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GNZ and GNZ Bond Issuer Limited Annual Report

Annual Report24 June 2026GNZReal Estate

Goodman NZ
Annual Report 2026

GNZ Bond Issuer Limited

Annual Report 2026

Goodman NZ

STRATEGIC
FOCUS

Following the successful completion of the internalisation

in 2024 and bringing our management in-house, we

have strengthened alignment across the business.

Post balance date, on 7 April 2026, following Unitholder

approval on 31 March 2026, Goodman Property Trust

(GMT) transitioned to a corporatised and stapled

structure, GNZ.

Given GNZ’s strategic direction, expanding property

funds

management platform, and increased active

investment opportunities, this structure offers the

most effective framework to support the delivery of

our long-term investment strategy.

Goodman NZ (GNZ), the Stapled Group comprises

Goodman New Zealand Limited (GNZL) and

Goodman Property Services (NZ) Limited (GPS),

and subsidiaries of GNZL and GPS.

Goodman NZ

GNZ

GNZ Bond Issuer Limited

Annual Report 2026

Goodman NZ

Annual Report 2026

54
Goodman NZ

Annual Report 2026

GNZ Bond Issuer Limited

Annual Report 2026

5

Financial and operational highlights 6

Chair’s report 8

Management report 13

FY26 Financial commentary 16

Five-year summary 20

Year In Review

Our business 22

Investment strategy 24

Portfolio statistics 24

Property portfolio and key customers 26

Our People 28

Our Business

Our sustainability strategy 31

Focused on what matters 32

Sustainable properties 34

Corporate performance 36

People and culture 38

Goodman NZ community 40

Sustainability

Climate-related Disclosures 43

Climate-related Disclosures at a glance 44

Governance 46

Risk management 47

Strategy 48

Climate-related risks and opportunities 51

Transition plan 54

Metrics & Targets 56

Independent Assurance Report 75

Climate-Related Disclosures

Goodman NZ

Financial Statements 79

GNZ Bond Issuer Limited

Financial Statements 127

Financial Results

Corporate governance 140

Remuneration report 152

Investor relations 169

Global Reporting Initiative (GRI) Index 172

Glossary 174

Business directory 175

Other Information

Contents

This document comprises the Annual Reports of Goodman NZ and

GNZ Bond Issuer Limited for the year ended 31 March 2026 and

contains the information required to be disclosed pursuant to the

NZX Listing Rules. The report includes non-GAAP financial measures

that may not be calculated in a manner consistent with other entities.

Please see the FY26 Financial commentary section of this report for

more information on how these are calculated.


Recorp – aluminium can manufacturer

M20 Business Park

FINANCIAL
AND OPERATIONAL

HIGHLIGHTS

GNZ’s FY26 financial results were delivered in line

with guidance, reflecting strong performance across

the business. GNZ continues to generate underlying

cash flow growth in excess of 5% per annum,

supported by rental reversions exceeding 20%.


NZ Post’s 5 Green Star As Built rated facility

at Roma Road, Mt Roskill.

1

External partners’ share of $632 million.

2

Look-through measure that reflects GNZ’s proportionate share of HLP, the limited partnership that owns Highbrook Business Park.

PROFIT

A F T E R TA X

compared to

$109.6M in FY25

$24 8.0 M

PORTFOLIO

REVALUATION

Increase in property

asset valuations

2


$111.2M

CASH

EARNINGS


5.7% increase

7. 9 8 c p s

TOTAL PORTFOLIO

VA LU E

Including partnership

AUM

1

$4.9BN

LOAN TO VALUE

R AT I O


On a look-through basis

2

19.8%

NET TANGIBLE

ASSET


At 31 March 2026

211.9 cps

CAPITAL

RECYCLED

Through the settlement of the Highbrook

Partnership and the sale of Bush Road Estate

$700M

LEASING

TRANSACTIONS

Space secured on

updated terms

132,522 sqm

DISTRIBUTIONS

DECLARED


5.0% increase

6.825 cps

PORTFOLIO

OCCUPANCY

1.2 million sqm

Total Portfolio size

96.9%

PORTFOLIO

UNDER-RENTING

Potential rent

reversion to market

19.5%

FY27 DIVIDEND

GUIDANCE

5.0% increase

expected

7.1 7 c p s

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ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther InformationYear in Review

GNZ’s solid result reflects the
quality of its warehouse and logistics

portfolio, underpinned by an operating

model that supports sustainable

earnings and distribution growth.

Increased property asset valuations have contributed

to an improved statutory result, with an after-tax profit

of $248.0

million, compared to $109.6 million in FY25,

up 126.3%.

The Board acknowledges this sound financial performance,

and the progress made across GNZ’s strategic initiatives

during the year.

Establishing a complementary property funds management

business, capital recycling, ongoing sustainability efforts, and

more recently effecting a corporatised and stapled structure

for the business have all strengthened our business and

positioned GNZ for sustainable long

-term growth.

Framework to support GNZ’s strategic direction

Post balance date, we completed the transition of Goodman

Property Trust to a corporatised and stapled structure.

Approval from Unitholders was received on 31 March 2026,

reflecting endorsement for our business and support of GNZ’s

strategic direction, growth in our property funds management

platform and a greater level of active investment opportunities.

Bondholders also passed special resolutions on 31 March

2026 to approve amendments to the Bond documents

in connection with GMT’s transition to a corporatised and

stapled structure.

All other conditions to proceed with the transaction were

satisfied prior to 7 April 2026.

John Dakin

Chair and Non-executive Director

CHAIR’S REPORT


Suntory Oceania

uses Laser-guided vehicles (LGVs) at “The Vault”, M20 Business Park.

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The quality and scale of GNZ’s warehouse
and logistics portfolio, together with a proven

development capability, position the business

to deliver sustained earnings growth.

GNZ now has a company structure, like most other businesses

listed on the NZX and the stapled securities are trading on the

NZX under a single ticker code, “GNZ”.

This contemporary corporate structure provides the most

effective framework to support the delivery of GNZ’s long-

term investment strategy while retaining Portfolio Investment

Entity (PIE) status for the investment property portion of

the


business.

With a substantial warehouse and logistics portfolio valued

at $4.9 billion, including external partnership assets under

management, GNZ’s investment strategy remains focused on

high quality real estate in core industrial property markets.

Growth initiatives

The successful launch of the Highbrook Partnership in

September 2025 has been a significant achievement during

the year. GNZ’s capital partners acquired a 28.9% interest

in the limited partnership that now owns Highbrook Business

Park, with GNZ retaining a 71.1% interest.

Establishing a complementary property funds management

business has extended the scope of GNZ’s operations and

enhanced financial flexibility for the business. The Highbrook

Partnership reflects an important first step in building a

property funds management business of scale.

This platform has enabled income diversification and

allowed

GNZ to recycle capital for reinvestment into

higher-yielding opportunities.

Director changes

During the period, Keith Smith retired from the Board

on 25 July 2025 after 20 years of valued service as an

Independent Director, including 13 years as Board Chair.

His tenure included the repositioning of our business as an

industrial property specialist.

Steve Jurkovich joined the Board as an Independent Director

on 1 July 2025. He is CEO of Kiwibank and has over two

decades of leadership and governance experience in

New

Zealand’s financial services sector.

Keith’s retirement and Steve’s appointment maintain the

size of the Board at six directors and, in line with governance

best practice, ensures it continues to have a majority of

Independent Directors.

At the Annual Meeting of GMT on 28 August 2025,

Gregory

Goodman, Steve Jurkovich and I were each

reappointed as

Directors for a further three-years.

We consider the Board’s collective skills, experience and

backgrounds provide balanced oversight and effective

governance of GNZ.

Sustainability overview

Sustainability continues to be embedded within our business

strategy and decision-making. Our focus is on the built

environment and the delivery of sustainable property solutions.

By adopting a robust approach to managing our

environmental, social and governance matters, we ensure

regulatory compliance while contributing to the broader

sustainability efforts across the property sector.

With a commitment to deliver positive outcomes including a

lower carbon and more resilient portfolio, we continue to work

in partnership with all our stakeholders.

Over the last 12 months we have achieved Green Star

Performance ratings

1

across $358 million of properties and

we continued to work towards our FY30 targets which were

adopted last year, including targets for Scope 3 emissions.

Through our partnerships with community organisations,

Goodman NZ Community, our social investment programme

continues to support and strengthen the communities

where

we invest.

You can read more in our FY26 sustainability report and

climate-related disclosures included later in this report.


Roma Road Estate

is home to Signify, NZ Post, Cotton On and Sika.


NZ Blood is a 6 Green Star Built rated building,

Highbrook Business Park.

CUSTOMERS

220+

PROPERTIES

15

FY27 guidance and outlook

The quality and scale of GNZ’s warehouse and logistics

portfolio, together with a proven development capability,

position the business to deliver sustained earnings growth.

Full year cash earnings are expected to grow by around 5%

in

FY27 with dividends for the year expected to be 7.17 cents

per share reflecting a 5% increase on FY26.

A detailed summary of GNZ’s FY26 financial result, including

the calculation of cash earnings is provided on pages 16 to 18.

On behalf of the Board, we thank shareholders for their ongoing

support and investment in GNZ.


John Dakin

Chair and Non-executive Director

1

This rating relates to the New Zealand Green Building Council’s Green Star

Performance Energy & Water pathway, rather than a full building certification

and includes Highbrook assets.

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With a substantial warehouse and logistics portfolio
valued at $4.9 billion, including external partnership

assets under management, GNZ’s investment

strategy remains focused on high quality real

estate in core industrial property markets.

FY26 financial results were delivered in line with guidance,

reflecting solid performance across the business. GNZ

continues to generate underlying cash earnings growth of

more than 5% per annum, supported by rental reversions

exceeding 20%.

We advanced a number of strategic growth initiatives, including

establishing an investment management platform through

the Highbrook Partnership, securing 5.1 hectares of land on

Felix

Street in Onehunga, and progressing development activity

at Mt Wellington, Waitomokia and Penrose.

GNZ has a modern corporate structure that will facilitate the

delivery of an active business strategy focused on sustainable

earnings growth.

Development is expected to remain a significant component

of GNZ’s business as we expand into the development and

sale of land

-parcel and turn-key assets to meet demand in

markets where investment and owner-occupier opportunities

are limited.

A measured allocation of invested capital into develop-to-sell

opportunities introduces more active income streams, while

remaining modest relative to the scale of GNZ’s core business.

MANAGEMENT

REPORT

James Spence

Chief Executive Officer

Andy Eakin

Chief Financial Officer

INDUSTRIAL AND COMMERCIAL SPACE



Developed by GNZ over the past 10 years

400,000 sqm

LEASING TRANSACTIONS SECURED

132,522 sqm

CAPITAL RECYCLED

$700M

Mt Wellington Estate



Stage One – artist impression.

GNZ’s Core Portfolio has performed well and delivered

positive leasing results with 132,522 sqm of space secured

on updated terms. Average portfolio occupancy of 97.7%

was achieved throughout the year, with a weighted average

lease term of 4.9 years at 31 March 2026.

Rent reviews and new leasing has contributed to like-for like

rental growth of 5.3%. Consistent with independent valuers’

assessments, the potential rent reversion within the portfolio

remains significant at around 19.5% which GNZ expects to

capture over time.

Strong balance sheet capacity supports

growth

Prudent financial management has continued to support

GNZ’s sustainable growth.

During the period, nearly $700 million of capital was recycled,

reducing GNZ’s look

-t

hrough loan

-t

o

-v

alue ratio to 19.8%,

with committed gearing at 24.0%.

We remain focused on maintaining a strong capital position,

with ample forward-looking capacity to capture opportunities,

particularly in an environment of increasing capital scarcity.

Reflecting GNZ pursuing more active earnings opportunities,

our preferred look-through gearing range has been

broadened to 15-30%, lowering the minimum from 20%

while maintaining the upper limit at 30%.

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We continue to execute our targeted development strategy to deliver new product
into prime Auckland industrial locations with limited new supply. GNZ has a significant

development pipeline within the Value Add portfolio that supports a broad range of

flexible property requirements.

NXP Business Supplies


Highbrook Business Park


Wiggins and Waterco

Highbrook Business Park

Development update

During the period, we progressed our development

programme, commencing the first stage of regeneration at

our Mt Wellington estate. Demolition and enabling works are

complete and above ground construction is now underway.

The multi

-un

it, build-to-lease development will provide around

21,850 sqm of high-quality, Green Star rated warehouse

space. The project remains on schedule for completion in the

first half of 2027. Work on site is advancing, with foundations

and the structural frame progressing.

Development plans at Felix Street in Onehunga are

well progressed, with the $53.5 million acquisition now

settled. Featuring a combination of multi-un

it buildings and

standalone facilities, the estate is being designed to high

specification and targeting a 5 Green Star rating. Works

are planned to commence in the second half of FY27. The

project represents a unique opportunity for owner-occupiers,

investors and lessees, providing flexibility to accommodate a

broad range of modern warehousing requirements.

At Penrose Industrial Estate, we continue to prepare the site for

data centre use and have committed to preliminary design and

infrastructure works. Our focus remains on key workstreams

to have a development-ready site with power and design

flexibility to provide optionality to meet the requirements of

data centre customers. With a works agreement for a 32MVA

power connection now signed, we anticipate an on-site power

connection in the first half of 2028.

We believe New

Zealand is well positioned to capture

data centre investment supported by a strong renewable

electricity grid and growing demand for digital infrastructure.

Our investment at Penrose reflects a disciplined, staged

approach that is consistent with our broader capital

allocation.

At Waitomokia in Māngere, earthworks are progressing

with the first development site ready for above ground

construction in the second half of FY27.

On-market buyback

In February 2026, a $125 million on market buyback was

launched. $15.9 million of shares were purchased before

Balance Date, at a weighted average price of $1.94, an 8.3%

discount to NTA at 31 March 2026.

A buyback of Stapled Shares at current prices presents an

attractive risk adjusted return, offering a well-defined, value

driven opportunity, accretive to both net tangible assets and

cash earnings per share.

The buyback programme is strongly aligned with our

investment strategy, and we will seek shareholder approval

for

the continuation of the buyback at GNZ’s Annual

Shareholder Meeting later in 2026. Shareholder approval

of the buyback will ensure that the buyback does not result

in any shareholder being forced to sell as a result of the

Takeovers Code. The final terms of the buyback will be

detailed in the Notice of Meeting.

Our current projects are progressing well, and we continue to actively assess

opportunities including options to undertake develop-to-sell projects which we

expect to further support earnings growth.

James Spence Andy Eakin

Chief Executive Officer



C

hief Financial Officer

Sustainable growth

While broader geopolitical and economic volatility continues

to impact activity over the short to medium term, GNZ’s

investment strategy is well supported by substantial balance

sheet capacity and a disciplined approach to capital allocation.

Executing on strategic initiatives during the year including the

establishment of our property funds management business

has extended the scope of our operations and enhanced

financial flexibility for the business.

Supply

-constrained Auckland industrial locations reinforce

the execution of our targeted strategy to deliver new product.

Our in-house expertise, proven track record and GNZ’s in-

built development pipeline of more than $1 billion underpins

future opportunities.

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FY26
FINANCIAL

COMMENTARY

It has been a successful FY26, with GNZ’s financial

performance demonstrating that it is a robust and resilient

business. The Highbrook Partnership has strengthened

the balance sheet and supported income diversification.

PROFIT BEFORE

TA X

$258.4m

PROFIT

A F T E R TA X

$24 8.0m

CASH

EARNINGS

7. 9 8 c p s

DISTRIBUTIONS

6.825 cps

Strong balance sheet

During the period, nearly $700 million of capital was recycled.

At 31 March 2026, GNZ had a balance sheet committed

gearing of 16.2%. On a look-through basis, incorporating its

71.1% proportionate share of the Highbrook Partnership,

GNZ’s loan to value ratio was 19.8% with committed gearing

o f 24.0%.

These capital inflows also enabled a restructuring of GNZ’s

bank debt facilities. With $700 million retained in wholesale

and retail bonds, bank debt was fully repaid and undrawn

facilities reduced to $95 million. GNZ has substantial liquidity

with cash balances (including short-term deposits) of more

than $485 million.

GNZ Bond Issuer Limited

GNZ Bond Issuer Limited received $26.9 million of interest

income (FY25 $23.8 million) and incurred $26.9 million of

interest expense (FY25 $23.8 million).

The increase on the previous year reflects the full year of

interest on the $150 million wholesale green bond issued on

8 October 2024.

S&P Global Ratings Australia Pty Limited, which rates each

series of Bonds, maintained the credit rating of all bonds

issued by GNZ Bond Issuer Limited at BBB+. This is one

notch higher than GNZ’s investment grade credit rating of

BBB/stable that was assigned following the completion of the

corporatisation and stapling transaction in April 2026.

No dividends or distributions have been paid by GNZ Bond

Issuer Limited.

Robust financial performance with increased

statutory


result

The strength of GNZ’s operating performance reflects the

quality of its warehouse and logistics portfolio, delivering a

statutory profit after tax of $248.0 million. This compares

with $109.6 million in FY25.

New fee revenue stream from the Highbrook Partnership

is contributing to a 3.6% increase in operating earnings

before tax, to $159.8 million. Operating earnings after tax of

$127.6

million, compared to $125.0 million in FY25, up 2.1%.

Net interest costs have significantly decreased with bank

debt repaid and cash deposits generating interest income.

This offsets increases from higher interest expense on

lease liabilities and lower borrowings costs capitalised to

developments. GNZ’s weighted average cost of debt was

4.2% for FY26, compared to 4.8% in the prior year

In FY26 GNZ recorded a revaluation uplift with $111.2 million

of fair value gains. This includes GNZ’s share of revaluations

in HLP, the limited partnership that owns Highbrook Business

Park and compared to fair value gains of $11.1 million in

FY25. This increase in property valuations, in addition to a

positive movement in the fair value of financial instruments

within HLP, have contributed to the uplift in profit after tax.

At 31 March 2026, GNZ’s total properties under management

are valued at $4.9 billion.

Net tangible assets have increased 9.7 cents per share from

31 March 2025 to 211.9 cents per share.


Cotton On

Roma Road Estate


William Main, Development Director, and Stephanie Clarkson,

Development Project Manager, at the Mt Wellington Estate.

KEY PERFORMANCE INDICATORS

FY26F Y25

Profit before tax $258.4m$130.9m

Profit after tax $248.0 m$109.6 m

Property asset revaluation gain

1

$111.2m$11.1m

Operating earnings per share before tax 10.39 cps10.03 cps

Operating earnings per share after tax

2

8.29 cps8.12 cps

Cash earnings

3

7.98 cps7.55 cps

Cash distribution 6.825 cps6.50 cps

Loan to value ratio

4

19.8%31.8%

Net tangible assets 211.9 c p s202.2 cps

1

Includes GNZ’s share of HLP revaluations, the limited partnership that owns Highbrook Business Park.

2

Operating earnings is a non-GAAP financial measure included to provide an assessment of the performance of GNZ’s principal operating activities.

The calculation is set out in note 5.1 of GNZ’s 2026 Financial Statements.

3

Cash earnings is a non-GAAP financial measure that assesses free cash flow, on a per share basis, after adjusting for certain items. Calculation of

GNZ’s cash earnings is set out on page 18.

4

Loan to value ratio is a non-GAAP financial measure used to assess the strength of GNZ’s balance sheet. Look-through measure that reflects GNZ’s

proportionate share of HLP.

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CASH EARNINGS
AND DISTRIBUTIONS

Cash earnings is our preferred measure of underlying

operating performance. This is a non-GAAP financial

measure that assesses free cash flow, on a per share basis,

after adjusting for certain items. The calculation is set out

in

the table below.

Cash earnings of 7.98 cents per share was consistent

with market guidance for the full year of around 8.0 cents

per share increasing 5.7% on a like-for-like basis, from

7.55

cents per share.

Cash distributions totalled 6.825 cents per share for FY26,

5% higher than FY25. The level of distributions represents

85.5% of cash earnings.

Full year cash earnings are expected to grow by around

5% in FY27 with dividends for the year expected to be

7.17 cents per share, reflecting a 5% increase on FY26,

with all expected to be paid from GNZL.


CASH EARNINGS $m

FY26F Y25% change

Operating earnings before tax 159.8154.33.6

Current tax on operating earnings (32.2)(29.3)(9.9)

Operating earnings after tax 1 2 7. 6125.02.1

Share based payment expense4.21.2250

Straight line rent adjustments – GNZ and HLP(4.5)(5.0)10.0

Capitalised borrowing costs on land(0.5)( 0 .7 )28.6

Maintenance capex – GNZ and HLP(3.4)(4.3)20.9

Fee and underwrite adjustment( 0 .7 )––

Cash earnings 1 2 2 .7116.25.6

Weighted shares on issue (million) 1,538.31,538.8(0.03)

Cash earnings per share (cps)7. 9 87. 5 55.7

Distributions per share (cps)6.8256.505.0

Distributions % of cash earnings85.5%8 6 .1%( 0 .7 )

OPERATING

EARNINGS

A F T E R TA X

$ 1 2 7. 6 M

CASH

EARNINGS

$122.7M

CASH

EARNINGS

CENTS

7. 9 8 c p s


NXP Business Supplies

Highbrook Business Park

1918

Financial Results

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Annual Report 2026

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FIVE-YEAR SUMMARY
$ millionFY26F Y25F Y24F Y23F Y22

Net property income 184.5230.520 3.117 7. 01 5 7. 1

Fee income 10.8 – – – –

Share of HLP operating earnings 22.3 ––––

Net interest costs(39.8)(6 4.1)( 4 6 .7 )(29.5)( 1 9 .7 )

Net corporate costs (including Manager’s base fee)(13.8)(10.9)(20.8)(21.0)(19.1)

Share based payment expense (4.2)(1.2)– – –

Operating earnings before other income/(expenses)

and

income tax

159.8 154.3135.6126.5118.3

Movement in fair value of investment property5 9 .7 11.1(478.4)( 2 3 7.7 )660.4

Movement in fair value of financial instruments ( 7. 0 )( 17. 1 )(8.2)(14.8)0.8

Movement in valuation of pre-existing employee benefits (10.3)( 1 3 .7 )– – –

Transitional services (1.1)(1.1)– – –

Transaction costs & internalisation transaction(5.1)(2.6)(275.5) – –

Share of other income from associates62.4 – –– –

Manager’s performance fee expected to be reinvested in units –– – – (15.7)

Profit/(loss) before tax 258.4 130.9(626.5)(126.0)763.8

Current tax on operating earnings(32.2) (29.3)(14.2)(15.4)(19.0)

Current tax on non-operating earnings1.64.21 5 .7–4.4

Deferred tax less tax losses utilised20.23.86 0.16.0(0.6)

Profit/(loss) after tax248.0109.6(564.9)(135.4)74 8 .6

Operating earnings before tax per share (cps)10.39 10.039.659.018.47

Operating earnings after tax per share (cps)8.29 8.128.6 47. 9 27. 1 1

Cash earnings per share (cps)7. 9 8 7. 5 57. 1 87. 1 06.66

Cash distributions per share (cps) 6.8256.506.205.905.50

Distributions % of cash earnings85.586.186.483.182.6

Balance sheet

Investment property 2,671.5 4,689.14,533.94 ,7 91. 24 ,7 73 . 2

Investment in associates974 . 9 ––––

Total assets4,221.4 4 ,78 5. 44 ,716 . 94,853.94,814.3

Total liabilities 9 7 7. 8 1,6 74 . 41 , 6 17. 81,413.21,156.9

Total equity 3,243.6 3,111.03,0 99.13 , 4 4 0 .73 , 6 5 7. 4

Loan to value ratio (%)19.8 31.831.525.921.3

NTA per share (cps)211.9 202.2201.4245.2260.6

Share price at 31 March (cents)189.51 8 7. 0228.0214.0236.0

Total Portfolio

Total property portfolio value 4,861.24,689.1 4,535.3 4 ,7 91. 2 4 ,7 73 . 2

Net lettable area (sqm)1 ,17 3 ,7 5 5 1,209,581 1,152,5461 , 0 7 7, 4 7 31,071,0 0 4

Weighted average capitalisation rate (%) 5.9 5.96.05.24.2

Investment portfolio occupancy (%) 97 99999999

Weighted average lease term (years) 4.9 5.66.26.46.3

Customers 221220209235226

PROFITLOSS BEFORE TAX

$ million





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LOAN TO VALUE RATIO

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CASH EARNINGS

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ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther Information

OUR

BUSINESS

WHO WE ARE

GNZ’s $4.9 billion urban logistics portfolio

provides essential supply chain infrastructure,

facilitating the efficient storage and distribution

of goods and materials, and the digital services

we rely

on.

GNZ is managed by a dedicated team of

over 70 professionals, who are responsible

for all business activities and stakeholder

relationships. Our values reflect innovation,

determination, integrity and sustainability –

and we strive to make space for greatness in

everything we do.

