Focus on Fundamentals: Driving Operational Performance

VITAL HEALTHCARE PROPERTY TRUST vhpt.co.nz
Managed by Northwest Healthcare
Properties Management Limited
Page 1 of 4

MARKET RELEASE
13 August 2025
Focus on Fundamentals: Driving Operational Performance
Northwest Healthcare Properties Management Limited (the Manager), the manager of Vital
Healthcare Property Trust (Vital), has today released its results for the 12 months ended 30 June
2025 (FY25).

Vital is pleased to report that distributions of 9.75 cents per unit (cpu) were paid to Unit Holders
in FY25, consistent with guidance, funded from Adjusted Funds from Operations (AFFO) of
10.41cpu.

Strong progress was made during the year at a portfolio level. New and renewal leasing
successes lifted occupancy to 98.6% (from 98.0%). In addition, the profitability of Vital’s diverse
underlying hospital tenants continued to improve. Vital’s strong balance sheet was further
enhanced as improved terms and pricing from a major debt refinance were secured. Vital’s
next debt maturity is now not until March 2027.

Chris Adams Co Head of the A/NZ Region said: “We continue to drive further enhancement in
the quality of the Vital portfolio; the result of developments having completed, disposal of non-
core assets and asset management initiatives. The major refinancing of debt facilities is also a
testament to the quality of the Vital portfolio, banking relationships and strength of defensive
cashflows from a high quality and diversified tenant base.”
FY25 outcomes:
Financial
Vital’s pre-tax operating earnings were up 4.8% to $77.4 million versus the year ended 30 June
2024 (FY24), driven by strong like-for-like rental growth, additional income from completed
developments and lower management fees. In FY25 Unit Holders received distributions of
9.75cpu, consistent with FY24. Net Tangible Assets (NTA) were $2.47 per unit as at 30 June
2025, impacted by unrealised property valuation changes, the mark-to-market of interest rate
swaps and a weaker Australian Dollar exchange rate.

Key outcomes include:

• Operating earnings (pre-tax) up 4.8% to $77.4 million
• AFFO of 10.41cpu versus 10.90cpu in the prior comparative period (pcp)
• Distributions of 9.75cpu, consistent with guidance, on a 93.6% AFFO pay-out ratio
• NTA per unit of $2.47, down from $2.69 in the pcp

VITAL HEALTHCARE PROPERTY TRUST vhpt.co.nz
Managed by Northwest Healthcare
Properties Management Limited
Page 2 of 4

Operational performance
The underlying property portfolio performance was pleasing, with strong leasing outcomes
achieved – an endorsement of Vital’s high quality and well-located properties, accompanied
by a proactive leasing strategy. Occupancy further improved to 98.6% with this momentum
carrying over into positive early leasing outcomes for the year ended 30 June 2026 (FY26).
Together with leasing renewals and extensions, like-for-like Net Property Income
1
(NPI)
increased by 3.7% and Weighted Average Lease Expiry (WALE) was up to 18.5 years.

Key outcomes include:

• Like-for-like NPI up 3.7% versus FY24
• Occupancy further increased to 98.6%, up 0.6% versus pcp, reflecting over 9,400sqm of
new leasing executed
• WALE up from 18.3 years to 18.5 years
• Diversified and high-quality tenant mix maintained,
• Key hospital operator profitability (portfolio basis) further improved versus pcp, to almost
two times rent cover
2

• Weighted average capitalisation rate of the property portfolio softened 23bps to 5.54%,
resulting in an unrealised value reduction of $96.7 million - signs are now emerging that
property valuations have begun to stabilise
Development
Good progress was made in delivering Vital’s committed development pipeline with two
projects totalling $108.8 million being completed, substantially on time and budget. At 30
June 2025 only $36.9m remains to be deployed.

Subject to achieving hurdle earnings and value accretion outcomes for Unit Holders and
available capital, the focus for FY26 and beyond is the activation of the embedded value in
Vital’s robust development pipeline.

Key outcomes include:

• Completed the delivery of the:
o A$16.0 million expansion of Maitland Private Hospital (NSW), on a project yield of
6.0%; and
o $91.5 million Stage 2 of the $141.4m redevelopment of Wakefield Hospital
(WGN), on a project yield of 5.7%
• Initiated a $11.5 million capacity expansion project at Wakefield Hospital in June 2025,
on a project yield of ~7.0%
• Awarded Sector Leader by GRESB for ESG in healthcare for listed entities globally for
developments
Capital management
With strong support from Vital’s banking group in FY25, Vital extended $1.1 billion of debt
facilities (75% of total facility limits) on enhanced terms and pricing. Vital’s defensive,
diversified and long dated cashflows support current gearing at 42.1%, with material
headroom to bank covenants.



1
Determined on a constant currency basis
2
Measured as Rent/EBITDAR (earnings before interest, tax, depreciation, amortisation and rent) for the last twelve months to
31 March

VITAL HEALTHCARE PROPERTY TRUST vhpt.co.nz
Managed by Northwest Healthcare
Properties Management Limited
Page 3 of 4

The continued focus on disciplined capital management and deployment resulted in select
non-core asset recycling initiatives totalling $50 million, with the proceeds deployed to fund
Vital’s remaining committed development projects.

Key outcomes include:

• $1.1 billion debt refinance completed, delivering improved terms, pricing and an
extended maturity profile
• Strong balance sheet maintained – Gearing
3
at 42.1%, up from 39.1% in the pcp
• Weighted average debt duration extended to 3.8 years with no debt maturing until
March 2027
• Interest rate hedging cover increased to 82% with a weighted average duration of 3.2
years and weighted average hedged rate of 3.55% for FY26
• $50 million realised from non-core asset sales, with the proceeds reinvested into funding
Vital’s high quality committed development projects.
Outlook and guidance:
Vital is well placed for FY26 and beyond as a number of the headwinds that have impacted
healthcare property and the real estate sector more generally begin to abate, including
higher interest rates, operator challenges in Australia, and a risk off position from investors.

The recovery in New Zealand is further advanced than Australia, with continued strong
operator performance and a stabilisation of property valuations and moderation in
construction costs observed.

The continuation of this trend will allow the fundamentals of the Vital business to again emerge
including strong demand for health services, an attractive income return from a high-quality
diversified tenant base and opportunities to leverage the embedded value within the Vital
portfolio.

The Board and management are confident with Vital’s strategy to deliver attractive risk
adjusted returns over the medium to long term for our Unit Holders.

Distributions totalling 9.75cpu (payable quarterly) are forecast for FY26.
Conference call and webcast:
A conference call and webcast are scheduled for 10:00 am (NZST) on Wednesday, 13 August
2025. Participants are encouraged to pre-register for the event to avoid delays.
Conference call
Participants can register for the conference call by navigating to: https://s1.c-
conf.com/diamondpass/10043436-iyn8gk.html
Please note that registered participants will receive a pin upon registration allowing direct
entry to the call.



3
Trust Deed Gearing Ratio – calculated as total borrowings to gross asset value of the Trust. Bank Loan to Value ratio was
43.6% (covenant: 55.0%) at 30 June 2025.

VITAL HEALTHCARE PROPERTY TRUST vhpt.co.nz
Managed by Northwest Healthcare
Properties Management Limited
Page 4 of 4

Webcast
Presentation slides and audio can be viewed by copying the following URL into your internet
browser: https://event.choruscall.com/mediaframe/webcast.html?webcastid=LzAZ47i2
You will be required to input your name, email address and company name to register for the
webcast.
A copy of the webcast will be available on Vital’s website later in the day at: www.vhpt.co.nz

– ENDS –
ENQUIRIES
Chris Adams
Co-Head, A/NZ, Northwest Healthcare Properties Management Limited
Tel +61 408 665 332, Email chris.adams@nwhreit.com
Michael Groth
Chief Financial Officer, Northwest Healthcare Properties Management Limited
Tel +61 409 936 104, Email michael.groth@nwhreit.com
About Vital (NZX code VHP):
Vital Healthcare Property Trust is an NZX-listed fund that invests in high-quality healthcare
properties in New Zealand and Australia including private hospitals (~78%* of portfolio value),
ambulatory care facilities (~18%* of portfolio value) and life science facilities (~4%* of portfolio
value).
Vital is the leading specialist listed landlord of healthcare property in Australasia.
Vital is managed by Northwest Healthcare Properties Management Limited, a subsidiary of
Toronto Stock Exchange listed Northwest Healthcare Properties REIT (TSX: NWH-UN.TO), a global
investor and manager of healthcare infrastructure.
For more information, please visit our website: www.vhpt.co.nz
For more information about Northwest, please visit: www.nwhreit.com
__________________________________
* All figures are as at 30 June 2025, NZD/AUD exchange rate of 0.9275.

---

Annual Report
2025
Driving operational performance

F Y 2 5
OUTCOMES
9. 75cpu
Distributions paid to Unit Holders
3.7%
Like-for-like Net Property Income (NPI) growth
$2.47
Net Tangible Assets (NTA) per unit
98.6%
Occupancy

Contents
AWARDS AND RECOGNITION
As part of its sustainability efforts, hard copy Annual Reports will no
longer be mailed unless specifically requested by Unit Holders. As
with previous results, the full Annual Report will be emailed to Unit
Holders and will be available on the NZX and be posted on Vital’s
website: https://www.vitalhealthcareproperty.co.nz/financial-
results/. This initiative will save approximately 252,000 pages of
printing per annum and reduce our greenhouse gas emissions both
through reducing printing and mailing.
Investors who would like to receive a printed Annual Report can
request one by calling Computershare on +64 9 488 8777,
emailing enquiry@computershare.co.nz or mailing a request
to: Computershare Investor Services Limited, Private Bag 92119,
Auckland 1142.
2025 NEW ZEALAND COMMERCIAL
PROJECT AWARDS – GOLD | ORMISTON
HOSPITAL STAGE 1 EXPANSION
GOLD AWARD FOR VITAL’S
ANNUAL REPORT
About Vital and Northwest 4
Overview of Vital 6
FY25 Key Events 10
Manager’s Report 12
Financial Summary
and Portfolio Metrics 16
Asset Allocation 17
Australian Portfolio Overview 18
New Zealand Portfolio Overview 20
Completed Developments 22
Committed Developments 28
Sustainability 34
Our Board 54
Our Executive Team 56
Corporate Governance 58
Financial Statements 68
Vital’s Structure 11 6
Directory 11 8
CIVIC, HEALTH AND ARTS PROPERTY AWARD
ORMISTON HOSPITAL STAGE 1 EXPANSION
DEVELOPMENT EXCELLENCE AWARDS 2025
– WINNER – HIGHLY COMMENDED HEALTH
SOCIAL INFRASTRUCTURE | MACARTHUR
HEALTH PRECINCT STAGE 1 (GENESISCARE,
CAMPBELLTOWN)
MBA NSW 2024 AWARDS - EXCELLENCE IN
SUSTAINABILITY – COMMERCIAL CATEGORY
| MACARTHUR HEALTH PRECINCT STAGE 1
(GENESISCARE, CAMPBELLTOWN)
GRESB SECTOR LEADER IN DEVELOPMENTS
FOR LISTED HEALTHCARE GLOBALLY
All values in this report are in NZ dollars
unless stated otherwise.
ANNUAL REPORT 2025
|
3

TSX listed owner and manager of
NZ$10.3b of healthcare infrastructure
across four continents.
EXCELLENCE
Delivering exceptional outcomes
INTEGRITY
Doing what’s right
PARTNERSHIP
Succeeding together
Northwest (Australia and New Zealand)
is the manager of Vital, with over 50
professionals in the region. We have offices
in Auckland, Melbourne and Sydney.
Be the leading global diversified healthcare real estate entity.
Vision
Provide best in-class real estate solutions to the healthcare industry
and deliver exceptional shareholder value to investors.
Mission
Values
4
|
VITAL HEALTHCARE PROPERTY TRUST

Vital is an NZX listed
property trust which
owns ~$3.2b of
healthcare property in
New Zealand
and Australia.
To be Australia and New Zealand’s leading listed healthcare property fund.
Deliver stable and growing total Unit Holder returns, including an attractive
risk-adjusted income distribution, sourced from healthcare real estate.
Vision
Mission
ANNUAL REPORT 2025
|
5

WESTERN
AUSTRALIA
NORTHERN

TERRITORY
SOUTH

AUSTRALIA
NEW SOUTH
WALES
TASMANIA
VICTORIA
QUEENSLAND
Overview of Vital
1
1
All numbers quoted on this page relate to income producing properties only and exclude strategic land holdings.
4%
8%
22%
12 %
21 %
6
|
VITAL HEALTHCARE PROPERTY TRUST

18.5 years
WALE
$148.8m
NET PROPERTY
INCOME
Avive Clinic, Melbourne
30%
3%
SOUTH
ISLAND
NORTH
ISLAND
5.5%
$3.2
b
WEIGHTED
AVE CAP RATE
PORTFOLIO
VALUE
ANNUAL REPORT 2025
|
7

Acute Hospitals 58.1%
Ambulatory Care 22.2%
Specialty Hospitals
(mental health and rehabilitation) 19.7%
Sub-sector diversification
% of Value
Key Numbers
Healthe Care 16.4%
Allevia 3.0%
Epworth HealthCare 13.7%
Evolution Healthcare 13.9%
Burnside 3.0%
Southern Cross 4.2%
GenesisCare 2.3%
Endoscopy Auckland
1
1.5%
Boulcott Hospital 1.7%
Other 21.9%
Aurora Healthcare 18.4%
Tenant diversification
% of Rent
18.4%
21 . 9 %
16.4%
2.3%
1.7%
1.5%
4.2%
3.0%
3.0%
13.9%
13.7%
A
M
B
U
L
A
T
O
R
Y
C
A
R
E

2
2
.
2
%
AMBULATORY
CARE
SPECIALTY
HOSPITAL
ACUTE
HOSPITAL
58.1%
H
O
S
P
I
T
A
L

7
7
.
8
%
22.2%
19.7%
1
Joint venture between Evolution Healthcare and Allevia
8
|
VITAL HEALTHCARE PROPERTY TRUST

2.0%
42.1%
BALANCE SHEET GEARING
DISTRIBUTION 10-YEAR CAGR
PER ANNUM FY15 - FY25
$4.9m
LIKE-FOR-LIKE NET PROPERTY
INCOME GROWTH OVER FY25
9. 75cpu
FY26 DISTRIBUTION
GUIDANCE
~$2.2b
COMMITTED AND POTENTIAL
DEVELOPMENT PIPELINE
Maitland Private Hospital, Maitland
ANNUAL REPORT 2025
|
9

AUGUST 2024
• Grace Hospital Oropi Day Unit (Stage 4
of 5) reached practical completion.
SEPTEMBER 2024
• Vital marked 25 years of being listed on
the NZX.
• A$16.0m Maitland Private Hospital
expansion reached practical completion.
• PCNZ Property Conference
delegates tour of Wakefield
Hospital’s redevelopment.
OCTOBER 2024
• A$57.4m Macarthur Health Precinct Stage 1
(GenesisCare Integrated Cancer and Health Centre)
achieved Excellence in Sustainability – Commercial
Category at the Master Builder’s Association NSW
2024 Awards.
• GRESB – Vital was again recognised as a Global
Sector Leader for ESG in Developments for listed
healthcare globally.
• Prime Minister Rt Hon. Christopher Luxon opened
the $38.1m Ormiston Hospital Stage 1 Expansion,
operated by Southern Cross Healthcare.
• Inaugural Climate Related Disclosure was released.
JULY 2024
FY25 Key Events
QUARTER 1
QUARTER 2
Prime Minister Rt Hon. Christopher Luxon opened
the Ormiston Hospital Stage 1 Expansion
South Australia’s Minister for Health and Wellbeing,
Hon. Chris Picton MP officially opened Playford Health Hub Stage 2
10
|
VITAL HEALTHCARE PROPERTY TRUST

JANUARY 2025
• GenesisCare Integrated Cancer and Health Centre awarded
6 Star Green Star Design & As Built v1.3 certified rating.
• $11.5m Level 5 expansion at Wakefield Hospital commenced.*
FEBRUARY 2025
• Health Minister Simeon Brown officially opened Wakefield
Hospital Stage 2 redevelopment, which is operated by
Evolution Healthcare.
• South Australia’s Minister for Health and Wellbeing,
Hon. Chris Picton MP officially opened the A$43.4m Playford
Health Hub Stage 2 tenanted by Calvary, Sonic Healthcare,
GenesisCare, SA Health and Radiology SA.
• Keystone Trust Student awarded the 2025 Vital Healthcare
Property Trust Keystone Scholarship.
MAY 2025
• Ormiston Hospital Stage 1 Expansion achieved
Gold in the Health category at the New Zealand
Commercial Project Awards.
• Playford Health Hub Stage 2 awarded 6 Star Green
Star Design & As Built v1.3 certified rating.
JUNE 2025
• Ormiston Hospital Stage 1 Expansion achieved an
Excellence award in Civic, Health and Arts Category
at the PCNZ Awards.
• $1.1b debt refinancing – Vital extended debt maturity
to 3.83 years with improved terms and no maturities
until March 2027.
JUNE 2025
QUARTER 3
QUARTER 4
*Funding approved in May 2025.
Award-winning Ormiston Hospital Stage 1 Expansion
Health Minister Simeon Brown officially
opened Wakefield Hospital Stage 2
ANNUAL REPORT 2025
|
11

Manager’s Report
Tēnā koutou,
Northwest Healthcare Properties Management Limited (Northwest),
the Manager of Vital Healthcare Property Trust (Vital), is pleased to
report Vital’s results for the year ended 30 June 2025 (FY25).
FY25 highlights included:
• Like-for-like net property income (NPI) up 3.7%
1
.
• Enhanced occupancy of 98.6% with over 9,400sqm of vacancy
leased, primarily space at recently completed developments.
• Distributions of 9.75cpu (consistent with guidance) delivered on
a 93.6% AFFO pay-out ratio.
• Completed $1.1b debt refinance, delivering improved terms and
longer duration.
• Delivered two value enhancing developments:
–A$16.0m expansion of Maitland Private Hospital (NSW),
completed in September 2024. This expansion provided
additional mental health and surgical beds, day oncology
chairs, consulting suites and car parking.
–Stage 2 ($91.5m) of Vital’s $141.4m investment into the
redevelopment of Wakefield Hospital (WGN). This state-
of-the-art facility was officially opened by the Hon. Simeon
Brown, Minster of Health in February 2025.
• Commenced an $11.5m capacity expansion of Wakefield
Hospital in June 2025.
• Awarded Sector Leader (the highest possible achievement)
by GRESB for ESG in healthcare for listed entities globally
for development.
• Profitability of our underlying hospital tenants improved with
key rental affordability metric increasing to 57% from 51%.
2
Our commitment to sustainability
Vital’s approach to sustainability is grounded in understanding
and addressing the ways our operations affect both people and
the environment. We remain committed to actively enhancing our
long term sustainability outcomes, both commercially and for the
communities in which we operate.
In FY25 we released our first climate-related disclosure,
aligned with the Aotearoa New Zealand Climate Standards
developed by the External Reporting Board (XRB). This sets out
our climate governance, strategic priorities, risk approach and
performance measures.
Key highlights this year include:
• Submission to GRESB for the fifth consecutive year,
demonstrating continued transparency and performance
benchmarking. Results are expected in October 2025.
• Commenced climate-resiliency property assessments to better
understand and manage physical climate risks.
• Achieved 6 Star Green Star Design & As Built certifications at
Playford Health Hub Stage 2 and the GenesisCare Integrated
Cancer Centre, seeking to deliver sustainable design,
construction and resilient properties.
• Continued implementation of our Reflect Reconciliation
Action Plan (RAP), tracking against key initiatives that support
reconciliation and cultural awareness.
• Leveraged an industry-leading modern slavery platform,
with suppliers actively participating in risk assessments and
transparency efforts.
Portfolio overview
Active asset management remained a high priority throughout FY25.
Over 51,000sqm of space were leased, extended or renewed
during the year, representing 22% of Vital’s total income and 20%
of the portfolio's lettable area, locking in secure, defensive and
long term cashflows for Unit Holders.
These strong leasing outcomes, including over 9,400sqm of
new leasing activity, lifted portfolio occupancy from 98.0% to
98.6% and increased weighted average lease expiry (WALE)
by 0.2 years to 18.5 years, despite the passage of time.
It is worth noting that Vital’s WALE was 18.1 years in FY20,
increasing despite five years passing reflecting leasing,
developments, divestments, acquisitions and other initiatives
undertaken during this time.
The weighted average valuation capitalisation rate on Vital's
property portfolio softened to 5.54% at 30 June 2025, resulting
in an unrealised value reduction of $96.7m. Signs have emerged
that valuations are stabilising.
1
On a like-for-like, constant currency basis
2
Rent cover ratio = Rent / EBITDAR (Earnings before interest, tax, depreciation, amortisation and rent) for last twelve months to 31 March 2025.
Distributions of 9.75cpu delivered, underpinned by occupancy increasing to 98.6% and
structured rent reviews.
12
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VITAL HEALTHCARE PROPERTY TRUST

3.7%
INCREASE IN LIKE-FOR-LIKE
NET PROPERTY INCOME
~$3.2b
PROPERTY
PORTFOLIO
2024 GRESB SECTOR
LEADER - DEVELOPMENTS
Developments
Good progress was made during the financial year in completing
Vital’s committed developments.
The projects at Maitland Private Hospital and Wakefield Hospital
totalling $108.8m were successfully operationalised in FY25.
New opportunities are being considered on a selective value
adding basis and include the commencement of a new $11.5m
capacity expansion project at Wakefield Hospital.
At 30 June 2025, Vital had $249.9m of developments under way in
New Zealand and Australia, with approximately $36.9m remaining
to spend (excluding land costs).
Acquisitions
No significant acquisitions were made during FY25.
Divestments
Over FY25, the following assets were divested, realising gross
proceeds of $49.7m:
1. In October 2024, the sale of Hirondelle Private Hospital
(NSW) to a private investor settled for A$24.0m.
2. In December 2024, Epworth Rehabilitation (VIC) was sold
with vacant possession to Arcare for A$19.3m as services
ceased at this facility. This sale included two adjacent
residential houses.
3. In May 2025, a residential house in Sydney no longer
required for expansion of a nearby Vital asset was sold for
A$1.7m.
The above sales were achieved at an average 7.0% discount to
book value.
Playford Health Hub, Adelaide
In conjunction with our highly
supportive banking group, $1.1b of
debt extensions were completed in
the year resulting in:
• Improved terms, multicurrency flexibility and
pricing enhancements
• Weighted average debt duration extended to
3.8 years with no debt maturing until March
2027
• Interest rate hedging cover increased to 82%,
with a weighted average duration of 3.2 years
ANNUAL REPORT 2025
|
13

GenesisCare Integrated Cancer and Health Centre, Sydney
Net property income
Net property income increased by 3.7% over FY25 (on a
like-for-like, constant currency basis), reflecting contributions
from the structured rent reviews from the portfolio, improved
occupancy and leasing outcomes.
In FY25, approximately 83% of Vital's rent was linked to CPI,
with 75% of this having a weighted average annual cap of
~3.6% with the balance being uncapped. This rent review
structure is designed to provide Vital’s Unit Holders with
sustainable income growth opportunities.
Financial results
Cash from operations (measured by AFFO) was $70.4m
(down 3.5%) and 10.41cpu (down 4.5%). This outcome
reflects increased tax expense, following law changes, and
interest expense versus growth in net property income after
taking into account the impact of completed developments and
divested property.
Expenses were $71.4m, 1.1% higher than FY24 reflecting
higher borrowings costs and strategic transaction costs,
offset by lower management fees.
Vital’s NTA per unit decreased by 7.9% to $2.47 primarily
due to $96.7m of unrealised property revaluation losses
attributable to +23bps portfolio capitalisation rate softening,
partially offset by development margin gains, rental growth
and leasing. Additionally there were $28.7m of unrealised fair
value losses on the value of derivatives driven by the declining
interest rate environment.
Capital management
Vital’s strong balance sheet was maintained throughout
FY25, with gearing as at 30 June 2025 of 42.1%, well below
financial covenants.
During FY25, with the strong support from Vital’s banking
partners, over $1.1b of debt facilities were extended on
improved terms and flexibility resulting in a weighted average
duration of 3.8 years at 30 June 2025 and no debt maturing
until March 2027. 82% of Vital’s borrowings were hedged at
an average fixed rate of 3.32% at 30 June 2025.
Vital’s distribution reinvestment plan remained active for FY25
raising $6.2m to fund Vital’s development opportunities. A
2.0% issue price discount applied on and from the third quarter
distribution payment.
FY26 guidance
The Board and management are pleased to provide FY26
distribution guidance of 9.75cpu (payable quarterly),
consistent with FY25 distributions.
Refer to disclaimer on back page of this report for limitations
to this guidance.
14
|
VITAL HEALTHCARE PROPERTY TRUST

New Zealand healthcare sector
New Zealand’s private healthcare sector continues to perform
well, with strong underlying demand for services being
experienced by our key hospital tenants.
Signs have recently emerged of the stabilisation in property
valuations and construction costs, although still high, are
moderating. We expect demand for new private healthcare
infrastructure to emerge over the coming year.
Australian healthcare sector
The broader Australian healthcare sector is showing signs of
emerging from its recent short-term challenges, as pressures
from health inflation, private health insurance funding dynamics
and higher interest rates begin to moderate.
Hospital operator profitability continues to improve as the
impact of recently renegotiated private health insurance rates
takes effect, however this has yet to fully translate into broader
confidence in the sector.
Longer term healthcare sector thematics
Over the long-term, sector thematics for New Zealand and
Australian healthcare services are unchanged and positive.
A strong and viable private healthcare sector remains
fundamental to the delivery of healthcare services across both
countries.
Ageing and growing populations, rising life expectancies and
continued technological advancements in health solutions,
combined with public funding capacity constraints underpin
Vital’s confidence in the sector and its ability to deliver long-
term risk adjusted returns for Unit Holders.
Vital’s strategic positioning
Vital’s property portfolio is characterised by high-quality, well
located healthcare properties with embedded development
opportunities that can be activated over time.
This, combined with high income security afforded by a long
weighted average lease term (WALE) to a high-quality and
diversified tenant mix, provides the expectation for Vital to
deliver long term Unit Holder value.
Graham Stuart
Independent Chair
13 August 2025
Northwest Healthcare Properties Management Limited,
the Manager of Vital Healthcare Property Trust
Chris Adams
Co-Head A/NZ Region
Vital has completed over $272m of capital
recycling initiatives since FY23, including
~$50m in FY25, investing the proceeds from
the sale of these non-core properties into
high-quality developments like the recently
completed Maitland Private Hospital
expansion and the redeveloped
Wakefield Hospital. This focus on actively
curating the property portfolio, offers the
potential for enhanced Unit Holder return
benefits over the medium term, reflecting
enhanced property quality, resilience
and performance.
FY26 outlook
We believe the Vital business is well placed for FY26 and beyond
as we begin to see many of the headwinds that have impacted
healthcare property and the real estate sector more generally
begin to abate, including higher interest rates, operator challenges
in Australia and a risk off position from investors.
The recovery in New Zealand is further advanced than Australia,
with continued strong operator performance and a stabilisation of
property valuations and moderation in construction costs observed.
The continuation of this trend will allow the fundamentals of the
Vital business to again emerge including strong demand for health
services, an attractive income return from a diversified tenant base
and opportunities to leverage the embedded value in the Vital
portfolio.
The Board and management remain confident around Vital’s
strategy for delivering medium-long term returns for our
Unit Holders.
We encourage you to join us and look forward to welcoming you
to our Annual General Meeting being held on 6 November 2025.
Nā māua noa, nā
ANNUAL REPORT 2025
|
15

Financial summary
Portfolio metrics
All figures are in New Zealand dollars (NZD) unless otherwise stated
All figures are in New Zealand dollars (NZD) unless otherwise stated
1
Excludes properties held for development
FY21FY22FY23FY24FY25
Financial Performance
Net property income109,66312 3 , 018145,224144,533148,834
Revaluation gain/(loss) on investment properties235,383244,239(208,553)(165,244)(96,722)
Net interest expense27,68428,9833 7, 7 7 040,60645,169
AFFO and distributions
Adjusted Funds From Operations (AFFO)
1
57,457 6 7, 8 2 473, 33572,89970,369
AFFO (cpu)11 . 5 411 . 9 211 . 1 810.9010.41
Cash distribution to Unit Holders (cpu)8.889.639. 759. 759. 75
Financial Position
Total assets2,662,5603,399,8343,429,7123,304,7593,248,092
Borrowings929,3001,018,7771,239,1561,287,4771,363,639
Total equity1,503,4512,165,8761,957,3831,805,1261,679,515
Debt to total assets ratio (%)35.030.036.33 9 .14 2 .1
Net tangible assets ($ per unit)2.893.342.962.692.47
20212022202320242025
Investment properties ($m)2,634.03,339.03,381.03,240.03,212.0
Number of investment properties
1
4146453634
Occupancy (%)99.298.898.998.098.6
Weighted average lease term to expiry (years)18 . 717. 617. 818.318.5
12 month lease expiry (% of income)1. 71. 71.81.21. 7
Financial Summary
16
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VITAL HEALTHCARE PROPERTY TRUST

1
Healthcare precinct = area or hub for healthcare delivery typically including at least two of a public hospital, major private hospital, health teaching facility or health research facility
Comprises
Public, private, speciality,
rehabilitation and mental
health hospitals
Targeting
Government supported
or high private health
insurance catchments with
growing populations
Comprises
Residential aged care
facilities (excluding
retirement facilities)
Targeting
High quality operators with
substantial balance sheets
and <45.0% rent/EBITDAR
and high-quality infrastructure
Indicative target portfolio weighting
50 - 70%
(30 June 2025: 78%)
Indicative target portfolio weighting
10 - 20%
(30 June 2025: 0%)
HOSPITALS
AGED CARE
OUT-PATIENT/AMBULATORY
CARE
LIFE SCIENCES/RESEARCH
Comprises
Administration, diagnostic
services and specialist
consulting, primary care
out-patient facilities
Targeting
Facilities located in a
healthcare precinct
1

and/or from where
healthcare is delivered
Comprises
Biotechnology,
pharmaceutical, biomedical,
university, health education
and other research facilities
Targeting
Specialised facilities and/
or facilities located in a
healthcare precinct
1
Indicative target portfolio weighting
10 - 20%
(30 June 2025: 18%)
Indicative target portfolio weighting
5 - 15%
(30 June 2025: 4%)
Asset Allocation
Hospitals are expected to remain
the core of Vital's portfolio.
Ageing population in Australia and New
Zealand presents continued investment
opportunity in aged care. The asset class
remains a growth target for Vital subject to
identification of suitable opportunities of scale.
Ambulatory care is expected to be a key growth
area in Australia and New Zealand reflecting shifts
in healthcare delivery models in both countries.
Expected to increase
on completion of RDX.
The indicative target asset allocations listed below
provide an indication of how we could move the portfolio
over time subject to appropriate acquisition and /
or development opportunities becoming available.
ANNUAL REPORT 2025
|
17

PRIVATE
HOSPITALS
AMBULATORY
CARE
• 14 hospitals (acute and specialty
– mental health, rehabilitation)
•5 hospital operators
• 83.0% of AUS portfolio value;
86.0% of AUS portfolio rent
• WALE: 20.7 years
• 6 assets, multiple tenants
• 17.0% of AUS portfolio value;
14.0% of AUS portfolio rent
• WALE: 9.5 years
WESTERN
AUSTRALIA
SOUTH
AUSTRALIA
NEW SOUTH
WALES
VICTORIA
QUEENSLAND
2
3
6
2
7
Australian Portfolio
Overview
18
|
VITAL HEALTHCARE PROPERTY TRUST

VICTORIA
QUEENSLANDNEW SOUTH WALES
WESTERN AUSTRALIA
SOUTH AUSTRALIA
• Belmont Private Hospital
• Currumbin Clinic
• GenesisCare Integrated
Cancer and Health Centre
• Hurstville Private Hospital
• Kellyville Private Hospital
• Lingard Day Centre
• Lingard Private Hospital
• Maitland Private Hospital
• Toronto Private Hospital
• Abbotsford Private Hospital
• Marian Centre
• Burnside Hospital - Stepney
• Playford Health Hub – MOB,
Retail and Carpark
• Tennyson Centre
• 120 Thames Street
• Avive Clinic Mornington Peninsula
• Ekera Medical Centre
• Epworth Camberwell
• Epworth Eastern Hospital
• South Eastern Private Hospital
~$2.1b
20
1
PROPERTIES (AUS)
1
Income Producing Property (excludes strategic assets)
www.vitalhealthcareproperty.co.nz/portfolio/
Full details of individual
properties are available at:
ANNUAL REPORT 2025
|
19

New Zealand
Portfolio Overview
NORTH
ISLAND
SOUTH
ISLAND
12
2
PRIVATE
HOSPITALS
AMBULATORY
CARE
•9 hospitals (all acute)
•6 hospital operators
• 84.1% of NZ portfolio value;
84.3% of NZ portfolio rent
•WALE: 19.2 years
• 5 assets, multiple tenants
• 15.9% of NZ portfolio value;
15.7% of NZ portfolio rent
• WALE: 10.2 years
• Ascot
• Ascot Carpark (Right of Use)
• Ascot Central
• Boulcott Hospital
• Bowen Hospital
• Endoscopy Auckland
• Grace Hospital
• Hutt Valley Health Hub
• Kensington Hospital
• Ormiston Hospital
• Royston Hospital
• Wakefield Hospital
• 68 Saint Asaph Street
• Kawarau Park Health Hub
NORTH ISLAND
SOUTH ISLAND
20
|
VITAL HEALTHCARE PROPERTY TRUST

Ormiston Hospital Stage 1 Expansion, Auckland
~$1.1b
14 PROPERTIES (NZ)
www.vitalhealthcareproperty.co.nz/portfolio/
Full details of individual
properties are available at:
ANNUAL REPORT 2025
|
21

Completed
Developments
During FY25, Vital completed
two developments with a total
development cost of $108.8m.
Details of the completed
developments follow on pages
24-25 of this report.
Playford Health Hub, Adelaide
22
|
VITAL HEALTHCARE PROPERTY TRUST

ANNUAL REPORT 2025
|
23

Wakefield Hospital has undergone a major
transformation to deliver leading healthcare services
and is the largest private hospital in Wellington. Vital’s
contribution capped at a total of $141.4m all in cost
for Stage 1 and 2, was reached in June 2024 with the
balance funded by operator Evolution Healthcare.
Wakefield Hospital - Stage 2
Spanning 6 storeys across multiple buildings and connected via a spacious
atrium, this redevelopment provides a seismically resilient facility with 7 fully
digital operating theatres, 2 cardiac catheterisation labs, 10 ICU/ HDU beds,
a 37-bed inpatient ward, 3,000sqm specialist medical consulting suite, full
radiology unit and new administration and front of house areas.
NLA STAGE 2 ONLY
~10,000sqm
TO WELLINGTON
PUBLIC HOSPITAL
1km
OPERATIONS
COMMENCED
January 2025
% OF VITAL'S
PORTFOLIO
5.9%
~$141. 4 m
TOTAL DEVELOPMENT COST
(INCLUDING $91.5M FOR STAGE 2)
NEW BEDS INCLUDING
10 HDU/ ICU BEDS
47
SUSTAINABILITY
FEATURES
Passive design,
thermal performance
and energy efficient
systems
24
|
VITAL HEALTHCARE PROPERTY TRUST

