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PLP – Updated Offer Documents

Other7 April 2021PLPReal Estate

Offer of units in the Private Land and Property Fund of the Booster Investment Scheme 2
This document replaces the Product Disclosure Statement dated 8 October 2020.

This document gives you important information about this investment to help you decide whether you want to invest. There is other

useful information about this offer on www.disclose-register.companiesoffice.govt.nz. Booster Investment Management Limited has

prepared this document in accordance with the Financial Markets Conduct Act 2013. You can also seek advice from a financial advice

provider to help you to make an investment decision.

7 April 2021

Issuer: Booster Investment Management Limited

Product Disclosure Statement

Private Land and Property Fund

Private Land

& Property Fund

Private Land and Property Fund2
1. Key information summary

Description and investment objectiveRisk indicator

The Fund’s investment objective is to provide investors with a complementary

and enhanced risk / return outcome compared to traditional listed property

investments.

It aims to generate an average annual long-term return of about 6.5% p.a.

(before tax and after all fees, charges and costs) over rolling 7 year periods from

a combination of income and capital gain as properties reach full productive

capability.

The Wholesale Portfolio, in which the Fund invests, may borrow to invest in more

property or to develop property already held by the Wholesale Portfolio.

This Fund may not be suitable for all investors

due to the risks of volatility of returns, gearing

and concentration of investments. If you

are unsure, you should seek advice from

a financial adviser.

2 Because the Fund was established in January 2019, the risk indicator has been calculated using a mix of historical returns obtained from the Property

Council/IPD New Zealand Property Index for the period of 1 January 2016 to 30 June 2017; actual returns of the Wholesale Portfolio, the Private Land and

Property Portfolio, for the period of 1 July 2017 to 31 January 2019; and actual Fund returns for the remaining period to 31 March 2021. As a result, the risk

indicator may provide a less reliable indication of the potential future volatility of the Fund. The Property Council/IPD New Zealand Property Index is not

a securities index, but we have used it in the risk indicator calculation because there is no appropriate securities index or peer group index available for

the Fund. We consider the Property Council/IPD New Zealand Property Index allows the risk indicator to reflect the potential future volatility of the Fund,

although not as reliably as if actual returns were available for the entire period.

What is this?

This is a managed investment scheme.

Your money will be pooled with other investors’ money

and invested in various investments.

Booster Investment Management Limited (Booster,

Manager, We or Us) will invest your money and charge

you a fee for its services. The returns you receive are

dependent on the investment decisions of Booster and the

performance of the investments.

The value of those investments may go up or down.

The types of investments and the fees you will be charged

are described in this document.

What will your money be invested in?

The Private Land and Property Fund (Fund) is listed on the

NZX Main Board (with the code PLP). The Fund provides

investors with an opportunity to obtain an investment

exposure primarily in a specialised portfolio of directly

held, unlisted, agricultural and horticultural land and other

property investments in New Zealand, which may be

supplemented with investments in industrial, commercial

and retail properties (including land, buildings, bearer

plants1, and plant and equipment). The Fund obtains its

property exposure by buying units in a separate wholesale

property fund managed by Booster – the Private Land and

Property Portfolio (Wholesale Portfolio) established under

the Booster Investment Scheme. Details of the property

held by the Wholesale Portfolio can be found in the

‘Other Material Information’ document located at

www.booster.co.nz/plpf

1 A bearer plant is a plant (such as a grape vine) that is used in the

production or supply of agricultural produce for more than one period

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Potentially lower returns Potentially higher returns

Higher risk

Lower risk

See Section 4 – What are the risks of investing? for an explanation of the risk indicator and for information about other risks

that are not included in the risk indicator. To help you clarify your own attitude to risk, you can seek financial advice or work

out your risk profile at www.booster.co.nz/booster-investments/investment-documents.

More about the Fund

2

Private Land and Property Fund3
3Calculated daily as a percentage of the net asset value of the Fund.

The Fund may also incur interest and borrowing costs related to gearing undertaken by the Wholesale Portfolio.

For more information about the fees charged, see Section 5 – What are the fees?

Who manages the Private Land and Property

Fund?

Booster is the manager of the Fund. You’ll learn more about

us in Section 7 – Who is involved?

What are the returns?

The return on your investment comes from income

distributions made by the Fund, and from any change in

the Fund’s unit price. The unit price changes as net income

is earned (prior to being distributed), and as property is

revalued.

The Manager will aim to pay a quarterly distribution

to investors of any net cash income received from the

Wholesale Portfolio (after allowing for expenses). Eligible

investors can choose to reinvest their distributions by

participating in the Distribution Reinvestment Plan.

See Section 2 – How does this investment work? for more

information.

How can you get your money out?

You can make a request to Booster to withdraw some or

all of your investment in the Fund at any time. Withdrawals

from the Fund will only be processed on the first business

day of the month. There are minimum withdrawal amount

requirements and you must either maintain the amount that

is set as the Fund’s minimum on-going balance or withdraw

in full. If you make a withdrawal request directly with

Booster, a withdrawal fee will normally apply. See Section

5 – What are the fees?

Because the Fund invests in the Wholesale Portfolio, whose

investments by nature have relatively long sale timeframes,

there may be some circumstances in which processing of

withdrawal requests is delayed or suspended.

To mitigate this risk, the Fund and the Wholesale Portfolio

are managed to provide various sources of limited liquidity

for withdrawals.

Units in the Fund are quoted on the NZX Main Board, so

you can also sell your investment on the exchange if there

are interested buyers, in addition to being able to redeem

your investment directly with the Manager. The amount

you get may be less than the amount you invested.

We’ll explain how you can withdraw your investment in

Section 2 – How does this investment work?

How will your investment be taxed?

The Fund is a listed portfolio investment entity (Listed PIE)

for tax purposes.

The amount of tax that the Fund pays is calculated at the

rate of 28%. The Fund intends to pay a distribution on

a quarterly basis, which will include imputation credits

representing the tax it has paid. For a New Zealand resident

individual or trustee investor (other than a unit trust) that

has a marginal tax rate that is lower than the rate of tax

payable by the Fund, you may be able to apply the surplus

imputation credits against other income on which you are

required to pay tax.

See Section 6 – What taxes will you pay? for more

information.

Where can you find more key information?

Booster is required to publish quarterly updates for the

Fund. The updates show the returns, and the total fees

actually charged to investors, during the previous year.

The latest fund updates are available at

www.booster.co.nz. The Manager will also give you

copies of those documents on request.

Annual fund charges3Individual action fees

Management fee 1.00%

Other management and

administration charges

In fund costs* 0.10%

Property operating

expenses** 0.09%

Total (estimate) 1.19%

* Estimated.

** The estimated property operating

expenses are the direct costs of

ownership and operation of the

individual underlying properties of

the Wholesale Portfolio which are

proportionately passed to the Fund.

This includes (but is not limited to)

valuations and other property related

costs and associated professional fees.

These amounts are not fees payable

for the management of the Fund.

Contribution fees

Booster does not charge an entry fee. Your financial adviser, with your agreement, may charge

you other fees for the services they provide to you. These fees may include an entry fee on each

investment amount. If you buy units in the Fund through an NZX Participant (such as a broker),

they may also charge you a fee for their services.

Withdrawal fee

To help manage withdrawal requests, Booster may charge a withdrawal fee on part or all of your

investment withdrawn from the Fund. The fee charged is based on the sum of all amounts you

have withdrawn from the Fund in the previous rolling 12 months. If you hold multiple accounts

for the same legal entity or with the same beneficial ownership, the withdrawal fee applicable

will be based on the TOTAL amount of withdrawals by the same legal entity/beneficial owner.

If you sell your units on the NZX Main Board you will not be charged a withdrawal fee.

Total amount withdrawn Fee payable

in the last rolling 12 months (for each tier)

$50,000 or less Nil

Between $50,000 and $100,000 1% of the amount above $50,000

Between $100,000 and $200,000 2% of the amount above $100,000

Between $200,000 and $300,000 3% of the amount above $200,000

Between $300,000 and $500,000 4% of the amount above $300,000

$500,000 or more 5% of the amount above $500,000

Other funds managed by Booster that invest in the Fund will not be charged a withdrawal fee.

Private Land and Property Fund4
2. How does this investment work?

The Fund has been established within the Booster

Investment Scheme 2 (Scheme), a managed investment

scheme that is registered under the Financial Markets

Conduct Act 2013.

Why invest

The key benefits of investing in the Fund include:

• Access to unlisted property investments.

Your money is combined with other investors’ money,

to give you access to a specialised investment

portfolio of unlisted New Zealand land and property

investments. This is achieved by investing in the

Wholesale Portfolio which holds the property

investments directly. Consistent with the Fund’s long-

term approach, we take an active interest in being a

good steward of land held by the Wholesale Portfolio,

without compromising its investment objective.

• Diversification. Unlisted property returns have a low

correlation with returns from other asset classes over

the long term, helping to reduce the overall volatility

in returns when combined with an existing investment

strategy. Agriculture and horticulture property also

provide diversification benefits when combined with

other traditional property investment types such as

commercial, industrial, retail, retirement villages and

residential.

• Ability to trade on-market. Units in the Fund can be

bought and sold on the NZX Main Board like shares in

a company, provided there are interested sellers and

buyers.

• Unlisted property investments have lower return

volatility. While the Fund is listed on the NZX Main

Board, it purchases units in the Wholesale Portfolio,

which invests in unlisted property. Unlisted property

investments are by their nature revalued less frequently

than listed property investments, which are typically

priced and traded daily in an active market resulting

in higher price volatility over time. Investors in this

Fund ordinarily have the ability to either redeem units

monthly at its unit price via the Manager (which is not

subject to listed market volatility), or sell on the NZX at

a price determined by the market.

Having two options to either redeem or sell your units

may give you an opportunity to obtain a better price

per unit than you would if you could only redeem at unit

price or sell on-market.

• Combination of cash income and capital growth.

The Wholesale Portfolio receives regular rental income

from its leased property, and income from its contracts

to supply crops produced from land (which is passed

to the Fund by distribution), as well as offering the

potential for capital growth.

• An inflation hedge. The income derived from

underlying leased property generally has an increase

linked to inflation or above. This means both the

income and underlying asset value of property tends

to appreciate with inflation. This helps to preserve the

real value of your investment.

• Experience. The investments are managed by

experienced professionals with support from industry

specialists. Further details of our experienced team can

be found in the ‘Other Material Information’ document

on our website www.booster.co.nz/plpf.

• Knowledge. We keep you up to date about your

investment with regular reporting and you can easily

access information about your investment online.

• Financial advice. You have access to a financial adviser

who will be able to help you with your investment

decisions.

• Tax benefits. Tax is paid by the Fund at the rate of 28%.

Imputation credits on distributions allow those

New Zealand resident individual or trustee investors

(other than a unit trust) on lower tax rates to apply

surplus imputation credits against other taxable income

they may have. Investors should also receive an indirect

tax timing benefit from the depreciation the Wholesale

Portfolio claims on its property.

How it works

Booster Investment Scheme 2 (Scheme) is a managed

investment scheme established as a trust governed by a

Trust Deed, which is an agreement between the Manager

(Booster) and the Supervisor (Public Trust) describing

how the Scheme works and our responsibilities. Booster

is responsible for managing the Scheme and the Fund

Section 1Key information summaryPage 2

Section 2How does this investment work?Page 4

Section 3Description of your investment optionsPage 7

Section 4What are the risks of investing?Page 7

Section 5What are the fees?Page 9

Section 6What taxes will you pay?Page 11

Section 7Who is involved?Page 11

Section 8How to complainPage 11

Section 9Where you can find more informationPage 12

Section 10How to applyPage 12

Table of contents

Private Land and Property Fund5
and Public Trust supervises us to make sure we meet

our responsibilities and obligations. Public Trust has also

appointed a custodian to hold the investments on behalf

of investors. This structure is designed to ensure that

your interests are always put first.

When you invest your money in the Fund, you receive

‘units’. ‘Units’ represent your share of the investments in the

Fund. The ‘unit price’ shows what your share is worth at any

time. If the Fund’s investment value goes up, your units will

be worth more. If the value goes down your units will be

worth less. The Fund’s unit prices are published on

Booster’s website at www.booster.co.nz/plpf.

The return on your investment comes from any distributions

made by the Fund and any change in the value of your units.

The Manager will aim to pay quarterly distributions

to investors of any net cash income received from the

Wholesale Portfolio (after allowing for any other expenses).

The amount you receive will depend on the distributable

income of the Fund, the number of units you hold in the

Fund on the Record Date of the distribution and the

amount per unit to be distributed by the Fund. The

distribution amount can be reinvested into the Fund

to purchase further units or paid to your designated

account (your custodial account or nominated bank

account if no custodial account). For further information

about reinvesting distributions, refer to the section titled

‘Distribution Reinvestment Plan (DRP)’.

Making investments

How do you invest?

You can invest in the Fund online by applying directly

to Booster at www.booster.co.nz/plpf, or through

your financial adviser, by completing and submitting an

application form. The application form is available by

contacting Booster, or from your financial adviser. Units are

issued by the Fund at its unit price.

Alternatively, you can buy units in the Fund on market at the

quoted price through an NZX Participant (such as a broker).

See www.nzx.com/services/market-participants for a list

of current NZX Participants. The quoted price on the NZX

Main Board may differ from the unit price provided by the

Fund and may be traded at a discount or premium to the

unit price, depending upon the availability of buyers and

sellers, their respective view of the underlying value of the

investments or their expected return from the Fund (refer

also to the Trading risk outlined on page 9).

In addition to the above, eligible investors can choose

to reinvest their distributions by participating in the

Distribution Reinvestment Plan (DRP). Refer to the

‘Distribution Reinvestment Plan (DRP)’ section for details.

Other funds managed by Booster (Booster Managed

Funds) also invest in the Fund, and are able to invest in

and withdraw from the Fund at any time (other than when

the Fund or Wholesale Portfolio has excess or insufficient

liquidity and has placed a restriction on all applications or

withdrawals).

The Booster Managed Funds may also trade in Fund units on

the NZX Main Board. For more information on how potential

conflicts of interest are managed see the ‘Other Material

Information’ document available at

www.booster.co.nz/plpf.

When can you invest?

Investing by applying directly to Booster or through your

financial adviser

While you can apply to invest in the Fund at any time, new

units in the Fund will generally only be issued to investors

(other than Booster Managed Funds) once a month, on the

first business day of each month. Booster Managed Funds

will be issued units in the Fund as and when applications

are received. Whilst units would generally be issued once

a month, the Manager reserves the discretion to issue units

intra-month to investors where the aggregate demand

exceeds 100,000 units.

Applications received up to 10:00am on the first business

day of the month will be processed on the first business

day of that month.

Any money received by Booster with an application to

invest in the Fund from an investor will be held in the

Fund’s application account until the new units are issued.

While the Fund will generally accept new investments

from investors once a month, as the Fund is invested in

an unlisted wholesale property fund, Booster reserves the

right to refuse to accept or to reduce an investor’s initial or

further investment application at its discretion. This may

include if the Fund or Wholesale Portfolio is carrying excess

liquidity and does not expect to have an opportunity to

invest application money in new investments within

60 days.

Buying units in the Fund on the NZX Main Board

(code PLP)

You can buy or sell units in the Fund on the market at any

time, provided there are interested sellers and buyers.

How much can you invest?

The minimum initial investment in the Fund is $1,000. While

you’re not required to make any further investments, you

can invest more directly with Booster at any time by making

additional investments (minimum $500), or buying units

on market.

While the maximum amount you invest is up to you, Booster

reserves the right to refuse to accept or reduce an investor’s

initial, further or existing investment in the Fund in order

to ensure that the Fund maintains its PIE eligibility status for

tax purposes. For more information, see the ‘Other Material

Information’ document available on our website at

www.booster.co.nz/plpf.

Booster may waive or vary the minimum investment

amounts at any time.

How do you pay?

If you are investing by applying directly to Booster or

through your financial adviser, you can make investments

by direct credit, direct debit or any other method

acceptable to Booster. Cash deposits will not be accepted.

Distribution Reinvestment Plan (DRP)

Investors who are a resident in New Zealand and have an

address in New Zealand on the Fund register are eligible

to reinvest their distributions by participating in the DRP.

As participation in the DRP is voluntary, eligible investors

are free to opt-in or opt-out of the DRP at any time with

prior notice to the Manager (for direct investors) or Link

Market Services Limited (Unit Registrar) (for NZX investors).

Further information on the DRP can be found in the ‘Other

Material Information’ document located at

www.booster.co.nz/plpf.

Private Land and Property Fund6
Selling your units on the NZX Main Board

Units in the Fund are quoted on the NZX Main Board, so

you can sell your investment through an NZX Participant

(such as a broker) or adviser if there are interested buyers.

Periodically, we can request (and require) investors whose

holdings are below the required minimum value to increase

their holdings, sell their units on the NZX, or redeem

their units directly with the Manager. We can also restrict

transfers where the transfer could result in the Fund losing

its PIE status.

In order to trade quoted units, you will need to have a

Common Shareholder Number (CSN), an Authorisation

Code (FIN) and a relationship with an NZX Participant.

The information below at ‘Withdrawing your investments’

does not apply if you are selling your units on market.

Withdrawing your investments

This section does not apply to the sale of the units on

the NZX

How do you withdraw?

You can request a withdrawal from the Fund, by contacting

us or by completing the appropriate withdrawal form

available by contacting Booster, or through your financial

adviser.

Units are redeemed at the Fund’s unit price.

When can you withdraw?

You can apply to withdraw from the Fund at any time.

Withdrawals from the Fund (other than Booster Managed

Funds) will only be processed on the first business day of

the month. Withdrawal requests from Booster Managed

Funds will be processed as and when they are received.

Withdrawal requests that have been made to and accepted

by Booster will normally be processed within five business

days of the first business day of the month, but could

take longer, depending on available liquidity to pay the

requested withdrawals.

Withdrawal requests received up to 10:00am on the first

business day of the month will be processed on the first

business day of that month.

Because the Fund invests in the Wholesale Portfolio, whose

investments by nature have relatively long sale timeframes,

there are some circumstances where we may delay or

suspend the payment of withdrawals (including for Booster

Managed Funds) if we believe that making payments is not

practicable or in the best interests of all investors in the

Fund. This includes where we consider that the redemption

price cannot be calculated in a fair manner, or there is

insufficient access to liquidity in the Fund (which excludes

any income in the Fund yet to be distributed to investors) to

satisfy a withdrawal request. To mitigate this risk, the Fund

and Wholesale Portfolio are managed to provide various

sources of limited liquidity for withdrawals. See Section 4

– What are the risks of investing? for further details.

How much can you withdraw?

The minimum withdrawal amount is $500.

Booster may charge a withdrawal fee for making a

withdrawal of more than $50,000 from the Fund. See

Section 5 – What are the fees? for more information.

You’ll need to maintain the minimum on-going balance of

$1,000 in the Fund after any withdrawal. If your withdrawal

request takes you below this amount, you will need to either

top up your investment back to the minimum balance,

or withdraw fully from the Fund. If your balance falls below

the minimum balance, Booster reserves the right to pay the

balance of your investment less any tax and fees to your

designated account (your custodial account or nominated

bank account if no custodial account), and your investment

in the Fund will end.

Booster may waive or vary the minimum withdrawal

amounts and the minimum on-going balance amount

at any time.

Private Land and Property Fund7
Private Land and Property Fund

Investment objective and strategy

• The Fund’s investment objective is to provide investors with

a complementary and enhanced risk / return outcome compared

to traditional listed property investments.

• It aims to generate average annual long-term returns of about 6.5%

p.a (before tax and after all fees, charges and costs) over rolling 7 year

periods from a combination of income and capital gain as properties

reach full productive capability.

• The Fund aims to obtain an investment exposure primarily in a specialised

portfolio of directly held, unlisted agricultural and horticultural land and

property investments in New Zealand, which may be supplemented with

investments in industrial, commercial and retail properties.

• The Fund obtains its property exposure by buying units in the Wholesale

Portfolio.

• The Wholesale Portfolio, in which the Fund invests, may borrow to invest

in more property or to develop property already held. The level of gearing

can vary between 0-65% of the Wholesale Portfolio’s asset value.

• The level of diversification of the Wholesale Portfolio’s property

investments is expected to broaden over time, but currently has a

concentration of property in the wine industry across multiple regions

of New Zealand.

• To support its investment objective, the Wholesale Portfolio may enter

into transactions with other funds or parties that are either managed or

associated with Booster (such as leases to companies). Details of any

borrowings, related party transactions and a current list of property

holdings can be found in the ‘Other Material Information’ document on

www.booster.co.nz/plpf.

Target investment mix

Risk indicator5

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4A small proportion of cash for liquidity purposes may be held in future as the liquidity needs of investors are assessed over time.

5 Because the Fund was established in January 2019, the risk indicator has been calculated using a mix of historical returns obtained from the Property Council/

IPD New Zealand Property Index for the period of 1 January 2016 to 30 June 2017; actual returns of the Wholesale Portfolio, the Private Land and Property

Portfolio, for the period of 1 July 2017 to 31 January 2019; and actual Fund returns for the remaining period to 31 March 2021. As a result, the risk indicator may

provide a less reliable indication of the potential future volatility of the Fund. The Property Council/IPD New Zealand Property Index is not a securities index,

but we have used it in the risk indicator calculation because there is no appropriate securities index or peer group index available for the Fund. We consider

the Property Council/IPD New Zealand Property Index allows the risk indicator to reflect the potential future volatility of the Fund, although not as reliably as if

actual returns were available for the entire period.

3. Description of your investment options

100% Unlisted property4

Minimum suggested investment timeframe

4 years

This Fund may not be suitable for all investors due to the

risks of volatility of returns, gearing and concentration of

investments. If you are unsure, you should seek advice

from a financial adviser.

Potentially lower returns Potentially higher returns

Higher risk

Lower risk

Growth assets 100% | Income assets 0%

Statement of Investment Policy and Objectives (SIPO)

If you would like to learn more about the Fund, you can read

the SIPO. The most current SIPO for the Fund can be found

on our website www.booster.co.nz/plpf.

We may change the SIPO from time to time without

notifying you. We will consult with the Supervisor and

give them written notice of any changes before they take

Understanding the risk indicator

Managed funds in New Zealand must have a standard risk

indicator. The risk indicator is designed to help investors

understand the uncertainties both for loss and growth that

may affect their investment. You can compare funds using

the risk indicator.

4. What are the risks of investing?

The risk indicator for the Fund covered in this Product

Disclosure Statement can be found on page 2.

The risk indicator is rated from 1 (low) to 7 (high). The rating

reflects how much the value of the Fund’s assets goes up

and down (volatility). A higher risk generally means higher

potential returns over time, but more ups and downs along

the way.

Potentially lower returns

Potentially higher returns

Higher risk

Lower risk

effect. Any material changes will be advised in the Booster

Investment Scheme 2 annual report.

Further information about the assets in the Fund can be

found in the fund updates at www.booster.co.nz.

Details of the property held by the Wholesale Portfolio can

be found in the ‘Other Material Information’ document on

our website www.booster.co.nz/plpf.

To help you clarify your own attitude to risk, you can seek

financial advice or work out your risk profile at

www.booster.co.nz/booster-investments/investment-

documents.

Note that even the lowest category does not mean a risk-

free investment, and there are other risks (described under

the heading “Other specific risks”) that are not captured by

this rating.

This risk indicator is not a guarantee of a Fund’s future

performance. The risk indicator is based on the returns

data for the five years to 31 December 2020. While risk

indicators are usually relatively stable, they do shift from

time to time.

You can see the most recent risk indicator in the latest

fund update for the Fund. Fund updates are published

each quarter on www.booster.co.nz.

We believe that the period of returns used to calculate

the risk ratings may not be representative of the average

Private Land and Property Fund8
of a climatic or environmental event can range from

a small reduction in harvest volumes to an extreme

event destroying the full crop for the year, through to

a catastrophic event that permanently impairs the value

of the land or reduces the productive area of the land.

The climatic risks are mitigated as far as practical

by adoption of standard industry practices such

as securing sources of irrigation water, installation

of frost management, and proactive management of

the plants in response to weather forecast information.

The key mitigation benefit to investors is the

geographical diversification by owning land across

multiple locations across multiple regions which

reduces the impact of any one event.

• Property related risks. This is the risk that property

specific factors (other than the climatic/environmental

risks described above) may have a material impact

on both the valuation of the Wholesale Portfolio’s

investments and the income from those investments

for distribution to investors. These factors may include

the quality of the property, their geographical location,

changes to current and expected future income from

the property, uncertainty of outcome of development

projects, unforeseen capital or repairs and maintenance

expenditure, inadequate insurance or the occurrence

of uninsurable events (for example, standard industry

practice is to not insure the loss of bearer plants due

to the cost of insurance being prohibitively expensive),

reliance on key persons in managing the investments

(particularly where land is used for crop production),

disease, or drop in demand for the crop, quality and

financial standing of tenants or contracted service

providers, and material changes to the supply and

demand in land and property markets. While each

of these individual risks has a low risk of occurrence,

they may have a significant impact on the income

from an individual property or its value. We manage

these risks through active management of the land

and properties held by the Wholesale Portfolio, and

importantly by increasing the level of diversification

of the investments held by the Wholesale Portfolio.

• Liquidity and withdrawal risk. This risk applies in

relation to withdrawing units through Booster. Unlisted

property investments by nature have relatively long

sale timeframes. As a result, there is a risk that the

Wholesale Portfolio may be unable to sell a property

at the desired time to fully meet an investor’s

withdrawal request or that property may need to

be sold at a lower value than its assessed market

value in order to meet withdrawal requests. Booster

manages this risk by ensuring the Fund and Wholesale

Portfolio are managed to provide various sources

of limited liquidity for withdrawals, such as holding

a proportion of the Wholesale Portfolio’s assets in

cash to meet the expected liquidity requirements of

investors, access to an undrawn portion of a borrowing

facility in the Wholesale Portfolio (though this facility

is primarily available to implement the gearing

strategy, not to provide liquidity to investors), and by

applying a withdrawal fee that moderates demand

for withdrawals. In addition, the Wholesale Portfolio

may hold separable property titles in an area that the

Manager believes could be readily sold to meet liquidity

requirements if necessary without compromising the

investment objectives of the Wholesale Portfolio.

• Gearing and interest rate risk. This is the risk that

while borrowing by the Wholesale Portfolio may

enhance the potential for increases in returns,

investment cycle for the Fund and therefore the risk

indicator shown may be different if calculated over longer

term investment periods.

General investment risks

Some of the things that may cause the Fund’s value to

move up and down, which affect the risk indicator, are:

• Market risk. This is the risk that the Fund experiences

losses due to factors that may adversely impact the

overall performance of financial markets and the

properties of the Wholesale Portfolio in which the Fund

invests, which in turn affects the amount or frequency

of distributions. These factors include, but are not

limited to, economic and regulatory conditions, political

events, environmental and technological issues.

• Concentration risk. This is the risk that the value of

the Fund’s investments falls more than the market as

a whole due to the Wholesale Portfolio’s investments

being concentrated in the property sector, or a

particular part of that sector (e.g. the wine sector),

and having exposure to a relatively small number

of property investments and counterparties which

reduces the level of diversification. Booster intends the

Wholesale Portfolio to acquire, over time, investments

across other industries and with more counterparties

which will broaden the level of diversification if, and

when, that is done. Current holdings can be found in

the ‘Other Material Information’ document at

www.booster.co.nz/plpf.

• Distribution risk. This is the risk that the Wholesale

Portfolio does not pay distributions to the Fund and

therefore the Fund is not able to pay a distribution

to its investors.

• Manager risk. This is the risk that the Fund

underperforms because of the way we manage

the Fund’s or the Wholesale Portfolio’s investments.

• Revaluation timing risk. This risk applies to the value

of units reflected in the Fund’s unit price issued by

Booster. This is the risk that the value of the property

may increase or decrease markedly following periodic

valuation updates due to a lack of continuous

assessment of value by an active/listed market. This

may mean the price of your units does not always

fully reflect an independent market assessment of the

value of the property on any given day and so, if you

withdraw your investment, you may receive more or

less than if the property had been independently valued

just prior to that withdrawal. To partly mitigate this risk,

Booster will review the valuation of property on at least

a quarterly basis, and, as far as practicable, the timing

of the independent review of property values will be

spread across the financial year.

Other specific risks

There are other factors, not already reflected in the risk

indicator that may significantly impact returns for investors.

• Climatic/environmental risk. This is the risk that

the annual return from the property or the value

of the property is adversely affected by climatic or

environmental events, such as drought, frost, hail,

excessive rainfall/humidity, storms or earthquakes.

Extreme weather events that have a material impact

on crop yields are anticipated to occur every few years,

whilst events such as earthquakes that materially

impact the land are expected to be rare. The magnitude

Private Land and Property Fund9
You will be charged fees for investing in the Fund. Fees are deducted from your investment and will reduce your returns.

If Booster invests in other funds, those funds may charge fees. The fees you pay will be charged in two ways:

• regular charges (for example, annual fund charges). Small differences in these fees can have a big impact on your

investment over the long term;

• one-off fees (for example, the withdrawal fee).

5. What are the fees?

adverse market conditions such as rising interest rates,

economic downturns/reduction in property values,

availability of credit/refinance of existing loans on

similar terms and conditions may lead to a reduction

in the net income of the Wholesale Portfolio, and

these circumstances may also give rise to a breach

of borrowing covenants, or affect the Wholesale

Portfolio’s ability to meet principal and/or interest

payments, or may lead to a forced sale of property in

the event the loan must be repaid. Booster takes this

into account by aiming to limit the amount of borrowing

so that total net borrowing costs do not exceed total

net returns, by fixing the rate of interest for a defined

period of time, and seeking relationships with multiple

lenders when it is considered relevant to ensure there is

reasonable access to funding on an ongoing basis.

• Trading risk. For those wishing to buy or sell units

directly on the NZX, there is a risk that you may be

unable to find a buyer or seller, or that the quoted price

for your units is higher or lower than the unit price.

This is particularly the case when the Fund is generally

open for the issue and redemption of units on a monthly

basis via the Manager, meaning there may be a reduced

number of buyers or sellers on the NZX. In addition,

there is a risk that, in certain circumstances, trading of

the Fund’s units may be suspended, or the Fund’s units

removed from quotation on the NZX. Suspension or

removal may occur where the Manager has failed to

fully comply with the NZX rules, which the Manager

considers to be unlikely given the governance and

compliance framework in place to ensure its NZX

obligations are met.

Annual fund charges

Fee typeAmount (%)

Management fee

Other management and administration charges:

In fund costs (estimate)

Property operating expenses (estimate)

1.00%

0.10%

0.09%

Total annual fund charge (estimate) 1.19%

The total annual fund charges are all fees and costs charged by any person in respect of the Fund other than one-off fees

relating to individual actions (such as the withdrawal fee). These include:

• A management fee. This fee, payable to Booster, covers the costs of managing and administering the Fund, which

include administration, accounting and custodian fees, and ongoing marketing expenses. It is calculated daily as a

percentage of the net asset value of the Fund and paid monthly. This fee also covers the management fees of any fund

in which the Fund may invest other than performance-based fees, of which there are currently none.

• Other management and administration charges.

In Fund Costs. These charges are capped at 0.10% per year (but may be less in the future) and include the Supervisor’s

fee and an estimate for other costs, disbursements, charges or expenses incurred directly or indirectly by Booster and

the Supervisor (such as audit fees and legal fees). They are calculated daily as a percentage of the net asset value of the

Fund and paid monthly. These charges are not payable to Booster.

Property Operating Expenses. These are the direct costs of ownership and operating the individual properties of the

Wholesale Portfolio. This includes (but is not limited to) valuations and other property related costs and associated

professional fees. The property operating expenses are estimated as a percentage of net assets of the Fund.

Note that the objective of an average annual long-term return from the Fund of 6.5% p.a. over rolling 7 year periods is

after all fees, charges, and costs (including interest and borrowing costs).

Example of how fees apply to an investor

Alex invests $10,000 in the Private Land and Property Fund. Alex is not charged an establishment fee or a contribution fee. This

means that the starting value of Alex’s investment is $10,000.

Alex is charged management fees of $100 and incurs administration and property operating expenses of about $19, which

work out to a total of about $119 (1.19% of $10,000). These fees might be more or less if Alex’s account balance has increased or

decreased over the year.

Estimated total expenses for the first year

Individual action fees: $0 (other than any financial adviser fees or NZX Participant fees that may be payable by Alex)

Fund charges: $119

See the latest fund update for an example of the actual returns and fees investors were charged over the past year.

Private Land and Property Fund10
Total amount withdrawn in the last rolling 12 monthsFee payable (for each tier)

$50,000 or less

Between $50,000 and $100,000

Between $100,000 and $200,000

Between $200,000 and $300,000

Between $300,000 and $500,000

$500,000 or more

Nil

1% of the amount above $50,000

2% of the amount above $100,000

3% of the amount above $200,000

4% of the amount above $300,000

5% of the amount above $500,000

If you sell your units on the NZX Main Board you will not

be charged a withdrawal fee (though a service fee may

be charged by your broker).

There are currently no establishment, contribution,

or termination fees (other than the withdrawal fee)

charged by Booster.

Goods and services tax (GST) is not included in any of the

fees stated. GST will be added to any fees where applicable

(which for the management fee and withdrawal fee, based

on our understanding of the rules, results in a further 1.5%

added, meaning a fee of $100 (excluding GST) would be

$101.50 (including GST).

The fees can be changed

Any new fees or changes to existing fees is subject to the

Trust Deed. We will consult and agree any fee change

with the Supervisor and provide one month’s notice of any

increase in the management fee to all investors in the Fund.

Booster must publish a fund update for the Fund showing

the fees actually charged during the most recent year.

Fund updates, including past updates, are available at

www.booster.co.nz.

Other costs and expenses

The Fund may also incur interest and borrowing costs

related to gearing undertaken by the Wholesale Portfolio.

These are the interest costs and any fees associated with

the implementation or amendment of borrowing facilities.

Gearing is an effective and common method of increasing

the returns earned on property investment, subject to

the risks described in Section 4 – What are the risks of

investing?

The interest and borrowing costs are estimated to be 3.33%

of the net assets of the Fund assuming a gearing ratio of

40% is reached.

These expenses are not considered to be Fund charges (as

outlined above), but are disclosed here to provide investors

an understanding of the nature and amount of the expenses

that the Fund (or Wholesale Portfolio) incurs.

Individual action fees

Contribution fee

Booster does not charge an entry fee.

Your financial adviser, with your agreement, may charge you other fees for the services they provide to you. These fees

may include an entry fee on each investment amount. If an entry fee is charged, it will be deducted from each investment

amount before your money is invested in the Fund and paid to your financial adviser.

If you buy units in the Fund through an NZX Participant (such as a broker), they may also charge you a fee.

Withdrawal fee

Booster may charge a withdrawal fee on part or all of your investment withdrawn from the Fund. The fee charged is

based on the sum of all amounts you have withdrawn from the Fund in the previous rolling 12 months. If you hold multiple

accounts, in the same legal entity or with the same legal ownership, the withdrawal fee applicable will be based on the

TOTAL amount of withdrawals by the same legal entity/beneficial owner.

This fee is deducted from the withdrawal amount and paid to the Fund.

The Booster Managed Funds that invest in the Fund will not be charged a withdrawal fee.

Private Land and Property Fund11
The Fund is a Listed PIE. The amount of tax that the Fund

pays is calculated at the rate of 28% on its taxable income.

The Fund intends to pay a distribution on a quarterly basis,

which will include imputation credits to the extent it has

paid tax. If you are a New Zealand resident individual or

trustee investor (other than a unit trust) and your marginal

tax rate is less than 28%, you can choose to include the

fully imputed distribution in your tax return, and apply the

surplus tax credits against other income on which you are

required to pay tax.

About Booster

Booster Investment Management Limited (Booster)

is the manager of the Fund.

We are part of the Booster Group which has been

helping New Zealanders save since 1998. The group

currently administers superannuation and investment

funds of over $3.5 billion on behalf of more than

120,000 New Zealanders.

You can contact us at:

Booster Investment Management Limited

Level 19, Aon Centre, 1 Willis Street

PO Box 11872, Manners Street Wellington 6142

Phone: 0800 40 40 50

Email: clientservices@booster.co.nz

Who else is involved?

6. What taxes will you pay?

7. Who is involved?

NameRole

SupervisorPublic TrustSupervises us to make sure

we meet our responsibilities

and obligations.

CustodianPT (Booster

Investments)

Nominees

Limited

Appointed by the Supervisor

to hold the assets of the

Fund on behalf of the

investors. The Custodian

is a wholly-owned subsidiary

of the Supervisor.

Unit

Registrar

Link Market

Services Limited

Provides registry services.

That portion of a distribution that does not have imputation

credits attached (referred to as excluded income) is not

taxable to a New Zealand resident investor.

For further information about tax, or if you are investing

in the Fund as a joint investor, company, trust, or estate,

see the ‘Other Material Information’ document available

on our website www.booster.co.nz/plpf.

Any complaints about the Fund can be made to us

(in the first instance), or the Supervisor, at the contact

details below:

Manager

Booster Investment Management Limited

Attn Chief Operating Officer

Level 19, Aon Centre, 1 Willis Street

PO Box 11872, Manners Street

Wellington 6142

Phone: 04 894 4300

Email: clientservices@booster.co.nz

Supervisor

Public Trust

Attn General Manager, Corporate Trustee Services

Level 8, Public Trust Building,

22 Willeston St

Wellington 6011

Private Bag 5902 Wellington 6140

Phone: 0800 371 471

Email: CTS.Enquiry@PublicTrust.co.nz

If your complaint can’t be resolved, you can refer it to

one of the following approved dispute resolution schemes.

They won’t charge you a fee to investigate or resolve your

complaint.

Booster’s approved dispute resolution scheme

Financial Dispute Resolution

Level 4, 142 Lambton Quay

Freepost 231075

PO Box 2272

Wellington 6140

Phone: 0508 337 337

Email: enquiries@fdrs.org.nz

Web: www.fdrs.org.nz

Public Trust’s approved dispute resolution scheme

Financial Services Complaints Limited

Level 4, 101 Lambton Quay

PO Box 5967

Wellington 6145

Phone: 0800 347 257

Email: complaints@fscl.org.nz

Web: www.fscl.org.nz

8. How to complain

Private Land and Property Fund12
More information about the Fund, including fund updates, financial statements, annual reports, the Trust Deed, SIPO, and

other material information is available on the Scheme register and offer register at

www.disclose-register.companiesoffice.govt.nz and copies can be requested from the Registrar of Financial Service

Providers.

You can also get this and other information about your investment, free of charge, from your financial adviser,

or by asking us:

Phone: 0800 40 40 50 from 8:00am to 5:00pm (Monday to Friday)

Write: Booster Investment Management Limited,

PO Box 11872, Manners Street, Wellington 6142

Email: clientservices@booster.co.nz

Visit: www.booster.co.nz

9. Where you can find more information

10. How to apply

To invest in the Fund, you can either:

1. apply directly to Booster at www.booster.co.nz/plpf; or

2. apply via a financial adviser; or

3. you can also buy units in the Fund through an NZX Participant (such as a broker).

See www.nzx.com/services/market-participants for a list of current NZX Participants.

If you apply directly to Booster or via a financial adviser, you will need to enter into a Client Custody Agreement for the

Booster Wrap Administration System. To apply direct or if you would like to get in touch with a financial adviser who uses

the System, call us on 0800 40 40 50.

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We’re here to help.
To find out more about the Fund or

Booster Investment Scheme 2 talk

to your financial adviser, call us on

0800 40 40 50 or visit our website.

booster.co.nz

A disclosure statement is

available from your financial adviser,

on request and free of charge.

Booster Investment Management

Limited, PO Box 11872, Manners Street,

Wellington 6142, New Zealand

---

Private Land
and Property

Fund


of the Booster Investment Scheme 2



Statement of Investment Policy

and Objectives

Effective Date of SIPO 7 April 2021

Version No. 1.4

Next Review Date 1 June 2021

This version approved 7 April 2021




Private Land and Property Fund

1. Description of the Fund

The Private Land and Property Fund (Fund) is a managed investment product established under the Booster

Investment Scheme 2 (Scheme) which is a registered managed investment scheme under the Financial

Markets Conduct Act 2013 (Act). The Scheme is managed by Booster Investment Management Limited

(Manager).

The Fund provides investors with an opportunity to invest primarily in a specialised portfolio of directly held,

unlisted, agricultural and horticultural land and other property investments in New Zealand (including land,

buildings, bearer plants, and plant and equipment, which are together referred to as ‘Property’).

2. Investment and return objectives

a. Investment objective. The Fund aims to provide investors with a complementary and enhanced risk /

return outcome compared to traditional listed property investments.

b. Return objective. The Fund aims to generate an average annual long-term return of about 6.5% p.a.

(before tax, but after all fees, charges and costs) over rolling 7 year periods from a combination of income

and capital gain as properties reach full productive capability.

3. Investment philosophy

The Manager’s investment philosophy for the Fund is to invest in properties that will provide a combination of

income distribution and capital growth-based return for investors, and where the Manager can identify

opportunities for added value through the pro-active management of the properties. The Manager intends to

make long term property investments.

4. Investment strategy

a. Investment strategy. By holding units in the Private Land and Property Portfolio of the Booster Investment

Scheme (Wholesale Portfolio), the Fund aims to obtain investment exposure primarily in a specialised

portfolio of directly held, unlisted, agricultural and horticultural land and other property investments in

New Zealand, which may be supplemented with direct investments in industrial, commercial, and retail

properties.

The Wholesale Portfolio, in which the Fund invests, may borrow to invest in more Property or to develop

Property already held by the Wholesale Portfolio.

b. Permitted investments. The permitted investments of the Fund are:

i. Units in the Private Land and Property Portfolio of the Booster Investment Scheme (Wholesale

Portfolio).

ii. Cash and cash equivalents, which will be held to manage the redemption of units in the Fund, plus any

income received from the Fund’s investments which will be distributed to investors.

iii. Through its investment in the Wholesale Portfolio, the Fund may obtain exposure to any of the

following investments:

• Any New Zealand unlisted property, unlisted property security or managed fund which

provides exposure to New Zealand unlisted property investments.

• New Zealand listed property securities may be held from time to time depending on the

availability of suitable unlisted investments.



• Australian and overseas unlisted property either directly or through managed funds, up to

5% of the Fund.

A copy of the SIPO for the Wholesale Portfolio can be obtained by contacting Booster.

c. Strategic asset allocation. The strategic asset allocation for the Fund (including benchmark asset

allocations and allowable ranges) as at the date of this SIPO, are set out below:

Asset Class Minimum % Benchmark % Maximum %

Cash & Cash Equivalents 0 0 10

Unlisted Property 90 100 100


On a ‘look through’ basis, including the investment exposure obtained through its investment in the

Wholesale Portfolio, the strategic asset allocation (including benchmark asset allocations and allowable

ranges) as at the date of this SIPO are:

Asset Class Minimum % Benchmark % Maximum %

Cash & Cash Equivalents 0 0 35

1


Unlisted Property 65 100 100

Listed Property 0 0 25

1

A large cash allocation is only intended to occur temporarily as a result of transactional activity (e.g. a recent sale or a pending

acquisition)

d. Maximum holding. Once the Wholesale Portfolio, in which the Fund invests, reaches the expected breadth

of unlisted investments (defined as more than ten properties), any individual property security is to

comprise no more than 40% of the overall portfolio’s assets. However as initial investments are purchased

in the establishment phase of the Wholesale Portfolio, this limit may not initially be applicable.

5. Investment policies

a. Distributions. The Fund may receive distributions from its investment in the Wholesale Portfolio or interest

from its cash holdings. The Manager will aim to pay quarterly distributions to investors of any net cash

income received by the Fund.

b. Leverage. The Fund itself will not borrow. However, through its investment in the Wholesale Portfolio up

to 65% of its total asset value may be borrowed, with security limited to the relevant individual properties

of the Wholesale Portfolio. A benchmark of 40% and a soft limit of 50% will apply to provide a suitable

margin in case of any increase in gearing due to a fall in asset values.

c. Derivatives. The Fund itself may not use derivatives. However, through its investment in the Wholesale

Portfolio, derivatives may be used for risk management purposes, in relation to property investments or

interest rate risk on associated borrowing. Derivative instruments that may be used are limited to:

• Over the Counter (OTC) or Exchange Traded futures contracts.

• OTC or Exchange Traded options.

• OTC FRA’s, Swaps or other derivative instruments.

• An OTC counterparty must have a Standard and Poor’s rating of A or better.

All derivative positions must be backed by cash or relevant physical holdings. For the purpose of valuation

and compliance with these investment instructions, all derivative exposures must be calculated on a mark

to market basis.

d. Valuations. For unit pricing purposes, the units held in the Wholesale Portfolio will be valued at the

redemption price issued by the Manager of that fund.



For each direct property held by the Wholesale Portfolio, the valuation policy to be applied:

• Each direct property will be formally valued by the Manager at least annually, using the methodology

as agreed between the Manager and the Supervisor as the one most appropriate to each particular

property.

• At least every two years, an independent valuation will be obtained. This independent valuation will

be used to guide and place an upper limit on the Manager’s valuation. It should be noted that the

Manager’s valuation could be lower than the independent market valuation due to specific factors

the Manager considers not to have been fully accounted for by the independent valuer.

• The Manager will review the property value on a more frequent basis during the year to assess the

potential for a material change in value.

• As far as practicable, the formal valuation of the land and properties held by the Fund will be spread

across the financial year.

e. Liquidity management. The Manager will monitor the liquidity of the Fund (including availability of

liquidity from an underlying fund) and ensure sufficient liquidity to continue operations as a going concern

at all times. It is also the policy of the Manager to adopt a tiered withdrawal fee structure which, in

conjunction with limited redemption windows, manages short-term liquidity requirements. As part of its

liquidity management, the Fund reserves the right to refuse to accept or to reduce an investors application

where it, or the Wholesale Portfolio, is carrying excess liquidity and the Wholesale Portfolio does not have

an opportunity to invest subscription money in new investments in 60 days.

6. Investment performance monitoring

The Manager will undertake a regular review (at least quarterly) of the investment performance of the Fund

relative to the Fund’s objectives, which will be reviewed by the Manager and the Investment Committee on an

annual basis.

7. Investment strategy and SIPO review

The Manager will review the Fund’s investment strategy and this SIPO at least annually.

As the Fund is a long-term investment, it is not expected that the investment objectives and expectations in

the SIPO will necessarily change frequently or annually. Short term changes in Fund returns should not

generally lead to an adjustment in investment objectives or expectations.

The Fund’s investment strategy and SIPO may be reviewed at any time should the Manager deem it necessary,

for events such as where:

• New legislation affects investment requirements.

• Fundamental changes in the long term social, political or economic environment suggest a change in

investment principles and expectations.

• A significant change occurs to the underlying demographics of the Fund.

• New types of investment opportunities require consideration for inclusion in the Fund.

• The Fund’s competitive or market position has implications for investors’ assets and/or liquidity.

Any changes to the investment strategy or this SIPO will firstly be approved by the Manager’s Investment

Committee. Once approved, the Manager will consult with the Supervisor and give them written notice of any

changes before they take effect. The current version of the SIPO for the Fund is available on the scheme

register at www.disclose-register.companiesoffice.govt.nz. Any material changes to the SIPO will be advised

in the Booster Investment Scheme 2 annual report, also available on the scheme register.

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