WHAT WE DO

GNZ invests in well-located, warehouse and

logistics facilities in Auckland, New Zealand’s

gateway city.

By owning, developing and managing high-

quality properties in key locations close to

transport networks and digital infrastructure,

we

provide customers with facilities that help

their businesses succeed.

Through our funds management business, we

manage real estate on behalf of capital partners

and we may acquire selective acquisitions for

resale, undertake develop-to-sell projects, or

engage in land subdivision.

OUR PURPOSE

Making space for greatness describes our

purpose. It recognises our stakeholders’

needs

and drives us to help them reach their

full potential, whether they are team members,

customers, investors, suppliers or community

partners.

OUR SUSTAINABILITY

COMMITMENT

As a leading property investment group, our

focus is on the built environment and the

delivery of more sustainable and resource

efficient property solutions for our

customers.

We acknowledge the impacts of climate change

and are taking action to reduce greenhouse

gas (GHG) emissions and develop green

buildings. We also partner with organisations to

strengthen our local communities and enable

long-term positive


change.

OWN

We invest in well-located and

operationally efficient, warehouse

and


logistics facilities in Auckland.

DEVELOP

Our strategic land holdings and

proven development capability

enable us to deliver sustainable

properties to lease or sell.

MANAGE

We manage all aspects of

our business directly, taking

responsibility for all our

stakeholder relationships.

Ranked in the top 20 of all stocks on

the NZX by market capitalisation,

GNZ is New Zealand’s largest listed

property investment group. With

a history spanning 25 years, it is a

successful business built around a

substantial portfolio, a wide customer

base, a proven development

capability, and a committed team.

Our Business


Fackelmann


Highbrook Business Park

GNZ STRATEGY

INVESTMENT

+

GNZ’s conviction on the Auckland

industrial market remains strong.

As New Zealand’s key gateway

city, Auckland is a critical

distribution hub servicing the

country’s largest population

+

Following global trends, infill

markets remain land constrained

with limited new supply, creating

significant barriers to entry,

and making the GNZ portfolio

increasingly difficult to


replicate

+

Active portfolio optimisation

through disciplined capital

recycling

+

With significant under renting

following 30% market rental

growth over the last 5 years

– GNZ’s high quality portfolio

is producing underlying cash

earnings growth in excess of

5% per annum

DEVELOPMENT

+

GNZ’s in-house team brings deep

expertise across planning, design

and delivery, supporting intricate

projects and site regeneration

+

Track record of over

400,000 sqm of industrial and

commercial space developed

over the past 10 years

+

Development pipeline exceeding

$1 billion across develop-to-hold

and develop-to-sell opportunities

+

The development programme

is expected to increasingly shift

towards infrastructure, supporting

growing power demands of

automated warehousing and

potential data centre uses

FUNDS

MANAGEMENT

+

With a significant portfolio of

assets, access to Goodman

Group’s global relationships,

a proven track record of

managing partnerships and local

operational expertise, GNZ has

the foundation to build a funds

management platform of scale

+

The successful establishment of

the Highbrook Partnership has

created a scalable platform that

diversifies revenue and unlocks

access to third party capital

+

Growth in our property funds

management business will further

broaden revenue streams and

enhance capital deployment

flexibility

INVESTMENT STRATEGY
PORTFOLIO

STATISTICS

GNZ’s urban logistics portfolio provides

essential supply chain infrastructure

for more than 220 customers.

TOTAL PORTFOLIO

SIZE

Net lettable area1.2m sqm

TOTAL PORTFOLIO

VA LU E

Including partnership AUM$4.9 BN

CAPITALISATION

R AT E

Weighted average5.9%

AV ER AG E

BUILDING AGE

Core Portfolio13.0 yrs

AV ER AG E

LEASE TERM

Weighted average4.9 yrs

R E N TA L

GROWTH

On a like-for-like basis5.3%

AV ER AG E

OCCUPANCY

Over the last 12 months9 7.7 %

CUSTOMERS

Employing 10,000+ people220+

WAITOMOKIA

WESTNEY

ROMA

FAVO N A

THE GATE

FELIXCONNECT

SAVILL LINK

ŌTĀHUHU

LEONARD

PENROSE

M20

HIGHBROOK

TĀMAKI

MT WELLINGTON

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Property and key customersLocationClassification
Market Cap

RateNLA (sqm)Buildings

Occupancy

%

WALT

years

Highbrook Business Park

NZ Post, Freightways,

DHL, OfficeMax

East Tāmaki Core 5 . 0 –7. 54 96,524 78 974.0

Savill Link

Mainfreight,

NZ National Logistics,

Coda

Ōtāhuhu C o re/ Va l u e Ad d5.38–6.38162,6 08 16 944.4

M20 Business Park

Recorp, Suntory,

Ingram Micro

Wiri Core/Value Add 5 . 1 3 –7. 2 5122,020 13 965.5

Westney Industry Park

Fliway, DSL, Linfox

Māngere Core 6 .7 5 – 9 . 0114,96 9 11 10 05.2

The Gate Industry Park

Essity Australasia,

Oji Fibre Solutions

Penrose Core/Value Add 5.4–6.25102,155 18 944.0

Roma Road Estate

NZ Post, Cotton On

Mt Roskill Core 5.0-5.6344,282 4 10 012.3

Favona Road Estate

Mainfreight

Māngere Core 5 .7 5 – 6 . 539,658 3 10 011.2

Penrose Industrial Estate

Winstone Wallboards,

Independent Traffic Control

Penrose Value Add 6.025,803 12 10 03.0

Tāmaki Estate

Containerco, Camelspace

Panmure Value Add 6 .7 52 3,6 74 7 951 .7

Connect Industrial Estate

Fletcher Building

Penrose Value Add 6.2521,0 02 7 10 05 .7

Leonard Road Estate

Sky Network Television

Mt Wellington Value Add 6.8815,0 4 8 3 964.6

Mt Wellington Estate

Tesla, Acrow

Mt Wellington Value Add n /a6,011 2 10 00.4

Great South Road Estate

Sleepyhead

Ōtāhuhu Value Add 6 .7 5– 1 10 01.6

Look-through portfolio

1

1 , 17 3 ,75 5 175 96.9%4.9

1

Weighted based on GNZ’s ownership interest except for NLA which reflects total unweighted lettable area and building count.

PROPERTY PORTFOLIO

AND KEY CUSTOMERS

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BOARD OF DIRECTORSEXECUTIVES
James Spence

Chief Executive Officer

James is Chief Executive Officer. He is responsible

for delivering GNZ’s investment strategy and

managing all other business functions. James

joined Goodman in 2006 and has around 20 years

of corporate, property and funds management

experience in Europe and New Zealand. James

holds a Bachelor of Property from the University of

Auckland as well as a Graduate Diploma in Applied

Finance from Kaplan Education in Australia.

Andy Eakin

Chief Financial Officer

Andy’s role as Chief Financial Officer involves

managing the finance and treasury activities of

GNZ. He is also the Chair of the ESG Committee

which encompasses ESG matters material to

GNZ including providing sustainability leadership

across the business. Andy joined Goodman in

March 2011, has more than 30 years’ experience in

finance roles in Ireland, Scotland and New Zealand,

and is a Fellow of Chartered Accountants Ireland.

Anton Shead

General Counsel and Company Secretary

Anton is responsible for the provision of legal and

compliance support to the business. With a Bachelor

of Commerce and Bachelor of Laws (Hons) from

the University of Auckland, Anton has over 25

years’ legal experience. Prior to joining Goodman,

Anton worked for Bell Gully. Anton has also worked

for international law firm Herbert Smith LLP in its

London office, Carey Olsen, a specialist corporate

law firm in the Channel Islands and Buddle Findlay.

John Dakin

Chair and Non-Executive Director

John’s career in the property industry spans over 30 years

and he has developed extensive experience across the real

estate, funds management and corporate sectors. John

joined Goodman Group in 2004 and along with his role as

Chair of GNZ he is also a member of the Group Operations

Committee and a Director of the Goodman Foundation.

He holds a Bachelor of Commerce (VPM) from Lincoln

University and a Graduate Diploma in Applied Finance

and Investment from the Australian Securities Institute.

David Gibson

Deputy Chair and Independent Director

David is a professional director and investor. His

current directorships include Contact Energy Limited

and Freightways Limited. David has over 25 years’

corporate finance and capital markets experience

having held senior positions and governance roles with

Deutsche Craigs and Deutsche Bank, in New Zealand.

He holds a Bachelor of Laws (Honours) and Bachelor

of Commerce from the University of Canterbury.

Kimberley Richards

Director – Investment Management

and Capital Transactions

Kimberley is the Director of Investment Management

and Capital Transactions, responsible for the

acquisitions and disposals of GNZ and its Funds

Management business. She has over 20 years’

experience and previously worked in London

for Europa Capital covering transactions across

Northern Europe. Kimberley holds a Bachelor of

Commerce and a Bachelor of Property from the

University of Auckland as well as a Masters in Real

Estate Finance from the University of Cambridge, UK.

Mandy Waldin

Marketing Director

As Marketing Director, Mandy is responsible for

branding and marketing. Mandy has almost 30 years’

experience in brand development and marketing,

holding various senior management positions in

electronics, publishing and office products sectors.

She was co-owner and director of a marketing &

graphic design company where she developed and

implemented communication strategies for various

NZX listed companies. Mandy has a Bachelor

of Business Studies from Massey University.

Mike Gimblett

General Manager – Development

As General Manager Development, Mike is

responsible for GNZ’s development programme,

including stakeholder relationships. With 25 years

of experience in the property industry, Mike has

a proven track record in leasing, project delivery,

and managing complex transactions. Since joining

Goodman in 2005, Mike has held various roles

within acquisition, portfolio management, and

development management. He holds a Bachelor

of Business Studies in Property Management

and Valuation from Massey University.

Evan Sanders

General Manager – Property Services

Evan is the General Manager of Property

Services. His key responsibilities include leading

the property services team and overseeing the

management of GNZ’s substantial property

portfolio. Evan joined the business in 2009 and

has over 18 years’ experience in the property

industry, including roles in property finance and

investment. He has a Business Administration

degree from the University of Bath, UK.

Sophie Bowden

General Manager – People

Sophie is General Manager People. She works

with the leadership team to implement strategic

people and culture initiatives, with a focus on

performance and development, diversity and

inclusion, and employee experience. Sophie

joined Goodman in August 2021 having held HR

roles in FMCG and retail. She has a Bachelor of

Commerce from the University of Auckland.

Laurissa Cooney

Chair, Audit and Risk Committee

and Independent Director


Laurissa is a professional director with extensive experience

in both governance and finance. Her current directorships

include Independent Director for Air New Zealand Limited,

Rabobank NZ Limited and Metlifecare Ltd. She is also

Co-Chair for Aotearoa Circle, a committee member of

the Chapter Zero NZ steering group and Chair of Ngai

Tai Ki Tāmaki Audit & Risk Committee. Prior to these

governance roles Laurissa was Chief Financial Officer

of Te Whare Wānanga o Awanuiārangi. Her professional

career has also included senior auditing and consulting

roles with Deloitte. She holds a Bachelor of Management

Studies (Hons) from Waikato University, is a Fellow of

the Chartered Accountants Australia and New Zealand

and a Chartered Member of the Institute of Directors.

Leonie Freeman

Independent Director

Leonie is the CEO of the Property Council New Zealand.

Prior to this she has been an entrepreneur, business futurist

and speaker who has broad experience across a range of

property disciplines having held senior development, property

management, strategic and education roles. Her 35-year

career has also included advisory positions with local and

central government. Leonie holds a Masters of Commerce

(Hons) and has previously held board positions with the

New Zealand Institute of Valuers, the Massey University

Property Foundation and Government Property Services.

Steve Jurkovich

Independent Director

Steve is a banking executive with over two decades of

leadership and governance experience in New Zealand’s

financial services sector. Chief Executive of Kiwibank

since July 2018, his career has also included senior

positions with ASB, Commonwealth Bank and Westpac.

Steve practiced as a commercial lawyer for six years

before moving into banking. He holds an Executive MBA

from the University of Sydney and Bachelor of Laws

from the University of Otago. Steve is a Founding Trustee

of the Tania Dalton Foundation Charitable Trust and a

Board Member of the Banking Ombudsman Service.

Gregory Goodman

Non-Executive Director

Gregory is the Chief Executive Officer of Goodman Group

and is responsible for Goodman’s overall operations and

the implementation of its strategic plan. He has over 30

years of experience in the property industry with significant

expertise in the industrial property arena. Gregory was

a co-founder of Goodman, playing an integral role in

establishing its specialist global position in the property

market through various corporate transactions, including

takeovers, mergers and acquisitions. He is a director of GNZ

and director and/or representative on other subsidiaries,

management companies and Partnerships of Goodman.

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Our People

Our Business


Well established Highbrook ngahere

with the Goodman team having planted 3,500 native plants in 2022.

OUROUR

SUSTAINABILITYSUSTAINABILITY

STRATEGYSTRATEGY

As a long-term property investor, our decision

making is guided by a business strategy that

aims to deliver positive outcomes for all our

stakeholders. It

includes targets for a lower

carbon


and


more resilient portfolio.

Our sustainability strategy is built

upon the following three pillars.

SUSTAINABLE

PROPERTIES

We invest in and develop sustainable properties

that are designed to be adaptable, resource

efficient and resilient, targeting green star

ratings

certifications.

Located close to key transport networks and utility

infrastructure, these facilities help our customers

improve productivity and reduce emissions.

High-quality workspaces and a range of amenity

features

also contribute to the wellbeing of the

people


working in these


businesses.

PEOPLE

AND CULTURE

We believe that a sustainable business, positively

connected with its people and the wider

community, delivers superior long-term results.

CORPORATE

PERFORMANCE

A sustainable investment strategy, strong

governance and commitment


to ESG principles

give our investors, regulators, customers, and

community partners confidence in our business.

SUSTAINABILITY

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The material factors presented in the
materiality matrix remain unchanged

since last surveyed in FY24. These

factors are expected to be re-

evaluated ahead of our FY27 annual

report and will include both internal

and external stakeholder feedback.

The 10 material factors reflect the range of criteria applied

by our customers, investors, suppliers, community partners

and our own people when assessing the success of our

business. Understanding these factors and the relative

importance attributed to each, informs and helps prioritise

our sustainability initiatives.

An internal review of our material factors confirmed the

scope, relevance and relative rankings of the existing

factors

remains appropriate.

The 10 factors are categorised under the three pillars of

our

sustainability strategy and are described below.

SUSTAINABLE PROPERTIES

1 Customer attraction and retention

To attract customers and maximise rental

revenue GNZ’s properties need to be

well-located, sustainable and operationally

efficient. They also need to be well maintained

with ongoing investment in new building

technologies. Superior service supports strong

customer retention levels and helps build long

term relationships with these businesses.

2 Sustainable design

and management

All new industrial developments to be

New Zealand Green Building Council (NZGBC)

Green Star certified, targeting a 5 Green Star

Built or Buildings rating, with the construction

process carefully managed to reduce

embodied carbon, building waste and other

environmental impacts. Adopting an internal

carbon price in the development feasibility for

future projects will provide funding to invest

in new, sustainable building technologies.

3 Flexible, adaptable and

resilient properties

Around 97% of the investment portfolio is

independently assessed as being low risk

from the physical impacts of climate change.

The warehousing and logistics focus makes

GNZ’s properties suitable for a range of

business uses. They are designed to be flexible,

resource efficient and can be easily adapted

to meet specific customer requirements.

4 Emission reduction and energy

efficiency strategies

Our FY30 Scope 3 emissions reduction targets

align with criteria defined by the Science

Based Targets Initiative and limiting global

warming to 1.5°C or less. We are investing in

lower carbon developments and undertaking

resource efficiency and building upgrade

projects to improve the operational and

environmental performance of the portfolio.

CORPORATE PERFORMANCE

5 Sustainable structure, operations,

and results

Disciplined financial management has enabled

sustainable growth. A corporatised and stapled

group structure provides the most effective

framework to support the delivery of our long-

term investment strategy. With an objective

to provide shareholders with a consistent

and stable dividend stream while maintaining

financial flexibility through the property cycle,

we continue to manage the business prudently.

6 ESG reporting and stakeholder

engagement

Engagement with our stakeholders on

environmental, social and governance

matters is a priority. Our corporate

reporting includes detailed information

on all aspects of our business operations,

including Climate-related Disclosures.

We have adopted the GRI framework in our

reporting and benchmark ourselves through

various sustainability rating


services.

7 Responsible and environmentally

sensitive investment

The Board is committed to delivering a

sustainable business strategy, focused on

long term value creation. It includes a risk

management framework that considers non-

financial issues, such as climate change impacts

on new investment initiatives. A Sustainable

Finance Framework supports investment


in

sustainable property solutions for customers.

PEOPLE AND CULTURE

8 Health, safety and wellbeing

The health, safety and wellbeing of our

people, our customers, our contractors

and the wider community is fundamental

to our business. We adhere to strict safety

protocols and encourage a culture of safety

awareness. Health and safety KPI’s are also

a feature of all employees’ remuneration.

High retention levels and engagement scores

confirm we are creating a positive and

supportive work environment for our people.

9 Diversity and inclusiveness

We celebrate individual differences and

have a comprehensive inclusion and

diversity policy that includes strategies to

improve representation over time. We want

a positive culture that is free of harassment,

victimisation and discrimination and have

adopted flexible work practices that

help reduce bias and ensure we are an

inclusive and progressive organisation.

10 Social equity

A contemporary remuneration framework

ensures we continue to attract and retain

the best people. To encourage wider

participation in our industry we provide an

annual scholarship for a University of Auckland

property student. We invest in social initiatives

through Goodman Community and encourage

social procurement in new construction

contracts and supplier


agreements.

HIGH

HIGHEST

Significance of environmental, economic and/or social impact

Influence on assessments and decisions

0

5

Sustainable structure,

operations, and results



Customer attraction

and retention

3

Flexible, adaptable and

resilient properties

2

Sustainable design and management

4

Emission reduction and

energy efficiency strategies

Social equity

7

Responsible and environmentally

sensitive investment

6

ESG reporting and

stakeholder engagement

9

Diversity and inclusiveness

8

Health, safety and wellbeing

FOCUSED ON

WHAT MATTERS

MATERIALITY MATRIX


Water collection

is standard in new

Goodman developments.

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ACC and Dicker Data

M20 Business Park

Active management of our portfolio includes

maintaining our properties to a high standard

and investing in upgrade programmes that

improve the operational and environmental

performance of our buildings.

FOCUS

EMISSIONS

REDUCTION

PAT H WAY

ACTION

+FY30 corporate emissions

target

1

on track with 19.6%

reduction from our FY20

base year

+Completion of core portfolio

HVAC upgrade programme

1

Corporate emissions include Scope 1,

Scope 2 and Scope 3 categories 3-7.

FOCUS

IMPROVING

BIODIVERSITY

ACTION

+44 mature pohutakawa

trees relocated with

24 transplanted within

Waitomokia during

infrastructure works and

20 relocated off site for

Auckland Council and other

projects

+Over 5,500 native specimens

planted at first stage of the

Waitomokia ngahere

+ A

pproximately 700 native

plants planted at the rear

of

Savill Link multi units

FOCUS

ENERGY

EFFICIENCY

FOCUS

GREEN STAR

R AT E D

DEVELOPMENT

ACTION

+Customers continue to

benefit from LED lighting

across core portfolio

+5 o

r 5.5 Star NABERSNZ

ratings achieved for all

eligible office buildings

at Highbrook and M20

Business Park

+10 assets awarded Green

Star Performance during the

period

+S

ubmetering programme

now 71% installed or in

progress

ACTION

+94% of waste diverted from

landfill for Mount Wellington

demolition

+The first project funded by

Goodman NZ’s Embodied

Carbon Innovation Fund

(ECIF) has been completed,

supporting the use of

alternative construction

techniques

FOCUS

RENEWABLE

ENERGY

ACTION

+Renewable electricity

certificates

2

supplied by

Meridian Energy and Mercury

+2

.9 MWp of solar installed

to date


2

Through the purchase of New Zealand

Energy Certificates (NZ-ECs) from

Meridian Energy’s and Mercury

Certified Renewable Energy product,

Goodman is able to utilise a ‘0’

emission factor, reflecting Meridian’s

and Mercury’s renewable electricity

generation.

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A resource-efficient portfolio that

supports our customers in meeting

their own climate goals is helping

create a sustainable business.

The following highlights summarise

our progress toward our targets.

SUSTAINABLE

PROPERTIES

Enhancing operational efficiency

Our properties can help businesses achieve their own climate

targets and contribute to greater productivity and reduced

operating costs.

Active management of our portfolio includes maintaining

our properties to a high standard and investing in upgrade

programmes that improve the operational and environmental

performance of our buildings.

It’s a strategy that helps attract and retain customers with

these businesses benefitting from lower emissions, more

resource efficient and resilient buildings.

Our sustainability initiatives have included the installation of

electrical submetering, customer and public EV chargers,

LED lighting upgrades, rooftop solar energy systems, and

water saving technologies.

We also completed the replacement of R22 refrigerants

in building HVAC systems with lower GWP alternatives

to reduce the climate impacts of fugitive emissions from

system


failures.

Developing sustainably

Our commitment to sustainable development includes

targeting a minimum 5 Green Star Built or Buildings rating

from the NZGBC for all new projects.

The first stage of the Mt Wellington warehouse development

project, consisting of 21,850 sqm is targeting a 6 Green Star

Built rating.

Corporate emissions

Corporate emissions relate to our general business activities

and include the buildings and spaces within the portfolio

where we have operational control. Toitū net carbonzero

certification confirms that our corporate emissions have

been measured in accordance with the ISO 14064-1:2018

standard and matched with locally sourced carbon credits

(Category 1-4), and certified renewable energy certificates

(Category 2) from Meridian and Mercury.

Scope 3 emissions

Scope 3 emissions make up the majority of our carbon

footprint and are the main focus of our sustainability efforts.

The largest contributors to these are our capital expenditure

programme and in use carbon emissions as a result of our

customers leasing space within the portfolio.

Refer to detailed disclosure of Scope 3 emissions in the Full

Greenhouse Gas Emission inventory included in our climate-

related disclosures on page 58 later in this report.

Sustainability

FOCUS
FINANCIALLY

SUSTAINABLE

ACTION

+Portfolio occupancy

of 96.9%

+Investment grade credit

rating of BBB

+Look through loan to

value ratio of 19.8% and

committed gearing of 24.0%

+Cash distributions for FY26

reflecting a pay-out ratio of

around 85.5%

FOCUS

EXTERNAL

CERTIFICATION

ACTION

+PwC limited assurance of

FY26 GHG emissions

+Toitū net carbonzero

certification for corporate

emissions

+Goodman New Zealand

Limited and Goodman

Property Services (NZ)

Limited adopted the new

Sustainable Finance

Framework

FOCUS

COMMUNITY

SUPPORT

ACTION

+$0.5 million distributed

through Goodman NZ

Community

+D

irect and indirect support

to 15 organisations

FOCUS

GOVERNANCE

AND DISCLOSURE

ACTION

+Streamlined governance

and compliance processes

following the corporatisation

of GMT and the move to

a stapled structure for the

business

+A

lignment with the NZX

Corporate Governance

Code

+Climate-related Disclosures

incorporated into FY26

Annual Report

+G

RI reporting framework

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We believe that a sustainable operating model is

essential for an organisation to be successful over

the long-term. We have continued to pursue initiatives

that enhance our business, extend our reporting

and provide transparency to our stakeholders.

CORPORATE

PERFORMANCE

Environmental, social and governance (ESG)

Engagement with our stakeholders on environmental, social

and governance matters is a priority for our business.

Effective and transparent governance structures gives

stakeholders confidence in the delivery of our business

strategy. The GRI index on page 172 assists those

focused on

our sustainability performance, with links to

key disclosures.

Our Climate-related Disclosures on page 43 include a

full emissions inventory with assurance provided by PwC.

The disclosures also describe how we govern and manage

climate-related risks and opportunities. They form part of a

wider enterprise risk management framework that includes

climate, compliance, financial, health and safety, operational,

people, regulatory, strategic and other risks.

The corporate governance section on page 140 compares our

current practices against the principles and recommendations

of the NZX Corporate Governance Code. GNZ’s suite

of governance documents has been updated following

corporatisation and stapling and is available online: https://

nz.goodman.com/about-goodman/corporate-governance

Communication and industry participation

Listed on the NZX, we have an obligation to provide the market

with timely, balanced and easily accessible information.

We

engage with our stakeholders on a regular basis, through

a

variety of communication channels, including formal

reporting, market announcements and briefings, and more

directly through, presentations and meetings. We extend our

reach through the use of social media.

We are an active industry participant, supporting initiatives

and organisations aligned with our business.

Our corporate memberships and partnerships include

New

Zealand Shareholders’ Association, Property Council

New Zealand, NZ Green Building Council, Greater East Tāmaki

Business Association, Te Uru Tāngata Centre for Workplace

Inclusion and Australasian Investor Relations Association.

Financially sustainable

To build a long-term business, we need to be financially

sustainable. We achieve this through prudent capital

management and by maintaining high occupancy rates.

The strength of our customers supports our own financial

performance, providing the strong rental cash flows that

underpin earnings and dividend growth.

Low gearing and substantial liquidity add resilience to our

business and the flexibility to invest in new growth and active

investment opportunities when they arise. The establishment

of a property funds management platform provides GNZ with

additional capital management options.

Our Sustainable Finance Framework is a treasury initiative

that enables the business to issue bonds and establish loans

to support the delivery of sustainable property solutions.

GNZ’s investment grade credit rating of BBB/stable has

been

assigned by S&P Global Ratings. GNZ’s senior secured

debt facilities, including its bonds, are rated one notch higher

at BBB+.

Community engagement

Recognising the needs of our stakeholders and actively

engaging with our communities continues to foster positive

relationships.

Our relationship with tangata whenua is one of the most

important of these connections. We celebrate Māori culture

and work alongside local Iwi in our investment and social

initiatives.

Pictured above is the model replica of the mahi toi

(sculpture) designed by artist Tessa Harris, Director

of

Taonga Toi, in collaboration with Ngāi Tai. It is a

tribute to Maungarei, one of the tallest

and most

significant maunga in Tāmaki.

The finished sculpture in the Highbrook Ngahere

will stand nearly

2 metres tall. A second, larger work

located on Highbrook Drive in front of Tawharau Lane

will be


5


metres tall and illuminated.

Zilch has partnered with Goodman NZ to bring

flexible


electric vehicle access to Highbrook Business

Park. The new Zilch Highbrook Hub provides

businesses, customers and the wider community

with an easier way to use zero-emission transport,

without the cost or complexity of vehicle ownership.

It’s a smart, sustainable solution for commuting,

client meetings, site visits or day-to-day travel across

Auckland.

Through Goodman NZ Community we continue

to support programmes that help build inclusive,

resilient, and sustainable communities. You can

read more on Goodman NZ Community on page 40.


Ngāi Tai ki Tāmaki artist Tessa Harris

and Goodman’ Landscape Manager

Shane Everett with the mahi toi model.


Zilch electric hire cars

are located at Highbrook.

Sustainability

FOCUS
INVESTING IN

OUR PEOPLE

ACTION

+390 training hours

completed in FY26

+T

eam events that celebrate

diversity and support

inclusion, wellbeing and

workplace culture

+Long-term incentive plan

which rewards permanent

team members, aligning

their interests with those of

our investors

FOCUS

HEATH AND

SAFETY AT WORK

ACTION

+Workplace wellbeing and

people care programme,

provided by Sonder

+Free flu vaccine and skin

checks for team members

+E

nhanced board reporting

+R

obust overlapping duties

framework in response to

Whakaari Management Ltd

High Court decision

+N

o serious harm injuries

recorded in FY26

FOCUS

SOCIAL

PROCUREMENT

AND SUPPLY

CHAIN ETHICS

ACTION

+Social procurement

encouraged in new

construction contracts and

supplier agreements

+Team members trained to

assess potential risks in

our supply chain in relation

to money laundering and

modern slavery

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The Goodman team planting

natives at Waitomokia.

By investing in our people, our culture and

in positive community outcomes we are

creating a more sustainable business

that benefits all our stakeholders.

PEOPLE AND

CULTURE

Supporting our people

Our workplaces support the health, safety and wellbeing

of our people while our brand values guide how we interact

with each other, represent our business, and engage with

stakeholders.

An engagement score of 83% and a high employee retention

rate over the last year, reflect a positive and supportive work

environment.

We continue to promote wellbeing through initiatives that

support mental and physical health.

Through initiatives such as Fareshare and Workride, our team

can access benefits that support commuting to and from

work, helping promote wellbeing, reduce costs, and align with

our commitment to sustainability.

The Fareshare benefit is designed to support sustainable

commuting by subsidising public transport costs via bus, train

and ferry travel to and from work. Workride is New

Zealand’s

bike benefit programme providing employees with an easy and

flexible option to support their commute to and from work.

Various sporting, recreational and cultural events are also

supported throughout the year.

Developing our people in an inclusive and

diverse

workplace

Developing our people is a continual focus for our business.

To help our people reach their potential we provide career

pathways. This includes formal induction programmes, regular

reviews, annual development plans and training objectives.

To encourage wider participation in our industry we award an

annual scholarship to a University of Auckland property student,

participate in the University’s property buddy programme and

support the Keystone Trust through Goodman NZ Community.


Highbrook FunRunWalk 2026


The Fareshare benefit encourages

employees to use more public transport.

FOCUS

DIVERSE AND

INCLUSIVE

WORKPLACE

ACTION

+A diverse team of over 70

that includes 13 different

ethnicities, with speakers of

14 languages

+An engagement score

of 83%, reflecting a high

level of connection and

motivation among our

people

+Board and executive

diversity reflect 33.3%

and 37.5% female

representation, respectively

We believe an inclusive and diverse team enhances the way

we think and work, contributing to better business outcomes.

Our Inclusion and Diversity policy sets targets for 2030

across gender, ethnicity and age. These objectives guide

our behaviour and help ensure we are a representative and

inclusive workplace. We value each person’s uniqueness and

want our people to feel supported.

Our flexible and progressive employment policies reduce bias

and promote work life balance. Further information on our

workplace demographics can be found on page 142.

Prioritising health and safety

The Board is fully committed to providing and maintaining

safe work environments for all who work at or visit our sites.

This is achieved by adhering to all health and safety legal

requirements, providing pragmatic and effective systems,

ensuring people have the right skills, and partnering with

our customers, contractors and other key stakeholders to

support safe work practices.

We monitor a range of performance measures which are

presented to the Board on a quarterly basis. During the year,

there were 95 recorded events (incidents and near misses),

compared to 75 in FY25, with no serious harm injuries

recorded. The increase in recorded events reflects our

improved reporting, an area of focus during the year, with the

majority resulting in little to no harm.

We support the protection of human rights and equity and

fairness in our operations and supply chain. Mandatory

modern slavery risk training is completed annually by all

team


members.

We believe an inclusive and

diverse team enhances the way

we think and work, contributing

to better business outcomes.

Sustainability

We aim to help build inclusive, resilient, and sustainable
communities where we operate to provide people

with the opportunity to reach their full potential.

Through dynamic partnerships with community organisations,

we aim to make a sustained and tangible difference that

strengthens communities and enables long-term positive change.

We support community

organisations that are enabling

food and housing security

and providing access to

household goods and clothing.

KiwiHarvest

As New Zealand’s leading food rescue

organisation, KiwiHarvest collects nutritious

but perishable food that would otherwise go to

landfill and redirects it to those in need.

We are extremely proud to be a founding

partner and supporter since 2015 with

KiwiHarvest being our largest community

partnership.

During the year, Goodman NZ Community

funding has enabled KiwiHarvest to deliver over

500,000 meals to those in need. This includes

food banks and other recipient agencies. This is

equivalent to 396,816 kg of food rescued.

Our support also includes the provision of

KiwiHarvest’s warehouse facilities at Highbrook

Business Park where our team take part in

regular volunteering to help process and pack

produce and other food items for distribution.

GOODMAN NZ

COMMUNITY

MEETING

ESSENTIAL

NEEDS

https://www.kiwiharvest.org.nz/

We partner with organisations that offer education

and employment pathways in our communities.

ENABLING

EDUCATION &

EMPLOYMENT


Goodman NZ’s partnership with Duffy Books in Homes

continues to make a meaningful difference for tamariki

with support across four schools.


KiwiHarvest

Highbrook Business Park

We focus on initiatives that improve

psychosocial wellbeing and create space

for people and communities to flourish.

Ongoing support is provided through our Give Back initiative,

discretionary grants and other fundraising, financial support

was also provided to organisations and events which include:

+Daffodil Day – Cancer Society New Zealand

+IDFNZ The Kids Foundation

+Orange Sky

+R

onald McDonald House

+S

pringboard Community Works

+Starship Foundation

We support organisations

equipped to deliver immediate

response and initiate

recovery to natural disasters

and


extreme


events.

During the year, support was made to

organisations equipped to respond quickly

and

to assist communities in early recovery

which include:

+R

apid Relief Team

+Tauranga Land Search and Rescue

PROMOTING

SOCIAL AND

MENTAL WELLBEING

PROVIDING

DISASTER

RELIEF

Duffy Books in Homes

Founded by author Alan Duff,

Duffy Books is a national literacy

programme that promotes reading

through book ownership. Since its

launch in 1995, the programme has

grown to support more than 520

schools and 280 early childhood

centres, distributing over 15

million

books to more than 100,000

students in communities throughout

New


Zealand.

Duffy Books is our longest-running

community partnership, supporting

Fairburn School, Sir Edmund Hillary

Collegiate, Wiri Central Primary and

Ōtāhuhu Primary School.

Keystone Trust

The Keystone Trust is focused on

promoting opportunities and lifting

the

participation of young people in

the New

Zealand property industry.

Since 1994, the trust has granted

over 376 scholarships and awarded

$3.3 million in scholarship funding

to help young people held back by

inequality to take up tertiary studies in

the property and construction sector.

The scholarship recipients also

receive broader support including

mentoring, networking opportunities,

site visits and paid work experience.

For the 2026 intake, there were

38

scholarships awarded (the largest

intake in its 22-year history), lifting

the total number of students on the

programme to 74.

Tania Dalton Foundation

The Tania Dalton Foundation (TDF) is

helping the next generation of female

athletes thrive. With an aim to award

up to 14 scholarships each year,

the TDF Scholarship

Programme

provides support, mentorship, and

creates long-term opportunity, helping

girls from all backgrounds reach their

full potential. They believe in equity,

inclusion and the value

of backing

someone who may not otherwise get

the chance.

We have proudly supported the TDF

programme since 2018, with Trinity

Waiwiri

-Toka our current scholarship

recipient. Trinity is a talented softball

player from Rosehill College who

has represented New

Zealand

internationally and is now in her final

year of the three-year programme.

www.booksinhomes.org.nz

www.keystonetrust.org.nz

www.taniadaltonfoundation.org.nz

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These climate statements are voluntary
statements for the year ending

31

March 2026 for the GNZ group.

The Financial Markets Conduct

Amendment Bill proposes reforms that

would remove managed investment

scheme (MIS) managers from

mandatory climate reporting, and raise

the listed issuer thresholds (to $1bn

for

equity and debt).

While the Bill is still progressing, the

Financial Markets Authority has

announced a “no action” approach

for affected entities that expect their

climate reporting obligations to cease

once the legislative changes are

enacted.

The Bill, as proposed, will have the

following effects:

+

GPS would cease to be a CRE in

respect of the GMT once the Bill is

enacted, because the Bill proposes

to remove MIS managers from the

regime.

+


G

MB would cease to be a CRE

once the Bill is enacted, because

the listed debt issuer threshold is

proposed to increase to $1bn and

GMB is below that threshold.

GNZL is a newly incorporated entity and,

on that basis, will not meet the definition

of a CRE in (at least) its first or second

accounting periods. Both GPS and GMB

are relying on the FMA’s “no action” relief

and are not preparing mandatory climate

statements for the financial year ending

31 March 2026.

Recognising that our stakeholders are

interested in our approach to climate

change, we have prepared voluntary

climate statements for the year ending

31 March 2026 in respect of the GNZ

group on a consolidated basis. These

voluntary climate statements have

been prepared by reference to the

GNZ group following completion of the

corporatisation and stapling transaction

described on page 149.

This is to ensure that investors in the

GNZ group are receiving information

that is most relevant to their investments

going forward, and to support

consistency with any mandatory

reporting that may be required in

future

years.

These voluntary climate statements

have been prepared by reference to the

disclosures required by the Aotearoa

New Zealand Climate Standards (NZ CS)

issued by the External Reporting Board.

These voluntary climate statements

are not required to comply, and are not

represented as complying, with the

NZ

CS.

In preparing this report, Goodman

NZ has elected not to disclose its

assessment of the anticipated financial

impacts of the physical and transition

impacts of the climate-related risks

and opportunities it has identified. In

the context of mandatory disclosures,

excluding this information is permitted by

adoption provision 2 in an entity’s first to

fourth reporting periods.

Forward looking statements

These disclosures summarise

Goodman NZ’s assessment of future

climate

-r

elated risks and opportunities

and how these are integrated into our

broader business strategy. They include

forward-l

ooking statements relating to

climate-related goals, targets, pathways,

ambitions, risks and opportunities, and

current transition plans.

These statements are based on

assumptions that involve inherent

risks and uncertainties, many of

which are beyond our control. As a

result, actual outcomes may differ

from our predictions or expectations,

assumptions may prove incorrect, and

our objectives, targets and strategies to

mitigate and adapt to climate-r

elated

risks and opportunities may not be

achieved.

The basis and limitations of our

analysis are outlined, and we reserve

the right to revisit assumptions as our

understanding evolves.

CLIMATE-RELATED


Viridian


Highbrook Business Park

DISCLOSURES

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GHG EMISSIONS SNAPSHOT (tCO
2

e) FY26F Y25F Y24

Corporate emissions (location based)8 9 7. 6 729.66 3 8 .7

S

cope 3 emissions – variable investment impacts1 , 476 .723,831.026,436.8

Scope 3 emissions – other20,040.217,272.3 14,313.2

Total emissions (location based)22,414.5 41,832.9 41 ,3 8 8 .7

Emissions from variable investments include the impact of developed and sold assets. These emissions will therefore

fluctuate year on year depending on the timing of these activities.

To make underlying trends clearer, emissions are reported including and excluding variable investment impacts.

CLIMATE-RELATED RISKS AND OPPORTUNITIES SUMMARY

OpportunitiesStrategyRisks

Extreme WeatherNot materialAsset selection

and adaptation

Flooding and increased

temperatures

Customer PreferencesCollaborate to reduce

customer carbon

Energy efficient upgradesProperties may not meet

sustainability targets

Stranded AssetsPurchase and redevelop

stranded properties

Adapt at risk assetsPolicy changes affect

leasability

Cost of InsuranceLower insurance costAdapt at risk assetsInsurer scrutiny increases

Cost of CapitalImprove investment case

in


GNZ

Implement sustainability

strategy

ESG expectations not met

EnergyProvide resilient, efficient

properties

Solar upgrade programmeNot material

Cost of DevelopmentNot materialSupplier engagementSlow decarbonisation of

construction sector

Reporting boundaries

The scope of our reporting includes Goodman New Zealand

Limited (GNZL) and Goodman Property Services (NZ)

Limited (GPS), (together, Goodman NZ), and subsidiaries of

GNZL and GPS. Their subsidiaries include GNZ Bond Issuer

Limited and all other property owning and management

related entities. The boundary also includes HLP, the limited

partnership that owns Highbrook Business Park. For the

purposes of this report, we either refer to these entities

specifically or collectively as Goodman NZ or GNZ.

Governance and risk management

Climate considerations are embedded in Goodman NZ’s

strategic and investment decision

-ma

king. The Board has

ultimate responsibility for climate strategy, and adopted the

current three-year strategic plan and transition plan. Climate

performance towards targets is reviewed quarterly, and

climate impacts are assessed as part of all new investment

and development approvals. Executive management is

responsible for delivering the climate strategy, supported

by


a


dedicated sustainability team.

Climate-related risks are managed through the enterprise

risk management framework and assessed across short,

medium and long-t

erm horizons.

Science-aligned targets

In 2025, the Board approved science

-aligned emissions

reduction targets, covering approximately 80% of our FY25

base year emissions.

All targets are to be achieved by FY30, from a FY25 base

year, and include:

+30.4% reduction in developments’ embodied carbon

intensity

+26.9% reduction in leased warehousing in-use emissions

intensity, applying a location-based approach

+3

7.6% reduction in leased whole portfolio in-use

emissions intensity, applying a market-based approach

Transition plan

On pages 54-55, the transition plan outlines GNZ’s strategy

for achieving a climate-r

esilient future, including new pathways

that detail how we aim to meet our embodied

-c

arbon and

in-use emissions targets. This includes forecast reductions

in embodied carbon intensity as we work with suppliers of

building materials. It also reflects the expected impact on

in-use emissions from lighting upgrades, submetering and

solar along with emission factor changes from the ongoing

decarbonisation of the electricity grid.

Capital deployment associated with this transition totalled

$16.8m in FY26.

Assurance and sign off

The Board has overseen the preparation of this year’s Annual

Report and the Climate-related Disclosures it contains. PwC

have provided limited assurance over the emissions inventory

as described on pages 75-77.

The full Board have reviewed the completed Annual Report,

including the Climate-related Disclosures, and approved

these for release on 25 June 2026.

Absolute emissions

Total emissions decreased 46% from FY25 to FY26,

primarily due to no developments completing in FY26.

Developments accounted for 57% of emissions in

FY25.

Beyond developments, the sale of Bush Road in May 2025

accounted for 5.7% of total emissions (1,279 tCO

2

e),

capturing emissions from the asset’s ongoing use, as well as

end-of-life impacts. Demolition waste from the Mt Wellington

redevelopment contributed a further 0.9% (197.2 tCO

2

e).

Excluding these variable investment activities, total emissions

increased by 16% from FY25 to FY26, primarily due to higher

capex spend across the stabilised portfolio.

Emissions intensity

Emissions intensity is calculated based on portfolio NLA

(sqm) and net property income ($pa). Reporting emissions

intensity helps normalise for changes in portfolio size and

earnings, making year

-on-year trends more comparable.

Total emissions intensity reduced by 45% (NLA) and 43%

(rental income) from FY25 to FY26. Excluding variable

investment activity, intensity increased by 20% (NLA) and

23% (rental income).

In-use emissions intensity decreased by 17% for warehousing

(location-based) and 15% across the total portfolio (market-

based), supporting progress towards our FY30 in-use

emissions intensity reduction targets.


John Dakin Laurissa Cooney

Chair Chair, Audit and Risk Committee

Our climate-related risks and opportunities

In FY24, a detailed assessment process was undertaken

to identify our climate-related risks and opportunities. This

involved scenario analysis across three climate futures:

Orderly, Disorderly, and Hot House World.

From this, we identified six risks and five opportunities, across

seven climate-related impacts as material to GNZ’s long-term

success. These are summarised in the table below. Of the

eleven identified risks and opportunities, ten are transition-

related, with the remaining physical risk detailed separately

below. Management assessed the FY26 impacts of these

items and considered there to be no material financial impact.

A comprehensive review of our climate-related risks and

opportunities will be undertaken in FY27 as part of our

regular review cycle.

Physical risks – extreme weather

Independent specialists have assessed the financial impact

of physical risks from extreme weather events across our

portfolio as low.

By rental income, 97% of the portfolio is classified as low risk,

with 2.3% having moderate fluvial risk and 0.7% high pluvial

risk. The pluvial risk relates to a property earmarked for

redevelopment in the short to medium term. Redevelopment

is expected to mitigate the impact of future pluvial flooding at

this property.

CLIMATE-RELATED

DISCLOSURES

AT A GLANCE

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Sustainability is a permanent agenda
item at each quarterly Board meeting,

where Directors review progress

towards established targets and

approve new climate-related initiatives.

Long-term

2050+

A future time horizon

that represents the

economic lifespan

of GNZ’s industrial

portfolio.

Identifying, assessing, and managing climate-related risks

Goodman NZ has adopted a risk management framework

that considers climate, compliance, financial, health and

safety, operational, people, regulatory, strategic and other

risks. Established processes govern the identification,

assessment and management of these enterprise risks.

In line with Aotearoa New


Zealand Climate Standards,

climate-related risks are evaluated under three climate

scenarios and time horizons. The process to establish

the

detailed climate-related risks and opportunities disclosed

on pages 52-53 was fully described on page 28 of the 2024

Sustainability Report at gmtcrd24.co.nz.

Our adopted climate scenarios will be reviewed periodically, to

reflect changes in

underlying climate models. There were no

material changes to the underlying climate scenarios in FY26.

The climate-r

elated risks identified in FY24 are

comprehensively reassessed on a three

-year cycle, with the

next review scheduled for FY27. The full assessment can

be found on page 31 of the 2024 Sustainability Report at

gmtcrd24.co.nz. Between reviews, management and the

Board assess annually whether any material changes have

occurred. No material changes were identified in FY26.

The assessment encompasses

both

physical and transition risks.

Aon Global Risk Consultants

conducted the physical risk

assessment, which included

a comprehensive review of

the entire value chain, from

upstream development

to internal

operations and

downstream customer activities.

Integrating climate-related risks into risk management

A detailed risk register, maintained by management, forms

the foundation of the business’s risk management framework.

Quarterly reviews and a comprehensive annual risk

assessment process evaluate changes to the business

or operating environment, assessing existing risks and

identifying new ones.

These assessments include consideration of the impact

and likelihood of each material risk, with priority reflecting

the severity of potential impacts, together with the agreed

mitigation approach. The outcome of the annual risk

assessment process is presented to the Board for approval.

Environmental sustainability and climate change are among

the areas of significant risk previously identified. Business

planning incorporates strategies to manage and mitigate these

risks, such as setting carbon reduction targets and achieving a

minimum 5

Green Star certification for new developments.

Climate impacts on new investments are assessed during

due diligence, with the Board considering these factors when

approving new property acquisitions or development initiatives.

RISK MANAGEMENT MATRIX

Shor t-term

Present – 2030

Reflecting the average

lease term within

the portfolio, and detailed

business budgeting

timeframes.

Medium-term

2030 – 2050

Consistent with

longer-term business

planning, capital

expenditure projects and

re-development plans.

GOVERNANCE HIERARCHY

Board of

Directors

Audit and Risk

Committee

Executive

Management

Team

Head of

Environmental

Sustainability

GOVERNANCE

Board oversight

The Boards of Goodman New Zealand Limited and Goodman

Property Services (NZ) Limited govern the business

operations and strategic direction of GNZ. This oversight

includes ensuring that all commercial activities are aligned

with the sustainability objectives and

climate-related targets

contained in its three-year strategic plan.

The Board considered and adopted the current three-year

strategic plan in March 2026. This process included a review

of the business’s transition plan and previously identified

climate-related risks and opportunities. The transition

plan presented on pages 54-55 summarises the strategic

response to these risks and opportunities, and the FY30

emission reduction targets.

Sustainability is a permanent agenda item at each quarterly

Board meeting, where Directors review progress towards

established targets and approve new climate-related

initiatives. Climate risk assessments are also a requirement of

new investment approvals.

Our Directors have a complementary set of skills, with

sustainability one of the core competencies represented on

the Board. Specialist external advice and ongoing training

help ensure Directors are well-informed on developments in

climate science and climate

governance.

Board composition changed during the year, with Keith

Smith’s retirement and Steve Jurkovich’s appointment. An

internal skills matrix, developed in FY24, maps competencies

across the Board, including climate and sustainability

expertise. The Nomination Committee references this matrix

when evaluating Board composition and recruiting new

directors, ensuring the Board maintains appropriate skills and

competencies to provide oversight of climate-related risks

and opportunities.

The role of Management

The executive management group, led by the Chief Executive

Officer, is responsible for delivering a business strategy that

includes the goal of becoming a sustainable, resilient, and low-

carbon real estate provider.

The Chief Financial Officer, as Head of Sustainability,

oversees the sustainability programme, including climate

reporting and initiatives to enhance environmental

performance and resilience, primarily by reducing upfront

embodied carbon emissions and in-use carbon emissions.

The Head of Environmental Sustainability, one of four

dedicated sustainability roles, reports directly to the

Head

of Sustainability.

RISK MANAGEMENT

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The Viridis ecology team measuring and

benchmarking biodiversity at Waitomokia.

Climate-related Disclosures

STRATEGY
This section describes the climate

scenario analysis undertaken by

Goodman NZ, the key climate-related risks

and opportunities including anticipated

business impacts and how this has

influenced Goodman NZ’s transition plan

for a low-emissions, climate-resilient future.

Goodman NZ’s business strategy is focused on the delivery of

sustainable property solutions for its customers. Exclusively

investing in the Auckland industrial market, our warehouse and

logistics facilities provide these businesses with well-located

and operationally efficient facilities that provide critical supply

chain infrastructure for the New

Zealand economy.

Goodman NZ has been monitoring and disclosing its

corporate emissions since 2006. These disclosures

have been extended over the last three years to include a

comprehensive assessment of all Scope 3 emissions.

The potential impacts of climate change are far-reaching, with

current behaviours and actions expected to have significant

consequences on the future operating environment. The

three climate scenarios that have been adopted reflect a

range of outcomes, aiding in the understanding of specific

risks and opportunities the business may encounter over

short, medium, and long-term time horizons.

The business’s current strategic plan incorporates the

objectives of the transition plan presented on pages 54-55.

These


objectives focus on mitigating climate change impacts,

including reducing the intensity of upfront embodied carbon and

in-use carbon emissions, and adapting the business to support

the climate goals of its

customers.

In 2025, Scope 3 emissions reduction targets were set for

FY30. Toitū Envirocare have independently verified that

these short-term targets align with SBTi’s criteria for limiting

global warming to no more than 1.5°C.

Selecting climate scenarios

The three climate scenarios established by the NZGBC for the

Construction and Property Sector were adopted in 2024. While

there have been no revisions to these scenarios over the past

12 months, they continue to represent the most appropriate

framework for New Zealand-based real estate investment

entities such as Goodman NZ. We acknowledge that climate

science is evolving and remain alert to new developments that

may shape future scenarios.

The current scenarios are fully described in the NZGBC

Climate Scenarios for the Construction and Property Sector.

Please review the full report to understand the assumptions

and limitations underpinning these scenarios. https://nzgbc.

org.nz/research-and-reports

CLIMATE SCENARIO SUMMARIES

SCENARIO 1

ORDERLY

NGFS

1

: ‘Net Zero 2050’

Policy reaction: Immediate/Smooth

Policy ambition: 1.5°C

Technology and

behaviour


change:

Fa

st

Physical risk severity:

M

oderate

Average sea levels:

+0

.39m

Mean temperature:

+1

.4° C

Rainfall intensity:

+6%

N

umber of hot days:

+

40%

SCENARIO 2

DISORDERLY

NGFS: ‘Delayed Transition’

Policy reaction: Delayed

Policy ambition: <2.0°C

Technology and

behaviour change:

S

low/Fast

P

hysical risk severity:

M

oderate

Average sea levels:

+

0.60m

Mean temperature:

+1

.8 ° C

Rainfall intensity:

+6%

N

umber of hot days:

+

40%

SCENARIO 3

HOT HOUSE WORLD

NGFS: ‘Current Policies’

Policy reaction: None

Policy ambition: >3.0°C

Technology and

behaviour change:

S

low

P

hysical risk severity:

E

xtreme

Average sea levels:

+1

.0 8 m

Mean temperature:

+

3.6°C

Rainfall intensity:

+

2 6 . 1%

Number of hot days:

+

300%

Timely policy change prompts

organisations to quickly adopt

carbon reduction strategies.

In the short to medium-term the shadow cost

of carbon rises, driving demand for low carbon

building materials. These materials are in short

supply. Building costs rise.

Behavioural change and energy caps see

demand for more energy efficient buildings.

A

shortage of energy efficient space drives

demand for assets with on-site electricity

generation and low carbon technologies, like

those found in Green Star rated properties.

The scale of retrofit activities is significant

with building upgrades for energy efficiency

supporting occupier emissions reduction targets

in the short-term. Technology changes quickly

and lower carbon materials become more cost

and time effective in the medium-term.

The grid becomes fully renewable in the

medium-term and buildings become more

energy efficient as occupiers and property

owners play their part in achieving a Net Zero

2050 outcome.

Policy, technology and behaviour

change is slow up until 2030.

Around 2030 there are a series of abrupt

and stringent decarbonisation policies.

The

electricity sector is unprepared for the

rapid demand for electrification. Assets with

on-site generation surge in demand while

New

Zealand experiences frequent blackouts

and electricity price fluctuations in the

medium-term.

The rapid increase in demand for lower

carbon materials sees significant disruption

for the sector with competition for materials

and expertise leading to

significant price

escalations.

Early movers get the opportunity to access

these materials and subject matter experts

before others in the sector.

No policies are introduced to

curb emissions. Regulatory

change is slow with a

focus on adaptation and

managing climate driven

immigration/refugees.

There is limited innovation around lower carbon

materials and technologies due to low demand.

Building codes become more stringent as they

look to address the physical impacts of climate

change with more frequent storm events,

heatwaves, floods and heavier rainfall. Assets

that are unable to meet the new codes risk

becoming stranded.

Mandates are introduced to conserve energy for

critical functions as infrastructure is damaged

by climate change. Demand for buildings

resilient to direct climate-related physical events

and electrical network failures increases.

A breakdown in social cohesion occurs with

heat stress, mental health impacts and food

insecurity from climate change prompting a

retreat from Auckland and other cities.

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1

The Network for Greening the Financial System


Electrical Submetering

Goodman Energy Management (GEM) system allows customers to measure,

monitor and manage usage, to minimise power and report energy spikes.

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CLIMATE-RELATED RISKS

AND OPPORTUNITIES

Following a comprehensive assessment process, we have

identified six risks and five opportunities across seven

climate-related impacts as material to GNZ’s long-term

success. These were first reported in our 2024 Climate-

related Disclosures, with full details of the assessment

process set out

on page 28 of the 2024 Sustainability

Report at gmtcrd24.co.nz.

These risks and opportunities are comprehensively reassessed

on a three-year cycle, with the next review scheduled for FY27.

The following table presents the expected impact areas against

the corresponding risks and opportunities.

Current year Financial Impact

In FY26, the Board assessed these climate-related impacts

to be unchanged as part of strategic planning, a finding

independently confirmed by Aon Global Risk Consultants,

who identified no material change to the portfolio’s physical

risks. Management also assessed the FY26 impacts for each

of these climate-related risks and opportunities and found no

material financial impact.

Further detail on how these climate

-related impacts relate to

our environmental sustainability objectives is provided in the

2024 Sustainability Report at gmtcrd24.co.nz.

OpportunitiesImpactStrategyRisksImpact

PHYSICAL

Extreme

Weather

Not materialAsset selection

and adaptation

Pluvial flooding

and increasing

temperatures


Capex

TRANSITION

Customer

Preferences

Collaborating with

customers to reduce

their operational

carbon


Opex


Rental

income

Energy efficiency

upgrade programme

Properties not

suited to customers’

sustainability targets


Rental

income

TRANSITION

Stranded

Assets

Purchasing and

redeveloping stranded

properties


Revenue

from new

assets

Adapt at risk assetsPolicy change affects

leasability of non-

compliant properties


Capex

TRANSITION

Cost of

Insurance

Lower insurance cost

for assets with lower

physical risks


Opex


Rental

income

Adapt at risk assetsInsurers apply

more scrutiny

following climate-

related losses


Insurance

premiums

TRANSITION

Cost of

Capital

Increase investment

case in GNZ

 Funding

costs

Develop and implement

sustainability strategy

Failure to meet ESG

expectations and

climate standards


Funding

costs

TRANSITION

Energy Provide energy efficient

and grid resilient

properties

 Leasability

 Rental

income

Solar upgrade

programme

Not material

TRANSITION

Cost of

Development

Not materialSupplier engagementConstruction sector

slow to decarbonise /

supply chain disruption


Cost of

carbon,

material

and labour

Climate-related risks and opportunities (continued)
OpportunitiesStrategyRisks

Cost of

Insurance

Transition – Market

Hothouse (Long-term).

All lower-risk properties.

As insurance premiums increasingly

reflect physical risk exposure, a

multi-tiered market is likely to emerge.

Lower-risk assets will benefit from

reduced insurance costs, translating

to lower operating expenses for

customers and stronger rental

growth

potential.

+ Assess and address both physical

and transition risks in new

investments.

+

Enhance existing assets and

development specifications to

improve resilience against the

growing frequency and severity

of extreme weather events.

Transition – Market

Hothouse (Long-term).

All properties.

The growing frequency and intensity

of extreme weather events linked

to climate change are expected to

significantly impact the insurance and

reinsurance sectors. This may drive up

premiums across the board, even for

low-risk assets, while high-risk assets

could face steep premium hikes or

difficulty securing coverage.

Cost of

Capital

Transition – Market

Disorderly (Short-term).

Hothouse (Short/Medium/Long-term).

Whole portfolio.

Form a robust sustainability strategy

that positions our business for a low-

emissions, climate-resilient future,

aligned with investor direction. Meeting

investor demand for these assets can

attract more capital, potentially at a

lower cost.

+

Leverage our Sustainable Finance

Framework to fund sustainable

property initiatives.

+

Develop energy-efficient,

high-quality workplaces targeting

Green

Star certification.

+ Incorporate site-specific nature

and biodiversity targets into

project

planning.

Transition – Reputation

Orderly (Short/Medium/Long-term).

Disorderly (Medium/Long-term).

Whole portfolio.

ESG performance is increasingly

integral to investor decision-making,

influencing WACC and target price.

As

energy and carbon regulations

tighten, failure to keep pace may

directly impact GNZ’s access to

competitively priced funding.

Energy

Transition

– Resilience/Energy Source

Orderly (Short-term).

Disorderly (Medium-term).

Hothouse (Long-term).

Core Portfolio & developments.

Blackouts caused by aging energy

infrastructure will drive demand

for energy-efficient, grid-resilient

properties. Assets with onsite

renewable energy will experience fewer

disruptions, boosting leasing demand

and rental growth.

+

Create energy-efficient,

Green Star-certified workplaces.

+


T

ailor solar installations to meet

customer energy needs.

+


P

repare assets for electrification,

including EV charging

infrastructure.

While there are energy-related risks to

our customers’ operations, we do not

consider these to be a material risk

to

GNZ.

Cost of

Development

We do not consider opportunities

relating to development costs to be

material to GNZ.

+ Collaborate with the construction

sector to identify, test, and adopt

lower-carbon alternatives to

traditional building materials

through GNZ’s Embodied Carbon

Innovation Fund.

+

Prioritise brownfield opportunities

by conserving, reusing, and

recycling materials, and exploring

circular economy solutions in

Value Add properties before

deconstruction.

+

Invest in resource-flexible buildings

designed for easy repurposing at

the end of their economic life.

Transition – Market

Orderly (Short/Medium-term).

Disorderly (Medium-term).

Developments.

The construction sector faces

challenges in rapidly decarbonising.

As


climate-resilient materials and

designs emerge to meet stricter

regulations, limited supply will drive up

material and labour costs.

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OpportunitiesStrategyRisks

Extreme

Weather

We do not consider opportunities

arising from more extreme weather

to be material to GNZ.

+ Enhance asset resilience through

adaptation, landscaping practices

and updated development

specifications.

+

Plan redevelopment for high-risk

buildings.

+ Focus on expanding resilient

locations through intensified

development.

+

Assess and mitigate physical

risks in new investments

while implementing proactive

maintenance plans and supporting

infrastructure to prevent future

damage.

+

Monitor planning and infrastructure

changes across regions of interest.

Physical Risk – Acute/Chronic

Hothouse (Long-term).

Few susceptible assets.

New

Zealand’s climate is evolving,

with more extreme weather patterns

expected, including hotter days, fewer

frost days, and more intense rainfall.

Coastal areas will face rising sea

levels, heightening the risk of flooding

and storm damage. As these climate

challenges intensify, GNZ’s assets in

vulnerable locations will be increasingly

exposed to operational disruptions and

physical damage requiring more capital

expenditure.

Customer

Preferences

Transition – Market

Disorderly (Short-term).

Hothouse (Short & Medium-term).

Core Portfolio & development.

Seven of GNZ’s ten largest customers

have public carbon reduction targets,

with more expected to follow. As supply

of sustainable properties continues to

lag, leading occupiers are expected

to favour energy-efficient, climate-

resilient properties. Investing in these

assets supports customers in meeting

their carbon goals and underpins

stronger rental growth.

+

Partner with customers to reduce

emissions using submetering data.

+

Deliver energy-efficient, Green

Star-certified or equivalent spaces

and introduce green leases.

+

Support customer demand for on-

site solar.

+

Future-proof assets with

EV infrastructure.

Transition – Market

Orderly (Short-term).

Disorderly (Medium-term).

Whole portfolio.

Shifting consumption and global

trade patterns may also reduce

logistics demand. These factors risk

suppressing rental growth.

Stranded

Assets

Transition – Market/Resilience

Hothouse (Long-term).

Value Add assets.

An increasing mismatch between

outdated building stock and evolving

occupier needs is emerging. This

dynamic may drive rent repricing

and open opportunities for GNZ to

reposition, acquire, and redevelop

assets – unlocking new revenue and

strengthening the portfolio.

+

Enhance development and

maintenance strategies to

withstand extreme weather and

safeguard assets from physical

climate risks.

+


E

mbed both physical and

transitional consideration into all

investment decisions.

+

Design and invest in resource-

flexible buildings that support

adaptive reuse at the end of their

economic life.

+

P

repare assets for electrification,

including scalable EV infrastructure.

+


R

educe reliance on external utilities

through efficient systems.

Transition – Market/Regulatory

Hothouse (Long-term).

All properties.

Climate change may render some

buildings obsolete or too expensive to

upgrade. Not adapting our base build

and building upgrade works to meet

sustainability and resilience standards,

could greatly reduce demand and lead

to stranded assets.

Where considered material, the table below shows the risk or opportunity

type (e.g. Transition – Market), the impacted scenario and timeframe

(e.g. Orderly, Short term), the scope of the impact (e.g. Whole portfolio)

and the primary impact assessment. The table also shows the strategy

we have adopted to realise these opportunities and mitigate these risks.

TRANSITION PLAN
Goodman NZ’s first emissions reduction plan in FY21 set out

a clear pathway for lowering corporate emissions with targets

aligned with the objectives of the Paris Agreement. Our

targets now include the reduction of corporate emissions by

43% from 2020 to 2030 and the science-aligned reduction

of our most significant Scope 3 emissions.

In 2025, the Board set new Scope 3 emission reduction

targets, covering around 80% of GNZ’s base year greenhouse

gas inventory. These relate to embodied carbon within

developments and the operational emissions from buildings

within the portfolio.

This climate transition plan summarises our strategic response

to the preceding climate risks. The overarching strategy,

targets and execution included in the plan are grouped into

four categories below: Corporate Activity, Building Materials,

Customer Footprints, Climate Resilience.

The plan also includes the steps we are taking to transition to

a lower carbon economy.

Corporate ActivityBuilding MaterialsCustomer FootprintsClimate Resilience

AimReduce emissions within

Goodman NZ’s direct control.

Use materials and

construction techniques

focused on reducing

upfront embodied carbon.

Support the reduction of

customers’ carbon and other

footprints.

Decarbonise, adapt

assets, and mitigate

risks to be resilient to the

impacts of climate change.

Significance4% of total FY26 emissions.

The most significant corporate

emission sources have

been diesel, electricity, staff

commuting and refrigerant loss,

accounting for over 80%.

Embodied carbon from our

developments accounted

for 57% of total emissions

in FY25. None in FY26.

Our customers’ operational

energy use accounted for

48% of total FY26 emissions

on a location-based

approach.

3% of GNZ’s assets

by rental income have

been assessed to be at

risk to moderate or high

potential for damage from

extreme weather events.

StrategyReduce fugitive emissions by

renewing older HVAC systems.

Reduce the use of fossil fuels

through renewable energy

and promoting low emission

company transport.

Measure embodied carbon

for all developments.

Specify lower GWP

materials and minimise

waste to landfill.

Measure in-use emissions.

Create energy efficient

workplaces with more

advanced lighting, electrical

submetering and on-site

solar.

Invest in low risk locations.

Mitigate and adapt

climate risks.

Adapt at risk assets.

Ta r g e t sReduce corporate emissions

by 43% by FY30 from a base

year of FY20.

Reduce upfront embodied

emissions intensity by 30%

by FY30 from a base year

of F Y25.

Reduce in-use emissions

intensity by 38% by FY30

using a market-based

approach.

Reduce warehouse in-use

emissions intensity by 27%

by 2030 using a location-

based approach.

Minimise number of at risk

assets.

ExecutionRefrigerant replacement

programme now complete.

Electrification of vehicle fleet

and employee incentive scheme

has resulted in 40% of

staff

driving electric vehicles.

Support for AT Fareshare and

Workride schemes from FY26.

GWP targets included in

build specification.

94% of demolition waste

from the Mt Wellington

development was diverted

from landfill.

Energy benchmarking for

core assets.

Collaborate with customers

to understand and reduce

footprint.

Upgrade or redevelop

buildings to improve energy

efficiency.

Complete physical

climate risk assessments

on each new investment.

Adapt or redevelop

assets that are at risk.

Capital

deployment

We have spent $4.9m in

FY23-26 replacing older

refrigerant systems with

lower

GWP refrigerant.

Rebates totalling $360,000

issued to staff through the EV

incentive scheme.

Carbon allocations from

developments to ECIF

totalled $0.9m in FY26.

A five year $27+

million

building upgrade programme

to retrofit our Core Portfolio.

Investment in Green Star

development programme of

$422m since 2021.

Budgeting for risk

assessments on

acquisitions.

Redevelop brownfield

sites that are at risk.

ChallengesLower GWP HVAC systems

still produce fugitive emissions.

The

technology to eliminate

fugitive emissions is still in its

early stages.

Heavily reliant on the

advancement, availability

and lower cost of supply

chain technologies,

specifically around

concrete and steel.

Occupier operations are

outside of our control. Will

rely on collaborating with

customers around the use of

smart building features.

Adaptation reliant

on the

viability of

redevelopment of at

risk


sites.

The charts below show the pathways to transitioning

to lower carbon operations and achieving our

science-aligned carbon reduction targets.

We have published policies for these sustainability objectives at https://nz.goodman.com/about-goodman/corporate-governance

Embodied emissions (developments)

Goodman NZ has engaged with Beca and key

materials suppliers to establish a plausible

reduction pathway for the most significant

contributors to Goodman NZ’s embodied

carbon. Over the next four years, procurement

will focus on lower GWP materials that align with

our 2030

target.

Supplier engagement has been positive with

support for the GWP targets for each element.

The first project funded by Goodman NZ’s

Embodied Carbon Innovation Fund (ECIF) has

resulted in design efficiencies that have been

implemented in new development projects.

In-use emissions (stabilised portfolio)

Goodman NZ targets a minimum 5 Green Star

rating for all new developments, which are on

average 41% more energy efficient than existing

warehouses. As the Green Star development

programme progresses, these buildings will

make up a greater share of the portfolio, and

overall emissions intensity will fall.

Lighting across the Core Portfolio is now 98%

LED following a rolling upgrade programme,

with over 339,000 sqm of space upgraded

over the last 3 years. Customer demand is

expected to drive an increase to the 2.9 MWp

of solar already installed. Submetering installed

or in progress across 71% of the Core Portfolio

enables customers to identify and address

energy inefficiencies.

As the grid transitions to more renewable

generation, the electricity emission factor is

expected to decrease, further reducing

emissions

associated with customer electricity use.

Around 70% of Goodman NZ’s largest

customers have public carbon reduction targets

and many already purchase New

Zealand Energy

Certificates (NZ-ECs). Under a market-based

approach, NZ-ECs allow electricity usage to be

reported with a zero emission factor, directly

reducing the portfolio’s reported emissions

intensity. NZ-EC coverage across the portfolio

has grown from approximately 8% in FY25 to

12% this

year, with further uptake expected.

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REDUCTION PATHWAY – EMBODIED CARBON

kgCO

2

e/sqm

REDUCTION PATHWAY – WAREHOUSING PORTFOLIO

kgCO

2

e/sqm

REDUCTION PATHWAY – WHOLE PORTFOLIO

kgCO

2

e/sqm







BaselineGreen

Star

LED

upgrades

SolarSub-

metering

Emission

factor

RECsTa r g e t

0.0

1.0

2.0

3.0

4.0

5.0

6.0

7.0

8.0

9.0

10.0







BaselineGreen

Star

LED

upgrades

SolarSub-

metering

Emission

factor

Ta r g e t

0.0

0.5

1.0

1.5

2.0

2.5

3.0

3.5

4.0

4.5

5.0

BaseConcreteHot rolled

steel

Welded

steel

ReinforcingCladdingTa r g e t







0

50

100

150

200

250

300

350

400

450

500

Climate-related Disclosures

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Rainwater harvesting, low-flow fittings and other water-saving

technologies are key features of new developments.

Pictured is Tāwharau Lane, Highbrook Business Park,

which achieved a 6 Green Star Built rating.

Climate-related Disclosures

A summary of Goodman NZ’s FY26 greenhouse

gas emissions is presented below, together

with FY30 emission reduction targets.

22,415

TONNES CO

2

e

METRICS & TARGETS

1

Warehousing assets excludes users classified as data centres, cold storage, manufacturing, retail, office, cafeteria and parking.

CORPORATE EMISSIONS

4.0%

8 97. 6 tC O

2

e

Direct and indirect emissions

— Scope 1, 2 and 3

+ Fuel, fugitive refrigerants

+

P

urchased electricity

+

Waste generated in operations

+

Bus

iness travel

+

Couriers

+


E

mployee commuting

+

Transmission and

distribution


losses

FY30 Target

+ 43% reduction against

a 2020 base year

UPSTREAM EMISSIONS

41.9%

9,380.9 tCO

2

e

Indirect emissions

— Scope 3

+ Operating expenses on portfolio

+


C

apital expenditure on portfolio

+ Waste from demolitions

FY30 Target

+ 30% embodied carbon

intensity reduction

against a FY25 base year

DOWNSTREAM EMISSIONS

54.1%

12,136.0 tCO

2

e

Indirect emissions

— Scope 3

+ Customer energy consumption

+

P

ublic EV charging

+

End-of-life waste from sold assets

+

R

emaining lifetime energy use

of


sold assets

FY30 Target

+ Whole portfolio:

38% intensity reduction against

a FY25 base year using a

market-based approach

+

Warehousing assets

1

:

27% intensity reduction against

a

FY25 base year using a

location-based approach

APPROACH TO REPORTING SCOPE 3 EMISSIONS
We report Scope 3 emissions

both including and excluding variable

investment impacts to give a clearer

picture of our emissions performance.

Total Scope 3 emissions

This includes all indirect emissions across our value chain, including emissions related to

variable investment activity such as new developments embodied carbon, demolition waste,

the estimated future use and end

-of-life impacts of sold products. These emissions can vary

significantly from year to year depending on the amount of development or product sales

in

a given year.

Scope 3 emissions excluding variable investment impacts

This excludes variable investment-related, one

-off items and focuses on emissions from

our

ongoing operations. This disclosure helps make year-on-year trends more comparable.

FULL GREENHOUSE GAS EMISSION INVENTORY

Below is our FY26 inventory, covering our Scope 1,

Scope 2, and Scope 3 greenhouse gas emissions.

Where

available, the data includes comparisons to prior

periods. We use two base years – FY20 for corporate

emissions and FY25 for remaining Scope 3 emissions.

The FY26 emissions figures have been assured by PwC

1

.

Additional details on Goodman NZ’s calculation

approach, organisational boundary and consolidation

approach, base year and restatements and assumptions

and methodologies can be found in the ‘Measuring our

Emissions’ and ‘Inclusions and Methodologies’ sections

on

pages 66-73.

ScopeCorporate


emissionsScope 1 and 2 emissions

Gross tCO

2

e

FY26F Y25

2

F Y24

2

F Y20

1

Direct emissionsIncludes stationary diesel,

refrigerants

4 8 7.7192.3 255.0 482.0

2

Purchased electricityLocation-based method166.8 235.8 159.2 199.2

2

Purchased electricityMarket-based method3.80.0 2.4 n/a

Total location-based Scope 1 & 2 emissions654.5 428.2 414.2 681.2

Total market-based Scope 1 & 2 emissions491.5 192.3 2 5 7. 4 n/a

CatScope 3 emissions

1P

urchased goods and servicesOperating expenses across

the


stabilised portfolio

1,547.91,498.8 1 , 2 3 6 .7 n/a

2Capital goods (stabilised)Capital expenditure across

the

stabilised portfolio

3

7, 6 3 5 . 85,350.9 5 , 8 8 2 .7 n/a

3

Transmission and distribution losses12.517. 4 18.4 n/a

4

Freight transport agenciesCouriers 0.50.3 n/an/a

5

Waste generated in operationsWaste from management offices6 8 .768.4 33.9 4 0.6

6

Business travelIncludes flights, taxis, car hire59.65 7. 4 6 7. 9 181.9

7

Employee commutingIncludes working from home 102.0 158.0 10 4.3 212.3

11Use of sold products Public EV charging on GNZ

owned chargers

4 9.3 4 4.9 22.6 n/a

13Downstream leased assetsCustomer consumption across

GNZ’s stabilised portfolio

1 0 , 8 0 7. 3 1 0 , 3 7 7.7 7, 17 1 . 2 n/a

Total Scope 3 emissions excluding variable investment impacts20,283.417, 5 7 3 .7 1 4 , 5 3 7.7 434.8

2Capital goods (developments)Upfront embodied carbon for

development completions

0.0 23,831.0 26,436.8 n/a

5Waste generated in operationsWaste from demolitions1 9 7. 2n/an/an/a

11Use of sold products Remaining lifetime energy

consumption from a sold asset

1 , 0 3 7. 4 n/an/an/a

12End-of-life treatment of

sold products

Waste disposal at the end of life

of sold asset

242.1 n/an/an/a

T

otal Scope 3 emissions 21 ,76 0.0 41 , 4 0 4 .7 40,974.5 434.8

T

otal emissions (location-based)22,414.5 41,832.9 41 ,3 8 8 .7 1,116.0

Total emissions excluding variable investment impacts (location-based)20,937.818,001.914,951.91,116.0

Total corporate emissions (location-based)8 9 7. 6729.66 3 8 .71,116.0

T

otal corporate emissions (market-based)7 3 4 .7 493.84 81.9n/a

Market-based approach for customer operational energy


13Downstream leased assetsCustomer consumption across

GNZ’s stabilised portfolio

8,851.91 0 , 6 4 7. 0n/an/a

1

PwC has provided limited assurance over the FY26 total scope 1, scope 2 (location-based), scope 2 (market-based) and scope 3 emissions.

The PwC assurance report is on pages 75-77.

2

These figures have been restated from FY25 disclosures. Refer to the Restatements section on pages 66-67 for details on the nature,

reason, and impact of each restatement.

3

Emissions from the Highbrook Crossing upgrade are included under this line item.

INVENTORY OVERVIEW

Sold products, Scope 3 Category 11 and 12

This year we are reporting sold product emissions for the first

time. These emissions capture the future greenhouse gas

impacts of buildings sold in the year and account for 5.7% of

total emissions (1,279 tCO

2

e).

Emissions from electricity use over the building’s remaining

life are reported under Scope 3 Category 11, while emissions

associated with demolition and disposal at the end of the

building’s life are reported under Scope 3 Category 12.

These emissions are estimates and may vary over time due

to long asset lifespans and uncertainty around future use and

end

-of-life treatment.

Demolition waste, Scope 3 Category 5

The demolition of older buildings ahead of the redevelopment

at Mt Wellington generated 197 tCO

2

e. 94% of this

demolition waste was diverted from landfill and accounted for

105 t C O

2

e. 6% of waste to landfill accounted for 92 tCO

2

e.

In-use emissions, Scope 3 Category 13

In-use emissions are our largest source of emissions in FY26,

generated from electricity and gas consumed by customers

in leased spaces outside our operational control.

In FY26, 72% of in-use emissions data was sourced from

utility bills and submeter readings. Where direct data was

unavailable, estimates were derived using benchmarks from

the New

Zealand Green Building Council (NZGBC) or data

from U.S. commercial building surveys. Further detail on this

methodology can be found on pages 72-73.

The emissions profile varies significantly across customer

types. Customers with the highest energy intensity include

cool stores, a data centre and manufacturing facilities. These

make up 21% of the leased portfolio by NLA but account for

64% of in-use emissions. Key levers for reducing emissions

from these customers include electrification, large-scale solar

and renewable energy instruments.

Warehousing makes up 73% of the leased portfolio by NLA

and 30% by in-use emissions. Emission reduction across

the warehousing portfolio is influenced more by base build

energy efficiency. Building upgrades that include lighting,

submetering and solar are expected to deliver meaningful

reductions for these customers.

Metrics & Targets (continued)

49.4

kgCO

2

e

24.5

kgCO

2

e

3 .7

kgCO

2

e

10.7

kgCO

2

e

1,200,432 sqm10,807 t C O

2

e

9.2

kgCO

2

e

FY26 SCOPE 3 CATEGORY 13 SUMMARY

High Intensity

1,476 t C O

2

e

Manufacturing

5,395 t C O

2

e

Warehousing

3,208 t C O

2

e

Other 729 tCO

2

e

Manufacturing

220,613 s q m

Warehousing

855,995 sqm

Other 68,100 sqm

Vacan cy

High Intensity 29,892 sqm

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Portfolio areaIntensityEnergy use

Emissions intensity and trends
Emissions intensity is presented using denominators that reflect the net lettable area (NLA) and revenue of our properties.

For

upfront embodied carbon from completed developments (Scope 3 Category 2), intensity is calculated using the

developments’ NLA and associated rental income at completion. For in-use emissions, intensity is based on leased area

across the portfolio and rental income. This leased area includes Great South Road Estate, which is excluded from NLA due to

the

ground lease nature of the improvements. All other intensity metrics use NLA and rental income across the total portfolio.

EMISSIONS INTENSITY BY SCOPE

kgCO

2

e per sqm NLAtCO

2

e per $m rental income

FY26F Y25F Y24F Y20FY26F Y25F Y24F Y20

Scope 10.420.160.22 0.46 2.20.81.33.3

Scope 20.140.190.14 0.19 0.81.00.81.4

Scope 318.5434.23 35.55 n /a10 0.0 17 9. 6 2 0 1 .7 n /a

Total emissions19.1034.58 35.91 n /a103.0 181.5 203.8 n /a

Total excluding variable investments 17. 8 4 14.88 12.97 n /a96.2 78.1 73.6 n /a

KEY EMISSIONS INTENSITY METRICS

Corporate emissions0 .760.60 0.55 1.05 4.13.23.17.7

Embodied emissions, Scope 3 Cat 2

(developments)

n /a474 428 n /an /a2,3202,188 n /a

In-use emissions, Scope 3 Cat 13

Whole portfolio, location-based9.28.6 6.2 n /a4 9 .7 45.0 35.3 n /a

Warehousing, location-based3 .74.54 .7n /a

Whole portfolio, market-based7. 58.8n /an /a

BASIS FOR CALCULATING INTENSITY

NLA (sqm)Net operating income ($m)

FY26F Y25F Y24F Y20FY26F Y25F Y24F Y20

Total portfolio

1

1 ,17 3 ,7 5 5

2

1,209,581 1,152,546 1,059,263 2 17. 6230.520 3.114 5.3

Development completionsn /a50,2866 1,73 7 n /an /a10.3 12.1 n /a

1

Portfolio metrics reflect 100% of Highbrook properties.

2

The leased area used as a basis for in-use emissions is 1,174,600 for FY26.

EMISSIONS INTENSITY TRENDS AND DRIVERS

Scope 11.2% above FY20 base year on an absolute basis. 9% below FY20 base year on an NLA intensity basis.

Subject to fluctuation due to timing of refrigerant leaks and use of diesel generators. The trend has been

downwards but rose in FY26 due to a number of R410A refrigerant leaks.

Scope 216% below FY20 base year on an absolute basis. 24% below FY20 base year on an NLA intensity basis.

The reduction is principally attributed to solar installations on office assets’

common areas.

Scope 3Subject to fluctuation due to volume and timing of investment activity and reporting of embodied carbon

and in-use emissions from sold assets. The 47% reduction in absolute emissions and 46% reduction on

an NLA intensity basis of emissions from FY25 was a result of no embodied carbon from developments

(Scope 3, Category 2) as there were no development completions in FY26.

Total emissionsCombination of the above – most influenced by Scope 3 emissions which made up 97% of total emissions

in FY26. Intensity (over NLA) was 45% lower than FY25 due to the lack of development completions.

Total emissions

excluding

variable

investment activity

Most influenced by customers’ in-use emissions and portfolio capex and opex. The 16% increase on

an

absolute basis from FY25 to FY26 was mostly due to higher capex across the stabilised portfolio in

the


period.

Metrics & Targets (continued)

CORPORATE

EMISSIONS TARGETS

CORPORATE EMISSIONS (ABSOLUTE)

Target


REDUCE BY

43% by F Y30

The target is to reduce corporate emissions by 43%

by FY30, from a base year of FY20.

Coverage

Scope 1, Scope 2, Scope 3 Categories 3, 4, 5, 6, and 7

– 4.0% of all GHG emissions for FY26.

Progress

In FY26, Goodman NZ achieved a 19.6% reduction in

corporate emissions from its FY20 base year, resulting in total

gross emissions of 897.6 tCO

2

e.

As part of our commitment to reducing corporate emissions,

we have obtained Toitū net carbonzero certification for FY26.

This certification confirms that our emissions have been

accurately measured and verified in accordance with the

ISO

14064-1:2018 standard for the purpose of achieving

the Toitū certification. These emissions have been matched

with locally sourced carbon credits for residual Scope 1 and

3 emissions, New Zealand Energy Certificates (NZ-ECs)

from

Meridian and Mercury for Scope 2 electricity use,

and carbon credits for any residual Scope 2 emissions not

covered by NZ-ECs.

The approach for achieving this target can be seen in our

Transition Plan on pages 54-55.


Efficient LED lighting to reduce

operational energy consumption.

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The Board set near-term science-aligned reduction targets
for GNZ’s Scope 3 emissions in 2025. While absolute

emissions may increase with development activity or portfolio

growth, these targets focus on reducing the intensity of

our emissions. Toitū

has provided an independent review

confirming that these targets have been set using the SBTi’s

Building Sector Science-Based Target Setting

Criteria. Our

targets do not rely on offsets, except for our market-based

approach target for in-use emissions intensity.

The FY25 baselines have been restated for embodied

carbon, following completion of final life cycle assessments,

and for in-use emissions, following the release of updated

emission factors from the Ministry for the Environment and

Bravetrace, and updated gas emissions data. For in-use

emissions, the higher baselines have resulted in revised

reduction targets. These have been restated to the right.

The pathways and approach for achieving these targets

can

be seen in our Transition Plan on pages 54-55.

SCIENCE-ALIGNED TARGETS

EMBODIED EMISSIONS INTENSITY

Target

REDUCE BY

30.4% by F Y30

The target includes reducing the upfront embodied GHG

emissions intensity of new building developments by 30.4%

by FY30, from a base year of FY25.

Coverage and Baseline

Scope 3 Category 2 – Capital goods (developments).

FY25 baseline intensity: 474 kgCO

2

e per sqm.

FY26 intensity:

0 k

gCO

2

e per sqm

(no developments completed in FY26).

IN-USE EMISSIONS INTENSITY

Target

REDUCE BY

3 7. 6 % using a market-based approach

by F Y30

The target is to reduce in-use operational GHG emissions

intensity for the leased building portfolio by 37.6% by the

end of FY30, from a base year of FY25 and applying a

market-based approach.

Coverage and Baseline

Scope 3 Category 13 – Downstream leased assets

(whole portfolio) – 43.6% of all GHG emissions for FY26.

FY25 baseline intensity: 8.8 kgCO

2

e per sqm.

FY26 intensity:

7

.5 kgCO

2

e per sqm

15% reduction from FY25.

Target

REDUCE FOR WAREHOUSING BY

26.9% using a location-based approach

by F Y30

The target is to reduce in-use GHG emissions intensity for

the leased warehouse portfolio by 26.9% by the end of

FY30, from a base year of FY25 and applying a location-

based approach.

Coverage and Baseline

Scope 3 Category 13 – Downstream leased assets

(warehouse portfolio) – 14.3% of all GHG emissions for FY26.

FY25 baseline intensity: 4.5 kgCO

2

e per sqm.

FY26 intensity: 3.7 kgCO

2

e per sqm

17% reduction from FY25.

Capital deployment

In FY26, we invested in projects addressing climate risks and opportunities, focusing on energy efficiency, carbon

reduction, and climate resilience. The table below outlines our progress and capital allocation, which aligns with our

transition plan to capture climate-related opportunities and manage associated risks. Total capital deployment in FY25

was $52.8 million, which has decreased to $16.8 million in FY26 due to lower development volumes.

TargetF Y26 ProgressFY26 SpendLink to transition plan

Minimum 5 Green Star

rating targeted for all

new

developments

Mt Wellington redevelopment further

progressed this financial year, and is

targeting a 6

Green Star Built rating.

$13.1mThis spend supports the Building

Materials and Climate Resilience

pillars by promoting low-carbon

construction methods and

delivering high-performance

developments that are better

equipped to withstand climate-

related risks.

Reduction in upfront

embodied carbon of

10% to 20% for new

developments compared

to similar reference building

Collaboration with MSC, Beca and

BQH has led to updated building

specifications and lower

-carbon

material targets, which have

been applied at the Mt Wellington

development.

$23kThis aligns with the Building

Materials pillar of the transition

plan, supporting the use of lower

GWP materials and promoting

innovation in construction

practices.

Replace 100% of R22

HVAC systems in the Core

Portfolio with lower GWP

Removal of higher

-GWP HVAC

systems reduces the risk of assets

becoming stranded. All 43 systems

have now been upgraded, completing

the renewal programme (100%).

$0.4mThis spend supports the

Corporate Emissions pillar by

reducing the GWP associated

with refrigerant leaks, which are

currently a significant source

of Goodman NZ’s corporate

emissions.

Submetering for 100%

of

the Core Portfolio

The submetering programme helps

customers measure energy use and

identify opportunities for emission

reduction. Including completed

developments, over 710,000 sqm of

space now has submetering installed,

or in progress equating to 71% of the

Core Portfolio.

$2mThis supports the Customer

Footprints pillar by enabling

customers to monitor and reduce

their operational emissions.

LED lighting for 100%

of

Core Portfolio

By ensuring that the Core Portfolio

is more energy efficient, customers

can reduce their operational

emissions. 98% of the Core Portfolio

now features LED lighting as of

31

March 2026.

$1.2mThis spend supports the

Customer Footprints pillar by

improving energy efficiency

across the Core Portfolio.

Solar installations total

at

least 2.0 MWp

Over 350,000 sqm of GNZ’s

portfolio now benefits from over

2.9 MWp onsite renewable

generation, ensuring reduced

reliance on the grid and more

energy resilience for customers.

$50kThis initiative supports both the

Customer Footprints and Climate

Resilience pillar by reducing

reliance on grid electricity and

enhancing energy resilience.

Metrics & Targets (continued)


EV charging stations

to promote sustainable commuting and reduce carbon emissions.

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OTHER CLIMATE-RELATED METRICS
Climate-related risks

We have undertaken an assessment of assets’ vulnerability to

physical and transitional risks, and the opportunities arising.

A quantitative approach for physical risks, and a qualitative

approach for transition risks and opportunities has been used.

Climate-related opportunities

The identification of climate-related risks for our business

also highlighted corresponding opportunities to build a more

resource efficient and resilient property portfolio, boost

customer productivity and grow our business sustainably

through green financing initiatives. These are all strategic

objectives, that if achieved would make GNZ a leader in

sustainable warehouse and logistics property


solutions.

By integrating sustainability features such as solar panels,

electrical submetering, and LED lighting, and prioritising

the reduction of embodied carbon through the use of

lower-carbon materials and innovative building methods,

Goodman

NZ continues to strengthen its commitment to

climate-related opportunities across both new developments

and existing assets.

Approximately 84% of the Core Portfolio has been upgraded

with new Smart LEDs, lower GWP refrigerant, electrical

submetering and solar over the last five years. Properties eligible

for Sustainable Finance now make up 14% of the Core Portfolio.

Internal emissions price

From FY26, Goodman NZ replaced the use of carbon credits

to offset upfront embodied carbon from developments

with an internal cost of carbon allocated to the Embodied

Carbon Innovation Fund (ECIF). Rather than retiring credits

to match embodied emissions, development budgets now

include a cost of carbon allowance that is pooled into the

ECIF and directed towards trialling materials and construction

techniques that target lower upfront embodied carbon

intensity over the longer term.

The internal cost of carbon has been set at $50 per tCO

2

e

for the past five years, providing a consistent basis for project

feasibility assessments and investment decisions. For FY26,

this rate was reaffirmed and informed by the contracted cost

of high-quality carbon credits acquired for recently completed

development projects (23,831 credits purchased based

on finalised Life Cycle Assessments, averaging $50.60 per

tCO

2

e) alongside prevailing New Zealand Emissions Trading

Scheme (ETS) carbon unit pricing. Internal carbon prices

adopted by peer organisations were also considered, and

Goodman NZ’s adopted price was found to be consistent with

the

range observed across comparable entities.

The internal cost of carbon will be reviewed annually by the

Board.

Goodman NZ’s Toitū net carbonzero certification continues

to require the purchase and retirement of carbon credits

to match remaining corporate emissions. We choose

New

Zealand Permanent Forest Sink Initiative (PFSI) carbon

credits and in FY26 the cost of these was $90.13 per tCO

2

e.

MetricEvaluationCommentaryResponse

Assets vulnerable

to physical risks

Physical climate-risk

assessment conducted

by

Aon Risk Consultants

Climate change is expected to

increase hazard levels, with pluvial

(rainfall-induced) flooding identified

as the most prevalent physical risk to

Goodman NZ’s portfolio. Under the

most extreme scenario, Aon


modelled

four assets susceptible to damage

impacts with ‘moderate or high

exposure’. As at 31st March 2026,

these assets represent 3.5% of the

portfolio by Net Lettable Area (NLA).

This is lower by 0.3% compared to

31st March 2025. By rental income,

the exposure reduced from 3.2% in

FY25 to 3.0% in FY26. Adjusting for

ownership share of Highbrook, these

assets represent 4% of the portfolio

with a rental exposure rate of 3%.

To mitigate these risks,

Goodman NZ have implemented

comprehensive building and

income

protection insurance,

regular maintenance

programmes, and plans for future

resilient developments. These

measures are part

of a broader

strategy to build long-term

climate risk readiness.

Assets vulnerable

to transitional risks

As analysed in the

strategy section of this

report (pages

48-53),

Goodman NZ faces

one or more transition

risks, identified in its risk

assessment

Among the risks identified, market

and regulatory risks were the most

significant, influencing property

investment choices, development

processes, and portfolio and

supply chain management. Value-

add assets are considered most

at risk of becoming stranded due

to these

transitional risks. Due to

the sale of an asset this year, the

proportion of Value Add assets

has increased from 14.5% in FY25

to

15.3% of NLA this year.

Goodman NZ will address these

transition risks by implementing

the transition plan and actions

outlined on pages 54-55. By

prioritising the development of

low-carbon, energy-efficient

assets, we believe Goodman NZ

is well-positioned to

manage the

identified transition risks.

EXCLUSIONS FROM EMISSIONS INVENTORY

Scope + CategoryGHG Emissions SourceReason for Exclusion

Excluded as not applicable to GNZ’s business activities

Scope 3 – Category 9Downstream Transportation

& Distribution

Scope 3 – Category 10Processing of Sold Products

Scope 3 – Category 14Franchises

Scope 3 – Category 15Investments

Excluded due to other reasons

Scope 3 – Category 6Hotel StaysHotel stays are an optional inclusion under the GHG

Protocol and have not been included.

Scope 3 – Category 13Tenant Waste and WaterExcluded due to the wide variability in waste and water use

across our industrial customer base. Reliable estimates

are not practical given the range of customer operations.

Performance linked remuneration

Sustainability is one of our four core values as a business and

an area of individual and collective responsibility. All 67 eligible

employees are assessed against these values as part of the

annual performance review process.

For FY26 (effective 1 April 2025), GNZ implemented a

Short-Term Incentive framework that provides a robust and

transparent structure for the Board to recognise and reward

performance for all eligible employees. The framework links

discretionary cash payments directly to the achievement of

annual business and individual performance outcomes.

Sustainability was integrated as one of seven business

performance measures in the FY26 STI scorecard under the

strategic objectives pillar, specifically focused on advancing

sustainability upgrades across the Core Portfolio and making

measurable progress toward FY30 embodied and in-use

emission reduction targets. For FY26, strategic objectives

determined 50% of the STI for the CEO and 30% of the

STI for executives. The Board assessed the FY26 strategic

pillar (including sustainability objectives) at a solid level

of performance, with 84% of that pillar achieved. Further

information about the short-term incentive scorecard can be

found on pages 158-159 within the remuneration report.

Individual performance is another pillar of the FY26 STI

scorecard. 10 employees had specific environmental

sustainability objectives assigned to their roles, with varying

weightings, for FY26. Individual performance determines

between 40% and 70% of the STI.

By integrating sustainability features such

as solar panels, electrical submetering,

and LED lighting, and prioritising the

reduction of embodied carbon through

the use of lower-carbon materials and

innovative building methods, Goodman NZ

continues to strengthen its commitment to

climate-related opportunities across both

new developments and existing assets.

Tāwharau Lane


Rooftop 83 kWp solar energy systems forecast

to cover over 50% of the building’s baseload.

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Stanley Black and Decker,

Highbrook Business Park,

achieved a 6 Green Star Built rating.

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MEASURING

OUR EMISSIONS

Calculation Approach

Our GHG emissions have been calculated in accordance

with Aotearoa New

Zealand Climate Standards (NZ CS) and

the Greenhouse Gas Protocol – A Corporate Accounting

and Reporting


Standard (2004) (‘GHG Protocol’) and the

Greenhouse

Gas Protocol, Scope 2 Guidance (2015).

Emission factors use the 100-year time horizon GWP values

from the IPCC Fourth Assessment Report and IPCC Fifth

Assessment Report.

Organisational Boundary and Consolidation Approach

Goodman NZ applies an operational control approach to

define the boundary of its greenhouse gas (GHG) emissions

reporting. Under this approach, we account for emissions

and removals from facilities where we have the authority

to implement operational policies. This allows us to focus

on emission sources we can directly influence and take

action on, ensuring our emissions reduction efforts align

with

Goodman NZ’s broader sustainability strategy.

Our organisational boundary includes all facilities and

activities over which Goodman NZ has operational control,

covering investment, development, and property services.

The definition of control for climate-related disclosures

differs from the definition of control applied in preparing the

financial statements included in this Annual Report. During

FY26, a 28.9% interest in Highbrook Business Park was sold

to investors via a limited partnership. The transaction led

to Highbrook Business Park being derecognised from the

FY26

Financial Results, however, for the purposes of climate-

related disclosures, as Goodman NZ retains management

authority over operating policies, utility accounts and

site contracts, Highbrook remains within Goodman

NZ’s

organisational boundary.

Base Year

Our base year for corporate emissions is the 12-month

period from 1 April 2019 to 31 March 2020, in alignment

with New


Zealand’s standard financial reporting calendar.

Our base year for all other Scope 3 emissions, including

upfront embodied carbon (Scope 3, Category 2,

developments) and in-use emissions (Scope 3 Category 13)

is 1 April 2024 to 31 March 2025, as this reporting period

aligns with the new targets established.

Restatements

In FY26, we restated emissions for eight categories to reflect

updated emission factors, the finalisation of documents,

and improve the accuracy of our previously estimated gas

consumption data. These restatements were made to

improve the

accuracy and consistency of our emissions

inventory.

Details of Gas Consumption Data Update

The method used to identify and estimate gas use in customers’

properties was updated in FY26 using more complete data.

Comparative reporting for FY24 and FY25 has been updated

to align with the revised estimation method.

Scope 3 Category 13 (Location-based approach for

downstream leased assets)

Emissions relating to gas consumption have been restated

for FY25, increasing location-based Scope 3 Category 13

emissions by 1,840.3 tCO

2

e.

FY24 emissions have also been restated, increasing location-

based Scope 3 Category 13 emissions by 1,067.2 tCO

2

e.

Scope 3 Category 13 (Market-based approach for

downstream leased assets)

Emissions relating to gas consumption have been restated

for FY25, increasing market-based Scope 3 Category 13

emissions by 1,916.5 tCO

2

e.

Details of Updated Emission Factor Restatements

When GNZ’s FY25 disclosures were published, the Ministry

for the Environment and BraveTrace had not yet released

their 2025 emission factors, and 2024 factors were

therefore applied. FY25 emissions have since been restated

using the 2025 emission factors to improve accuracy and

ensure consistency.

Scope 2 (Location-based)

Purchased electricity emissions have been restated for FY25,

adding 71.4 tCO

2

e to Scope 2 location-based emissions.

Scope 3 Category 3 (Transmission and distribution losses)

Emissions related to transmission and distribution losses

have been restated for FY25, adding 7.9 tCO

2

e to Scope 3

Category


3 emissions.

Scope 3 Category 5 (Waste generated in operations,

management offices)

Waste generated from Goodman NZ offices has been

restated for FY25, decreasing Scope 3 Category 5 emissions

by 4.3

tCO

2

e.

Scope 3 Category 6 (Business travel)

Business travel emissions have been restated for FY25,

adding 0.2 tCO

2

e to Scope 3 Category 6 emissions.

Scope 3 Category 11 (Use of sold products)

Emissions related to public EV charging on GNZ-owned

chargers have been restated for FY25, increasing Scope 3

Category 11 emissions by 12.5 tCO

2

e.

Scope 3 Category 13 (Location-based approach for

downstream leased assets)

Emissions relating to customer electricity and gas

consumption across Goodman NZ’s portfolio have been

restated for FY25, increasing location-based Scope 3

Category 13 emissions by 2,322.1 tCO

2

e.

Scope 3 Category 13 (Market-based approach for

downstream leased assets)

Emissions relating to customer electricity and gas

consumption across Goodman NZ’s portfolio have been

restated for FY25, increasing market-based Scope 3

Category 13 emissions by 2,438.4 tCO

2

e.

Details of the Embodied Carbon Restatement

Scope 3 Category 2 (Capital Goods – Developments)

Due to the finalisation of documents, Scope 3 Category 2

for development capital goods has been restated for FY25.

This revision follows a decrease of 739 tCO

2

e realised

after the Whole of Life As Built LCA’s were finalised and

independently peer-reviewed in the first half of FY26.

To calculate our corporate emissions, we employed

Toitū’s carbon emissions assessment and reporting tool,

eManage. Within this system, a mix of emission factors

were utilised, including:


1

Ministry for the Environment (2025).

Measuring emissions: A guide for organisations:

2025 detailed guide

1

.

2 BraveTrace (2025). Annual Production Year Report:

Including Residual Supply Mix (RSM) for New Zealand.

2

3 Turner, David & Williams, Ian & Kemp, Simon (2015).

Greenhouse gas emission factors for recycling of

source-segregated waste materials. Resources,

Conservation and Recycling. 2015, pages 186-191.

4


M

arket Economics Limited (2023).

Consumption Emissions Modelling, report prepared

for Auckland

Council.

5 Climalife. Climalife IDS Refrigeration Ltd

6 New Zealand Energy Certificate System (2025/2026).

Remaining emissions, not calculated in eManage were

calculated using the following emission factors:

7 Ministry for the Environment (2025).

Measuring emissions: A guide for organisations:

2025 detailed guide

1

.

8 Market Economics Limited (2023).

Consumption Emissions Modelling, report prepared

for Auckland

Council.

9


N

ew Zealand Energy Certificate System

(2025/2026).

10 One Click LCA Ltd. Global LCA database.

11 Bullen, L (2020). Life cycle-based environmental

impacts of

future New Zealand electricity supply.

12 UK BEIS (2022). Greenhouse gas reporting:

conversion factors.

13 New Zealand Green Building Council (2024).

Embodied Carbon Methodology – v2.0.


14



B

RANZ (2021). NZ grid electricity factors

(Module

B6, MBIE/ICCC 2019 scenarios).

15


B

raveTrace. (2025). NZECS Production Year

2025 Annual


Report.

1

The Ministry for the Environment released its 2026 guidance in

May 2026, after completion of our inventory and with insufficient time

and resources available to update the emissions factors. Our FY26

inventory therefore applies emission factors from the 2025 guidance.

The 2026 guidance includes emission factors that are materially

different to those in the 2025 guidance and would likely have a material

impact on our GHG emission disclosures.

2

BraveTrace has yet to release its 2026 Annual Production Year Report.

Interim factors for FY26 have been published but have not been applied,

as market-based emission factors are updated only upon release of the

finalised BraveTrace report.

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INCLUSIONS AND METHODOLOGIES

CategoryGHG Emissions SourceData Source Assumptions and MethodologyEmission FactorData QualityUncertainty

1

SCOPE 1

Fugitive

emissions

Leakage and replacement

quantities to top up

the refrigerants of air

conditioning systems.

Supplier recordsBuilding managers meet with HVAC contractors monthly and

report on refrigerant leak data, specifying the refrigerant type and

quantity. For any data gaps, the supplier is approached directly.

All properties within the portfolio where the HVAC is owned and

maintained by Goodman NZ are recorded. An emission factor is

then applied against the kg recorded.

1


5

MEDIUM:

Supplier-provided records are considered generally

reliable, however, accuracy in the monthly reports may be

affected by manual data entry.

MEDIUM:

Relies on manual reporting by the contractor.

SCOPE 1

Stationary

combustion

Diesel fuel used to top up

sprinkler systems.

Internal property

management

system

For properties within the portfolio where Goodman NZ owns and

maintains diesel-powered sprinkler systems, jobs are extracted

from the asset management software, with descriptions that

include the volume (litres) of diesel used. Emissions from these

diesel top-ups are recognised based on the Work Order entry

date, which is when the job is logged in the financial system,

rather than the physical refuelling date. This approach aligns with

Goodman

NZ’s methodology from previous reporting years and

provides a consistent basis for emissions reporting. An emission

factor is then applied against the litres recorded.

1

MEDIUM:

Internal asset management system is generally accurate,

however accuracy may be affected by manual data entry.

MEDIUM:

Relies on manually entered job descriptions.

SCOPE 2

Purchased

electricity

(location-

based)

Electricity used

in common areas,

Goodman

NZ offices and

vacant property space.

Supplier records

managed by third

par ty.

Records of electricity consumed sourced from an independent

third party. A location-based emission factor is then applied

against

this kWh.

1

HIGH:

Supplier-provided records are considered generally reliable.

LOW:

Actual kWh is recorded, there is a low reliance on

estimation.

SCOPE 2

Purchased

electricity

(market-

based)

Electricity used

in common areas,

Goodman

NZ offices and

vacant property space.

Supplier records

and New Zealand

Energy Attribute

Certificates.

Records of electricity consumed are sourced from an independent

third party. New Zealand Energy Certificates (NZ

-ECs) are

redeemed through the New Zealand Energy Certificate System

(NZECS) against a portion of the kWh consumed, allowing that

electricity usage to be reported with a zero emission factor.

For

remaining electricity not covered by NZ-ECs, an emission

factor is applied.

2


6

HIGH:

Supplier-provided records are considered generally reliable.

LOW:

Actual kWh is recorded, there is a low reliance on

estimation.

Purchased

electricity

(location-

based)

Electricity used to charge

electric vehicles.

Supplier reportRecords of electricity consumed in pool car charging are

downloaded from both supplier websites. An emission factor

is

applied against this kWh.

1

HIGH:

Supplier-provided reports are considered generally reliable.

LOW:

Actual kWh is recorded, there is a low reliance on

estimation.

SCOPE 3

C AT EG O R Y 1

Purchased

goods and

services

Purchased goods and

services

Expenses report

extracted from

Goodman NZ’s

accounting

software.

Operational expenditure data is sourced from Goodman

NZ’s

finance system and mapped to emission factors from a

New Zealand consumption-based model. Emissions are calculated

by applying these factors to the relevant spend categories. As a

spend-based approach, results are

indicative only and depend

on the quality of the underlying model data and alignment with

Goodman NZ’s accounting codes.

8

HIGH:

Internal finance system is considered reliable.

HIGH:

Spend-based model relies on assumptions around

categorisations.

SCOPE 3

C AT EG O R Y 2

Capital goods

(stabilised)

Capital expenditure at

Goodman NZ’s properties

Expenses report

extracted from

Goodman NZ’s

accounting

software.

Capital goods expenditure is sourced from Goodman NZ’s finance

system and mapped to emission factors from a New

Zealand

consumption-based model. Emissions are calculated by applying

these factors to the relevant spend categories so that emissions

are recorded as the capital spend is incurred. As a spend-based

approach, results are indicative only and depend on the quality

of the underlying model data and alignment with Goodman NZ’s

accounting codes.

8

HIGH:

Internal finance system is considered reliable.

HIGH:

Spend-based model relies on assumptions around

categorisations.

1

GHG quantification is subject to inherent uncertainty due to incomplete scientific knowledge used to determine emissions factors and the values required

to


combine emissions from different gases.

Inclusions and Methodologies (continued)
7170

Financial Results

Goodman NZ

Annual Report 2026

GNZ Bond Issuer Limited

Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther InformationClimate-related Disclosures

CategoryGHG Emissions SourceData Source Assumptions and MethodologyEmission FactorData QualityUncertainty

1

SCOPE 3

C AT EG O R Y 2

Capital goods

(developments)

Upfront embodied carbon

in developments

Third party

Life Cycle

Assessments

(LCAs)

A whole-of-life carbon assessment is used to quantify the potential

carbon emissions impacts of a project including its upfront embodied

carbon. This comprises emissions from the extraction of raw

materials, transport of these materials and construction. The upfront

carbon emissions are derived from the One Click LCA Database

and follow the ISO 14040, ISO 14044 and EN 15978 standards.

Contractors provide Environmental Product Declarations (EPDs) for

materials where possible to improve data integrity which is relayed to a

third party and reviewed. Emissions are recognised for a development

in the period in which it completes using as

-built data as per the final

LCA. This approach aligns with the Ministry for the Environment’s

Embodied emissions of buildings guidance. As a result, capital

expenditure recognised in the financial results does not necessarily

align with the timing of embodied emissions recognition.

10

HIGH:

Data is prepared by industry experts and subject to peer

review.

LOW:

An independent industry expert used building quantities

and


a reputable embodied carbon database.

SCOPE 3

C AT EG O R Y 3

Transmission

and distribution

losses

Electricity lost during the

process of transporting and

distributing

Supplier reportsElectricity usage (kWh) from supplier records is multiplied by the

national average emissions factor for losses.

1

HIGH:

Supplier-provided records are considered generally

reliable.

MEDIUM:

Calculated using supplier data and standard emissions

factors. Minimal estimation required.

C AT EG O R Y 4

Freight

transport

agencies

CouriersInternal finance

system

Total spend from courier invoices is extracted from our internal

finance system and is multiplied by the relevant emission factor.

4

HIGH:

Internal finance system is considered reliable.

HIGH:

Spend-based model relies on assumptions around

categorisations.

C AT EG O R Y 5

Waste

generated in

operations

Waste from Goodman NZ’s

head


offices

Supplier reportsQuantities of waste (tonnes) from the two office sites are sourced

from supplier records. All landfill sites are assumed to utilise landfill

gas recovery. At one office with multiple tenancies, the waste data is

pro-rated on a floor area basis. The relevant emission factor is

then

applied to this tonnage.

1


3

HIGH:

Supplier-provided records are considered generally

reliable.

MEDIUM:

Floor area has apportioned data, introducing estimation.

Demolition waste


Supplier reportsQuantities of waste (tonnes) from development sites are sourced

from demolition supplier reports. The relevant emission factor is

then applied to this tonnage depending on waste typology.

7


12


13

HIGH:

Supplier-provided records are considered generally

reliable.

LOW:

Calculated using supplier data and standard emissions

factors. Minimal estimation required.

C AT EG O R Y 6

Business travel

FlightsSupplier reportsRecords from invoices and travelcards confirm the destination

travelled to/from and number of passengers. Using the my climate

flight calculator, distance each way is obtained, and an emission

factor is applied against this.

1

HIGH:

Supplier invoices and the myclimate website are generally

considered reliable.

LOW:

Based on actual travel data and class of travel known.

Minimal

estimation required.

Ta x i sInternal finance

system

Total spend from supplier invoices is extracted from our internal

finance system and is multiplied by the relevant emission factor.

1

HIGH:

Internal finance system is considered reliable.

HIGH:

Spend-based model relies on assumptions around

categorisations and vehicle type not captured.

RidesharesSupplier reportReport downloaded directly from supplier website. Distance is

recorded in miles, which is converted to km and an emission factor

is applied against this.

1

HIGH:

Supplier invoices and summaries are generally considered

reliable.

LOW:

Based on actual distance data. Minimal estimation

required.

MileageInternal finance

system

A report detailing the costs of mileage claims is downloaded.

These costs are converted into kilometres travelled using the IRD’s

published kilometre rates, and an average car emission factor is

then applied to calculate emissions.

1

HIGH:

Internal finance system is considered reliable when

calculating kilometres travelled.

MEDIUM:

Based on IRD rates and average emission factors, as

actual car type is not known.

Fuel cardsSupplier reportMonthly reports are generated by the supplier, detailing

the total volume and type of fuel used by employees.

The appropriate emission factor is then applied to this literage.

1

HIGH:

Supplier invoices and summaries are generally considered

reliable.

LOW:

Based on actual fuel volumes with minimal estimation.

C AT EG O R Y 7

Employee

commuting

Employee commutingEmployee surveyA 2025 staff survey captured commuting distance, mode,

frequency, and work-from-home days. Survey responses

were used to estimate typical commuting behaviour for FY26.

Average annual commuting distances were calculated by transport

mode, adjusted to reflect time spent working from home, and

applied across the workforce. Emissions were then calculated

using relevant emissions factors.

7

MEDIUM:

Impacted by number of responses and interpretation

of survey questions.

MEDIUM:

Based on survey responses and extrapolation.

C AT EG O R Y 11

Use of sold

products

Public EV charging on

Goodman NZ owned

chargers

Supplier reportsReport downloaded directly from supplier website. Electricity (kWh)

is recorded and an emission factor is applied against this.

7

HIGH:

Supplier invoices and summaries are generally considered

reliable.

LOW:

Based on actual electricity consumption data with minimal

assumptions.

1

GHG quantification is subject to inherent uncertainty due to incomplete scientific knowledge used to determine emissions factors and the values required

to


combine emissions from different gases.

Inclusions and Methodologies (continued)
7372

Financial Results

Goodman NZ

Annual Report 2026

GNZ Bond Issuer Limited

Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther InformationClimate-related Disclosures

CategoryGHG Emissions SourceData Source Assumptions and MethodologyEmission FactorData QualityUncertainty

1

SCOPE 3

C AT EG O R Y 11

Use of sold

products

Remaining lifetime energy

consumption from a sold

asset

Supplier reports

and modelling

Annual electricity consumption for the sold asset is based on the

historical average consumption of the sold property in the two years

prior to its sale. Emissions from the year of sale to 2050 are calculated

by applying projected NZ grid electricity emission factors derived

from BRANZ electricity datasets (BRANZ, 2019), based on a life

cycle model developed by Bullen (2020), under the ‘Environmental’

decarbonisation pathway. These factors are applied as a straight

-l

ine

annual reduction to the latest MfE electricity emission factor, with

the projected factor then multiplied by annual kWh consumption.

A

60-year building life and consistent kWh consumption are assumed,

with 58 years remaining at the point of sale. Electricity emissions after

2050 are assumed to be zero due to New

Zealand’s net-zero 2050

target. There is a higher level of estimation uncertainty around the

forecast emissions factor reaching net-zero by 2050, including the

trajectory of reduction across the period as used in our calculations.

The forecast emission factor is subject to many variables around the

future of New

Zealand’s sources of electricity and the grid mix that

are outside of our control.

7


11


14

HIGH:

Electricity consumption is based on actual data.

HIGH:

Results rely on multiple long-term assumptions.

SCOPE 3

C AT EG O R Y 12

End-of-life

treatment of

sold products

End of life treatment from

a sold asset

Third party

Life Cycle

Assessments

(LCAs)

A whole

-of-life carbon assessment for the sold asset was prepared

by a third-party consultant and subject to peer review. These

assessments are derived from the One Click LCA database and

aligned with ISO 14040, ISO 14044, and EN 15978 standards.

End

-of-life emissions for the sold asset were calculated as part of

this based on emission factors within the database.

10

HIGH:

Data is prepared by industry experts and subject to peer

review.

MEDIUM:

Assumptions are required due to long asset lifespans and

the difficulty of predicting future waste practices.

C AT EG O R Y 13

Downstream

leased assets

Customer electricity

consumption

Data downloaded

from online

submetering

system

For properties with submetering, monthly electricity consumption

(kWh) is extracted from the online platform. Where submetering data

is unavailable for part of the year, usage is estimated using the average

of available months. The kWh calculated includes grid feed-in and

solar self-consumption. The solar self-consumption is recorded at a

zero emission factor. An appropriate emission factor is then applied.

7


15

HIGH:

Assumed submetering records are correct.

LOW:

Actual submetered data is used with minimal estimation.

Customer electricity and

gas

consumption

Supplier records

managed by

third party

In most cases, for properties that are not submetered and we have

permission to access their utility records, this data is used. A third

party collates this data for us and uploads it to an online portal.

kWh

usage can directly be downloaded by property, and an

emission factor is applied against this for gas and electricity.

For

properties where data was not available for the full year, data

from FY25 was used where available. If this data was not available,

an average of FY24 data was used.

7


15

HIGH:

Assumed utility data records are correct.

MEDIUM:

Based on partial year data and use of prior year averages

where current data was unavailable.

Customer gas

consumption

Supplier recordsFor properties where gas supplier records were not available from

the

third party (above), we reached out directly to the gas supplier to

obtain usage data. The relevant emission factor was then applied to this.

7

HIGH:

Assumed utility data records are correct.

LOW:

Based on actual gas data with minimal estimation.

Customer electricity

consumption

Benchmarks

from

NZGBC

For properties where neither of the above options was available,

electricity consumption was estimated using industrial benchmarks

from the New Zealand Green Building Council (NZGBC) for average

kWh/m²/year. Properties were classified as either non-refrigeration

or distribution types, and the corresponding benchmark was applied

based on this classification. Net Lettable Area (NLA), obtained from

internal lease tracking software, was used to calculate the estimated

electricity usage. The relevant emission factor was then applied to

this.

7


15

MEDIUM:

National benchmarks are generally considered reliable,

however, they will not reflect the usage of customers as

accurately as real data.

HIGH:

Due to use of industry benchmarks and assumptions

based on property classification and floor area.

Customer electricity and

gas consumption

Study from

U.S. Energy

Information

Administration

(EIA)

For properties where none of the above options were available,

electricity and gas consumption were estimated using data from a

study by the U.S. Energy Information Administration. Each property

was classified into one of 13 categories aligned with those defined in

the EIA study. Energy intensities were converted from kWh per square

foot to kWh/sqm for electricity, and from thousand Btu per square

foot to kWh/sqm for gas. These intensity estimates were refined,

where appropriate, by our Engineering and Building Services Manager,

who used local knowledge of New

Zealand warehouse operations.

Total

energy consumption was then estimated using floor area data,

with appropriate emission factors applied to calculate emissions.

The

2018 report is the most recent version.

7


15

LOW:

While the estimates are generally considered reliable, in

this case they are based on international building data and

may not reflect the specific characteristics of the actual

buildings. As such, they are less accurate than estimates

derived from site-specific data.

HIGH:

This approach relies on international benchmarks,

adjusted intensity factors, and assumptions regarding

building classification and energy use intensity.

For Scope 3, Category 13 in FY26, 37.6% of electricity data was from submetering, 34.8% was from supplier records,

2.2% was from NZGBC benchmarking and 25.4% was from EIA estimates.

1

GHG quantification is subject to inherent uncertainty due to incomplete scientific knowledge used to determine emissions factors and the values required

to


combine emissions from different gases.

To the Directors of Goodman New Zealand Limited and Goodman Property Services (NZ) Limited
Limited Assurance Report on Goodman’s Scope 1, Scope 2 (location-based), Scope 3

Greenhouse Gas Emissions and the Scope 2 Market-based Disclosures

We have undertaken a limited assurance engagement of the accompanying Scope 1, Scope 2 (location-based), Scope 3

Greenhouse Gas (GHG) Emissions, the additional required disclosures of gross GHG emissions, and gross GHG emissions

methods, assumptions and estimation uncertainty (the GHG Disclosures) and the Scope 2 (calculated using the market-based

method) emissions and related disclosures (together, the Scope 2 Market-based Disclosures) of Goodman New Zealand Limited

(GNZL) and its subsidiaries and Goodman Property Services (NZ) Limited (GPS) (collectively referred to as Goodman NZ) for

the year ended 31 March 2026, as disclosed in the Climate-Related Disclosures report.

Based on the procedures we have performed and the evidence we have obtained, nothing has come to our attention that causes

us to believe that Goodman NZ’s GHG Disclosures and the Scope 2 Market-based Disclosures for the year ended 31 March 2026

are not prepared, in all material respects, in accordance with Management’s Criteria (the Criteria) as explained in the Calculation

Approach on page 66 to the Climate-Related Disclosures report.

We conducted our limited assurance engagement in accordance with International Standard on Assurance Engagements

(New Zealand) 3410 Assurance Engagements on Greenhouse Gas Statements (ISAE (NZ) 3410), issued by the New Zealand

Auditing and Assurance Standards Board. That standard requires that we plan and perform this engagement to obtain limited

assurance about whether the GHG Disclosures and the Scope 2 Market-based Disclosures are free from material misstatement.

We assessed the GHG Disclosures and the Scope 2 Market-based Disclosures against the Criteria. The GHG Disclosures and

the Scope 2 Market-based Disclosures need to be read and understood together with the Criteria. The GHG Disclosures and the

Scope 2 Market-based Disclosures comprise the following metrics and assertions:

—gross GHG emissions

− Scope 1 Direct Emissions of 487.7 tCO

2

e on page 58;

− Scope 2 Purchased Electricity (location-based method) of 166.8 tCO

2

e on page 58; and

− Total Scope 3 emissions of 21,760.0 tCO

2

e on page 58;

—additional required disclosures of gross Scope 1, Scope 2 (location-based method) and Scope 3 GHG emissions on

pages 65 and 66; and

—gross GHG emissions methods, assumptions and estimation uncertainty on pages 67 and 68 to 73.

We have also undertaken a limited assurance engagement over the Scope 2 Market-based Disclosures for the year ended

31 March 2026 as follows:

—Scope 2 Purchased Electricity (market-based method) of 3.8 tCO

2

e on page 58; and

—related disclosures on pages 68 and 69.

Our assurance engagement does not extend to any other information included, or referred to, in the Climate-related Disclosures

report. We have not performed any procedures with respect to the excluded information and, therefore, no conclusion is expressed

on it. The comparative information for the years ended 31 March 2020, 31 March 2024 and 31 March 2025 disclosed in

Goodman NZ’s Climate-related Disclosures report is not covered by the assurance conclusion expressed in this report.

PricewaterhouseCoopers, PwC Tower, 15 Customs Street West, Private Bag 92162, Auckland, 1142, New Zealand

T: +64 9 355 8000, www.pwc.co.nz

7574

Financial Results

Goodman NZ

Annual Report 2026

GNZ Bond Issuer Limited

Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther InformationClimate-related Disclosures

The comparative information (that is, the GHG Disclosures and Scope 2 Market-based Disclosures for the years ended
31 March 2020, 31 March 2024 and 31 March 2025) were previously disclosed in the Climate-related Disclosures report

of Goodman Property Trust for the year ended 31 March 2025 for the purpose of meeting part 7A of the Financial Markets

Conduct Act (2013) (the Act).

We issued an unmodified assurance report in accordance with NZ SAE 1 Assurance Engagements over Greenhouse Gas

Emissions and ISAE (NZ) 3410 dated 23 June 2025 on the GHG Disclosures and Scope 2 Market-based Disclosures for the

year ended 31 March 2025, prepared in accordance with New Zealand Climate Standards and disclosed in the Climate-related

Disclosures report of Goodman Property Trust for the year ended 31 March 2025.

The GHG Disclosures and the Scope 2 Market-based Disclosures for the years ended 31 March 2024 and 31 March 2020

have not been subject to assurance.

There have been no adjustments to the comparative GHG Disclosures and Scope 2 Market-based Disclosures as a result of

Goodman Property Trusts corporatisation into Goodman New Zealand Limited.

We draw attention to the fact that this limited assurance engagement has been undertaken on a voluntary basis at the discretion

of the Directors. Goodman NZ’s Climate-related Disclosures report for the period ended 31 March 2026 is not intended to, and

does not, meet any legislative requirements within Part 7A of the Act. Goodman NZ’s Climate-related Disclosures report has not

been prepared in accordance with Aotearoa New Zealand Climate Standards. Our assurance engagement is therefore intended

solely for the Directors of GNZL and GPS.

The Directors are responsible on behalf of GNZL and GPS for the preparation of the GHG Disclosures and the Scope 2 Market-

based Disclosures in accordance with the Criteria, applied as explained on page 66 of the Climate-Related Disclosures report.

This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation of the GHG

Disclosures and the Scope 2 Market-based Disclosures that is free from material misstatement, whether due to fraud or error.

We have complied with the independence and other ethical requirements of Professional and Ethical Standard 1 International

Code of Ethics for Assurance Practitioners (including International Independence Standards) (New Zealand) issued by the

New Zealand Auditing and Assurance Standards Board, which is founded on the fundamental principles of integrity, objectivity,

professional competence and due care, confidentiality and professional behaviour.

We apply Professional and Ethical Standard 3 Quality Management for Firms that Perform Audits or Reviews of Financial

Statements, or Other Assurance or Related Services Engagements, which requires our firm to design, implement and operate

a system of quality management including policies or procedures regarding compliance with ethical requirements, professional

standards and applicable legal and regulatory requirements.

In our capacity as auditor and assurance practitioners, our firm also provides audit, review, agreed-upon procedures and other

assurance services. The firm has no other relationship with, or interests in Goodman NZ.

Our responsibility is to express a limited assurance conclusion on the GHG Disclosures and the Scope 2 Market-based Disclosures

based on the procedures we have performed and the evidence we have obtained. We conducted our limited assurance engagement

in accordance with ISAE (NZ) 3410. That standard requires that we plan and perform this engagement to obtain limited assurance

about whether the GHG Disclosures and the Scope 2 Market-based Disclosures are free from material misstatement.

A limited assurance engagement undertaken in accordance with ISAE (NZ) 3410 involves assessing the suitability in the

circumstances of Goodman NZ’s use of the Criteria as the basis for the preparation of GHG Disclosures and the Scope 2

Market-based Disclosures, assessing the risks of material misstatement of the GHG Disclosures and the Scope 2 Market-based

Disclosures whether due to fraud or error, responding to the assessed risks as necessary in the circumstances, and evaluating

the overall presentation of the GHG Disclosures and the Scope 2 Market-based Disclosures. A limited assurance engagement

is substantially less in scope than a reasonable assurance engagement in relation to both the risk assessment procedures,

including an understanding of internal control, and the procedures performed in response to the assessed risks.

The procedures we performed were based on our professional judgement and included enquiries, observation of processes

performed, inspection of documents, analytical procedures, evaluating the appropriateness of quantification methods and

reporting policies, and agreeing or reconciling with underlying records.

Given the circumstances of the engagement, in performing the procedures listed above we:

—Evaluated Goodman NZ’s assessment of organisational and operational boundaries;

—Obtained, through enquiries, an understanding of Goodman NZ’s control environment, processes and information systems

relevant to the preparation of the GHG Disclosures and the Scope 2 Market-based Disclosures. We did not evaluate the

design of particular control activities, or obtain evidence about their implementation;

—Evaluated whether Goodman NZ’s methods for developing estimates are appropriate and had been consistently applied.

Where we considered it to be appropriate, we tested, on a limited sample basis, the data on which certain estimates are

based. In some instances, we separately developed our own estimates against which to evaluate Goodman NZ’s estimates;

—Assessed a limited number of emission factor sources and reperformed a limited number of emissions calculations for

mathematical accuracy;

—For particular emission sources we confirmed activity data directly with the supplier;

—Reconciled data used in the calculation of certain emission sources to other records with Goodman NZ;

—Tested a limited number of items to, or from, supporting records, as appropriate;

—Performed analytical procedures on particular emission categories by comparing expected spend or activity data to actual

data used in the calculation of GHGs emitted and made enquiries of management to obtain explanations for any significant

differences we identified; and

—Considered the presentation and disclosure of the GHG Disclosures and the Scope 2 Market-based Disclosures.

The procedures performed in a limited assurance engagement vary in nature and timing from, and are less in extent than for,

a reasonable assurance engagement. Consequently, the level of assurance obtained in a limited assurance engagement is

substantially lower than the assurance that would have been obtained had we performed a reasonable assurance engagement.

Accordingly, we do not express a reasonable assurance opinion about whether Goodman NZ’s GHG Disclosures and the Scope 2

Market-based Disclosures have been prepared, in all material respects, in accordance with the Criteria applied as explained on

page 66 of the Climate-Related Disclosures report.

Because of the inherent limitations of an assurance engagement, together with the internal control structure, it is possible that

fraud, error or non-compliance may occur and not be detected.

As discussed on pages 69-73 of the Climate-Related Disclosures report, the GHG quantification is subject to inherent uncertainty

because of incomplete scientific knowledge used to determine emissions factors and the values needed to combine emissions of

different gases.

This report, including our conclusions, has been prepared solely for the Directors of GNZL and GPS.

Our report should not be used for any other purpose. To the fullest extent permitted by law, we do not accept or assume

responsibility for any reliance on this report to anyone other than the Directors of GNZL and GPS, as a body, or for any purpose

other than that for which it was prepared.

For and on behalf of:

PricewaterhouseCoopers




Auckland

25 June 2026

PwCPwC

7776

Financial Results

Goodman NZ

Annual Report 2026

GNZ Bond Issuer Limited

Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther InformationClimate-related Disclosures

Independent Assurance Report (continued)

7978

Bosch

Highbrook Crossing Units, Highbrook Business Park

FINANCIAL STATEMENTS

GOODMAN NZ

Financial Statements

For the year ended 31 March 2026

The Boards of Goodman New Zealand Limited and

Goodman Property Services (NZ) Limited authorised

these financial statements for issue on 25 May 2026.

For and on behalf of the Boards:

John Dakin

L

aurissa Cooney

Chair Chair, Audit and Risk Committee

Financial Results

Goodman NZ

Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther Information

Statement of comprehensive income 80

Balance sheet

81

S

tatement of cash flows

82

S

tatement of changes in equity

83

G

eneral information

84

N

otes to the financial statements

87

1

.

I

nvestment property

8

7

2.

I

nvestment in associates

9

2

3. Borrowings

9

4

4.

C

ontributed equity and distributions

9

9

5.

O

perating earnings and earnings per share

1

00

6.

T

ransaction costs

1

01

7.

F

inancial instruments

1

02

8.

N

et corporate costs

1

03

9.

E

mployee benefits liabilities

1

04

10.

Re

lated party assets

1

06

11.

E

mployee compensation reserve

1

07

12.

D

ebtors and other assets

1

09

13.

C

reditors and other liabilities

1

09

14. Tax

1

10

15.

Re

lated party disclosures

1

12

16.

C

ommitments and contingencies

1

15

17.

Re

conciliation of profit after tax

to net cash flows from operating activities

1

15

18.

F

inancial risk management

1

16

19.

M

ajor customer disclosure

1

18

20.

O

perating segments

1

18

Independent auditor’s report

1

21

STATEMENT OF COMPREHENSIVE INCOME
For the year ended 31 March 2026

$ millionNote20262025

Property income1.1223.12 7 7. 9

Property expenses(38.6)( 4 7. 4 )

Net property income184.5230.5

Fee income

1510.8–

Interest cost

3.1(48.3)(64.9)

Interest income

3.18.50.8

Net interest cost(39.8)(6 4.1)

Net corporate costs

8(13.8)(10.9)

Share based payments expense

11(4.2)(1.2)

Profit before other expenses and tax137.5154.3

Other income / (expenses)

Share of earnings from associates

28 4 .7–

Movement in fair value of investment property

1.35 9 .711.1

Movement in fair value of financial instruments

7. 1( 7. 0 )( 17. 1 )

Movement in fair value of legacy employee benefits

9(10.3)( 1 3 .7 )

Transitional services(1.1)(1.1)

Transaction costs

6(5.1)(2.6)

Profit before tax258.4130.9

Tax expense

14.1(10.4)(21.3)

Profit after tax attributable to equity holders248.0109.6

Other comprehensive income––

Total comprehensive income for the year attributable to equity holders248.0109.6

For 2026, total comprehensive income for the year is attributable to equity holders of Goodman New Zealand Limited

only, with no comprehensive income attributable to equity holders of Goodman Property Services (NZ) Limited.

Refer

to note 20 for further details.

For 2025, total comprehensive income for the year was attributable to equity holders of Goodman Property Trust.

CentsNote20262025

Basic and diluted earnings per share after tax

5.2

16.127. 1 2

For 2026, basic and diluted earnings per share after tax is attributable to equity holders of Goodman New Zealand

Limited only, with no basic and diluted earnings per share after tax attributable to equity holders of Goodman

Property Services (NZ) Limited.

For 2025, basic and diluted earnings per share after tax was attributable to equity holders of Goodman Property

Trust on a per unit basis.

The above statement should be read in conjunction with the accompanying notes.

BALANCE SHEET

As at 31 March 2026

$ millionNote20262025

Non-current assets

Investment property

1.3

2,671.52,524.0

Investment in associates

2.3

974 . 9–

Financial instruments

7. 2

5.45.1

Property, plant and equipment11.11.1

Tax receivable7. 06.9

Deferred tax assets

14.2

8.310.6

Related party assets

10

23.44 0.5

Total non-current assets3,701 .62,588.2

Investment properties held for sale

1.5

–2,165.1

Current assets

Cash10.58.2

Short-term deposits475.0–

Financial instruments

7. 2

–0.2

Debtors and other assets

12

17. 26 .7

Tax receivable–0.9

Related party assets

10

17. 116.1

Total current assets519.832.1

Total assets4,221.44 ,78 5. 4

Non-current liabilities

Borrowings

3.2

70 4.01,132.8

Lease liabilities

3.5

185.2126.0

Financial instruments

7. 2

–14.3

Creditors and other liabilities

13

2 .7–

Deferred tax liabilities

14.2

9.9–

Employee benefits liabilities

9

11.317. 8

Total non-current liabilities913.11,290.9

Current liabilities

Borrowings

3.2

–325.0

Creditors and other liabilities

13

35.138.9

Current tax payable–1.8

Lease liabilities

3.5

9.40 .7

Employee benefits liabilities

9

20.217. 1

Total current liabilities6 4 .7383.5

Total liabilities9 7 7. 81 ,6 74 . 4

Net assets3,243.63,111.0

Equity

Contributed equity

4

1,939.11,955.0

Retained earnings1,299.11,15 4.8

Employee compensation reserve

11

5.41.2

To t a l e q u i t y

20

3,243.63,111.0

GNZ equity3 , 2 3 7. 03,111.0

GPS equity

4.2

6.6–

To t a l e q u i t y3,243.63,111.0

The above statement should be read in conjunction with the accompanying notes.

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Financial Results

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Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther Information

STATEMENT OF CASH FLOWS
For the year ended 31 March 2026

$ millionNote20262025

Cash flows from operating activities

Property income received223.1275.9

Property expenses paid(37.1)(48.4)

Fee income10.8–

Interest income received8.50.8

Interest costs paid on borrowings(46.5)(56.3)

Interest costs paid on lease liabilities(4.9)(4.5)

Corporate costs paid(10.1)( 7. 6 )

Net GST (paid) / received( 1 .7 )2.3

Tax refund received0.81.4

Transaction costs paid(6.4)(2.3)

Payments for the acquisition of other assets( 2 .7 )–

Net cash flows from operating activities

17133.8161.3

Cash flows from investing activities

Proceeds from the sale of investment properties1,297.51.4

Capital expenditure payments for investment properties(56.5)(80.1)

Payments for property, plant and equipment(3.1)–

Holding costs capitalised to investment properties(8.1)(9.2)

Dividends from associates9 .7–

Investments in short-term deposits(475.0)–

Net cash flows from investing activities764.5(87.9)

Cash flows from financing activities

Proceeds from borrowings385.09 17. 0

Repayments of borrowings(1,14 0.0)( 8 7 7.7 )

Settlement of financial instruments(21.4)(15.0)

Distributions paid

4( 1 0 3 .7 )(98.9)

Equity buyback and cancellation

4(15.9)–

Net cash flows from financing activities(896.0)( 74 .6)

Net movement in cash2.3(1.2)

Cash at the beginning of the year8.29.4

Cash at the end of the year10.58.2

The above statement should be read in conjunction with the accompanying notes.

The sale of Highbrook Business Park for $2,109.7 million and the concurrent investment in associate of $899.9 million

were settled on a net basis, with $1,209.8 million of cash received which is included in proceeds from the sale of

investment properties above.

STATEMENT OF CHANGES IN EQUITY

For the year ended 31 March 2026

Note

Contributed

equity

($ million)

Employee

compensation

reserve

($ million)

Retained

earnings

($ million)

To t a l

equity

($ million)

As at 1 April 20241,955.0–1,14 4.13,099.1

Total comprehensive income for the year––109.6109.6

Distributions paid

4––(98.9)(98.9)

Share based payment expense

11–1.2–1.2

As at 31 March 20251,955.01.21,154.83,111.0

Total comprehensive income for the year––248.0248.0

Distributions paid

4––( 1 0 3 .7 )(10 3 .7 )

Share based payment expense

11–4.2–4.2

Equity buyback and cancellation

4(15.9)––(15.9)

As at 31 March 20261,939.15.41,299.13,243.6

The above statement should be read in conjunction with the accompanying notes.

8382

Financial Statements of

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Financial Results

Goodman NZ

Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther Information

GENERAL INFORMATION
For the year ended 31 March 2026

Reporting entity

Goodman New Zealand Limited (GNZL or the Company)

is a company incorporated on 18 February 2026 and

domiciled in New

Zealand. GNZL was established as part

of the corporatisation of Goodman Property Trust (GMT

or the Trust) which was implemented following unitholder

approval of the corporatisation and stapling transaction

on 31 March 2026. Refer to the significant transactions

section on the following page for further details.

Goodman Property Services (NZ) Limited (GPS) is

a company incorporated on 28 March 2003 and

domiciled in New

Zealand.

The address of the registered office for both entities is

Level 8, 124 Halsey Street, Auckland.

The financial statements presented are consolidated

financial statements of Goodman New

Zealand Limited

and its wholly-owned subsidiaries and Goodman

Property Services (NZ) Limited, each of GNZL and GPS

being a “stapled entity”, and together Goodman NZ

(GNZ

or the Group).

The stapling transaction results in the combination

of GNZL and GPS into a consolidated group. For the

purposes of financial reporting, one of the stapled

entities is required to be identified as the parent entity

of the consolidated group. GNZL has been identified as

the parent for the purposes of preparing these financial

statements and, consequently, the equity interest

attributable to GPS is presented as a non

-controlling

interest in the consolidated financial statements.

GNZ holds an investment in the Goodman NZ Highbrook

Limited Partnership (HLP) and GNZ Highbrook General

Partner Limited, which are both accounted for as

associates using the equity method of accounting.

The Group is an FMC reporting entity for the purposes

of the Financial Markets Conduct Act 2013 (FMCA)

and the Financial Reporting Act 2013 and is an Equity

Security for the purposes of the New

Zealand Stock

Exchange (NZX) Main Board Listing Rules. Shares of

GNZL and GPS are stapled (on a one for one basis) and

therefore cannot be traded separately and can only be

traded as stapled securities. They are quoted on the

Main Board equity securities market of NZX under the

ticker code GNZ.

GNZL’s principal activity is to invest in real estate in

New

Zealand and GPS’s principal activity involves the

management of real estate investments in New


Zealand.

Basis of preparation and measurement

The financial statements of the Group have been

prepared in accordance with the Financial Markets

Conduct (Financial Reporting -Goodman New


Zealand

Group) Exemption Notice 2026, issued by the Financial

Markets Authority on 18 February 2026, and waivers

granted to the Group by the NZX on 7 April 2026

in connection with the corporatisation and stapling

transaction. These regulatory exemptions and waivers

permit the preparation and publication of consolidated

financial statements for the stapled group. The

exemptions and waivers remain subject to ongoing

conditions, including the requirement that GNZL and

GPS remain stapled.

The financial statements have been prepared in

accordance with New


Zealand Generally Accepted

Accounting Practice (NZ GAAP), comply with

New Zealand Equivalents to International Financial

Reporting Standards (NZ IFRS), other New

Zealand

accounting standards and authoritative notices that are

applicable to entities that apply NZ IFRS. The Group is

a for-profit tier one entity for the purposes of complying

with NZ GAAP. The financial statements comply with

International Financial Reporting Standards Accounting

Standards (IFRS Accounting Standards).

The financial statements have been prepared on the

historical cost basis except for assets and liabilities

stated at fair value as disclosed.

As the corporatisation and stapling transaction has

been treated as an internal reorganisation, the financial

statements for the current reporting period reflect a

full year of operations of GNZ (including the results of

GMT and its subsidiaries up to the transaction date).

Comparative information presented is the financial

statements of GMT and its subsidiaries for the year

ended 31 March 2025.

The financial statements are in New

Zealand dollars,

the

Group’s functional currency.

Basis of consolidation

The financial statements have eliminated in full all

intercompany transactions, intercompany balances and

gains or losses on transactions between Group entities.

Significant estimates and judgements

Management is required to make judgements, estimates,

and apply assumptions that affect the amounts reported

in the financial statements. These have been based on

historical experience and other factors Management

believes to be reasonable. Actual results may differ from

these estimates and the difference may be material.

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 the future periods affected.

The significant judgements made in the preparation of

these financial statements are detailed in the following

notes:

+Investment property (note 1.4)

+I

nvestment in associates (note 2)

+E

mployee benefits liabilities (note 9)

+Corporatisation and stapling (Significant

transactions page 86)

Material accounting policies

Shares are classified as equity. If new shares are issued

in the year, any external costs directly attributable to the

issue are deducted from the proceeds received.

Distributions are recognised in equity in the period in

which they are paid.

Other material accounting policies are disclosed in the

relevant notes.


C

hanges in accounting policy

The accounting policies and methods of computation

used in the preparation of these financial statements are

consistent with those used in the financial statements for

the year ended 31 March 2025.

New accounting policies

Short-t

erm deposits are financial assets recognised

initially at fair value and subsequently measured at

amortised cost using the effective interest method.

Short

-t

erm deposits comprise deposits with banks

that originally had maturities longer than three months.

Interest income is recognised in profit or loss as it

accrues using the effective interest method.

New accounting standards now adopted

There have been no new accounting standards that are

applicable to these financial statements.

Standards issued but not yet effective

The new and amended standards and interpretations

that are issued, but not yet effective, up to the date

of issuance of the Group’s financial statements are

disclosed below. The Group intends to adopt these

new and amended standards and interpretations, if

applicable, when they become effective.

NZ IFRS 18 Presentation and Disclosure

in

Financial Statements

This standard becomes effective for reporting periods

beginning on or after 1 January 2027. NZ IFRS 18

introduces new requirements on presentation within

the statement of comprehensive income, including

specified totals and subtotals. It also requires disclosure

of management-defined performance measures and

includes new requirements for the aggregation and

disaggregation of financial information based on the

identified ‘roles’ of the primary financial statements and

the notes. The Group is currently assessing the potential

impact of this standard.

Significant transactions

Sale of Highbrook Business Park to Goodman NZ

Highbrook Limited Partnership

On 30 September 2025, the Goodman NZ Highbrook

Limited Partnership was established between GNZ,

Goodman Group (a related party, see note 15) and

Mercer to co-invest in Highbrook Business Park. GNZ

acquired a 71.1% interest in HLP, with Goodman Group

and Mercer acquiring 15.8% and 13.1% respectively.

As

part of the establishment of HLP, GNZ sold Highbrook

Business Park to HLP for $2.1 billion in exchange for

$1.2 billion of cash and a non-cash investment in HLP

of


$0.9 billion.

HLP is managed by GPS under a long-term management

agreement. GPS provides investment, property

management and other services to HLP under agreed

fee structures.

8584

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Financial Results

Goodman NZ

Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther Information

General information (continued)
Corporatisation and stapling

On 31 March 2026, unitholders approved the

corporatisation of GMT which, in effect, became GNZL,

and the stapling of shares in GNZL and GPS. The

transaction resulted in GMT unitholders exchanging each

unit in GMT that they held for one ordinary share in each

of GNZL and GPS which have been permanently stapled

and may only be traded together as a single security.

The transaction represents an internal reorganisation

of entities under common control as GMT controlled

both GNZL and GPS immediately before and after the

reorganisation, with their shares held for the benefit

of GMT unitholders until the stapled securities were

distributed. The transaction has therefore not been

accounted for as a business combination, with the assets

and liabilities of the Group recognised at their existing

carrying values immediately prior to the transaction.

GNZL has been determined to be the parent entity as

the holder of the Group’s substantive property ownership

activities, reflecting the continuation of the existing

reporting entity following the reorganisation.

GNZL is the Group’s portfolio investment entity (PIE) and

holds the Group’s property investment activities. GPS is a

non

-PIE entity and undertakes the Group’s management

of real estate investment activities.

Unitholders approved the corporatisation and stapling

transaction on 31 March 2026 (at a special meeting

of unitholders) and the financial statements have been

prepared on that basis. The transaction date has been

determined as 31 March 2026, being the date on

which all substantive conditions were satisfied and the

transaction became legally binding on all parties. Legal

completion of the transaction, including the cancellation

of trust units, stapling of GNZL and GPS shares, the

transfer of stapled securities to equity holders and

quotation of the stapled securities on the NZX occurred

after balance date on 7 April 2026. Following the

distribution of its assets by GMT on 7

April 2026, the

Trust ceased to exist at law. GMT remains a registered

Managed Investment Scheme under FMCA and is

expected to be deregistered within six months of the date

of distribution of the assets of the

Trust.

NOTES TO THE FINANCIAL STATEMENTS

For the year ended 31 March 2026

1. Investment property

1.1 Property income

Property income is earned from investment property leased to customers.

$ million20262025

Gross lease receipts1 9 6 .724 4.0

Service charge income29.63 7. 5

Straight-line rental adjustments3.05.0

Amortisation of capitalised lease incentives(6.2)(8.6)

Property income223.12 7 7. 9

Property income from investment property leased to customers under operating leases is recognised on a straight-line

basis over the term of the lease to the extent that future rental increases are known with certainty. Straight-line rental

adjustments are accounted for to achieve straight-line income recognition. Where lease incentives are provided to

customers, the cost of incentives is amortised over the lease term on a straight-line basis as a reduction to rental income.

Service charge income is recognised for the recoverable portion of customers’ property operating expenses incurred in

the year.

1.2 Future contracted gross lease receipts

Gross lease receipts that the Group has contracted to receive in future years are set out below. These leases cannot

be cancelled by the customer.

$ million20262025

Ye a r 11 3 2 .72 3 7. 4

Ye a r 2125.4214.4

Ye a r 3112.1191.2

Ye a r 49 7. 2162.0

Ye a r 586.514 0.4

Year 6 and later358.9599.9

Total future contracted gross lease receipts912.81,545.3

The disposal of the Highbrook Business Park to HLP during the year resulted in a $470.5 million reduction in gross

future contracted gross lease receipts as at 31 March 2026.

8786

Financial Statements of

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Financial Results

Goodman NZ

Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther Information

1. Investment property (continued)
1.3 Investment property

The Group’s investment property is classified as follows.

CoreThose estates within the portfolio which largely consist of modern, high-quality

logistics and industrial properties.

Value-addThose estates which generally consist of older properties that are likely to have

redevelopment potential. Redevelopment of the properties to realise their maximum

future value may require a change in use.

Investment property

under development (IPUD)

Developments under construction and land held for future development, either held at

fair value or held at cost.

Movements in the year for each category is detailed in the following table.

$ millionCoreValue-addStabilisedIPUDTo t a l

Carrying value 31 March 20243,669.8604.44,274.22 5 9 .74,533.9

Transfers in214.8–214.8–214.8

Right of use asset changes

for lease modifications62.3–62.3–62.3

Net expenditure26.98.935.846.081.8

Fair value movement(2.1)0.5(1.6)0.4(1.2)

Transfers out–––(214.8)(214.8)

Transferred to assets held for sale(2,152.8)(2,152.8)–(2,152.8)

Carrying value 31 March 20251,818.9613.82 , 4 3 2 .791.32,524.0

Transfers in3.1–3.145.448.5

Right of use asset changes

for lease modifications54.2–54.2–54.2

Net expenditure10.15.015.118.533.6

Fair value movement60.52.362.8(3.1)5 9.7

Transfers out–(45.4)(45.4)(3.1)(48.5)

Carrying value 31 March 20261,946.8575.72,522.5149.02,671.5

Valuation firms used for property valuations in the current year are Colliers, JLL, CBRE & Bayleys. In the prior year

valuation firms used for property valuations were Colliers, JLL, Savills, Bayleys & CBRE.

Included within stabilised properties is a gross-up equivalent to lease liabilities of $186.6 million (2025:

$125.8

million).

Included within investment property under development is $10.1 million of land held at fair value (2025:

$13.3

million), $71.0 million of developments under construction recorded at fair value (2025: $78.0 million),

and

$67.9 million of developments under construction recorded at cost (2025: nil).

1. Investment property (continued)

1.4 Valuation of investment property

The carrying value of stabilised properties, substantially completed developments and land is the fair value of the

property as determined by an expert independent valuer, from a panel of valuation companies comprising Bayleys

Valuations Limited, CBRE Limited, Colliers International New Zealand Limited, Jones Lang LaSalle Limited & Savills

(NZ) Limited, who are all members of the New Zealand Institute of Valuers.

Fair value reflects the Board’s assessment of highest and best use of each property at the end of the reporting period.

If the Board’s view of highest and best use has changed any impact on value will be assessed by independent valuations.

Management reviews the valuations performed by the independent valuers for financial reporting purposes. Discussions

of valuation processes and results are held between various combinations of the Board, the Chief Executive Officer, the

Chief Financial Officer, the Valuation Committee, and the independent valuers at least twice every year in line with the

Group’s reporting dates. Full independent valuations are completed for stabilised properties, developments held at fair

value and land at least annually. Developments where fair value is not able to be reliably determined are carried at cost

less any impairment. Additionally, at each financial year end all major inputs to the independent valuation reports are

verified and an assessment undertaken of all property valuation movements by management.

The fair values presented are based on market values, being the estimated amount for which a property could be

exchanged on the date of valuation between a willing buyer and a willing seller in an arm’s length transaction after

proper marketing wherein the parties had each acted knowledgeably, prudently and without compulsion. If this

information is not available, alternative valuation methods are used, such as; recent prices on less active markets;

the capitalisation method, which determines fair value by capitalising a property’s sustainable net income at a

market derived capitalisation rate with capital adjustments made where appropriate; or discounted cash flow

projections (DCF), which discount estimates of future cash flows by an appropriate discount rate to derive the fair

value. The key assumptions used in the valuations are derived from recent comparable transactions to the greatest

extent possible; however, all three of the valuation methods rely upon unobservable inputs in determining fair value for

all investment property.

Valuations also reflect the following unobservable inputs, where appropriate: the quality of customers in occupation

or responsible for meeting lease commitments or likely to be in occupation after letting vacant accommodation, and

the market’s general perception of their creditworthiness; the allocation of maintenance and insurance responsibilities

between the Group and the customer; and the remaining economic life of the property. When rent reviews or lease

renewals are pending with anticipated reversionary increases, it is assumed that all notices and where appropriate

counter-notices have been served validly and within the appropriate time.

