
thl is not licensed to provide financial product advice
in relation to the Shares offered under the Plan.
There is no cooling-off regime that applies in respect
of the issue of Shares under the Plan.
20. Costs
20.1 You will not be charged for participation or withdrawal
from the Plan. You will not incur any brokerage costs,
commissions or other transaction costs on the allotment
of your Additional Shares.
21. Listing Rules
21.1 The Plan is subject to the NZX Main Board Listing
Rules and to any rules for clearing and/or settlement
which apply to the NZX Main Board from time to time
(together the Rules) and in the event of any inconsistency
between the Plan and the Rules, the Rules will apply.
22. Governing Law
22.1 The Plan and its operation will be governed by the laws
of New Zealand.
23. Other Information
23.1 You can download an electronic copy of thl’s most recent
annual report and thl’s most recent financial statements
from thl’s website at www.thlonline.com.
23.2 Alternatively, you can request a copy of these documents
free of charge by writing to thl at the address specified
in the Directory to this Offer Document.
Definitions
Additional Shares means the fully paid shares in thl to
be issued or transferred to you pursuant to the Plan.
Board means thl’s board of directors.
Business Day means a time between 8.30am and 5.30pm
on a day on which NZX is open for trading.
NZX means NZX Limited.
NZX Main Board means the main board equity security
market operated by NZX Limited.
Offer Document means this document which sets out the
terms and conditions of the Plan pursuant to the Financial
Markets Conduct Act 2013 and the Financial Markets
Conduct Regulations 2014.
Participating Shares means the thl shares held by you on
a Record Date in respect of which you have made a valid
Participation Election.
Participation Election means your chosen participation
in the Plan, made in one of the ways specified in clause
5.1 of this Offer Document.
Participation Notice means the form of participation
notice provided by thl from time to time.
Plan means thl’s Dividend Reinvestment Plan established
by the Board on the terms and conditions set out in this
Offer Document, as amended from time to time.
Record Date means the date and time fixed by thl for
determining entitlements to dividends payable on Shares.
Share Registrar means Link Market Services Limited.
Strike Price means the price at which Additional Shares
will be issued to you, calculated in accordance with
clause 7 of this Offer Document.
thl means Tourism Holdings Limited.
thl shares means fully paid ordinary shares in thl.
Definitions

thl Dividend Reinvestment Plan Offer Document
1415
ISSUER
Tourism Holdings Limited
Level 1, 83 Beach Road
Auckland City 1010
New Zealand
PO Box 4293, Shortland Street
Auckland 1140
New Zealand
Phone: +64 9 336 4299
Email: info@thlnz.co.nz
Website: www.thlonline.com
SHARE REGISTRAR
Link Market Services Limited
Level 11, Deloitte Centre
80 Queen Street
Auckland 1010
PO Box 91976
Auckland 1142
New Zealand
Phone: +64 9 375 5998
Email: enquiries@linkmarketservices.co.nz
Website: www.linkmarketservices.co.nz
LEGAL ADVISORS
Minter Ellison Rudd Watts
Level 20, Lumley Centre
88 Shortland Street
Auckland 1010
New Zealand
PO Box 3798
Auckland 1140
New Zealand
Phone: +64 9 353 9700
Website: www.minterellison.co.nz
Instructions
You may make your Participation Election, or vary an existing
Participation Election, online by visiting https://investorcentre.
linkmarketservices.co.nz, instead of completing this
Participation Notice (refer to clause 5.1 of the Offer Document
for further details).
Before completing this Participation Notice, carefully read
the Terms and Conditions contained in the Offer Document.
If you do not understand the Terms and Conditions, this
Participation Notice or if you have any questions about what
to do in relation to the Plan, please consult your broker,
financial, investment or other professional advisor.
1. Your Details
You should enter the name of the shareholder
who wishes to participate in the Plan as recorded
in thl’s share register. For example, if you are a joint
shareholder, you should enter the name of all joint
shareholders or, if you are applying on behalf of a
company, you should enter the name of that company.
You must also enter the registered address and CSN for
the relevant shareholder. In some cases, the form you
receive may already be personalised, in which case you
will only need to complete those details which have not
been personalised (such as your Participation Election).
2. Participation
• Choose full participation or partial participation
in the Plan by ticking the corresponding box.
• If you choose partial participation in the Plan,
you must also state the percentage of your
Shares that you wish to participate in the Plan.
• Make one application only, whether personally
or through a custodian or other nominee shareholder.
Directory
Directory
Instructions

