Governance Update

Market Announcement
16 March 2026

GOVERNANCE UPDATE

Promisia Healthcare Limited (Promisia) (NZX: PHL) advises the market on impending changes to its
governance arrangements.
Tom Brankin
With effect from the 2026 annual shareholders meeting Tom will step down from his executive role
in PHL and continue as a non-executive director of PHL.
In his executive capacity Tom has had responsibility for identifying, investigating and recommending
to the Board acquisition and development opportunities for PHL to grow in line with its core
business strategy. His work has driven the successful acquisitions of Golden View and Ripponburn in
Cromwell, the divestment of Eileen Mary in Dannevirke and the villa / care suite expansion of
Ranfurly Manor in Feilding. PHL and all shareholders have benefited significantly from this work.
From the Annual Shareholders Meeting PHL’s senior executive team will assume responsibility for
these matters.
The Board thanks Tom for his significant contribution as an executive and notes that with his
considerable experience and knowledge of PHL’s sectors, PHL will continue to benefit from Tom and
his contributions at a governance level.
Craig Percy
The Board has considered the independence status of Craig Percy as a PHL director. Craig was an
independent director until late 2024 when he stepped in as an executive on a temporary basis to
provide valuable assistance with operations management. This assistance concluded with the
permanent appointment of Graeme Dodd in May 2025 as Chief Operating Officer of PHL.
The Board, having considered the relevant principles in the NZX Corporate Governance Code, has
now determined that Craig will from 31 May 2026 hold office as an independent director.
While the Code suggests that a person who has served as an executive might not be considered
independent for three years after ceasing to be an executive, the Board considered that one year
was a more reasonable period for Craig to return to independent director status given that:
- His executive role was only for six months and on a part time basis.
- His role involved providing temporary operational leadership rather than longer term
strategic or financial decision making.
- By the end of May all statutory financial reporting covering the period in which he provided
assistance will have been completed.

Once the above changes take effect the Promisia Board will consist of three independent directors,
two non-independent directors and no executive directors.
Authority for this announcement:
Rhonda Sherriff – Chair, Promisia Healthcare Limited

For more information, please contact: Francisco Rodriguez Ferrere
Phone: +64 21 245 1801 or email: Francisco.rf@promisia.co.nz

About Promisia Healthcare
Promisia is a New Zealand based aged care and retirement living provider, with a focus on delivering
quality personalised care. Our aim is to be the aged care provider of choice in our communities. Our
facilities are located in well-established and well serviced towns and metropolitan areas. Our goal is
to profitably grow our business in a sustainable manner, delivering quality care to our residents,
peace of mind to their families and whanau, and excellent value to our villages, community and
shareholders. Promisia is listed on the NZX (NZX: PHL). http://www.promisia.co.nz.