Located in NSW, servicing the Maitland and
greater Hunter region, the two stage expansion
increased services capacity for mental health and
oncology for operator Healthe Care.
Maitland Private Hospital
The initial stage of the redevelopment built a new level above the existing
mental health ward supporting an increase in the mental health service
capacity by 24 beds, including high quality consulting suites, communal
areas, group rooms and gymnasium.
The second stage relocated the day oncology unit, providing an increase of
5 chairs to 12, creating an improved space for the provision of services, whilst
leveraging the views of the Hunter region.
An additional 67 car parks and improvements to the hospital entry interface
and roadways were also completed as part of Stage 2.
NLA
1,155sqm
TO MAITLAND
HOSPITAL
1.8km
PRACTICAL COMPLETION
ACHIEVED
September 2024
% OF VITAL'S
PORTFOLIO
4.7%
NEW MENTAL HEALTH
BEDS + 4 SURGICAL
BEDS REFURBISHED
24
~ A$16 .0 m
DEVELOPMENT COST
SUSTAINABILITY
FEATURE
Utilisation of existing
common plant to
minimise additional
infrastructure
ANNUAL REPORT 2025
|
25

Wakefield Hospital, acquired by Vital in 2017, has been transformed to provide high quality healthcare
in a state-of-the-art private hospital and specialist facility, in partnership with Evolution Healthcare.
• Vital has contributed a total of $141.4m to the major
redevelopment of Wakefield Hospital (Stage 1 and 2).
• The asset is strategically located ~1km from the Wellington
Public Hospital.
• A 30-year lease term will commence from Stage 2b
practical completion, forecast for late 2025.
• Level 5 expansion commenced in January 2025 to fitout 34
additional surgical beds, unlocking existing shell space, with
a blended net yield of ~7.0%.
• Future operating theatre expansion planning is already
under way to meet healthcare demand.
Under Vital’s ownership, the
redevelopment has transformed
the facility, delivering improved
sustainability and seismic resilience,
increased rental income, lease
duration and property valuation.
4 MAY 2017
(AT ACQUISITION)
30 JUNE 2025IMPROVEMENT
Rental Income~$1.4m~$11.1m693.0%
Asset Management Case Study
26
|
VITAL HEALTHCARE PROPERTY TRUST

1
Health Precinct = area or hub for healthcare delivery typically including at least two of a public hospital, major private hospital, health teaching facility or health research facility
Leasing Highlights
• Renewed car parking agreement - designed to
optimise operations and increase income
• New Lease to Basis, improving occupancy to 82%,
up from 71.1% in FY24
• Strong interest in remaining unlet space
• Strong tenant retention with all major tenants renewed,
maintaining asset occupancy at 100.0%
• WALE 6 years
• Strong tenant covenants including being anchored by
the South Australian Government (OPERA Clinic and
Lyell McEwin Renal Dialysis unit)
• Occupancy increased to 92% since practical
completion in May 2024
• Vacancies successfully leased
• Asset occupancy 100.0% post balance date, up from
75.7% in FY24
• Ascot Central
- ~4,800sqm GFA
- 100.0% leased, up from 96.9% in FY24
- 15 tenants, anchor tenant Fertility Associates
- WALE ~5.0 years
• Ascot
- ~11,400sqm GFA
- 100.0% leased, up from 98.4% in FY24
- 11 tenants, anchor tenant, Allevia Health
- WALE ~15 years
• Ascot Carpark
- 97.3% leased, up from 91.5% in FY24
68 ST ASAPH STREET
TENNYSON CENTRE
PLAYFORD HEALTH HUB
120 THAMES STREET
ASCOT HEALTH PRECINCT
1
ANNUAL REPORT 2025
|
27

Committed
Developments
Vital has five committed
developments under way at a
total projected cost of $249.9m
with $36.9m remaining to spend.
1
This potential development pipeline is expected to be delivered
over a long period of time (~10 years) and is subject to market
conditions being supportive and a range of other requirements
including minimum tenant precommitments.
Vital’s committed and potential
development pipeline of ~$2.2b
(assuming strategic land is fully
developed)
1
remains extensive with a
focus on asset resilience, quality and
portfolio growth.
RDX, Gold Coast (Artist’s Impression)
28
|
VITAL HEALTHCARE PROPERTY TRUST

SUSTAINABILITY FEATURES
Immediately adjacent to the public Hutt Valley
Hospital and Vital owned Hutt Valley Health Hub,
Boulcott Hospital is undergoing a refurbishment and
expansion to increase theatre capacity and support
services, whilst maintaining operational continuity.
An Importance Level 3
facility (building code
and seismic rating
compliance)
Reduced
embodied
carbon
Passive design and
thermal performance
Energy
efficient
systems
estimated
development cost
$24.8m
WALE
20.0 years
1
yield on cost
~6.0%
1
Estimated on practical completion
This complex refurbishment and expansion includes 2 additional
operating theatres, increased capacity within the day stay and
recovery units, a new kitchen and associated support services.
Master planning has commenced for future expansion at Boulcott
Hospital and Vital’s adjacent site at Hutt Valley Health Hub.
Boulcott Hospital, Wellington
forecast completion
Mid-25
Boulcott Hospital, Wellington (Theatre - under construction)
ANNUAL REPORT 2025
|
29

SUSTAINABILITY FEATURES
An Importance Level 3
facility (building code
and seismic rating
compliance)
Reduced embodied
carbon
Passive design and
thermal performance
5 Star Green Star
design review rating
has been lodged
Energy efficient
systems
Adjacent to the existing Vital owned Endoscopy Auckland
on Gillies Avenue in Epsom, this 1,400sqm new stand alone
endoscopy and day surgery facility at 22 Kipling Avenue
is under construction and will be operated by a joint
venture between Evolution Healthcare and Allevia Health.
1
From practical completion
This 3-storey facility will provide 4 procedure rooms, a sterile services
department, associated support services and basement parking. Construction
works are materially progressed with internal fitout works well under way.
Consent for an on grade car park at 24 Kipling Avenue to support the new
facility has been granted and works are expected to commence in August
2025.
estimated
development cost
$32.2m
WALE
20.0 years
1
forecast completion
Mid-late-25
yield on cost
~5.4%
Endoscopy Auckland, Epsom
Render
30
|
VITAL HEALTHCARE PROPERTY TRUST

SUSTAINABILITY FEATURES
An Importance Level 3 facility (building
code and seismic rating compliance)
with the addition of base isolators and
accelerometers designed to exceed the
latest seismic standards
Wakefield Hospital’s new acute services building
commenced operations in January 2025. Almost
immediately, demand for the future 34-bed ward within
the Level 5 shell space triggered the need for expansion.
1
From practical completion
Fitout works to the ward are under way and will increase the hospital
bed capacity to 81-beds (including 10 existing HUD/ ICU beds).
Expansion works are a reflection of the significant healthcare demands
at Wakefield Hospital and to enable future growth of the facility.
Beds will be commissioned in two phases with first 16-beds operational
in late 2025 and the remaining 18-beds operational in mid 2026.
estimated
development cost
$11 . 5 m
WALE
30.0 years
1
forecast completion
Late-25
fully let blended yield
~ 7.0%
Wakefield Hospital Level 5
Expansion, Wellington
Reduced embodied
carbon
Passive design and
thermal performance
Building services
designed around
stepped isolation
plane and
movement joints
Energy efficient
systems
ANNUAL REPORT 2025
|
31

total cost excl land
(A$7.2m)
A$134 . 2m
forecast completion
Early-26
forecast fully let
blended yield
~5.6%
RDX Lumina is a state-of-the-art health and research
focused facility under construction within the Gold
Coast Health and Knowledge Precinct (GCHKP).
By connecting place and possibility, our aim is to
provide real estate solutions for world-class life science
occupiers and innovators within RDX’s premier facility.
RDX, Gold Coast
Reduced embodied
carbon
Climate scenario
analysis and
adaptation
undertaken
End of trip facilities
and EV charging
All electric building
powered by
renewable energy
RDX spans 9 storeys and features sustainable design, targeting a 6 Star
Green Star rating, a first-in-precinct accomplishment. The building offers
a mix of clinical, research, laboratory and specialist consulting spaces,
with tenancies available for lease now. Construction is well progressed
with practical completion delayed to early 2026 due to inclement
weather (Cyclone Alfred) and to accommodate the rework of the feature
atrium. Located adjacent to the Gold Coast Private Hospital, RDX offers
attractive amenity and convenience for healthcare users and clinicians.
Artist’s Impression
Artist’s Impression
SUSTAINABILITY FEATURES
Targeting 6
Star Green Star
certification
32
|
VITAL HEALTHCARE PROPERTY TRUST

SEISMIC AND
SUSTAINABILITY FEATURES
In partnership with the hospital operator (a joint
venture between Evolution Healthcare and
Southern Cross), Grace Hospital continues to
undergo significant expansion.
estimated
development cost
$36. 7m
WALE
24.5 years
1
yield on cost
~5.5%
1
Estimated on practical completion
A multi staged redevelopment, 4 of 5 works packages are now complete.
Oropi Day Unit endoscopy expansion reached practical completion in
August 2024.
The final works package, a 10-bed inpatient unit expansion is currently
under construction with internal services and lining under way.
As the only private surgical hospital in the Bay of Plenty, this major
refurbishment and expansion of Grace Hospital responds to the healthcare
needs of the community.
Grace Hospital, Tauranga
forecast completion
Mid-26
An Importance Level 3
facility (building code
and seismic rating
compliance)
Reduced embodied
carbon
Passive design and
thermal performance
Energy efficient
systems
ANNUAL REPORT 2025
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33

Sustainability
Whāia te iti kahurangi ki te
tūohu koe me he maunga teitei.
Seek the treasure you value most
dearly. If you bow your head, let
it be to a lofty mountain.
Whakataukī Māori proverb
Sustainability framework
Northwest acknowledges the Traditional Owners of Country
throughout Australia, especially the lands on which we live
and work, and recognises their continuing connection to lands,
waters and communities.
Northwest also acknowledges the Rangatiratanga of Māori as
Tangata Whenua and Treaty of Waitangi partners in Aotearoa
New Zealand. We pay our respects to all First Nations peoples
and to Elders past, present and emerging.
Ormiston Hospital (Stage 1), Auckland
Acknowledgement
of country
ENABLERS
Advancing our sustainability strategy through strong
governance structures and transparency.
Governance
Reporting and Disclosure
Through the development and revitalisation of healthcare
facilities, Vital and Northwest strive to deliver lasting value
for our tenants, support the wellbeing of our people,
protect the environment and strengthen our communities.
This purpose-driven approach informs how we invest and
act, underpinning our broader sustainability ambitions.
To support progress across each sustainability pillar, Northwest
has established a set of global Key Performance Indicators
(KPIs), which are monitored at the regional level. This report
outlines the A/NZ region’s performance against these KPIs,
with results disclosed under each corresponding pillar.
THRIVING
PARTNERS
Empowering healthcare
providers to deliver
better outcomes.
HEALTHY
PLANET
Contributing to a more
sustainable future.
STRONG
COMMUNITIES
Investing in the health and
vitality of our communities.
INCLUSIVE
COMPANY
Building a strong and
engaged workforce.
34
|
VITAL HEALTHCARE PROPERTY TRUST

Having established a clear sustainability framework and robust set of strategic pillars, the real test lies
in how these principles translate into day-to-day decision-making, investment choices and stakeholder
outcomes. For Vital and Northwest, sustainability is not a peripheral commitment, it is a fundamental
lens through which we manage risk, identify opportunities and seek to deliver long-term value for all
stakeholders, including our investors, tenants, employees and the communities we serve.
In this sustainability section, we demonstrate how our strategy is embedded into the practical realities of
our business operations. From integrating climate resilience into asset management plans, to seeking to
drive measurable reductions in energy use, to working closely with partners across our supply chain to
ensure ethical and responsible practices.
We also recognise that achieving genuine progress requires moving beyond ambition to accountability.
That means disclosing transparently against global reporting standards and holding ourselves to a higher
bar year over year. Whilst challenges remain, we continue to integrate sustainability considerations into
our business operations to improve risk management, operational performance and long-term planning.
The practicalities of ESG – from framework to action
Kapa Haka Group from South Wellington Intermediate School
performing during the Wakefield Hospital
Stage 2 redevelopment official opening
ANNUAL REPORT 2025
|
35

Targets and
Achievements
FY25 key ESG highlights
6 61
hours of staff volunteering
489.4 Mwh
solar generation across
Vital assets
98.1%
improvement in air quality
at Tennyson Centre
100%
100%
of landlord controlled
sites have emergency
preparedness plans in place
27
assets have a Green Star*
Performance rating
7
developments are
targeting a minimum of 5
Star Green Star* ratings
* Refer to page 49 for details on Green Star ratings
of landlord controlled base building
electricity contracts use renewable energy
36
|
VITAL HEALTHCARE PROPERTY TRUST

Playford Health Hub, Adelaide
GenesisCare Integrated Cancer and Health Centre, Sydney
Playford Health Hub - Stage 2
South Australia’s first 6 Star Green Star
certified medical office building
GenesisCare Integrated Cancer
and Health Centre, Sydney
6 Star Green Star
ANNUAL REPORT 2025
|
37

Materiality
Materiality process
In 2024, Northwest, as manager of the Vital
portfolio, undertook a comprehensive update of
its materiality assessment to ensure we remain
focused on the sustainability topics that are most
significant, both in terms of their impact on the
environment, people and communities, and their
financial relevance to our long-term performance.
This updated assessment adopts double materiality principles, recognising that
sustainability is multifaceted and requires consideration of:
1. Impact materiality – how our activities affect the environment and broader
society, and
2. Financial materiality – how sustainability-related risks and opportunities
may influence business performance and value creation.
The evaluation spanned actual and potential impacts—both positive and
negative—across Vital’s operations and value chain, including business
relationships and asset lifecycle activities.
This materiality assessment will
continue to guide Vital’s ESG
reporting and decision-making,
ensuring that our approach remains
evidence-based, stakeholder-
informed and strategically aligned
with global best practices and
long-term value creation.
TOPIC IDENTIFICATION
Priority topics were identified through alignment
with internationally recognised sustainability
frameworks and standards, including:
• Global Reporting Initiative (GRI)
• Sustainability Accounting Standards Board (SASB)
• European Sustainability Reporting
Standards (ESRS)
In addition, Northwest considered investor
expectations, emerging ESG themes and
priority issues identified in the previous
2021 materiality assessment.
STAKEHOLDER ENGAGEMENT
Engagement with stakeholders was a core part of
the process. Through a combination of interviews
and surveys, Northwest gathered input from:
• Management and employees across
both Northwest and Vital
• Tenants and healthcare operators
• Suppliers and service providers
• Investors and ESG analysts
This process helped ensure that our sustainability
priorities are reflective of the expectations
and insights of those most connected
to and impacted by our business.
2
1
Healthy Planet
Thriving Partners
Inclusive Company
Strong Communities
Enablers
Playford Health Hub, Adelaide
38
|
VITAL HEALTHCARE PROPERTY TRUST

PRIORITISATION OF TOPICS
Each of the 27 sustainability topics evaluated
were assessed for both impact and financial
significance, and scored using a structured rubric.
The topics were then plotted on a materiality
matrix to clearly map their relative priority.
Key outcomes
Nine topics emerged as Tier 1 priorities,
representing the highest significance due to their
potential for material impact on the environment,
society and financial performance.
Tier 2 topics were also recognised for their importance,
particularly where they ranked highly from either an impact
or financial materiality perspective, such as Climate
Adaptation and Corporate Philanthropy and Volunteerism.
INTEGRATION OF FINDINGS
Following completion of the assessment, the findings
were reviewed and validated by Northwest’s
Corporate Sustainability Team and Executive
Leadership Team. These insights were directly used to:
• Refresh our sustainability strategy
• Update our key performance indicators (KPIs)
• Inform new and evolving sustainability-
related commitments
• Restructure our sustainability reporting
framework based on the themes and
pillars that emerged as top priorities
3
4
Healthy PlanetThriving PartnersInclusive CompanyEnablers
TIER 1 PRIORITY TOPICS
Building certifications
Corporate ethics and governance
Diversity, equity and inclusion
Employee health and safety
Energy management
Regulatory compliance
Tenant safety, wellbeing and inclusivity
Tenant satisfaction and experience
Waste management
The nine Tier 1 topics identified represent our priority focus, providing clear
direction for targeted action and resource allocation. These priorities are subject
to review as stakeholder expectations and operating conditions evolve and are
supported by other important themes also embedded in our broader strategy.
ANNUAL REPORT 2025
|
39

Enablers
Governance of ESG
Vital operates under a robust governance framework that
integrates climate and sustainability considerations into decision-
making at all levels. The Board holds ultimate responsibility
for overseeing climate-related risks and opportunities,
ensuring that environmental objectives are embedded in
Vital's strategic direction. The Board reviews climate-related
disclosures and metrics, including progress toward Vital’s net
zero 2050 target and maintains visibility through structured
quarterly reports, updates from management and dedicated
climate-focused sessions held throughout the year. These
sessions included targeted training on climate disclosure
frameworks and evolving legal obligations for directors.
Supporting this oversight, the Operational Risk Committee
(ORC) and Climate Working Group (CWG) play central
roles in identifying, assessing and managing material climate
risks and opportunities. These bodies report into the Board
via Vital’s leadership team, which includes the Heads of the
A/NZ Region, CFO and Regional General Counsel. The
CWG also collaborates closely with Northwest’s Global
Sustainability Team to ensure that emerging issues are escalated
appropriately. The CWG meets quarterly to assess emerging
climate risks, including asset-level vulnerabilities and transition
risks, and escalates material issues to the ORC. These insights
are incorporated into key business processes, including
acquisitions, divestments and developments, where climate
considerations are embedded in due diligence checklists
and capital planning. Vital’s Audit Committee is tasked with
reviewing the integrity of climate-related disclosures, verifying
compliance with regulatory standards and ensuring that
appropriate internal controls and external assurances are in
place for climate reporting. This layered structure ensures that
sustainability remains a core focus of governance at Vital.
ESG working groups
In addition to the Climate Working
Group and Operational Risk Committee,
Vital has established dedicated working
groups focused on key ESG priorities,
including Modern Slavery, Sustainable
Development, Operations and Facilities
Management, and Reconciliation and
Māori Culture. These groups provide subject
matter expertise, support implementation
of initiatives and ensure cross-functional
alignment on sustainability-related matters.
Integrating sustainability
into investments
By embedding sustainability into our investment
processes, we seek to create long-term value and
mitigate risks related to environmental and social factors.
Leases
We have updated our leasing practices to ensure that new
leases and renewals involving negotiated terms now include
clauses in leases which govern the collaboration with tenants
on energy efficiency, data sharing and sustainability initiatives.
Given the long weighted average lease expiry across our
portfolio, the adoption of these clauses is expected to grow
progressively over time as leases come up for renewal.
40
|
VITAL HEALTHCARE PROPERTY TRUST

Quarterly agenda plus
at least 2 climate specific
sessions per annum
• Heads of A/NZ
• CFO
• Financial Controller
• Regional General Council
• Director of Operations
and Sustainability
• Sustainability Manager
• Development Managers
VITAL
BOARD
OVERSEE
INFORM
MANAGE
IDENTIFY
OPERATIONAL
RISK COMMITTEE
SUSTAINABILITY
WORKING GROUPS
A/NZ

SUSTAINABILITY
STEERING
COMMITTEE
CLIMATE

WORKING
GROUP
Governance structure
Ormiston Hospital Stage 1 Expansion, Auckland
ANNUAL REPORT 2025
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41

Reporting and disclosure
CLIMATE CHANGE AND RISK MANAGEMENT
Vital is a Climate Reporting Entity (CRE) and is required to
provide Climate-Related Disclosure (CRD). Vital released
its inaugural CRD in October 2024, in alignment with the
Aotearoa New Zealand Climate Standards (CS1, CS2,
and CS3). This disclosure included detailed reporting
across governance, strategy, risk management and
emissions metrics. Vital is preparing to release its second
CRD before 31 October 2025, with an enhanced focus on
the transition plan aspects of our strategy.
To support transparent and credible reporting, limited
assurance has been achieved over Vital’s GHG inventories
since CY22, covering full Scope 1, Scope 2, and Scope
3 categories. For FY25, we are targeting reasonable
assurance for Scope 1 and 2, and limited assurance for
Scope 3. Inventories have been developed using the GHG
Protocol, with material Scope 3 categories determined
via a scoping boundary assessment aligned with a 1%
materiality threshold. The outcomes of our FY25 inventory
and related scenario analysis will be reflected in our
next disclosure.
Vital's Climate Related Disclosures can be found on
our website.
GRESB
Vital submitted to the Global Real Estate Sustainability
Benchmark (GRESB) for the fifth consecutive year in 2025,
reinforcing our ongoing commitment to transparency,
accountability and continuous improvement. GRESB
remains a key global standard for real estate sustainability
benchmarking, enabling Vital to evaluate and compare
our performance across key environmental, social and
governance indicators. Participation also helps identify
opportunities for enhancement across the portfolio.
2024 results saw Vital maintain Sector Leader status for
Developments against listed healthcare peers globally.
• 2024 Standing Investment Score: 82/100
(75 global average)
• 2024 Development Score: 99/100 (85
global average)
Results of the 2025 submission are expected to be released
in October 2025.
Sector Leader
GRESB
B
CDP
BBB
MSCI
Forsyth Barr
B
Sustainalytics
14 . 9
ISS ESG
C-
4 .1
Craigs Investment Partners
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VITAL HEALTHCARE PROPERTY TRUST

Human rights and modern slaveryData privacy and cybersecurity
Industry engagement
Human rights represent the fundamental freedoms,
protections and standards of treatment that every individual
is entitled to. Vital and Northwest are committed to
respecting the human rights of all people and upholding
internationally recognised standards, including those
set out in the Universal Declaration of Human Rights, the
International Bill of Human Rights, and the International
Labour Organization’s Declaration on Fundamental
Principles and Rights at Work. These frameworks guide
our approach to ethical business conduct and responsible
engagement across our operations and supply chains.
In line with this commitment, we assess and manage
modern slavery and human rights-related risks, particularly
in high-risk areas such as construction. This includes
annual modern slavery training for all Australian and
New Zealand employees, with specialised training for
key staff and the Modern Slavery Working Group.
To support responsible sourcing, we have a Supplier
Code of Conduct which is issued at the commencement
of supplier engagement and use the Informed 365
platform to distribute supplier questionnaires, track
responses and assess modern slavery risk. Contracts
are regularly reviewed to ensure alignment with
modern slavery legislation. These efforts are part of a
broader approach to embed sustainable procurement
approaches, reinforce our governance practices and
uphold internationally recognised human rights standards.
Northwest’s Modern Slavery Statement
can be found on our website.
Northwest remains committed to protecting sensitive
information and strengthening our cybersecurity. In
FY25, Northwest enhanced system security through
improved identity verification, access controls, cloud-
based infrastructure and upgraded network protections.
Threat detection, data loss prevention and server security
were also strengthened, alongside the introduction
of new data retention and backup protocols.
To support ongoing readiness, Northwest expanded
its cybersecurity team, launched mandatory
employee training and conducted regular phishing
simulations. A new device tracking system and disaster
recovery framework have been implemented.
Vital continues memberships across relevant industry
bodies to ensure we are abreast of evolving regulatory
standards, sustainability frameworks and industry
best practices. In FY25, our team again actively
participated in working groups, roundtables and
committees facilitated by the Property Councils of New
Zealand and Australia, as well as the Green Building
Councils in both countries. These engagements support
collaboration on topics such as sustainable development,
climate disclosure and legislative preparedness.
We are also members of Sustainable Healthcare Aotearoa
(SHA), a national network of healthcare professionals
focused on advancing low-emission, environmentally
sustainable healthcare in Aotearoa New Zealand through
collaboration, knowledge sharing and advocacy.
ANNUAL REPORT 2025
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43

Thriving Partners
Places for quality care program
AIR QUALITY TESTING
100% of landlord-controlled assets within
the Vital portfolio have completed air
quality testing, reinforcing our commitment
to maintaining healthy indoor environments
across our healthcare facilities. Air quality
testing is conducted every two years.
DISASTER AND RECOVERY
PLANNING
Vital maintains comprehensive emergency
preparedness plans across all landlord-
properties, tailored to the specific risks
and operational requirements of each
site. These plans address a broad range
of potential scenarios, including natural
disasters, utility outages and critical
incident responses. Each plan is monitored,
reviewed and updated to reflect new
information, operational changes or
emerging risks, ensuring they remain current
and effective. This proactive approach
supports business continuity, safeguards
tenant wellbeing and reinforces the
resilience of our healthcare infrastructure.
TENANT PORTAL
Northwest is currently exploring the
adoption of Prism, a digital tenant
engagement and building performance
portal, across the A/NZ portfolio,
following its successful implementation
across Northwest’s assets in Europe.
The platform streamlines maintenance
workflows, enhances tenant communication
and supports data-driven sustainability
management. Prism enables real-time
tracking of building performance,
document management and preventative
maintenance, whilst also helping to identify
opportunities for improved efficiency and
reduced environmental impact.
Formalise “Places for Quality Care” programMaterial topic(s)
Complete air quality testing at 100% of landlord-controlled portfolio.
Energy Pollution and Air Quality
Tenant Safety, Wellbeing,
and Inclusivity
Business Continuity
Tenant Satisfaction
and Experience
Update disaster and recovery planning at properties and business units.
Deploy online tenant engagement portal to one additional region.
Enhance tenant satisfaction
Deploy annual tenant satisfaction survey.
Complete property-specific action plans to address
survey results for 75% of properties.
In progressSubstantially completeOn trackComplete
Ormiston Hospital Stage 1 Expansion, Auckland
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Tenant satisfaction
Project revitalise -
Ascot lobby upgrade
Tenant advisory committees
TENANT ENGAGEMENT SURVEY
In 2024, Vital tenants participated in a refreshed tenant
satisfaction survey to better understand their perspectives on
property management, communication and sustainability
priorities. The survey uses a standardised metric to track
satisfaction year over year and provides valuable insights to
guide service improvements.
Informed by the results, we are working to develop targeted
action plans. The goal is to complete these plans across 75% of
properties by the end of 2025. Going forward, the survey will
be conducted annually towards the end of the year, supporting
our commitment to continuous improvement and an enhanced
tenant experience.
As part of our commitment to proactive tenant engagement, we
have introduced tenant engagement meetings across our medical
office buildings in Australia and New Zealand. These meetings,
held annually and often aligned with site visits, offer a structured
forum to address a range of operational and strategic matters
including cleaning, maintenance, security, leasing requirements
and capital works planning.
By inviting a representative cross-section of tenants, we ensure
a robust and inclusive dialogue. These meetings also present
an opportunity to go beyond traditional satisfaction surveys by
fostering deeper, recurring engagement that builds trust over time.
We will continue to adapt the format based on tenant feedback,
including rotating committee members periodically to maintain
fresh perspectives and high participation.
In Q3 and Q4 in collaboration with Allevia Hospital
Ascot and other valued tenants, Vital undertook a major
refurbishment of the main ground floor lobby at Ascot as
part of its ongoing commitment to elevating healthcare
environments. Branded as Project Revitalise, the initiative
aimed to enhance the comfort, functionality and aesthetics
of the shared space. The project was guided by core
priorities including minimising disruption, maintaining
cost certainty and delivering an inviting, sustainable and
well-connected environment for patients, visitors and staff.
The completed upgrade includes:
• repositioned admissions area for Allevia Hospital Ascot
• improved wayfinding and security services with
a new concierge desk near the main entry
• comprehensive interior refresh including new flooring,
ceiling features, acoustic treatments and feature lighting
• digital signage, in-built planting and
expanded soft seating areas
• new café operator, providing convenient, nutritious
and high-quality food and drink options
These improvements streamline the patient journey
whilst also creating a more welcoming and
efficient environment for tenants and staff.
ASCOT LOBBY UPGRADE PHOTOS
Ascot, Auckland
Ascot, Auckland
ANNUAL REPORT 2025
|
45

Healthy Planet
Building utility
performance metrics
Our new third-party data collection platform
streamlines data capture by extracting consumption
information directly from utility invoices, receiving
data from retail providers and integrating building
management systems into a centralised portal. This
transition builds on the data collection methods
developed in previous years; however, collecting
tenant utility data continues to present challenges. We
are actively engaging with tenants to reinforce the
importance of this data in supporting our sustainability
goals and regulatory reporting obligations.
Establish building utility performance metricsMaterial topic(s)
Efficiently collect, track, analyse and report energy
and utility data to meet and refine targets.
Energy Management
Waste Management
Water Management
Building Certifications
and Performance
Formalise energy management plan
Create regional specific 3-year capital budget roadmaps to implement energy
conservation measures identified from energy audits in line with reduction targets.
Establish environmental building certifications program
Evaluate development of global plan for pursuing certifications,
including for tenant-controlled properties.
In progressSubstantially completeOn trackComplete
Maitland Private Hospital, Maitland
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GREEN STAR
Vital is committed to delivering high-performing, sustainable
healthcare assets by pursuing Green Star certification through
both the New Zealand Green Building Council (NZGBC) and
the Green Building Council of Australia (GBCA). Green Star is a
leading internationally recognised rating system that evaluates the
environmental design, construction and operations of buildings.
GREEN STAR – PERFORMANCE RATINGS
In 2024, 31 assets within the Vital portfolio were eligible for
a Green Star Performance rating, a framework that evaluates
the operational sustainability of buildings on a scale from 1
Star (Minimum Practice) to 6 Star (World Leadership).
Of the assets assessed, 27 assets achieved the following ratings:
Green Star Performance certification renewals
are scheduled for Q1 of FY26.
GREEN STAR – DEVELOPMENTS
In alignment with our sustainability strategy and Board-approved
environmental targets, Vital is committed to a minimum 5
Star Green Star rating for all new developments and major
refurbishments, as defined by GRESB, reflecting our ambition to
deliver sustainable outcomes across energy, water, materials,
indoor environment quality and emissions. Some earlier projects
proceeded prior to this commitment and are therefore not rated.
All applicable future projects will target at least 5 Stars.
Vital has achieved 6 Star Green Star certification for:
• Playford Health Hub – Stage 2, Adelaide; and
• GensisCare Integrated Cancer Centre, Sydney.
• RDX Centre of Excellence, Gold Coast has
achieved a 6 Star Design certification.
Vital is targeting 5 Star Green Star deign and as built ratings for:
• Kipling Avenue, Auckland
• Coomera Health Precinct - Stage 1, Gold Coast
• Logan Private Hospital, Meadowbrook
• Buranda Health Hub, Woolloongabba
• St Asaph St, Christchurch
• 61-71 Park Road, Auckland
Environmental building
certifications program
After-hours operational
performance review
Decarbonisation
roadmap
14
assets
11
assets
2
assets
Our optimisation strategy is centred on reducing
energy consumption and carbon emissions by
targeting inefficiencies in building operations
during low-occupancy periods. One core
initiative is the implementation of after-hours
operational performance reviews to assess real-
time system behaviour against expected low-
load performance benchmarks. These reviews
are instrumental in uncovering unnecessary
overnight energy use such as excessive lighting,
non-scheduled air conditioning operation and
misconfigured BMS logic, contributing greater
insight into both avoidable costs and emissions.
Each finding is translated into practical
interventions such as lighting automation,
smarter ventilation schedules and BMS
reprogramming. This approach is designed
not only to seek measurable reductions
in electricity usage but also to contribute
to our decarbonisation roadmap.
As part of our commitment to reducing operational
emissions, we have undertaken a detailed analysis
of energy efficiency upgrade opportunities
across the portfolio. These upgrades have been
prioritised using a structured approach that
considers asset end-of-life timelines, emissions
reduction potential and alignment with key capital
projects. This ensures that decarbonisation efforts
are strategically sequenced and supported
by appropriate capital allocation, enabling
us to maximise environmental impact whilst
maintaining operational and financial efficiency.
1 S TA R -
MINIMUM
PRACTICE
2 S TA R -
AVERAGE
PRACTICE
2 S TA R -
GOOD
PRACTICE
ANNUAL REPORT 2025
|
47

Tennyson Centre Plasma
Shield Project – results
In 2024, a plasma air purification project was implemented at the
Tennyson Centre in Adelaide, South Australia. The initiative aimed to
enhance indoor air quality through advanced filtration technology.
As part of the project, the site permanently adopted the ASHRAE 241
Infection Risk Management Mode, a standard designed to minimise airborne
infection risks in shared spaces. Following implementation, testing confirmed
a 98.1% improvement in air quality, marking a significant outcome in terms of
environmental health and safety. The project has contributed to a cleaner indoor
environment for building occupants, including staff, tenants and visitors.
98.1%
Improvement in air quality
at Tennyson Centre
Tennyson Centre,
Adelaide
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VITAL HEALTHCARE PROPERTY TRUST

Sustainable Development
Guidelines
In FY25, we undertook a comprehensive review and update
of our Sustainable Development Guidelines, which provide
a consistent framework for embedding environmentally
sustainable design (ESD) principles across all new
developments and major refurbishments. The revision aligns
the guidelines with the latest commitments in Northwest’s
Sustainability Policy, updated Green Star requirements
and GRESB definitions, ensuring our approach remains
both current and practical. The review process involved
extensive consultation across regional development,
asset management and facilities management teams.
GenesisCare Integrated Cancer and Health Centre, Sydney
Enhanced guidance
on climate resilience
Reaffirmation of our target to
achieve a minimum 5 Star Green
Star rating on all major projects
Revised project classification
system aligned with
GRESB standards
Key updates include enhanced guidance on climate
resilience, reaffirmation of our target to achieve a minimum
5 Star Green Star rating on all major projects, and a revised
project classification system aligned with GRESB standards.
The guidelines also reflect practical adjustments, such as
replacing the previously required NABERS certification—
currently not applicable to private healthcare facilities—with
alternative pathways through Green Star Performance
tools. Other changes clarify expectations around low-
emission technologies and consolidate ESG reporting
obligations into a single reference point for project teams.
A summary of our Sustainable Development
Guidelines can be found on our website.
ANNUAL REPORT 2025
|
49

Strong Communities
Keystone Trust
Vital is proud to continue its partnership with Keystone Trust, an
organisation dedicated to supporting young people pursuing
careers in property and construction. In FY25, we strengthened
this relationship through a range of initiatives aimed at fostering
industry talent and increasing access to professional opportunities.
This year, two internship placements were offered to Keystone
students across the Vital and Northwest teams, providing
valuable on-the-job experience and exposure to real-world
property management and development projects. We also
continued our annual scholarship support, helping alleviate
financial barriers for students pursuing tertiary education. In
addition, our team remains actively involved in mentoring
programmes, offering guidance and industry insight to help
students build confidence and prepare for successful careers.
Vital also hosted 22 Keystone students for a site visit to Endoscopy
Auckland, offering a unique behind-the-scenes look at both an
operational hospital and a major new development under way.
The students toured the existing facility and gained exposure
to the construction of a new 1,400 sqm endoscopy suite, a
$32.0m project scheduled for completion in late 2025.
Our engagement with Keystone Trust reflects Vital’s ongoing
commitment to investing in the next generation of property
professionals and promoting greater equity within the sector.
2024 Keystone Trust GalaKeystone Trust students visit Endoscopy Auckland
2025 Vital Keystone Scholarship
recipient Hannah (Chau) Nguyen
Strengthen community engagementMaterial topic(s)
Increase employee participation in community volunteering
programs to foster local engagement and support.
Corporate Philanthropy
and Volunteerism
Community Engagement
Human Rights
Urban Design and Impact
on Public Spaces
Biodiversity and Environmental
Rehabilitation
Develop and implement a Reconciliation Action Plan (RAP) in Australia to
promote partnerships, respect and opportunities with Indigenous communities.
Launch initiatives aimed at improving local biodiversity at existing assets.
In progressSubstantially completeOn trackComplete
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Biodiversity
Volunteering
Reconciliation and cultural awareness
In support of local biodiversity, Vital initiated
a beekeeping project at Ascot in Auckland.
The project was launched in 2023 to enhance
urban pollination and support New Zealand’s
bee population and involves the installation and
management of beehives on site. Following a
successful natural hive expansion during the 2024
swarming season, the site now hosts two active
beehives. In addition to fostering biodiversity, the hives
produce honey, which is shared with on-site tenants.
Following the success of this initiative, discussions
are under way to expand beehive installations
across additional Vital assets in New Zealand.
Throughout FY25, Northwest team members across Australia and
New Zealand actively participated in a range of volunteering
initiatives, supporting local communities and organisations aligned
with social wellbeing and equity. In Auckland, staff contributed to
the Middlemore Hospital Mental Health Unit, beginning the day
with a mihimihi in the marae before revitalising overgrown gardens
to help create a more calming outdoor space for patients.
In Australia, our Melbourne employees supported Foodbank
Australia, helping to combat food insecurity through food relief
programs that support over 2,800 frontline charities and more
than 3,300 school breakfast programs nationwide. Volunteers
also lent their time at the Magpie Nest Café in Melbourne, which
provides free meals and a welcoming space for individuals facing
homelessness, mental health challenges and social exclusion.
The Sydney team also joined forces with ReLove, a not-for-
profit that furnishes homes for people transitioning out of crisis.
Volunteers took on a variety of hands-on roles from assembling
and cleaning donated furniture, to walking alongside clients
as they selected household items and helping move and
set up furnishings in new homes. These full-day volunteering
sessions not only provided practical support but also offered
dignity and choice to people rebuilding their lives.
Northwest remains committed to reconciliation and has been progressing
commitments within our Reflect Reconciliation Action Plan (RAP) and
making a meaningful contribution. Throughout the year, our focus has
been on supporting First Nations peoples/ businesses' participation
on our construction projects and providing services to support our
standing investments. We have worked with our development team
to review our construction contract documentation and updated them
to incorporate minimum participation rate requirements across our
projects. We have also been working with our asset management and
facilities management team to identify opportunities to engage First
Nations suppliers across our standing asset portfolio. In addition, we
have explored ways and provided opportunities for our staff to engage
in cultural and knowledge sharing activities throughout the year.
The Reconciliation Working Group continues to work and deliver
on the goals we have set for ourselves within our RAP.
Bees Up Top rehomed a swarm with Sophie Benfell-Brinsden -
Asset Manager and Liz Ingram - Sustainability Manager
Melbourne employees volunteering at Foodbank Australia
Sydney team volunteering at ReLove
Bracelet weaving for National Reconciliation week
ANNUAL REPORT 2025
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51

Employee engagement
pulse check
Throughout 2024, Northwest experienced significant organisational
changes, reinforcing the importance of employee engagement.
As part of an ongoing commitment towards an engaging
and responsive workplace, an employee pulse survey was
conducted in Q3 of FY25 in partnership with TalentMap, an
employee engagement and benchmarking specialist. The
survey provided valuable insights across five key dimensions:
Organisational Engagement, Leadership, Growth and
Development, Organisational Culture, and Change and
Transformation. Whilst Organizational Culture scored highest
(66), followed by Leadership (61), Engagement (54) and
Change and Transformation (55) showed room for improvement,
particularly when benchmarked against external comparators.
Encouragingly, the A/NZ team expressed strong confidence
in leadership visibility, recent change initiatives and career
development opportunities. Positive views were also shared
about the increased representation of women in leadership,
diverse project work and optimism tied to recent transitions.
The survey also highlighted communication from leadership as
the most significant opportunity for improvement, alongside
challenges in workload distribution and office environment.
These insights are helping shape targeted actions to strengthen
internal communications, support wellbeing and enhance
the employee experience across the organisation.
Inclusive Company
Enhance employee satisfaction and performanceMaterial topic(s)
Deploy employee satisfaction survey.
Employee Satisfaction
and Retention
Employee Training
and Development
Deploy sustainability education
Have a sustainability-engaged and educated workforce.
Enhance social connections and culture
Enhance employee engagement through actively connecting
people globally through both formal and informal programs.
In progressSubstantially completeOn trackComplete
Auckland team volunteering at Ambury Park Farm for Riding Therapy
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Training
Global mobility
and career growth
We are committed to fostering a culture of continuous
learning and professional growth across all levels of the
business. Our training framework includes both role-
specific development and organisation-wide programs,
ensuring employees are equipped with the knowledge
and tools needed to succeed in their roles whilst upholding
the company’s values and compliance obligations.
In 2024, we introduced mandatory onboarding training for
all new hires covering essential topics such as diversity and
inclusion, mental health and wellbeing and sustainability.
Through our partnership with LinkedIn Learning, employees
gained access to over 20,000 courses, enabling both
microlearning and formal certification on topics ranging
from technical skills to ESG fundamentals. A dedicated
sustainability module was required for all new employees,
focusing on the strategic importance of sustainability
and how individuals can contribute to our goals.
We also deliver region-wide training in critical areas such
as cybersecurity, modern slavery and privacy, alongside
ongoing access to industry webinars and events, particularly
for employees engaged in ESG-related reporting.
We are committed to creating a rewarding employee
experience that supports both personal and professional
growth. Our inclusive culture and global platform provide
opportunities for staff to thrive across regions and explore
diverse career pathways. In FY25, we were proud to
see two team members from the A/NZ region transfer
to Northwest offices abroad, reflecting our focus on
internal mobility and cross-regional development.
WORKFORCE BREAKDOWN
FY24FY25
Australia and New Zealand5653
Turnover rate (voluntary)11 . 1 %16.0%
Turnover rate (involuntary)4.7%12.5%
GENDER
FY24FY25
MFMF
Gender (workforce)43.0%57.0%47.0%53.0%
Middle management
1
47.0%53.0%72.0%29.0%
Senior leadership
2
67.0%33.0%60.0%40.0%
A G E
FY24FY25
>200.0%0.0%
21-3013.0%11.0%
31-4043.0%49.0%
41-5021.0%13.0%
51-6021.0%25.0%
61-642.0%2.0%
65+0.0%0.0%
HEALTH AND SAFETY
FY24FY25
Absentee Rate
3
0.7% 0.9%
Injury Rate 00
Fatalities 00
TRAINING
FY24FY25
ESG training completion rate100.0%100.0%
VOLUNTEERING
FY24FY25
Total hours of volunteer
time by employees
2586 61
1
People leader, VP and below
2
C-Suite, Regional Heads, SVP
3
The absentee rate is the ratio of
employees with absences to total
salaried employment
Auckland team volunteering at Tiaho Mai
- Adult Mental Health (Te Whatu Ora)
ANNUAL REPORT 2025
|
53

Our Board
Graham Stuart
Independent Chair and
Member of the Audit Committee
(68, Auckland)
Graham Stuart is an experienced
corporate director with an established
track record of performance in
governance and in prior executive
roles. He is currently a Director of
Ravensdown Limited and Director of
Dairy Goat Co-operative (N.Z.) Limited.
He was previously the CEO of Sealord
Group from 2007 to 2014 and Director,
Strategy and Growth and CFO of
Fonterra Co-operative Group from 2001
to 2007, Independent Chair of EROAD
Limited and an Independent Director
and Chair of the Audit Committee at
Tower Limited.
Graham is a Fellow of Chartered
Accountants Australia & New Zealand
(CAANZ) and has a Master of Science
degree from Massachusetts Institute
of Technology and a Bachelor of
Commerce with first class honours from
the University of Otago.
Mike Brady
Non-Independent Director
(58, Toronto)
Mike Brady was appointed global
President of Northwest Healthcare
Properties REIT (TSX: NWH.UN) in
2023 after serving as global Executive
Vice President, General Counsel and
Board Secretary since joining the REIT
in 2006. He has extensive experience
in real estate investments and finance,
transaction management, global
leadership, governance and legal
matters.
Mike has played a significant commercial
and legal role in the strategic direction
and growth of the REIT, most recently
leading the team to complete a €2.0
billion pan-European joint venture fund,
a $435 million UK hospital portfolio,
and a $2 billion joint venture fund and
acquisition of a $1.25 billion hospital
portfolio in Australia.
Prior to joining the corporate real estate
world, Mike was a corporate law
partner at two Toronto-based law firms,
where he developed his real estate
practice. He has a Bachelor of Arts
(Economics) and a joint LL.B./Masters of
Business Administration from Dalhousie
University, Halifax.
Angela Bull
Independent Director and
Member of the Audit Committee
(50, Auckland)
Angela Bull is an independent director
of Channel Infrastructure Ltd (NZX:
CHI), Property For Industry Limited
(NZX:PFI), Foodstuffs South Island Ltd
and Foodstuffs NZ Ltd. She is also on
the Trust Board of St Cuthbert’s College
and an independent director of Bayleys
Corporation Board (NZ) and recently
joined the Board of Fulton Hogan as an
independent director.
Angela is a former Chief Executive of
Tramco Group, a large New Zealand
owned property investment company
which specialises in large scale land
holdings, notably the Viaduct Harbour
precinct in Auckland and Wairakei Estate
in the Waikato; a former Board member
of the Property Council of New Zealand;
and a former independent director of the
Real Estate Institute of New Zealand and
realestate.co.nz.
She holds a Bachelor of Laws and a
Bachelor of Arts (Political Science) and
practised property and environmental law
prior to her executive career. Previously,
Angela held a number of senior positions
over a 10-year period with Foodstuffs
Auckland and Foodstuffs North Island Ltd,
most recently being General Manager
Property Development for Foodstuffs
North Island.
The Board comprises five highly qualified directors based in Auckland,
Toronto, Sydney
*
and Melbourne, three of whom are independent.
Their executive experience includes healthcare, property and finance.
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Craig Mitchell
Non-Executive Director and
Member of the Audit Committee
(57, Sydney)
(Zachary Vaughan replaced Craig
Mitchell on the Board effective 12
August 2025)
Craig Mitchell is a professional manager
with an inclusive leadership style, Craig
has more than 20 years of experience
specialising in the property industry. His
previous roles include Northwest CEO
(ceased 30 June 2025) and Executive
Director and Chief Operating Officer of
Dexus, an ASX top 50 listed REIT.
Craig has a Master of Business
Administration (Executive) from the
Australian Graduate School of
Management, a Bachelor of Commerce
and a Fellow of CPA Australia. He
has also completed the Advanced
Management Program at Harvard
University, Boston.
Zachary Vaughan
Non-Independent Director
(Appointed 12 August 2025)
(48, Toronto)
Zachary Vaughan was appointed
Chief Executive Officer of Northwest
Healthcare Properties REIT in July 2025.
He brings over 20 years of experience
in real estate investment and asset
management, with a strong track record
of leadership across global markets.
Prior to joining Northwest, Zachary
served as Global Head and Chief
Investment Officer of Real Estate at Arrow
Global, where he led the firm’s real estate
strategy. He remains a Non-Executive
Director at Arrow. Before Arrow, he held
several senior roles at Brookfield Asset
Management, including Managing
Partner and Head of European Real
Estate, Head of Multifamily Investments,
and CEO of Brookfield REIT.
Earlier in his career, Zachary was a
Director in the Real Estate Investment
team at the Canada Pension Plan
Investment Board (CPPIB), and Director
of Acquisitions at International Property
Corporation/Reichmann International.
Zachary holds an Honours Bachelor of
Economics from Western University. He
is now based in Toronto, where he leads
Northwest’s global healthcare real estate
platform spanning North America, Brazil,
Europe, and Australasia.
Zachary was appointed as a Non-
Independent Director to the board of the
Manager on 12 August 2025.
Dr Michael Stanford AM
Independent Director and Chair 
of the Audit Committee
(66, Melbourne)
Dr Michael Stanford has more than 30
years’ experience in the health sector
in either Group CEO or Board roles.
Michael’s current Board roles include
Chair of Nexus Hospitals, a leading
provider of specialist day and short stay
private hospital based care; and Board
member of the Royal Australian College
of General Practitioners as well as Board
member of Healius (ASX:HLS).
Michael was the Group CEO of St
John of God Healthcare, Australasia’s
third largest private hospital provider,
for 16 years during which time the
company increased revenue fivefold
through organic and M&A growth plus
more than A$1 billion greenfield and
brownfield developments. Michael’s other
Managing Director roles included the
ASX listed Australian Hospital Care and
two public hospital networks in Victoria.
Michael holds an MBA from Macquarie
University and Bachelor of Medicine and
Bachelor of Surgery from UNSW. He
is a Fellow of the Australian Institute of
Company Directors.
In 2018 Michael was awarded a
Member of the Order of Australia for
significant service to the health sector
through executive roles, to tertiary
education and the WA community, in
2010 he received the WA Citizen of the
Year Award – Industry and Commerce
category.
Directors are based in
Auckland (x2), Toronto,
Sydney
*
and Melbourne.
Their current and prior
executive experience
includes healthcare,
property and finance.
Playford Health Hub,
Adelaide
* As of 12 August 2025, with the replacement of Craig Mitchell by Zachary Vaughan,
two directors are based in Toronto and no directors are based in Sydney
ANNUAL REPORT 2025
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55

Chris Adams
Co-Head A/NZ Region
(55, Melbourne)
Chris Adams jointly leads the Northwest
business in Australia and New
Zealand, and manages Northwest’s
NZX-listed Vital Healthcare Property
Trust, which he has been part of
the leadership team since 2017.
He has extensive experience in the
property industry in Australia, New
Zealand and the United Kingdom,
including over 25 years’ direct
experience in health property.
Chris was one of the founding Executives
at ASX-listed Generation Healthcare
REIT which was acquired by Northwest
in 2017. Prior to that he established Vital
Healthcare Property Trust’s presence
in Australia in 1999 following various
roles with the group in New Zealand.
Chris holds a Bachelor of Property
from the University of Auckland.
Alex Belcastro
Senior Vice President,
Developments and Precincts
(37, Sydney)
Alex Belcastro, formerly the Chief
Business Development Officer at Ramsay
Health Care managing a multi-billion-
dollar hospital asset portfolio, joined our
team in 2021.
Alex leads precinct transactions, leasing
and developments. She also provides
strategic leadership to the development
and leasing divisions and heads our
Strategy and Research function.
With over 18 years of specialised
experience in social infrastructure, she
has facilitated large-scale transactions
and developments across public and
private sectors.
Her diverse background spans advisory,
operational and ownership roles,
adding valuable real estate expertise
to our platform.
Holding a Master of Construction
Management and a Bachelor of Planning
and Design from the University of
Melbourne, Alex has also honed her skills
through executive education at Harvard
Business School.
Kirsty Bowyer
Vice President, Development
(40, Auckland)
Kirsty Bowyer joined the team in New
Zealand in 2023 and is responsible
for overseeing the planning, design
and construction of Vital’s development
projects across New Zealand. With
more than 15 years of experience
in the construction and property
industry including major healthcare
infrastructure projects, Kirsty brings a
deep and practical understanding of the
complexities of healthcare development,
combining technical expertise with
strategic leadership.
Before joining Northwest, Kirsty spent
13 years at Johnstaff, one of Australia’s
leading property and construction
consultancies. During her time there, she
held various senior roles, leading the
end to end delivery of capital works
programmes across both Australia and
New Zealand.
Over the course of her career, Kirsty has
delivered more than $2.5 billion worth
of healthcare real estate. Her leadership
is characterised by a strong commitment
to clinical user engagement, operational
efficiency and design excellence.
Kirsty is also a committee member of the
New Zealand Health Design Council,
where she contributes to national discourse
on health infrastructure innovation.
Our Executive Team
Northwest has over 240 employees globally, including more than 50 real
estate professionals in New Zealand and Australia. The Vital Executive
Team is made up of property professionals with extensive experience in
New Zealand, Australia and beyond.
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VITAL HEALTHCARE PROPERTY TRUST

Vanessa Flax
Vice President, Regional General
Counsel and Company Secretary
(54, Melbourne)
Vanessa Flax joined the team in 2019,
prior to which she was a special counsel
at Ashurst Australia.
Vanessa has 25 years of deep and
broad ranging property law experience
in Australia and New Zealand, including
acting as primary legal adviser (for
approximately 15 years) for Vital
and Northwest.
Vanessa’s legal experience covers
all aspects of real estate property
transactions, including acquisitions,
divestments and sales, leasing and
Crown leasing, development transactions
and due diligence.
Vanessa has a Bachelor of Arts and
Bachelor of Laws from the University
of Witwatersrand, South Africa.
Kawarau Park Health Hub, Queenstown
Michael Groth
Chief Financial Officer
(51, Melbourne)
Michael Groth has over 18 years’
experience as a senior finance executive
in the listed and unlisted property funds
and funds management industry. Prior
to joining the team in 2019, Michael’s
most recent position was as Group Chief
Financial Officer of the Melbourne based
and ASX-listed real estate fund manager,
APN Property Group Limited.
Michael has extensive experience in
financial management and reporting,
taxation, treasury and capital
management, corporate structuring,
acquisitions, disposals and equity raisings
in the listed and unlisted property and
funds management industry.
Michael holds a Bachelor of Commerce
and Bachelor of Science and has been
a member of the Chartered Accountants
Australia and New Zealand since 2000.
Richard Roos
Co-Head A/NZ Region
(60, Melbourne)
Richard Roos jointly leads the Northwest
business in Australia and New Zealand.
He has over 25 years’ experience
in commercial real estate financing,
acquisitions and property management,
of which the last 17 years have been in
healthcare real estate in senior roles for
Northwest in Canada and Australia.
Richard is responsible for asset
management, transactions, people
and culture, and ESG. He is also
focused on building and expanding
strong relationships with Northwest’s
operator partners.
Kawarau Park, Queenstown
ANNUAL REPORT 2025
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57

Corporate Governance
Vital Healthcare Property Trust and Northwest Healthcare Properties Management
Limited. All information as at 30 June 2025, unless otherwise stated.
The Board of Directors
The role of the Board of Directors is to set the strategic direction
of Vital and to support management in monitoring the delivery
of this against specific performance objectives. The Board
also ensures all business risks are appropriately identified and
managed and compliance with all applicable regulatory,
statutory, financial, health and safety and social responsibilities
of the Manager. The Board also plays an important role of
overseeing risks and opportunities associated with environmental
(including climate), social and governance (ESG) factors, the
preparation of climate statements and compliance with any other
applicable ESG reporting or broader regulatory requirements.
Board composition
The Manager is committed to having an effective Board providing
a balance of independent skills, knowledge, experience and
perspectives.
All Directors bring a significant breadth and depth of expertise and
have the composite skills to optimise the financial and portfolio
performance of Vital and returns to Unit Holders.
Attendance at
Board meetings
Attended /
Eligible to attend
Date of appointment
Graham Stuart8/812 November 2018
(Appointed Chair
17 November 2020)
Michael Stanford8/819 November 2019
Craig Mitchell8/829 June 2021
Angela Bull8/826 April 2022
Mike Brady**7/89 August 2023
The Board does not impose any specific restriction on the tenure
of any Director as it considers such a restriction may lead to the
loss of experience and expertise. However, as noted below, the
Board does have regard for best practice around tenure when
assessing the independence of directors. In addition, there has been
on-going renewal of the Board and the longest serving director
has served for less than 7 years (as at the date of this report).
The table below shows all relevant interests of Directors
and Officers in units, which include legal and beneficial
interests in Vital units as at 30 June 2025.
DirectorsHoldings (number of
units) non-beneficial
Holdings (number
of units) beneficial
Graham Stuart-87,561
Angela Bull5,571
Officers
Aaron Hockly
1
-87,561
1
Aaron Hockly, former Fund Manager, has previously made a voluntary disclosure
that, in addition to his personal holdings, members of his immediate family own an
additional 114,461 units in Vital although he does not control or impact any investment
decisions in relation to such holdings.
Independent Directors
Further information about the Board’s assessment of the
independence of Directors is contained in Recommendation 2.4 of
the NZX Corporate Governance Code on page 64 of this report.
Audit Committee
The Audit Committee is responsible for overseeing
the financial and reporting practices of Vital.
At financial year end and at the date of this report,
the Audit Committee assists the Board in fulfilling its
corporate governance and disclosure responsibilities with
particular reference to financial matters, and internal and
external audit, and is specifically responsible for:
• Reviewing proposed climate, sustainability and ESG
disclosures and advising the Board whether in the Committee’s
view that disclosure complies with applicable standards
and legislative requirements and ensuring that appropriate
controls and assurance processes are undertaken for the
preparation, review, verification and approval of climate,
sustainability and ESG related disclosure reporting;
• Recommending to the Board the appointment /
removal of Vital’s external auditor; and
• Reviewing the performance of the external auditor.
Attendance at Audit
Committee meetings
Attended /
Eligible to attend
Date of
appointment
Graham Stuart4/412 November 2018
Michael Stanford4/419 November 2019
Craig Mitchell4/429 June 2021
Angela Bull4/426 April 2022
**Mike Brady does not sit on the Audit Committee
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VITAL HEALTHCARE PROPERTY TRUST

Australian Subsidiary of Vital
Northwest Healthcare Australian Property Limited (NWHAPL) is
an Australian company which acts as trustee of the two Australian
wholly owned subsidiaries of Vital Healthcare Property Trust, namely
Vital Healthcare Investment Trust and Vital Healthcare Australian
Property Trust. The directors of NWHAPL as at 30 June 2025 are
Mike Brady, Chris Adams, Richard Roos and Miles Wentworth.
Chris Adams replaced Craig Mitchell on and from 30 June 2025.
Management contract
Northwest manages Vital in accordance with Vital’s Trust Deed
in return for which Northwest receives management fees. From
these management fees, Northwest pays salaries and other
related costs (including taxes, rent, IT, travel and training) to
or for its employees, approximately 30 of whom are solely or
majority engaged with managing Vital, as well as the Directors
not appointed by all Unit Holders (two at the date of this report).
As a result, the details in this section relate to Northwest’s
employees rather than Vital’s employees (as there are none).
Remuneration
As noted above, Vital does not have any direct employees.
Instead, Northwest receives management fees to manage
Vital from which it provides remuneration to employees. As
a result, there is no reporting on individual employee salaries.
Notwithstanding the above, the following is
provided to enhance transparency:
1. Details of the holdings in Vital by Directors and officers as
at 30 June 2025 is provided on the previous page.
2. As at the date of this report, the Independent Chair of
the Manager and

Angela Bull (a New Zealand resident
Independent Director) own units. Currently the tax
regime for Vital makes it uneconomic for the offshore
based Directors and officers to hold units in Vital.
3. Details of the costs of Independent Directors appointed
by Unit Holders and, as a result, paid by Vital are
included in note 22 to the accounts in this report.
4. All Northwest’s executive bonuses globally are linked to
Northwest’s unit price as the long-term component of these
bonuses is paid in Northwest units or calculated with reference
to the value of Northwest units. In addition to being Vital’s
Manager, Northwest is Vital’s largest investor, holding an
aggregate shareholding of >28% as at 30 June 2025.
5. The following clawback / malus provisions are
included in the bonus plans for all Northwest executives
globally (including key Vital personnel):
• Where the Participant (i) has been terminated for cause, or
(ii) voluntarily resigns from his or her position with the Trust then
any Deferred Units granted on a discretionary basis pursuant
to Section 7.04 of the Northwest Healthcare Properties Real
Estate Investment Trust Omnibus Equity Incentive Plan (2022)
which have not yet vested at the time of the termination for
cause or voluntary resignation, shall be immediately forfeited
by such Participant.
Directors’ remuneration
DirectorBase
Audit
Committee
Member
ChairTotal
Graham Stuart
Independent Director,
Board Chair and Audit
Committee member
$90K$10K$80K
(Board)
$180K
Angela Bull
1

Independent Director and
Audit Committee member
$90K$10K-$100K
Craig Mitchell
2

Director and Audit
Committee member
N/A---
Michael Stanford
Independent Director and
Audit Committee Chair
A$90K-A$20K
(Audit
Committee)
A$110K
Mike Brady
2

Non-Independent Director
N/A---
($280K paid by Unit Holders, and A$110K paid by the Manager)
1
Paid by the Manager from management fees.
2
Executive of Northwest and, in the case of Craig Mitchell, a Non-Executive Director from
30 June 2025. No separate director’s fees are payable. Mr Mitchell resigned as a Non-
Executive Director on 12 August 2025.
Manager's fees
For the fees paid to the Manager by Vital, please see note 22 to the
accounts in this report.
Joint Investment Policy
Under the terms of the Joint Investment Policy, which applies
to Northwest Healthcare Properties REIT (NWH REIT) and its
owned and controlled entities (including the Manager), an
Investment Committee has been established to avoid, manage
and resolve actual or perceived conflicts of interests between
members of the NWH REIT group in a manner which complies
with any relevant legal obligations and is equitable to each party.
The Joint Investment Policy can be found on Vital’s website.
Modern slavery
In 2024, the Australian manager of the Vital trusts, Northwest
Healthcare Australian Property Limited again published a
statement under the Australian Modern Slavery Act 2018,
which underpinned Vital’s philosophical approach and
commitment to ensuring our operations have sufficient risk
mitigation strategies to address supply-chain risks. Vital
committed to training employees to identify these risks.
Our entire organisation has engaged with tenants and suppliers
to conduct further and ongoing due diligence to identify possible
modern slavery supply chain risks. Vital will continue to assess
the potential modern slavery risks in our operations and develop
and review company policies on these possible impacts.
As part of our ongoing commitment to ethical business practices
and sustainability, we continue to implement a Supplier Code of
Conduct for all new suppliers. The purpose of this code is to
ANNUAL REPORT 2025
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59

ensure that our suppliers align with our values and principles
and to promote responsible business conduct throughout our
supply chain. By implementing this code we aim to mitigate
risks, uphold our reputation and contribute to positive social
and environmental impacts.
We have also committed to reviewing supplier contracts to ensure
they contain terms consistent with the principles underlying the Act.
Skills and ExperienceGraham
Stuart
Angela
Bull
Craig
Mitchell
Michael
Stanford
Mike
Brady
Accounting/Finance/Economics••
Commercial Real Estate/Asset
Management/Valuation
•••
Corporate Governance•••••
Legal/Regulatory
••
Healthcare Operator•
Sustainability/ESG including
Climate Related Matters
Highly skilled / experienced Moderate skills / experience
Board diversity and relevant skills
At a Board level, diversity of experience is critical to ensure a
healthy exchange of ideas and opinions to deliver higher quality
decision making and outcomes. All Board appointments are always
based on merit and diversity (including gender and ethnicity).
A majority of the Directors are members of professional
organisations such as the Institute of Directors (or equivalent) or
other industry specific and relevant organisations which support
the ongoing education and training of professional directors.
Healthcare real estate is a specialised sector and the Board
believes it is important to have members with a diverse range
of backgrounds, skills and experience to ensure robust
discussion. It is also important to balance skills and knowledge
gained through length of tenure and the value of fresh ideas
in decision making. The table below summarises the skills,
experience and length of service of the current Board.
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VITAL HEALTHCARE PROPERTY TRUST

ReferenceRecommendationApproach
Principle 1 – Code of ethical standards
1.1The board should document minimum
standards of ethical behaviour to which
the issuer’s directors and employees are
expected to adhere (a code of ethics).
The code of ethics and where to find it should
be communicated to the issuer’s employees.
Training should be provided regularly. The
standards may be contained in a single
policy document or more than one policy.
The code of ethics should outline internal
reporting procedures for any breach of ethics,
and describe the issuer’s expectations about
behaviour, namely that every director and
employee:
a. acts honestly and with personal integrity
in all actions;
b. declares conflicts of interest and
proactively advises of any potential
conflicts;
c. undertakes proper receipt and use
of corporate information, assets and
property;
d. in the case of directors, gives proper
attention to the matters before them;
e. acts honestly and in the best interests of
the issuer, shareholders and stakeholders
and as required by law;
f. adheres to any procedures around
giving and receiving gifts (for example,
where gifts are given that are of value
in order to influence employees and
directors, such gifts should not be
accepted);
g. adheres to any procedures about whistle
blowing (for example, where actions
of a whistle blower have complied with
the issuer’s procedures, an issuer should
protect and support them, whether or not
action is taken); and
h. manages breaches of the code
In recognition of Vital’s role in the communities in which we operate, and where our investors live, we
continue to implement and refine policies and practices which encourage responsible investment
practices and compliance with all legal and regulatory requirements.
All of Vital’s Directors and employees must abide by Vital’s Code of Conduct and Business Ethics
(refreshed in May 2024), which documents policies on conflicts of interest, fair dealing, compliance with
applicable laws and regulations, maintaining confidentiality of information, dealing with Vital’s assets and
use of Vital’s information.
The Code recognises the importance of a work environment which actively promotes best practice and
does not compromise business ethics or principles and the Code’s purpose is to uphold the highest ethical
standards, acting in good faith and in the best interests of Unit Holders at all times.
Following the review of the Code, employees will be provided with training in relation to the Code and
Vital has committed to refreshing that training at least once every 3 years.
The Code is on Vital’s website https://www.vitalhealthcareproperty.co.nz/ governance/ and a copy
was provided to staff following the review in May 2024. All new starters are provided with a link to the
Code and are required to confirm their acceptance of its terms.
The Code is supplemented by a number of other policies including the Joint Investment Policy and
Whistleblower Policy which are available on the website at https://www.vitalhealthcareproperty.co.nz/
governance/.
1.2An issuer should have a financial product
dealing policy which applies to employees
and directors
Vital’s Directors, officers and employees, their families and related parties must comply with the Security
Trading Policy. A copy of the Security Trading Policy is on Vital’s website
https://www.vitalhealthcareproperty.co.nz/governance/
The Manager is committed to ensuring compliance with legal and regulatory requirements with respect
to insider trading and restricted persons trading. To assist with such compliance, the Manager’s Security
Trading Policy identifies circumstances where Directors, officers and other restricted persons are permitted
to trade or are prohibited from trading units in Vital. Compliance with these policies is monitored by
the Board. In addition, all trading by Directors and senior managers of the Manager is required to be
reported to NZX in accordance with the Financial Markets Conduct Act 2013. The holdings of Directors
of the Manager are disclosed on page 60.
Before trading in Vital units, a restricted person must get consent in writing from the Chief Financial Officer
of the Manager. Vital has set black-out periods for Directors and staff throughout the year. Also, blackout
periods can be invoked when specific events occur.
Emails are periodically sent to Directors and employees providing information as to the status of the
trading window in relation to the black-out periods.
NZX Corporate Governance Code
The NZX Corporate Governance Code (NZX Code) applies to all issuers of Equity Securities listed on the NZX Main Board.
The NZX Code does not apply to Vital Healthcare Properties Trust (Vital), as it is an issuer of Fund Securities under the NZX Listing Rules.
Notwithstanding the foregoing, the Board of Northwest Healthcare Properties Management Limited (Manager) considers it important from
a governance perspective to identify how, as at 30 June 2025, Vital and the Manager comply with the NZX Code dated January 2025.
The NZX Code is structured around eight principles. The table sets out each principle and an explanation as to if, and how, Vital and the
Manager comply with the recommendations in the NZX Code.
ANNUAL REPORT 2025
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61

ReferenceRecommendationApproach
Principle 2 – Board composition and performance
2 .1The board of an issuer should operate under
a written charter which sets out the roles
and responsibilities of the board. The board
charter should clearly distinguish and disclose
the respective roles and responsibilities of the
board and management.
The Board has adopted a formal Board Charter which is available on Vital’s website at
https://www.vitalhealthcareproperty.co.nz/governance/.
The Charter sets out the roles and responsibilities of the Board, including in relation to distinguishing
between the respective roles and responsibilities of the Board and management.
The terms of a Director’s appointment are contained in the Board Charter. The Charter reaffirms that
Directors must comply with their duties as set out in the Manager’s Constitution (which is also available on
Vital’s website https://www.vitalhealthcareproperty.co.nz/governance/) and the Companies Act 1993,
including to act in good faith, together with other duties which include (but are not limited to) conducting
themselves in an honest, ethical and responsible manner.
The Board’s specific responsibilities include approving the Manager’s strategic objectives, including those
applicable to Vital and ensuring that effective risk management procedures for the Manager and Vital
are in place and are being observed.
2.2Every issuer should have a procedure for the
nomination and appointment of directors to
the board.
Vital partially complies with this recommendation as the process for appointment of directors is different
for a listed managed investment scheme. Vital is a trust and does not have directors. Its supervisor is
Trustees Executors Limited, which is also the trustee of the Vital Healthcare Property Trust.
The Manager has a Board of Directors, which, subject to the below, is appointed by its sole shareholder,
NWI Healthcare Properties LP.
Two Independent Directors are appointed to the Manager’s Board by Unit Holders in the manner
described in the Trust Deed. A copy of the Trust Deed is available on Vital’s website
(https://www.vitalhealthcareproperty.co.nz/governance/) and also on the Disclose Register through
the Companies Office https://companies-register.companiesoffice.govt.nz/.
Unit Holders have the opportunity to appoint two of the Independent Directors of the Manager. Unit
Holders may nominate and vote on one Independent Director of the Manager each year. The nominee
receiving the most votes will be approved as a Director of the Manager by the Manager’s shareholders.
2.3An issuer should enter into written agreements
with each newly appointed director
establishing the terms of their appointment.
The Manager enters into a written agreement with each newly appointed director setting out the terms of
their appointment, including expectations of the director in his or her role, remuneration entitlements and
indemnity and insurance arrangements.
2.4Every issuer should disclose information about
each director in its annual report or on its
website, including:
a. a profile of experience, length of service
and ownership interests;
b. the director’s attendance at board
meetings; and
c. the board’s assessment of the director’s
independence, including a description
as to why the board has determined
the director to be independent if one of
the factors listed in table 2.4 applies to
the director, along with a description of
the interest, relationship or position that
triggers the application of the relevant
factor
Vital’s Annual Report includes a profile of experience, length of service, and ownership interest of each
Director. The Annual Report also sets out the attendance of each Director at Board meetings and Audit
Committee meetings.
A profile of each director is also included on Vital’s website
https:// www.vitalhealthcareproperty.co.nz/board-management/
The Board considers that at the date of this Annual Report, the Independent Directors are independent,
including by virtue of the following factors listed in table 2.4:
None of the Independent Directors:
• is currently, or was within the last three years, employed in an executive role by the Manager;
• is currently deriving, or within the last 12 months, derived a substantial portion of his or her revenue
from the Manager or the Trust;
• is currently, or was within the last 12 months, in a senior role in a provider of material professional
services to the Manager or the Trust or any of their subsidiaries;
• is currently, or was within the last three years, employed by the external auditor to the Manager or the
Trust or any of their subsidiaries;
• currently has, or did have within the last three years, a material business relationship (e.g. as a supplier
or customer) with the Manager or the Trust or any of their subsidiaries;
• is a substantial product holder of the Trust, or a senior manager of, or person otherwise associated
with, a substantial product holder of the Trust;
• is currently, or was within the last three years, in a material contractual relationship with the Manager
or the Trust or their subsidiaries, other than as a director;
• has close family ties or personal relationships (including close social or business connections) with
anyone in the categories listed above; and
• has been a director of the Manager for a period of 12 years or more.
2.5An issuer should have a written diversity
policy which includes requirements for the
board or a relevant committee of the board
to set measurable objectives for achieving
diversity (which, at a minimum, should address
gender diversity) and to assess annually
both the objectives and the entity’s progress
in achieving them. An issuer within the S&P/
NZX20 Index at the commencement of its
reporting period should have a measurable
objective for achieving gender diversity in
relation to the composition of its board, that
is to have not less than 30% of its directors
being male, and not less than 30% of its
directors being female, within a specified
period. An issuer should disclose its diversity
policy or a summary of it.
This recommendation has not been adopted due to our structure.
We continue to improve diversity on the Board and in Management, in line with the REIT’s diversity policy
introduced in April 2022. The number of women in the organisation is almost 50% of the total number
employed and our focus on gender diversity at a Board level continues.
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VITAL HEALTHCARE PROPERTY TRUST

ReferenceRecommendationApproach
2.6Directors should undertake appropriate
training to remain current on how to best
perform their duties as directors of an issuer.
The Manager provides formal training to Directors during the year and Directors undertake additional
training through professional bodies.
2.7The board should have a procedure
to regularly assess director, board and
committee performance.
Assessment of the Board and each director’s performance is determined by the Chair and takes into
account overall attendance, contribution, training and experience of each member concerned.
2.8A majority of the board should be
independent directors.
The Board of the Manager is comprised of a majority of Independent Directors.
2.9An issuer should have an independent chair
of the board.
The Board of the Manager is chaired by an Independent Director.
2 .10The chair and the CEO should be different
people.
The functions of chair of the Board of the Manager and CEO are fulfilled by different people.
Principle 3 – Board committees
3 .1An issuer’s audit committee should operate
under a written charter. An audit committee
should only comprise non-executive
directors of the issuer. One member of the
committee should be both independent and
have an adequate accounting or financial
background. The chair of the audit committee
should be an independent director and not
the chair of the board.
The Board has adopted a formal written Audit Committee Charter which is available on Vital’s website at
https://www.vitalhealthcareproperty.co.nz/governance/.
The minimum number of members on the Audit Committee is three Directors with a majority being
Independent Directors and at least one member with an adequate accounting or financial background.
The audit committee of the Manager is comprised of four members of which three are independent.
The fourth member is an executive director and, as a result, the composition does not comply with the
recommendation that the audit committee is only comprised of non-executive directors. The Chair of the
audit committee is an independent Director and is not the same person as the Chair of the Board.
3.2Employees should only attend audit
committee meetings at the invitation of the
audit committee.
Directors and officers have a standing invitation to attend audit committee meetings. Other employees
may attend on invitation only.
3.3An issuer should have a remuneration
committee which operates under a written
charter (unless this is carried out by the whole
board). At least a majority of the remuneration
committee should be independent
directors. Management should only attend
remuneration committee meetings at the
invitation of the remuneration committee.
This recommendation has not been adopted due to Vital’s structure.
A key feature of the external management structure under which Vital operates is that remuneration of
management is the responsibility of the Manager, not Vital. As Vital Unit Holders are not economically
exposed to employment remuneration costs, a remuneration committee is not considered necessary by
the Board at this time.
3.4An issuer should establish a nomination
committee to recommend director
appointments to the board (unless this is
carried out by the whole board), which
should operate under a written charter. At
least a majority of the nomination committee
should be independent directors.
This recommendation has not been adopted due to Vital’s structure.
Given its structure and the terms of the Trust Deed, the process for nomination of directors to the Board of
the Manager is not the same as for a listed company.
3.5An issuer should consider whether it is
appropriate to have any other board
committees as standing board committees.
All committees should operate under written
charters. An issuer should identify the members
of each of its committees, and periodically
report member attendance.
From time to time the Board establishes Due Diligence Committees (DDC) under a formal process
memorandum to report on the due diligence process in relation to any potential transaction for Vital of
material size or complexity. An example would be the capital raisings undertaken by
Vital in recent years. A DDC would normally be comprised of an Independent Director, executive
director, relevant management staff and external consultants appropriate for the transaction.
3.6The board should establish appropriate
protocols that set out the procedure to be
followed if there is a “control transaction”
for the issuer including the procedure for
any communication between the issuer’s
board and management and the bidder.
The board should disclose the scope of
independent advisory reports to shareholders.
These protocols should include the option
of establishing an independent control
transaction committee, and the likely
composition and implementation of an
independent control transaction committee.
This recommendation has not been fully adopted due to Vital’s structure and the composition of its unit
register.
The Takeovers Code does not apply to Vital, as a listed managed investment scheme. Vital’s Trust Deed
does include some provisions which would regulate takeover-like transactions relating to units in Vital.
Given the REIT’s ownership of the Manager and cornerstone holding of Vital units, a “control transaction”
is considered unlikely.
As a result of the above, the Board of the Manager has not established protocols that set out the
procedure to be followed if there is a “control transaction” for Vital units.
Principle 4 – Reporting and disclosure
4 .1An issuer’s board should have a written
continuous disclosure policy.
It is important that the market and investors feel confident in the timing or manner of any buying or selling
of Vital units. As a NZX issuer, the Manager is acutely aware of the need to ensure the market, investors
and regulators remain fully informed of any material or price sensitive information relevant to Vital. The
Board, management and employees are aware of the NZX Continuous Disclosure requirements and
Vital has internal procedures in place to ensure compliance.
The Continuous Disclosure Policy can be found on Vital’s website at
https://www.vitalhealthcareproperty.co.nz/governance/.
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4.2An issuer should make its code of ethics,
board and committee charters and the
policies recommended in the NZX Code,
together with any other key governance
documents, available on its website.
A copy of all relevant policies noted in this document can be viewed on Vital’s website
https://www.vitalhealthcareproperty.co.nz/governance/.
In addition, the website includes the Privacy Policy, the Whistleblower Policy and the Modern Slavery
Statement, all of which are endorsed by the Board.
4.3Financial reporting should be balanced, clear
and objective.
We provide disclosures of financial matters in our Annual Report. In addition, disclosures are provided quarterly
to keep the market updated as to the financial matters impacting Vital.
The Manager maintains and regularly reviews a risk management framework as part of its compliance
assurance programme. Reports are provided to both the Audit Committee and Board along with an annual risk
assessment.
4.4An issuer should provide non-financial
disclosure at least annually, including
considering environmental, social
sustainability factors and practices. It should
explain how operational or non-financial
targets are measured. Non- financial
reporting should be informative, include
forward looking assessments, and align with
key strategies and metrics monitored by the
board.
Vital’s Annual Report includes non-financial disclosures, including environmental, economic and social
sustainability factors and practices. In this regard see page 38 onwards in the sustainability section
for an outlay of ESG related achievements and forward-looking targets, and page 52 onwards in
the sustainability section for references to regulatory non-financial ESG disclosures to which Vital is
committed.
Principle 5 – Remuneration
5 .1An issuer should have a remuneration policy
for the remuneration of directors. An issuer
should recommend director remuneration to
shareholders for approval in a transparent
manner. Actual director remuneration should
be clearly disclosed in the issuer’s annual
report.
This recommendation has not been adopted due to Vital’s structure.
Vital is a trust and does not have directors. Subject to the below, the remuneration costs of the Manager’s
directors are borne by the Manager. As a result, Vital Unit Holders are not economically exposed to
those costs.
Vital’s Trust Deed provides that the costs associated with the two Independent Directors appointed to the
Board of the Manager by Unit Holders are reimbursed out of the trust fund.
Directors are paid a flat fee for each service provided (currently a base director fee and additional
fees for being the Chair, Audit Committee Chair and / or Audit Committee Member). Such fees are
market based by reference to other NZX listed entities; this is assessed annually. Accordingly, the Board
considers that it is unnecessary for Vital to maintain a remuneration policy.
Refer to page 61 of this Annual Report for details of Director remuneration.
5.2An issuer should have a remuneration policy
for remuneration of executives which outlines
the relative weightings of remuneration
components and relevant performance
criteria.
This recommendation has not been adopted due to Vital’s structure.
As noted above, all officers’ remuneration is paid by the Manager not Vital. Accordingly, the Board
considers that it is unnecessary for Vital to maintain a remuneration policy.
5.3An issuer should disclose the remuneration
arrangements in place for the CEO in its
annual report. This should include disclosure
of the base salary, short term incentives and
long term incentives and the performance
criteria used to determine performance based
payments.
This recommendation has not been adopted due to Vital’s structure.
Vital does not have any employees as it is externally managed by the Manager. The remuneration of
executives is not paid by Vital but by the Manager or its related parties.
Principle 6 – Risk management
6 .1An issuer should have a risk management
framework for its business and the issuer’s
board should receive and review regular
reports. An issuer should report the material
risks facing the business and how these are
being managed
The Board of Directors maintains a sound understanding of key risks faced by Vital. Effective management
of all financial and non-financial risks is fundamental to the delivery of the Board’s strategy. In addition, the
Manager will engage other external advisers as appropriate to deal with specific risks.
The Manager has a risk management framework that is integrated into day-to-day operations. As part of
this framework, the Board and Audit Committee work closely with management and external auditors to
support the identification, management and reporting of risks.
This risk management framework is part of Vital’s compliance assurance requirements under the FMCA.
Higher risk groups are reviewed yearly with lower risk groups reviewed biennially. The risk management
framework/Compliance Assurance Programme is reviewed on an annual basis and approved by the
Board.
The Manager has currently identified the following key risk categories:
• Fund manager risk
• Development risk;
• Acquisition of Investment risk
• Asset and facilities management risk
• Information, data security/cybersecurity risk
• Energy/carbon efficiency of assets and operations risk;
• Talent recruitment, retention and succession planning;
• Reputation (social responsibility, brand and stakeholder relationships)
• Access to capital risk
• Compliance risk
• Governance risk
• Fraud/Misconduct risk
• Climate-related risk
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ReferenceRecommendationApproach
6.2An issuer should disclose how it manages
its health and safety risks and should
report on their health and safety risks,
performance and management
The Directors and Manager are committed to ensuring that as far as practical, a safe and healthy working
environment is provided for all employees, tenants, contractors and others who may visit our properties.
The Trust’s Health and Safety Policy aims to reflect this commitment.
We have a Risk Management Framework meaning we employ a systematic approach to identifying,
evaluating and managing safety risks.
We have regular training to ensure employees are knowledgeable about our safety practices. A register
is maintained to track participation and ensure compliance.
The Operational Risk Committee oversees our safety protocols and implements strategies to address
operational risks.
Safety expectations are integrated into our supplier contracts and tender/ RFI procedures to ensure
consistency across all external arrangements.
Principle 7 – Auditors
7.1The board should establish a framework
for the issuer’s relationship with its external
auditors. This should include procedures:
a. for sustaining communication with the
issuer’s external auditors;
b. to ensure that the ability of the external
auditors to carry out their statutory audit
role is not impaired, or could reasonably
be perceived to be impaired;
c. to address what, if any, services (whether
by type or level) other than their statutory
audit roles may be provided by the
auditors to the issuer; and
d. to provide for the monitoring and
approval by the issuer’s audit committee
of any service provided by the external
auditors to the issuer other than in their
statutory audit role.
The Board has established an Audit Committee with a majority of Independent Directors.
A copy of the Audit Committee Charter can be found on Vital’s website
https://www.vitalhealthcareproperty.co.nz/governance/.
The Audit Committee Charter sets out the procedures to be followed to ensure the independence of the
Trust’s external auditor. The Audit Committee is responsible for recommending the appointment of the
external auditor and maintaining procedures for the rotation of the external audit engagement partner.
Under the Audit Committee Charter, the external audit engagement partner must be rotated at least every
five years.
The Committee will only recommend to the Board the approval of an external auditor if that external
auditor would be regarded, by a reasonable investor, with full knowledge of all the relevant facts and
circumstances, as capable of exercising objective and impartial judgement on all issues encompassed
within the auditor’s engagement. The continued appointment of Vital’s external auditors is confirmed
annually by the Committee following its review of the external auditor’s performance. One of the duties
of the Committee is ensuring that the external auditor or lead audit partner is changed at least every five
years in accordance with relevant audit independence guidelines and the Audit Committee Charter.
Vital’s auditors annually confirm their compliance with professional standards and ethical guidelines of
Chartered Accountants Australia and New Zealand to evidence their competencies, as well as attend
Vital’s annual meeting to answer question from investors in relation to the audit. Deloitte, Vital’s current
auditor, was first appointed in 2008 and the current engagement partner, Andrew Boivin was appointed
in 2023.
The Audit Committee Charter covers provision of non-audit services with the general principle being
that the external auditor should not have any involvement in the production of financial information or
preparation of financial statements such that they might be perceived to be auditing their own work.
The Board facilitates regular and full interface between its Audit Committee, the external auditors and
management as reflected in the Audit Committee charter.
7. 2The external auditor should attend the
issuer’s Annual Meeting to answer
questions from shareholders in relation to
the audit.
To maximise the effectiveness of communication at the Annual Meeting, the Manager also requires its
external auditors to attend the meeting and be prepared to answer Unit Holders’ questions about the
conduct of the audit, as well as the preparation and content of the independent auditor’s report.
Vital undertakes an annual audit engagement with its external auditor. As part of the process the Audit
Committee identifies any key areas of focus and reporting required of the auditors. Management
is required to attend the meeting to discuss the findings of the report and respond to queries. Any
recommendations for improvement are discussed and management is required to agree a timetable for
the implementation of the changes.
7. 3Internal audit functions should be
disclosed.
The Manager’s ultimate parent has an internal audit programme that includes an annual global internal
control review. The scope of this programme encompasses both the Manager and Vital.
In addition, Vital has a Supervisor who undertakes oversight functions on behalf of Unit Holders, including
in relation to conduct and the payment of management fees / expenses.
Principle 8 – Shareholder rights and relations
8 .1An issuer should have a website where
investors and interested stakeholders
can access financial and operational
information and key corporate governance
information about the issuer.
Vital’s website www.vitalhealthcareproperty.co.nz enables Unit Holders to access financial and
operational information and key corporate governance information about Vital. The website allows key
stakeholders to access and navigate important information with ease.
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ReferenceRecommendationApproach
8.2An issuer should allow investors the ability
to easily communicate with the issuer,
including by designing its shareholder
meeting arrangements to encourage
shareholder participation and by
providing shareholders the option to
receive communications from the issuer
electronically.
A key focus of investor relations is to ensure the market and investors are informed of all details necessary
to assess their investment and Vital’s performance as specified by NZX Listing Rules. The Board aims to
foster constructive communications and encourages all stakeholders to engage with Vital.
A key element of corporate communication is the Trust’s website at
www.vitalhealthcareproperty.co.nz. Vital’s website is designed to make it easier for Unit Holders to
locate and understand key information. The website enables all existing and potential Unit Holder to
view information including: an overview of the business and corporate structure, a history of financial
and investment performance, key calendar dates and the ability to access and download all NZX
announcements, presentations and investor forms.
The website also includes key corporate governance documents including the Board Charter, Statement
of Investment Policies and Objectives (SIPO) and other key policy documentation.
The Manager also actively encourages engagement through a communication strategy which includes:
• The Annual Meeting for the Unit Holders to meet with and ask questions of the Board, the Supervisor,
management and external auditors;
• Any other meetings called to obtain approval for the Manager’s action as appropriate;
• Results webcasting providing all investors with the ability to listen and ask questions of Management;
and
• Various investor communications including Annual Reports and Interim Reports.
Through Vital’s external registrar investors have the ability to easily communicate with the issuer, including
providing the option to receive communications from the issuer electronically.
There is a NZ toll free number 0800 225 264 and email address enquiry@vhpt.co.nz to which general
enquiries can be directed.
To further enhance Unit Holder engagement, the format of Vital’s annual meetings is a ‘hybrid’ meeting,
allowing investors to attend in-person or virtually by attending the meeting online. Where one format of
meeting may be more appropriate in the circumstances, the Directors will take into account the competing
interests, cognisant of the importance of Unit Holder participation. The Directors have at the forefront, when
making this decision, the importance of ensuring that all Unit Holders are adequately informed about the
format of these meetings as well as the rules applicable to voting and participation generally.
8.3Quoted equity security holders should
have the right to vote on any major
decisions which may change the nature of
the issuer in which they are invested.
The Manager respects the views of Unit Holders and seeks to foster constructive relationships that
encourages engagement.
Our Unit Holders are entitled to vote to replace the supervisor or the Manager, which would be the two
key decisions which would change the nature of Vital, given its structure as a listed managed investment
scheme. In addition, Unit Holders have the right to appoint two independent directors to the board of the
Manager at each annual meeting.
As a managed investment scheme regulated by the FMCA, investment objectives, investment philosophy,
investment strategy and categories of authorised investments are required to be set out in the SIPO. A
copy of Vital’s SIPO is available here:
https://www.vitalhealthcareproperty.co.nz/app/ uploads/2021/02/SIPO_Vital_New.pdf
Changes to the SIPO may only be made in accordance with section 165 of the FMCA after having given
written notice to Vital’s supervisor, Trustees Executors Limited. Depending on the nature of the changes,
prior notice to Unit Holders or Unit Holder approval may be required.
8.4If seeking additional equity capital,
issuers of quoted equity securities should
offer further equity securities to existing
equity security holder of the same class
on a pro rata basis, and on no less
favourable terms, before further equity
securities are offered to other investors.
Vital’s most recent equity capital raising was implemented in April and May 2022 as an accelerated
entitlement offer. Eligible Unit Holders were entitled to subscribe for 1 new unit for every 8.54 units held at
the record date. This structure allowed existing Unit Holders to participate on a pro rata basis, on no less
favourable terms (subject to certain exceptions, like for Unit Holders outside New Zealand).
Vital has an active dividend reinvestment plan (DRP) under which all eligible Unit Holders are able to
participate. The terms of the DRP remained unchanged during the current accounting period save that a
2% discount applied from the third quarter.
8.5The board should ensure that the notices
of annual or special meetings of quoted
equity security holders is posted on the
issuer’s website as soon as possible and
at least 20 days prior to the meeting.
Under Vital’s Trust Deed at least 14 days’ notice is required for notices of meeting to be sent by post. Vital
will continue to follow the Trust Deed when determining the period of notice to be given. Having said
that, the Notices of Meeting for Vital’s annual meeting since 2020 were provided at least 20 days prior
to the meeting, as was the Notice of Meeting for the special meeting of Unit Holders held in 2021.
The notice of meeting is released on the NZX and included on Vital’s website.
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Maitland Private Hospital, Maitland
ANNUAL REPORT 2025
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67

Financial Statements
Avive Clinic, Melbourne
68
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VITAL HEALTHCARE PROPERTY TRUST

ANNUAL REPORT 2025|69
Contents
Consolidated Statement of Comprehensive Income70
Consolidated Statement of Financial Position71
Consolidated Statement of Changes in Equity72
Consolidated Statement of Cash Flows73
Notes to the Consolidated Financial Statements74
ABOUT THIS REPORT74
1. Reporting Entity 74
2. Basis of Preparation74
3. Material Accounting Policies76
PERFORMANCE77
4. Segment Information 77
5. Taxation79
6. Investment Properties 82
7. Other Expenses90
CAPITAL STRUCTURE, FINANCING AND RISK MANAGEMENT91
8. Units on Issue91
9. Earnings per Unit92
10. Distributable Income 93
11. Borrowings94
12. Lease Liabilities 96
13. Derivative Financial Instruments96
14. Financial and Risk Management 98
15. Commitments and Contingencies 103
EFFICIENCY OF OPERATIONS104
16. Statement of Cash Flows Reconciliation from Operating Activities104
17. Trade and Other Receivables105
18. Other Assets106
19. Trade and Other Payables106
OTHER NOTES107
20. Investment in Subsidiaries 107
21. Subsequent Events 107
22. Related Party Transactions107

70|VITAL HEALTHCARE PROPERTY TRUST
Consolidated Statement of
Comprehensive Income
For the year ended 30 June 2025
Note
2025
$000s
2024
$000s
Gross property income from rentals154,908150,978
Gross property income from expense recoveries22,19317,810
Property expenses(28,267)(24,255)
Net property income4148,834144,533
Other expenses7(23,355)(30,003)
Strategic transaction expenses(2,872)-
Finance income1,7382,645
Finance expense11.b(46,907)(43,251)
Operating profit77,43873,924
Other gains/(losses)
Valuation (loss)/gain on investment property6.a(96,722)(165,244)
Net (loss)/gain on disposal of investment property(2,376)(5,702)
Fair value (loss)/gain on foreign exchange derivatives487(284)
Fair value (loss)/gain on interest rate derivatives(28,681)(10,540)
Realised (loss)/gain on foreign exchange(11)(87)
Unrealised (loss)/gain on foreign exchange2,072(270)
(125,231)(182,127)
(Loss)/Profit before income tax(47,793)(108,203)
Taxation benefit/(expense)5(3,427)592
(Loss)/Profit for the year attributable to Unit Holders of the Trust(51,220)(107,611)
Other comprehensive income
Items that may be reclassified subsequently to profit and loss:
Movement in foreign currency translation reserve(14,391)6,076
Total other comprehensive (loss)/income after tax(14,391)6,076
Total comprehensive (loss)/income after tax(65,611)(101,535)
Earnings per unit
Basic and diluted earnings per unit (cents)9(7.58)(16.09)
The notes on pages 74 to 110 form part of and are to be read in conjunction with these financial statements.

ANNUAL REPORT 2025|71
Consolidated Statement of
Financial Position
As at 30 June 2025
Note
2025
$000s
2024
$000s
Non-current assets
Investment properties63,170,5663,213,689
Derivative financial instruments1329417,720
Other non-current assets188,09713,980
Total non-current assets3,178,9573,245,389
Current assets
Investment properties held for sale641,29426,284
Cash and cash equivalents1615,64218,934
Trade and other receivables173,31810,081
Other current assets187,4223,888
Derivative financial instruments131,459183
Total current assets69,13559,370
Total assets3,248,0923,304,759
Unit Holders' funds
Units on issue81,217,6841,204,977
Reserves(25)20,966
Retained earnings461,856579,183
Total Unit Holders' funds1,679,5151,805,126
Non-current liabilities
Borrowings111,363,6391,287,477
Lease liability - ground lease9,2689,982
Derivative financial instruments139,0661,856
Deferred tax5144,591158,762
Total non-current liabilities1,526,5641,458,077
Current liabilities
Trade and other payables1929,55332,171
Income in advance1,7881,653
Derivative financial instruments134,87094
Lease liability - ground lease620123
Taxation payable5,1827,515
Total current liabilities42,01341,556
Total liabilities1,568,5771,499,633
Total Unit Holders' funds and liabilities3,248,0923,304,759
For and on behalf of the Manager, Northwest Healthcare Properties Management Limited
G Stuart, Independent Chair
13 August 2025
M Stanford,
Independent Director
The notes on pages 74 to 110 form part of and are to be read in conjunction with these financial statements.

72|VITAL HEALTHCARE PROPERTY TRUST
Consolidated Statement of
Changes in Equity
For the year ended 30 June 2025
Units on
issue
$000s
Retained
earnings
$000s
Translation
of foreign
operations
$000s
Foreign
exchange
hedges
$000s
Share
based
payments
$000s
Total
Unit
Holders'
funds
$000s
For the year ended 30 June 2024
Balance at the start of the period1,180,922753,220(55,121)63,41114,9511,957,383
Changes in Unit Holders' funds24,055---(14,951)9,104
Manager's incentive fee----6,6006,600
Profit/(loss) for the period-(107,611)---(107,611)
Distributions to Unit Holders-(66,426)---(66,426)
Other comprehensive income for the period
Movement in foreign currency translation reserve--6,076--6,076
Balance at the end of the year1,204,977579,183(49,045)63,4116,6001,805,126
For the year ended 30 June 2025
Balance at the start of the period1,204,977579,183(49,045)63,4116,6001,805,126
Changes in Unit Holders' funds12,707---(6,600)6,107
Profit/(loss) for the period-(51,220)---(51,220)
Distributions to Unit Holders-(66,107)---(66,107)
Other comprehensive income for the period
Movement in foreign currency translation reserve--(14,391)--(14,391)
Balance at the end of the year1,217,684461,856(63,436)63,411-1,679,515
The notes on pages 74 to 110 form part of and are to be read in conjunction with these financial statements.

ANNUAL REPORT 2025|73
Consolidated Statement of
Cash Flows
For the year ended 30 June 2025
Note
2025
$000s
2024
$000s
Cash flows from operating activities
Property income155,291151,043
Recovery of property expenses21,97917,711
Interest received9111,289
Property expenses(23,874)(23,637)
Management and trustee fees(19,500)(19,994)
Interest paid(44,759)(41,080)
Tax paid(17,793)(20,006)
Other trust expenses(3,847)(3,881)
Net cash provided by/(used in) operating activities68,40861,445
Cash flows from investing activities
Receipts from foreign exchange derivatives20212,255
Payments for foreign exchange derivatives(260)(12,479)
Capital additions on investment properties(155,685)(250,760)
Purchase of properties(1,436)(10,679)
Proceeds from disposal of properties51,034239,403
Fitout loans to tenants4,028(11,374)
Strategic transaction expenses(1,977)(455)
Net cash provided by/(used in) investing activities(104,094)(34,089)
Cash flows from financing activities
Debt drawdown358,056316,327
Repayment of debt(264,022)(277,227)
Issue of units(57)-
Loan issue costs(1,640)(1,084)
Costs associated with new equity raised(83)(100)
Distributions paid to Unit Holders(59,860)(57,223)
Net cash from/(used in) financing activities32,394(19,307)
Net increase/(decrease) in cash and cash equivalents(3,292)8,049
Cash and cash equivalents at the beginning of the period18,93410,885
Cash and cash equivalents at the end of the year15,64218,934
The notes on pages 74 to 110 form part of and are to be read in conjunction with these financial statements.

74|VITAL HEALTHCARE PROPERTY TRUST
Notes to the Consolidated Financial Statements
About this Report
1. Reporting Entity

Vital Healthcare Property Trust (“VHP” or the “Trust”) is a unit trust established under the Unit Trusts Act 1960 by a Trust Deed dated
11 February 1994 (as subsequently amended and replaced), domiciled in New Zealand. The Trust is managed by Northwest Healthcare
Properties Management Limited (the “Manager”), with its registered office at Level 17, HSBC Tower, 188 Quay Street, Auckland
Central 1010.
The consolidated financial statements of VHP for the year ended 30 June 2025 comprise VHP and its subsidiaries (together referred to as
the “Group”). VHP is listed on the New Zealand Stock Exchange (NZX) and is a FMC reporting entity for the purpose of the Financial
Markets Conduct Act 2013. The Group's principal activity is the direct and/or indirect investment in, and management of, high quality real
estate in good locations primarily used by healthcare operators or used for healthcare, life sciences and related purposes.
These consolidated financial statements were approved by the Board of Directors of the Manager on 13 August 2025.
2.
 Basis of Preparation
(a) Statement of compliance
These financial statements have been prepared in accordance with New Zealand Generally Accepted Accounting Practice ("NZ GAAP")
and comply with New Zealand equivalents to IFRS Accounting Standards ("NZ IFRS") and other applicable Financial Reporting Standards,
as appropriate toprofit-oriented entities. These financial statements comply with NZ IFRS and IFRS Accounting Standards ("IFRS").
(b)
 Basis of consolidation
The Group’s financial statements incorporate the financial statements of the Trust and entities controlled by the Trust (its subsidiaries) as
set out in Note 20. Control is achieved where the Trust has power over the investees; is exposed, or has rights to variable returns from
its involvement with the investees; and has the ability to use its power to affect its returns. The results of subsidiaries are included in the
consolidated financial statements from the date of acquisition to the date of disposal. All intra-group transactions, balances, cashflows,
income and expenses are eliminated on consolidation.
(c)
 Basis of measurement
The Group uses the historical cost basis except for derivative financial instruments and investment properties which are measured at fair
value. Historical cost is based on the fair value of the consideration given or received in exchange for assets or liabilities. Fair value is
the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the
measurement date, regardless of whether that price is directly observable or estimated using another valuation technique.
(d)
 Functional and presentation currency
These financial statements are presented in New Zealand Dollars ($), which is the Trust's functional and presentation currency. All
information has been rounded to the nearest thousand dollars ($000), unless stated otherwise.
In preparing the financial statements, transactions in currencies other than the Trust’s functional currency (i.e. a foreign currency transaction)
are recorded at the rates of exchange prevailing at the dates of the transactions. At the end of each reporting period, foreign currency
denominated monetary items are retranslated at the rate of exchange prevailing at that time. Exchange differences are recognised in profit
or loss in the period in which they arise, except for exchange differences on transactions entered into to hedge foreign currency exposure.
The assets and liabilities of the Group’s foreign operations are translated to New Zealand Dollars using exchange rates prevailing at the
end of the reporting period. Income and expense items are translated at the average exchange rates for the period. Exchange differences
arising on translation are recognised in other comprehensive income and the foreign currency translation reserve.

ANNUAL REPORT 2025|75
(e) Changes in accounting policy and presentation
All accounting policies have been applied on a basis consistent with the prior year's financial statements.
(f) Standards and Interpretations in issue not yet effective
At the date of authorisation of these financial statements, the Group has not applied new and revised NZ IFRS standards and amendments
that have been issued but are not yet effective. It is not expected that the adoption of these standards and amendments will have a material
impact on the financial statements of the Group except as outlined below.
In May 2024, NZ IFRS 18 Presentation and Disclosure in Financial Statements (effective for reporting periods beginning on or after
1 January 2027) was issued. This standard replaces NZ IAS 1 Presentation of Financial Statements. Management are still assessing the
impact and note this may change the presentation of primary statements.
(g) Climate-related disclosures
Vital is a Climate Reporting Entity (CRE) and is required to comply with the Financial Sector Amendment Act 2021 to provide climate-related
disclosures. In accordance with the External Reporting Board (XRB) Aotearoa New Zealand Climate Standards, Vital expects to release its
second report in October 2025.
(h)
 Material accounting policy information
Material accounting policies that summarise the measurement basis used and are relevant to an understanding of the consolidated financial
statements are provided throughout the notes to the consolidated financial statements. Where necessary, comparative information has been
reclassified to achieve consistency in disclosure with the current period.
(i)
 Fair value hierarchy
The valuation technique inputs used to determine the value of an asset or liability are classified into Levels 1 to 3 based on the degree to
which the fair value inputs are observable. A description of the levels of fair value hierarchy are as follows:
Level 1 fair value measurements are those derived from quoted prices in active markets for identical assets or liabilities.
Level 2 fair value measurements are those derived from inputs other than quoted prices included within Level 1 that are observable for the
asset or liability, either directly (as prices) or indirectly (derived from prices).
Level 3 fair value measurements are those derived from valuation techniques that include inputs for the asset or liability that are not based on
observable market data (unobservable inputs).
(j)
 The notes to the consolidated financial statements
The following notes include information required to understand these financial statements that is relevant and material to the operations,
financial position and performance of the Group. The notes have been collated into sections to help users find and understand inter-related
information. Information is considered material and relevant if, for example:
•the amount is significant by virtue of its size or nature;
•it is important to understand the results of the Group;
•it helps explain the impact of significant changes in the Group's business; or
•it relates to an aspect of the Group's operations that is important to its future performance.

76|VITAL HEALTHCARE PROPERTY TRUST
3. Material Accounting Policies
Critical accounting estimates and judgements

In the application of NZ IFRS, the Board and management are required to make judgements, estimates and assumptions about carrying
values of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on
experience and other factors that are believed to be reasonable under the circumstances, however actual results may differ from these
estimates and assumptions.
Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in
which the estimate is revised and in any future periods affected.
The critical judgements, estimates and assumptions made in the current period are contained in the following notes:
NoteDescription
Note 5Current and deferred taxation
Note 6Valuation of investment properties
Note 22Related party transactions

ANNUAL REPORT 2025|77
Performance
This section shows the results and performance of the Group and its reporting segments and includes detailed information in respect to its
revenues, expenses and profitability. It also provides information on the investment properties that underpin the Group's performance.
4. Segment Information

The Group's principal activity is the investment in, and management of, high quality real estate in good locations primarily used by
healthcare operators or used for healthcare, life sciences and related purposes. Segment profit represents the profit earned by each
segment including an allocation of
identifiable administration costs, finance costs and gains/(losses) on disposal of investment properties.
This is the measure reported to the Board, who are the chief operating decision makers for the purposes of resource allocation and
assessment of segment performance. The Group operates in both Australia and New Zealand.
The following is an analysis of the Group’s results by reportable segment.
Australia
$000s
New Zealand
$000s
Total
$000s
Segment profit/(loss) for the year ended 30 June 2025:
Gross property income from rentals101,68853,220154,908
Gross property income from expense recoveries8,43813,75522,193
Property expenses(12,893)(15,374)(28,267)
Net property income97,23351,601148,834
Other expenses(14,789)(8,566)(23,355)
Strategic transaction expenses-(2,872)(2,872)
Net finance expense(38,309)(6,860)(45,169)
Operating profit44,13533,30377,438
Fair value (losses) on interest rate derivatives(25,002)(3,679)(28,681)
Valuation gains/(losses) on investment properties(106,338)9,616(96,722)
Net losses on disposal of investment property(2,244)(132)(2,376)
Other foreign exchange gains/(losses)2112,3372,548
Total segment profit/(loss) before income tax(89,238)41,445(47,793)
Taxation expense / (benefit)(3,427)
Profit/(loss) for the year(51,220)
Segment profit/(loss) for the year ended 30 June 2024:
Gross property income from rentals101,46349,515150,978
Gross property income from expense recoveries7,28010,53017,810
Property expenses(11,966)(12,289)(24,255)
Net property income96,77747,756144,533
Other expenses(15,636)(14,367)(30,003)
Net finance expense(38,341)(2,265)(40,606)
Operating profit42,80031,12473,924
Fair value (losses) on interest rate derivatives(7,643)(2,897)(10,540)
Revaluation (losses) on investment properties(133,505)(31,739)(165,244)
Net losses on disposal of investment property(4,523)(1,179)(5,702)
Other foreign exchange gains/(losses)(210)(431)(641)
Total segment profit/(loss) before income tax(103,081)(5,122)(108,203)
Taxation expense / (benefit)592
Profit/(loss) for the year(107,611)