16
3. Certification
I confirm that I wish to apply for the amount of
my Shares indicated in this Participation Notice
to participate in the Plan, and agree that:
• By applying for participation in the Plan,
I acknowledge that I have received the Offer
Document containing the Terms and Conditions
dated 27 August 2019, and confirm that I have read
this Participation Notice and the Offer Document
in their entirety. I irrevocably and unconditionally
agree to the Terms and Conditions.
• If I am not applying through a New Zealand or
Australian resident nominee, I certify that:
– I currently hold Shares; and
– I am resident in New Zealand and my registered
address is in New Zealand; or
– my registered address is in Australia or
The Cayman Islands.
• If I am applying through a New Zealand or
Australian resident nominee, I represent and
warrant to thl that I can lawfully participate
in the Plan through my nominee and I currently
hold Shares through my nominee.
4. Execution
You should sign this Participation Notice
where indicated.
5. Contact Details
Fill in your daytime telephone number and contact
name, as we may need to contact you, for example, if
you have not filled in this Participation Notice correctly.
Once complete, you should return your Participation
Notice to thl’s Share Registrar in one of the following
manners:
Mail: Link Market Services Limited, PO Box 91976,
Auckland 1142, New Zealand
Scan and email: operations@linkmarketservices.co.nz
(please put thl DRP in the subject line for easy
identification).
Fax: +64 9 375 5990.

Instructions
Participation Notice
Tourism Holdings
Limited Dividend
Reinvestment Plan

Participation Notice
TOURISM HOLDINGS LIMITED – DIVIDEND REINVESTMENT PLAN
YOU SHOULD NOT COMPLETE THIS FORM IF YOU WISH TO RECEIVE ALL OF YOUR DIVIDENDS DECLARED IN CASH
The Dividend Reinvestment Plan Offer Document which this Participation Notice accompanies is important. Terms used in this Participation Notice have the meaning
given to them in the Offer Document. If you have any questions in relation to the Plan, please consult your broker, financial, investment or other professional advisor.
Please see instructions on page 15 of the Offer Document on how to complete this Participation Notice and where to send it.
thl offers its shareholders the ability to participate in the Plan on the terms set out in the Offer Document dated 27 August 2019. If you wish to participate in the
Plan or to vary your participation in the Plan, you should make a Participation Election by completing this form and sending it to thl’s Share Registrar.
Alternatively, you may make your Participation Election, or vary an existing Participation Election, online by visiting https://investorcentre.linkmarketservices.co.nz
(refer to clause 5.1 of the Offer Document for further details).
Shareholder Name:
(Please provide the exact registered name(s) as it appears on your Security Transaction Statement that your thl Shares are held in)
Shareholder’s Address:
CSN / Holder Number:
(You must supply your CSN / Holder Number)
I wish to participate in the Plan and request:

Option 1: Full participation (including any future thl Shares acquired)
OR

Option 2: Partial participation (state percentage of thl Shares to participate in the Plan:______________%)
Certification
By accepting this offer and participating in the Plan, you are agreeing to the Terms and Conditions set out in the Offer Document
and you are providing the certification set out in the instructions for completing this form, under the heading “Certification”.
Read that section carefully.
Execution*

Holder/Director/Authorised Person Holder/Director/Authorised Person Holder/Authorised Person
Date:
* If a joint holding all holders must sign.
* If a company is signing, it must be signed on behalf of the company by a person duly authorised for that purpose.
* lf this Participation Notice is signed under a power of attorney, a certificate of non-revocation of power of attorney in the usual form must also be submitted with
this Participation Notice.
Participation in the Plan will commence on receipt by the thl’s Share Registrar of your Participation Notice, provided that any such notice received
after 5.30pm on the Business Day immediately following a Record Date will be effective for the next following Record Date.
Your participation in the Plan will continue to apply until you vary or terminate it by written notice in accordance with the Terms and Conditions
of the Plan.
Contact Details: (
Please provide your contact details below)

Contact name: Mobile or daytime telephone number: