GMT Notice of Meeting
Level 2, 18 Viaduct Harbour Avenue, Auckland | PO Box 90940, Victoria Street West, Auckland 1142
Tel +64 9 375 6060 | www.goodman.com/nz
nzx release+
GMT Notice of Meeting
Date
8 June 2021
Release
Immediate
The Annual Meeting of Goodman Property Trust Unitholders is to be held at Eden Park in
Auckland on Wednesday 7 July 2021, at 1:30 pm. It will be a hybrid meeting, with
Unitholders able to attend and participate either in person or through a live webcast.
The live webcast can be joined from https://web.lumiagm.com/
and entering the meeting ID
code 310-481-111.
The meeting agenda includes three resolutions relating to the re-appointment of Laurissa
Cooney, David Gibson and Leonie Freeman as Independent Directors. The Board
encourages Unitholders to exercise their right to vote and unanimously recommend they
vote in favour of each resolution.
The Notice of Meeting, which explains the format of the meeting in more detail, is being
sent to Unitholders today. It has also been provided to NZX, together with the Voting and
Proxy Form and Virtual Annual Meeting Guide 2021.
To be valid any proxy appointment must be received before 1:30 pm on Monday 5 July
2021.
For further information please contact:
John Dakin
Chief Executive Officer
Goodman (NZ) Limited
(021) 321 541
Attachments provided to NZX:
1. Letter from the Chair
2. Goodman Property Trust Notice of Annual Meeting 2021
3. Voting and Proxy Form
4. Virtual Annual Meeting Guide 2021
About Goodman Property Trust:
GMT is an externally managed unit trust, listed on the NZX. It has a market capitalisation of around $3.2 billion, ranking it in
the top 20 of all listed investment vehicles. It is also New Zealand’s largest listed property investor. The Manager of the Trust
is a subsidiary of the ASX listed Goodman Group, Goodman Group is also the Trust’s largest unitholder with a cornerstone
investment of around 21.8%.
GMT is New Zealand’s leading warehouse and logistics space provider. It has a substantial property portfolio, with a value of
$3.8 billion at 31 March 2021. The Trust holds an investment grade credit rating of BBB from S&P Global Ratings.
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Level 2, 18 Viaduct Harbour Avenue, Auckland | PO Box 90940, Victoria Street West, Auckland 1142
Tel +64 9 375 6060 | www.goodman.com/nz
8 June 2021
[Unitholder Name]
[Address 1]
[Address 2]
[Address 3]
[Address 4]
Dear Unitholder
GOODMAN PROPERTY TRUST - Annual Meeting of Unitholders
The Annual Meeting is to be held on Wednesday 7 July 2021, at 1:30 pm. It will be a
hybrid meeting, with Unitholders able to attend and participate either in person or
through a live webcast.
The venue for the physical meeting is Eden Park, Kingsland. The live webcast allows
Unitholders outside of Auckland to also participate using an internet connected
computer, smartphone, tablet or similar device.
Enclosed with this letter are three documents relating to the meeting. They include:
1. Notice of Meeting – details of the meeting agenda and resolutions
2. Voting and Proxy Form – for appointing a proxy to vote on your behalf
3. Virtual Annual Meeting Guide 2021 – instructions for participating in the live
webcast.
The meeting agenda includes three resolutions relating to the re-appointment of
Laurissa Cooney, David Gibson and Leonie Freeman as Independent Directors. The
Board encourages you to exercise your right to vote and unanimously recommends that
Unitholders vote in favour of each resolution.
You can vote in person at the meeting, during the virtual meeting or by appointing a
proxy to vote on your behalf. To appoint a proxy you have two options, either;
a) complete and return the Voting and Proxy Form or
b) complete the proxy voting process online at www.investorvote.co.nz.
Please note both proxy voting options need to be received by 1:30 pm on Monday 5
July 2021.
Should you have any questions regarding the meeting format or voting, please call our
registry information line on 0800 359 999 or +64 9 488 8777 for those calling from
outside New Zealand.
Yours faithfully,
Keith Smith
Chair
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Notice of
Annual Meeting
2021
Goodman Property Trust
Goodman Property Trust
Notice of Annual Meeting
Date of meetingTimeFormatVe n u e
Deadline for receipt of
Voting and Proxy forms
Wednesday
7 July 2021
1.30 pm
Hybrid
meeting
Level 4 Lounge, South Stand, Eden Park
Reimers Ave, Kingsland
1:30 pm
Monday 5 July 2021
AgendaENTRY AND FREE PARKING – through entrance P5 off Reimers Ave
1. Address and presentation
Reports from the Chair, the Chief Executive Officer,
and the Chief Financial Officer of the Manager in respect
of the financial year ended 31 March 2021.
2. Resolution 1: Re-appointment of Laurissa Cooney
As an ordinary resolution, that Unitholders approve the
re-appointment of Laurissa Cooney as an Independent
Director of the Manager.
3. Resolution 2: Re-appointment of David Gibson
As an ordinary resolution, that Unitholders approve the
re-appointment of David Gibson as an Independent
Director of the Manager.
4. Resolution 3: Re-appointment of Leonie Freeman
As an ordinary resolution, that Unitholders approve the
re-appointment of Leonie Freeman as an Independent
Director of the Manager.
The only matters being discussed and voted on at the Meeting are the Resolutions contained in this Notice of Meeting. No motions will be allowed from the floor.
The Meeting will have a hybrid format, with attendance either in person or through a live webcast. In the event that COVID-19 Alert Levels for Auckland are at Alert Level 2
or above, or the Board determines it appropriate, the Meeting will have a virtual only format.
The live webcast can be accessed through an internet connected computer, tablet, smartphone or similar device.
The webcast can be joined from https://web.lumiagm.com/ and entering the meeting ID: 310-481-111
Please review the accompanying ‘Virtual Annual Meeting Guide 2021’ prior to the event for further instructions regarding the live webcast.
South Stand
Gate G
Bellwood Ave
Tongariro St
Taupata St
Royal Tce
Walters Rd
Burnley Tce
Shaw St
Altham Ave
Rossmay Tce
Ethel St
Leslie Ave
Ward Tce
Raleigh St
Valley Rd
Ewington Ave
George St
Tawari St
Cromwell St
Carrick Pl
Marlborough St
Kowhai St
Kingsland Ave
School Rd
New North Rd
First Ave
Kingsland Tce
Second Ave
Cricket Ave
Dominion Rd
Dominion Rd
Onslow Rd
Reimers Ave
Eden Park
S
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Explanatory
notes
The Board of the Manager maintains
a majority of Independent Directors.
Unitholders are entitled
to nominate and vote
on the appointment of
Independent Directors.
The constitution of Goodman (NZ) Limited
and the NZX Listing Rules require:
+ that any person appointed as an
Independent Director by the Board
must retire at the next Annual Meeting
of Unitholders, and
+ that an Independent Director must not
hold office (without re-election) past
the third annual meeting following that
Independent Director’s appointment,
or three years, whichever is longer.
However, those Independent Directors
required to retire shall also be eligible for
reappointment at that meeting.
Nominations for appointments to the
Board were called for on 7 May 2021 and
closed on 21 May 2021. No nominations
were received, meaning the three
Independent Directors having offered
themselves for re-appointment stand
unopposed.
Resolution 1
Re-appointment of
Laurissa Cooney
Laurissa Cooney retires at
the meeting and offers herself
for re-appointment.
Laurissa is a professional director.
Her current directorships include
Accordant Group Limited, Air
New Zealand Limited, Aotearoa
Circle, Ngāi Tai ki Tāmaki and Tourism
Bay of Plenty where she is also the
Chair. Prior to these governance
roles she was Chief Financial
Officer of Te Whare Wānanga o
Awanuiārangi. Her professional
career has also included senior
auditing and consulting roles with
Deloitte. She holds a Bachelor
of Management Studies (Hons)
from Waikato University, is a Fellow of
the Charted Accountants Australia
and New Zealand and a Chartered
Member of the Institute of Directors.
Laurissa was appointed to the
Board on 4 November 2021.
The Board considers Laurissa
to be an Independent Director
and unanimously recommends
that Unitholders vote in favour of
her re-appointment.
Resolution 2
Re-appointment of
David Gibson
David Gibson retires at
the meeting and offers
himself for re-appointment.
David is a professional director,
investor and business consultant.
His current directorships include
NZME Limited, Rangatira Limited
and Trustpower Limited while his
private interests include Sidehustle
App, Harker Herbals and Jess’s
Underground Kitchen. David
has over 20 years’ investment
banking experience having held
senior positions and governance
roles with Deutsche Craigs and
Deutsche Bank, in New Zealand.
He holds a Bachelor of Laws (Hons)
and Bachelor of Commerce from
the University of Canterbury.
David was appointed to the
Board on 2 February 2021.
The Board considers David to
be an Independent Director and
unanimously recommends that
Unitholders vote in favour of
his re-appointment.
Resolution 3
Re-appointment of
Leonie Freeman
Leonie Freeman retires by rotation
at the meeting and offers herself
for re-appointment.
Leonie is the CEO of the Property
Council. Prior to this she has been an
entrepreneur, business futurist and
speaker who has broad experience
across a range of property disciplines
having held senior development,
property management, strategic and
education roles. Her 25-year career
has also included advisory positions
with local and central government.
Leonie holds a Masters of Commerce
(Hons) and has previously held board
positions with the New Zealand
Institute of Valuers, the Massey
University Property Foundation and
Government Property Services.
Leonie was appointed to the
Board on 11 October 2011. The
Board considers Leonie to be
an Independent Director and
unanimously recommends that
Unitholders vote in favour of
her re-appointment.
Further informationGlossary
Meeting format
The Meeting will have a hybrid format, with
attendance either in person or through a live
webcast. The webcast can be accessed
from: https://web.lumiagm.com/ or by
downloading the Lumi AGM app, and
entering the meeting ID 310-481-111.
In the event that COVID-19 Alert Levels for
Auckland are at Alert Level 2 or above, or the
Board otherwise determines it appropriate,
the Meeting will have a virtual only format.
If no physical meeting is to be held, the
Manager will provide Unitholders with notice
through an announcement to the NZX
and by email to Unitholders whose email
address is held by the Manager.
The live webcast will include an online
presentation and address which Unitholders
will be able to view from a computer,
tablet, smartphone or similar device. To
participate, Unitholders will need their CSN
or holder number which can be found on
their Voting and Proxy Form. Please review
the accompanying ‘Virtual Annual Meeting
Guide 2021’ prior to the event for further
instructions on how to participate.
Procedure for questions
Unitholders present at the Meeting will
have the opportunity to ask questions
during the event.
The accompanying “Virtual Annual
Meeting Guide 2021” includes instructions
for submitting questions if attending
virtually. Unitholders can also submit
questions in advance, either by email
info-nz@goodman.com or by post,
Goodman (NZ) Limited, PO Box 90940,
Victoria Street West, Auckland 1142.
Please address your question to the
Company Secretary and include your name
and unitholder number. Postal and email
questions should be received by 5.00pm
on Wednesday, 30 June 2021.
Attendance and voting rights
Every Unitholder, or that Unitholder’s proxy,
attorney or representative, is entitled to
attend the Meeting and vote. Voting will be
by way of a poll, in which each Unitholder
will have one vote per Unit they hold.
Unitholders for the purposes of voting at
the Meeting will be determined from the
Trust’s register at the close of business
on Monday 5 July 2021.
Voting and proxies
A Unitholder is entitled to appoint a proxy
to vote on behalf of the Unitholder at the
Meeting. A proxy need not be a Unitholder.
A Voting and Proxy Form accompanies
this Notice of Meeting.
It can be mailed or delivered to the
Registrar, Computershare Investor
Services Limited, or it can be completed
electronically.
To be valid, it must be received by
12:00 pm on Monday 5 July 2021.
Unitholders wishing to appoint the Chair
of the Meeting or another Director as
their proxy should read carefully the
instructions on the Voting and Proxy Form
and direct such appointment in the manner
provided for on that form. The Chair of the
Meeting intends to vote all discretionary
proxies in favour of the Resolutions.
Ordinary Resolutions
To be passed, the Resolutions need to be
approved by a simple majority of those
Unitholders entitled to vote and voting on
the Resolutions.
Quorum
A quorum for the Meeting will be
constituted if at least five Unitholders are
present (in person, or by proxy, attorney
or representative) and those present
together hold or represent at least 10% of
the number of Units on issue as at the date
of the Meeting and carrying the right to
vote on the Resolution at the Meeting.
Glossary
Capitalised terms used in this Notice of
Meeting are defined in the glossary as
shown on this page.
Board
means the Board of the Manager, comprising the
Directors.
Chair
means Keith Smith.
Directors
means the directors of the Manager, being the
Independent Directors and Gregory Goodman,
Phil Pryke and John Dakin.
GMT or Trust
means Goodman Property Trust and its controlled
entities, as the context requires.
Independent Directors
means Keith Smith, Laurissa Cooney, David
Gibson and Leonie Freeman.
Manager
means Goodman (NZ) Limited, as the manager
o f G M T.
Meeting
means the hybrid meeting of Unitholders to be held
on 7 July 2021 commencing at 1:30 pm and any
adjournments or postponements thereof.
Notice of Meeting
means this notice of meeting, dated 8 June 2021
and issued by the Manager for the purpose of
convening the Meeting.
Resolution
means a resolution to be considered by
Unitholders as specified in the Notice of Meeting.
Tr u s t D e e d
means the trust deed dated 23 April 1999 providing
for the establishment of GMT (as amended from
time to time).
Unit
means a unit in GMT.
Unitholder
means a holder of Units.
Voting and Proxy Form
means the voting and proxy form accompanying
the Notice of Meeting.
This Notice of Meeting is dated 8 June 2021 and has been prepared by Goodman
(NZ) Limited as Manager of Goodman Property Trust. The information in this Notice
of Meeting and any discussion at the Meeting are general information only and are
not intended as investment or financial advice and must not be relied upon as such.
You should obtain independent professional advice prior to making any decision
relating to your investment or financial needs. www.goodman.com/nz
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Annual Meeting of Unitholders
Goodman Property Trust
Wednesday 1.30 pm, 7 July 2021
Level 4 Lounge, South Stand
Eden Park, Reimers Ave, Kingsland
Please turn over to complete the form
Voting and Proxy Form
If you propose to attend the Meeting on Wednesday 7 July 2021 please bring this Voting and Proxy Form with you.
If you do not propose to attend the Meeting but wish to be represented by proxy you have two voting options, either;
1) complete and sign the sections overleaf, and mail or deliver the form to Computershare Investor Services Limited using the pre-addressed envelope
provided, or
2) complete the proxy voting process online though the www.investorvote.co.nz website or by scanning the QR code below.
Your secure access information
Control Number: CSN/Unitholder Number:
You will need your CSN/Unitholder Number and postcode (or country of residence if outside New Zealand)
to securely access the online voting portal. Please follow the prompts to appoint your proxy and exercise your vote.
For your proxy appointment to be effective it must be received before 1:30pm Monday 5 July 2021.
HYBRID MEETING FORMAT
The Meeting will have a hybrid format, with attendance either in person or through a live webcast. In the event that COVID-19 Alert Levels for Auckland are
at Level 2 or above, or the Board otherwise determines it appropriate, the Meeting will have a virtual only format. If no physical meeting is to be held, the
Manager will provide Unitholders with notice through an announcement to the NZX and by email to Unitholders whose email address is held by the Manager.
How to vote on the resolution
All your securities will be voted in accordance with your directions.
Appointment of proxy
If you do not plan to attend the Meeting, you may appoint a proxy. A proxy need not be a
Unitholder. The Chair of the Meeting, or any other director, is willing to act as proxy for any
Unitholder who wishes to appoint him or her for that purpose. To do this, enter ‘the Chair’
or the name of your proxy in the space allocated in ‘Step 1’ of this form.
Voting of your holding
Direct your proxy how to vote by marking one of the boxes opposite the Resolution.
If you do not mark a box, your proxy may vote as they choose. If you mark more than one box,
your proxy appointment will be invalid and no vote will be cast on your behalf. If you do not
name a person as your proxy or your named proxy does not attend the meeting, but you
otherwise complete this Voting and Proxy Form in full, the Chair will be appointed your proxy
and will vote in accordance with your express direction.
Attending the Meeting
If attending the Meeting in person please bring this form to assist registration. If a representative
of a corporate Unitholder is to attend the meeting you will need to provide a written copy of the
appropriate authorisation.
If you are participating through the live webcast, please refer to the Virtual Annual Meeting
Guide 2021, that accompanies this Voting and Proxy Form, for further instructions. You can still
attend the meeting virtually, even if you have appointed a proxy.
QR code
Signing instructions
for postal forms
Individual
Where the holding is in one name, the Unitholder must sign.
Joint Holding
Where the holding is in more than one name, all of the
Unitholders should sign.
Power of Attorney
If this Voting and Proxy Form has been signed under a power
of attorney, a copy of the power of attorney and a signed
certificate of non-revocation of the power of attorney must
accompany the signed form of proxy.
Companies
This Voting and Proxy Form must be signed by a duly
authorised officer or attorney. Please sign in the appropriate
place and indicate the office held.
Questions
Should be directed to Computershare Investor Services,
by phone +64 9 488 8777 or toll free on 0800 359 999
or by email to enquiry@computershare.co.nz
Step 1Appoint a Proxy to Vote on Your Behalf
I/We being a Unitholder/Unitholders of Goodman Property Trust
hereby appoint* of
or failing him/her of
as my/our proxy to act generally at the hybrid meeting on my/our behalf and to vote in accordance with the following directions at the Annual Meeting of
Unitholders of Goodman Property Trust to be held at 1:30 pm on Wednesday 7 July 2021 and at any adjournments or postponements of that meeting.
*The Chair of the Meeting, and each of the directors, is willing to act as proxy for any Unitholder(s) who may wish to appoint him or her for that purpose. If appointed, the Chair or director would
vote as directed.
Step 2Voting Instructions/Ballot Paper
Resolution 1
As an ordinary resolution, that Unitholders approve the re-appointment of Laurissa Cooney
as an Independent Director of the Manager.
Resolution 2
As an ordinary resolution, that Unitholders approve the re-appointment of David Gibson
as an Independent Director of the Manager.
Resolution 3
As an ordinary resolution, that Unitholders approve the re-appointment of Leonie Freeman
as an Independent Director of the Manager.
Please note: If you mark the Abstain box for an item, you are directing your proxy not to vote on your behalf and your votes will not be counted in computing the
required majority. If you mark the Proxy Discretion box, you are directing your proxy to exercise his/her discretion in voting for or against the Resolution.
If your proxy is not the Chair of the Meeting or any other director of the Company, please ensure that you provide their contact details (phone and email
address). If this information is not provided, we cannot guarantee remote admission to the hybrid meeting for your proxy.
Proxy contact details (Phone): and (Email):
Step 3Signature of Unitholder(s) – this section must be completed
Unitholder 1Unitholder 2Unitholder 3
or Sole Director/Director or Director (if more than one)
Contact Name ____________________________________________________Contact Daytime Telephone _____________________________________Date __________________2021
This Voting and Proxy Form is accompanied by a pre-addressed envelope which requires no stamp within New Zealand.
Annual Meeting of Unitholders of Goodman Property Trust to be held at 1.30 pm on Wednesday 7 July 2021.
The Meeting will have a hybrid format, with attendance either in person or through a live webcast.
The webcast can be accessed from: https://web.lumiagm.com/ and entering the meeting ID 310-481-111.
Proxy/Corporate Representative Form
Attendance Slip
Proxy
For Against Discretion Abstain
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VOTING AT A GLANCE
STEP 1
Open Lumi AGM and enter the
Meeting ID shown in top right
corner
STEP 2
Enter your username and
password (CSN/Holder Number
and postcode)
STEP 3
When the poll is opened,
click and select your
desired voting direction
Virtual meetings are accessible on both desktop and mobile devices. In order to participate remotely you will need to visit
web.lumiagm.com on your desktop or mobile device. You will need to ensure that your browser is compatible — Lumi AGM supports the
latest versions of Chrome, Safari, Internet Explorer, Edge and Firefox.
If you have any questions, or need assistance with the online process, please contact Computershare on +64 9 488 8777 between 8.30am
and 5.00pm Monday to Friday (New Zealand time).
VIRTUAL ANNUAL MEETING GUIDE 2021
NEW ZEALAND RESIDENTS
Username (CSN or Holder number) and
password (postcode).
APPOINTED PROXIES
A username and password will be
provided prior to the meeting.
If you have not received your username
and password, please contact
Computershare on +64 9 488 8777
between 8.30am—5.00pm Monday to
Friday (New Zealand time).
MEETING ID
310-481-111
Remote entry to the Annual Meeting will open at 1.00PM
NZT on Wednesday 7 July 2021, with the meeting
commencing at 1.30PM NZT.
OVERSEAS RESIDENTS
Username (CSN or Holder Number);
and Password (three-character ISO3
country code) e.g. AUS is the ISO3 code
for Australia.
You can find a full list at
www.computershare.com/iso3
LOGGING IN
T
o log in, you must have the following information (which can be found on your Unitholder’s Voting and Proxy Form) or you can log in
as a guest if you are not a unitholder in Goodman Property Trust. Please note, if you have logged in as a guest you will not be able to
ask any questions or vote.
USING LUMI AGM
ACCESSING THE VIRTUAL MEETING
Once you have entered web.lumiagm.
com into your internet browser, you’ll
be prompted to enter the Meeting ID
and accept the terms and conditions.
You will then be required to enter your:
>username (CSN or Holder number);
>password (postcode, or country code
for overseas residents)
NAVIGATING LUMI AGM
When successfully authenticated, the
info screen will display.
You can view meeting information, ask
questions and watch the webcast.
If you would like to watch the webcast,
press the broadcast icon at the
bottom of the screen.
WATCHING THE WEBCAST
To watch the webcast, click the black
broadcast bar on screen and push
the ► button to start the webcast.
The video and/or slides will appear
shortly after (dependent on the speed
of your internet connection).
ASKING QUESTIONS
Any
unitholder or appointed proxy/
representative attending the meeting
is eligible to ask questions. If you would
like to ask a question, select then
type and submit your question. It will be
sent to the board for an answer.
Please note that not all questions may
be able to be answered during the
meeting. In this case, questions will be
followed up by email after the meeting.
VOTING IN LUMI AGM
Once the poll has been opened, will
appear on the navigation bar at the
bottom of the screen—from here, the
resolution and voting choices will be
displayed.
To vote, simply select your voting
direction from the options shown on
screen. To change your vote, simply
select another direction—you can cancel
your vote by clicking ‘Cancel’.
NAVIGATING LUMI AGM - DESKTOP
When successfully authenticated, the
info screen will display.
You can view meeting information, ask
questions and watch the webcast.
If you would like to watch the webcast,
press the ► button to start the
webcast.
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.