The Group has considered the impact of climate change on the business and the valuation of investment property.

To date, the panel of independent valuers used have made no explicit adjustments to valuations in respect of climate

change matters. The Group acknowledges that climate change considerations will likely have a greater influence on

valuations in the future as markets place a greater emphasis on these matters. All investment property is categorised

as level 3 in the fair value hierarchy. Refer to note 18.6 for details of the fair value hierarchy (applicable to all items

measured at fair value) and the Group’s transfer policy. During the year, there were no transfers of properties between

levels of the fair value hierarchy.

8988

Financial Statements of

Goodman NZ

Notes to the Financial Statements (continued)

Financial Results

Goodman NZ

Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther Information

1. Investment property (continued)
1.4 Valuation of investment property (continued)

The key valuation inputs used to measure fair value of investment property are disclosed below, along with the

weighted average value for each input:

Weighted average valuation

input value

Measurement

sensitivity

Key valuation inputDescription20262025

Increase

in the input

Decrease

in the input

Market

capitalisation rate

The capitalisation rate applied to the

market rental to assess a property’s value.

Derived from similar transactional evidence

considering location, weighted average lease

term, customer covenant, size and quality

of the property. Used in the capitalisation

method.

6.0%6.0%DecreaseIncrease

Market rentalThe valuer’s assessment of the annual net

market income per square metre (psm)

attributable to the property; includes both

leased and vacant areas. Used in both the

capitalisation method and the DCF method.

$193 psm$186 psmIncreaseDecrease

Discount rateThe rate applied to future cash flows; it

reflects transactional evidence from similar

types of property assets. Used in the DCF

method.

8 .1%8.0%DecreaseIncrease

Rental growth rateThe rate applied to the market rental over

the 10-year cash flow projection. Used in the

DCF method.

2.8% p . a .2.8% p . a .IncreaseDecrease

Terminal

capitalisation rate

The rate used to assess the terminal value of

the property. Used in the DCF method.

6.3%6.2%DecreaseIncrease

The market capitalisation rate is the main determinant of value in the valuation of investment property. The impact

of a 0.5% increase in the market capitalisation rate from 6.0% to 6.5%, assuming all other valuation inputs remain

unchanged, would be equivalent to a decrease of $194.0 million / 7.7% in the fair value of investment property.

For the comparative 2025 year, the impact of a 0.5% increase in the market capitalisation rate from 6.0% to 6.5%,

assuming all other valuation inputs remain unchanged, was equivalent to a decrease of $187.1 million / 7.7% in the fair

value of investment property. This impact excludes investment properties held for sale in the prior year.

Land is valued based on recent comparable transactions, resulting in land values ranging between $184 psm and

$201 psm (2025: between $184 psm and $650 psm).

1. Investment property (continued)

1.4 Valuation of investment property (continued)

Stabilised properties are investment properties which are held to earn rental income. They are recorded initially at cost,

including related transaction costs. After initial recognition, stabilised properties are carried at fair value. A panel of

expert independent valuers value the portfolio at least once each year, generally at 31 March. Fair values are based on

estimated market values. If this information is not available, alternative valuation methods such as recent prices in less

active markets, the capitalisation method, or discounted cash flow projections are used.

Stabilised property that is being redeveloped is carried at fair value and holding costs are capitalised to the property

during redevelopment. Expenditure is capitalised to a property when it is probable that it will provide future economic

benefits to the Group. All other repairs and maintenance costs are charged to the statement of comprehensive income.

Any gain or loss arising from a change in fair value is recognised in the statement of comprehensive income.

When sold, the net gain or loss on disposal of stabilised property is included in the statement of comprehensive income

in the period in which the sale occurred. The gain or loss on disposal is calculated as the difference between the carrying

amount of the stabilised property on the balance sheet and the proceeds from sale net of any costs associated with

the sale.

For leases where the Group is a lessee, the Group recognises a right of use asset at the commencement date of the

lease, being the date that the underlying asset is available for use. Investment property is defined to include both owned

investment property and investment property held by a lessee as a right of use asset. The Group therefore measures all

investment property using the same measurement basis, being the fair value model. The value of the right of use assets

represents the fair value of a freehold interest in the land subject to ground lease interests held by the Group. Investment

property is adjusted for cash flows relating to lease liabilities already recognised separately on the balance sheet and

also reflected in the investment property valuations.

Investment property under development includes properties that are being constructed for future use as stabilised

property and land to be developed as stabilised property in the future. On acquisition, investment property under

development is recorded at cost, including related transaction costs. Stabilised property to be redeveloped is

transferred at the carrying value prior to transfer. All subsequent costs and capital expenditure directly associated

with investment property under development is capitalised.

Holding costs are capitalised if they are directly attributable to the development of a property. The most significant

component of holding costs is borrowing costs. Capitalisation of borrowing costs commences when the activities to

prepare the property for its intended use are in progress and expenditure and borrowing costs are being incurred.

The amount capitalised is determined by applying the weighted average cost of debt to borrowings attributed to the

investment property under development. Capitalisation of borrowing costs continues until the development of the

property is completed.

Employees costs are capitalised if they are directly attributable to the development of a property.

If the fair value of a development can be reliably determined during the course of its construction, then the development

will be recorded at fair value (adjusted for percentage of completion) in the same manner as stabilised properties.

Commenced developments held at the land transfer value plus subsequent capital expenditure are tested for

impairment. An indication of impairment requires an assessment of the recoverable amount of the commenced

development, with the full value of any applicable impairment immediately recognised.

Land is carried at fair value, independently valued at least annually, with any changes in valuation recognised in the

statement of comprehensive income.

9190

Financial Statements of

Goodman NZ

Notes to the Financial Statements (continued)

Financial Results

Goodman NZ

Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther Information

1. Investment property (continued)
1.5 Investment properties held for sale

Investment properties held for sale in the prior year comprised investment properties actively marketed for sale that

were subsequently contracted for sale. These properties settled in the current financial year.

$ million20262025

Carrying value at start of year2,165.1–

Transfers in–2,152.8

Fair value movement–12.3

Disposals(2,165.1)–

Carrying value at end of year–2,165.1

Investment property is classified as held for sale if the property or group of properties is available for immediate sale in

its present condition subject only to terms that are usual and customary for sales of such assets and it is highly likely to

be sold within one year.

The carrying value of the property is the proposed sale price or the most recent valuation if the investment property is

not contracted for sale. Where the carrying value is the proposed sale price, the carrying value is adjusted for specific

provisions made within the proposed sale agreement. Investment properties held for sale continue to be measured at

fair value with assessment made as to whether the agreed selling price reflects fair value.

In July 2726, the Group settled the disposal of a core property in Albany, Auckland for 159.7 million.

On 87 September 2726, the Group settled the disposal of Highbrook Business Park, Auckland for 12.4 billion.

2. Investment in associates

GNZL has investments in two associate entities, being Goodman NZ Highbrook Limited Partnership (HLP) and GNZ

Highbrook General Partner Limited (HGP), the general partner of HLP. Both entities have the same ownership, with

GNZL owning 71.1%, Goodman Group owning 15.8% and Mercer owning 13.1%.

HLP is domiciled in New

Zealand, holds a portfolio of industrial real estate and is managed by GPS.

HGP is domiciled in New Zealand and acts as the general partner for HLP, with GPS providing management services.


2. Investment in associates (continued)

Financials of HLP are detailed as follows representing 100% of HLP values. HGP has no assets or liabilities with no

profit for the period.

2.1 HLP statement of comprehensive income

$ million

HLP

2026

Net property income5 7. 4

Net interest cost( 17. 5 )

Corporate costs(5.0)

Operating income34.9

Movement in fair value of investment property72.3

Movement in fair value of financial instruments15.5

Other income8 7. 8

Net profit1 2 2 .7

2.2 HLP balance sheet

$ million

HLP

2026

Stabilised properties2 , 1 8 9 .7

Financial instruments 17. 2

Current assets4.8

Total assets2 , 211 .7

Borrowings (non-current)822.8

Current liabilities14.9

Total liabilities8 3 7.7

Net assets1 , 3 74 . 0

2.3 Investment in HLP associate

$ million

GNZ share

2026

GNZ ownership %71.15%

Investments899.9

HLP net profit8 7. 3

Elimination of unrealised fee recognition(2.6)

Dividends received( 9 .7 )

Investment in HLP associate9 74 . 9

9392

Financial Statements of

Goodman NZ

Notes to the Financial Statements (continued)

Financial Results

Goodman NZ

Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther Information

2. Investment in associate (continued)
2.3 Investment in HLP associate (continued)

The terms of the Limited Partnership agreement for HLP ensure that control does not exist as the Group does not

have unilateral power to direct HLP’s key activities. Key decisions are subject to investor approval thresholds, including

‘Fundamental Matters’ requiring 90% approval and ‘Majority Plus Matters’ requiring approval from more than one

investor. Accordingly, the Group has concluded it has significant influence but not control of HLP, and similarly HGP,

and therefore accounts for its investments using the equity method.

An associate is an entity over which the Group has significant influence, but neither control nor joint control, over the

financial and operating policies of the entity.

Investments in associates are accounted for using the equity method. Under the equity method, the investment is

initially recognised at cost, including any directly attributable transaction costs. After initial recognition, the carrying

amount of the investment is adjusted to recognise the Group’s share of the associate’s profit or loss and other

comprehensive income, which is recognised in the consolidated statement of comprehensive income, respectively. No

income tax expense is recognised at the associate level for HLP and the Group accounts for its share of income tax in

its own income tax expense. Unrealised profits and losses on transactions between the Group and its associates are

eliminated to the extent of the Group’s interest.

The Group’s investment in HLP is subject to restrictions on the transfer of funds to the Group. These arise from HLP’s

financing arrangements, including bank covenants that, if not met, may restrict or prevent distributions to investors.

Accordingly, the Group’s ability to access cash flows from the associate is dependent on HLP maintaining compliance

with these covenants. These restrictions did not impact any distributions made by HLP during the year.

3. Borrowings

3.1

I

nterest

$ million20262025

Interest expense on borrowings(41.6)( 6 2 .7 )

Interest expense on lease liabilities(10.0)( 4 .7 )

Amortisation of borrowing costs(3.0)( 6 .7 )

Borrowing costs capitalised

(1)

6.39.2

Total interest cost(48.3)(64.9)

Interest income8.50.8

Net interest cost(39.8)(64.1)

(1)

Borrowing costs are capitalised at the weighted average cost of borrowing of 4.2% (2025: 4.8%). Borrowing costs of $0.5 million were capitalised to

land (2025: $0.7 million).

Interest costs charged on borrowings are recognised as incurred. Costs associated with the establishment of

borrowings are amortised over the term of the relevant borrowings.

3. Borrowings (continued)

3.2 Borrowings

$ million20262025

Current

Syndicated bank facilities–325.0

Total current borrowings–325.0

Non-current

Syndicated bank facilities5.0285.0

Bilateral bank facilities–150.0

Green retail bonds150.0150.0

Wholesale bonds4 00.04 00.0

Wholesale green bonds150.0150.0

Total non-current705.01,135.0

Unamortised borrowings establishment costs(1.0)(2.2)

Total non-current borrowings704.01,132.8

Total borrowings704.01 , 4 5 7. 8

Borrowings are recorded initially at fair value, net of debt establishment transaction costs. Subsequent to initial

recognition, borrowings are carried at amortised cost using the effective interest method.

Syndicated bank facilities drawn are considered non-current due to adequate undrawn capacity in the longer dated

tranches, allowing these to be utilised to fund the amount drawn from short term tranches.

In June 2726, a 1567 million green bilateral bank facility was cancelled, which had an expiry date of 95 December 2726.

In July 2726, a 15.6 million bilateral bank facility was cancelled, which had an expiry date of 95 March 2728.

On 97 September 2726, following the settlement of the Highbrook transaction, all syndicated bank facilities

(1647 million) and the remaining green bilateral bank facility (1567 million) were cancelled.

On 97 September 2726, 1577 million of new syndicated bank facilities, expiring in September 272., were provided

by Bank of New Zealand and Westpac New Zealand Limited.

9594

Financial Statements of

Goodman NZ

Notes to the Financial Statements (continued)

Financial Results

Goodman NZ

Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther Information

3. Borrowings (continued)
3.3 Composition of borrowings

Weighted

average

remaining

term (years)

$ million

2026

Date

issuedExpiry

Interest

rate

Drawn

amount

Undrawn

facility

Syndicated bank facilities–S e p 271.5Floating5.095.0

Green retail bonds – GMB060Apr 22A p r 271.04 .74 0 %150.0–

Wholesale bonds – 6 yearsDec 21Dec 271 .73.656%200.0–

Wholesale bonds – 8 yearsSep 20Sep 282.42.262%50.0–

Wholesale bonds – 10 yearsSep 20Sep 304.42.559%150.0–

Green wholesale bonds – 5 yearsO c t 24Oct 293.55.012%150.0–

Weighted

average

remaining

term (years)

$ million

2025

Date

issuedExpiry

Interest

rate

Drawn

amount

Undrawn

facility

Syndicated bank facilities–Jun 26 – Jun 282.1Floating285.0305.0

Green bank facility – Bank of New Zealand–Dec 250 .7Floating150.0–

Bank facility

– Commonwealth Bank of Australia–Mar 261.0Floating17 5 . 0–

Green bank facility

– Westpac New


Zealand Limited–Dec 261 .7Floating150.0–

Bank facility – Bank of New Zealand–Jun 294.3Floating–10 0.0

Green retail bonds – GMB060Apr 22A p r 272.04 .74 0 %150.0–

Wholesale bonds – 6 yearsDec 21Dec 272 .73.656%200.0–

Wholesale bonds – 8 yearsSep 20Sep 283.42.262%50.0–

Wholesale bonds – 10 yearsSep 20Sep 305.42.559%150.0–

Green wholesale bonds – 5 yearsO c t 24Oct 294.55.012%150.0–

As at 31 March 2026, $100.0 million of syndicated bank facilities were provided by Westpac New

Zealand Limited

($50.0 million) and Bank of New

Zealand ($50.0 million).

As at 31 March 2025, $590.0 million of syndicated bank facilities were provided by Commonwealth Bank of Australia

($150.0 million), Westpac New

Zealand Limited ($135.0 million), The Hongkong and Shanghai Banking Corporation

Limited ($110.0 million), ANZ Bank New Zealand Limited ($100.0 million), Industrial and Commercial Bank of China

Limited ($70.0 million) and Bank of New

Zealand ($25.0 million).

As at 31 March 2026, GNZ’s drawn borrowings had a weighted average remaining term of 2.4 years (2025:

2.5

years), with 99% being drawn from non-bank sources (2025: 48%). As at 31 March 2025, calculation of the

weighted average remaining term assumes syndicated bank facilities utilise the longest dated facilities.

3. Borrowings (continued)

3.4 Security and covenants

All borrowing facilities are secured on an equal ranking basis over the property assets of the Group. A loan to value

ratio covenant restricts total borrowings incurred by the Group to 50% of the value of the secured property portfolio.

The Group has given a negative pledge to not create or permit any security interest over its property assets.

The principal financial ratios which must be met are the ratio of earnings before interest, tax, depreciation and

amortisation to interest expense, and the ratio of financial indebtedness to the value of the property portfolio. Further

negative and positive undertakings have been given as to the nature of the Group’s business. The Group has been

compliant with the covenants throughout both years.

3.5 Lease liabilities

Investment properties Office leases

$ million2026202520262025

Opening balance125.863.60.92.6

Changes in liability 54.462.37. 9(0.9)

Interest expense on lease liabilities9 .74.60.30.1

Payments made(3.3)(4.8)(1.1)(0.9)

Amortisation of incentives received–0.1––

Total lease liabilities186.6125.88.00.9

The lease liabilities are for perpetually renewable ground leases at Westney Industry Park for 276715 million (9.98:

279814 million) and The Gate Industry Park for 2819 million (9.98: 2.17 million). The calculation of the lease liabilities

assumes lease terms of between 3. and 30 years and utilises discount rates based on an assessment of GNZ’s

long-term borrowing costs at the time of the renewal, which range from 819ā to 416ā.

For the year ended 07 March 9.93, there were two further properties at Westney Industry Park which have ground

lease renewals with associated market rent reviews (in September 9.98 and March 9.93), yet to be agreed. For the

purposes of these financial statements, an estimated implied land rate has been used as the basis for the calculation

of the lease liability relating to that property. This rate is the approximate midpoint between the rate;

— per the independent valuation advice obtained by the Group; and

— the rate as served by the lessor of the property for which the review has yet to be agreed.

Sensitivities as applied to either option above would result in a change to the value of the lease liabilities being

,/-2991. million.

For the year ended 07 March 9.93, ground lease renewals have resulted in an increase to lease liabilities of

28515 million.

The Group has operating leases for its offices at 795 Halsey Street and 3. Highbrook Drive, Auckland. The Group has

recognised right of use assets (2418 million included within plant, property and equipment) and corresponding lease

liabilities in relation to these leases (9.98: 2.15 million). The office leases assume a lease term of 7. years with an

incremental borrowing rate of between 818ā – 319ā.

At the commencement date of a lease the Group recognises lease liabilities measured at the present value of lease

payments to be made over the lease term, including expected lease renewals. The lease payments include fixed

payments, less any lease incentives receivable.

9796

Financial Statements of

Goodman NZ

Notes to the Financial Statements (continued)

Financial Results

Goodman NZ

Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther Information

3. Borrowings (continued)
3.6 Net borrowings reconciliation

The table below details the annual movements in net debt.

$ million2025ProceedsRepaymentsOther2026

2026

Bank facilities76 0.0385.0(1,14 0.0)–5.0

Green retail bonds150.0–––150.0

Green wholesale bonds150.0–––150.0

Wholesale bonds4 00.0–––4 00.0

Unamortised costs(2.2)––1.2(1.0)

Total borrowings1 , 4 5 7. 8385.0(1,140.0)1.2704.0

Lease liabilities125.8––60.8186.6

Cash(8.2)––(2.3)(10.5)

Net borrowings1,575.4385.0(1,140.0)5 9.7880.1

$ million2024FX impactProceedsRepaymentsOther2025

2025

Bank facilities610.0–7 6 7. 0( 6 17. 0 )–76 0.0

Green retail bonds150.0––––150.0

Retail bonds10 0.0––(10 0.0)––

Green wholesale bonds––150.0––150.0

Wholesale bonds4 00.0––––4 00.0

US Private Placement notes200.9(4 0.2)–( 16 0 .7 )––

Unamortised costs(2.9)–––0 .7(2.2)

Total borrowings1,458.0(40.2)9 17. 0( 8 7 7.7 )0 .71 , 4 5 7. 8

Lease liabilities66.2–––59.6125.8

Cash(9.4)–––1.2(8.2)

Net borrowings1,514.8(40.2)9 17. 0( 8 7 7.7 )61.51,575.4

4. Contributed equity and distributions

The corporatisation and stapling transaction date has been determined as 31 March 2026, following which there is

only one class of share for each of GNZL and GPS, being ordinary shares, and they rank equally with each other. All

issued shares are fully paid, carry full voting rights, have no redemption rights, have no par value and are subject to the

terms of the constitution.

The shares in GNZL and GPS are “stapled” on a one-for-one basis. Stapling is a contractual and constitutional

arrangement under which the shares of the stapled entities are inseparably linked, held by the same shareholders, and

cannot be traded or transferred independently, with the stapled shares trading as a single economic unit with a single

quoted price.

Prior to 31 March 2026, the Group operated as GMT, a unit trust, with unitholders holding units in the Trust that

represented their beneficial interest in the underlying assets and operations of the Group.

4.1 Contributed equity

The table below details the annual movements for the Group in issued units / shares, weighted units / shares used in

earnings per share calculations and the value of issued units / shares.

Issued units / shares

Million

Weighted units / shares

Million

Value of units / shares

$ million

202620252026202520262025

Units at start of year1,538.81,538.81,538.81,538.81,955.01,955.0

Buyback and cancellation

of G

MT units(8.2)–(0.5)–(15.9)–

Units prior to

corporatisation and stapling1,530.61,538.81,538.31,538.81,939.11,955.0

GMT units cancelled

1

(1,530.6)–(1,538.3)–(1,939.1)–

GNZL / GPS shares

transferred to equity holders

1

1,530.6–1,538.3–1,939.1–

Total at end of year1,530.61,538.81,538.31,538.81,939.11,955.0

1

The transaction date has been determined as 31 March 2026. Legal completion of the transaction, including the cancellation of GMT units and the

transfer of stapled GNZL / GPS shares to equity holders, occurred after balance date on 7 April 2026.

In February 2026, the Board approved an on-market unit buyback program. Under the program, the Group

repurchased and cancelled 8.2 million GMT units for total consideration of $15.9 million.

4.2 GPS equity (non-controlling interest)

The table below details the total equity movements for GPS as a non-controlling interest, applicable for the 2026

financial year following the corporatisation and stapling transaction.

$ million20262025

Opening balance––

Non-controlling interests recognised in stapling transaction

Share capital33.5–

Retained earnings(32.3)–

Employee compensation reserve5.4–

Total at end of year6.6–

9998

Financial Statements of

Goodman NZ

Notes to the Financial Statements (continued)

Financial Results

Goodman NZ

Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther Information

4. Contributed equity and distributions (continued)
4.3 Distributions

20262025

Distribution per unit declared and paid during the year by GMT (cents per unit)6 .74 3 7 56.42500

Distributions value ($ million)1 0 3 .798.9

On 25 May 2026, combined cash dividends of 1.70625 cents per share were declared comprising a dividend from

GNZL of 1.70625 cents per share with no imputation credits attached and no dividend from GPS. The record date is

11 June 2026 and payment will be made on 18 June 2026.

5. Operating earnings and earnings per share

5.1 Operating earnings

Operating earnings is a non-GAAP financial measure included to provide an assessment of the performance of the

Group’s principal operating activities. This non-GAAP financial measure may not be consistent with its calculation by

other similar entities.

The calculation of operating earnings is set out below.

$ millionNote20262025

Profit before tax258.4130.9

Adjusting items:

Movement in fair value of investment property( 5 9 .7 )(11.1)

Movement in fair value of financial instruments7. 017. 1

Movement in fair value of legacy employee benefits10.31 3 .7

Transitional services1.11.1

Transaction costs5.12.6

Share of other income from associates

2.1(62.4)–

Operating earnings before tax159.8154.3

Current tax on operating earnings

14.1(32.2)(29.3)

Operating earnings after tax1 2 7. 6125.0

5. Operating earnings and earnings per share (continued)

5.2 Earnings per share

Earnings per share measures are calculated as set out below, with comparatives on a per unit basis. The weighted

average number of shares includes an adjustment for those acquired and cancelled under the on

-m

arket buyback

program.

Operating earnings before tax per share

Operating earnings per share metrics are reported for the stapled group only, being GNZ.

20262025

Operating earnings before tax ($ million)159.8154.3

Weighted shares (million)1,538.31,538.8

Operating earnings per share before tax (cents)10.3910.03

Operating earnings after tax per share

20262025

Operating earnings after tax ($ million)1 2 7. 6125.0

Weighted shares (million)1,538.31,538.8

Operating earnings per share after tax (cents)8.298.12

Basic and diluted earnings per share

Basic and diluted earnings per share for the current year is fully attributable to GNZL, with no earnings from GPS.

20262025

Profit after tax attributable to equity holders ($ million)248.0109.6

Weighted shares (million)1,538.31,538.8

Basic and diluted earnings per share after tax (cents)16.127. 1 2

6. Transaction costs

Transaction costs are costs incurred for the establishment of Goodman NZ Highbrook Limited Partnership and the

corporatisation and stapling transaction.

10110 0

Financial Statements of

Goodman NZ

Notes to the Financial Statements (continued)

Financial Results

Goodman NZ

Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther Information

7. Financial instruments
Financial instruments are used to manage exposure to interest rate risks and foreign exchange risks arising from

GNZ’s borrowings.

7. 1 Movement in fair value of financial instruments

$ million20262025

Interest rate derivatives( 7. 0 )(15.9)

Cross currency interest rate derivatives relating to US Private Placement notes–(41.4)

Total movement in fair value of derivative financial instruments(7.0)( 5 7. 3 )

Foreign exchange rate movement on US Private Placement notes–4 0.2

Total movement in fair value of financial instruments(7.0)( 17. 1 )

Financial instruments are initially recognised at fair value on the date a derivative contract is entered into and are

subsequently measured at fair value at each reporting date. Financial instruments are classified as current or non-

current based on their date of maturity.

Movements in the fair value of financial instruments are recognised through the statement of comprehensive income.

The Group does not apply hedge accounting.

The fair values of financial instruments are determined from valuations using Level 2 valuation techniques. These are

based on the present value of estimated future cash flows, taking account of the terms and maturity of each contract

and the current market interest rates at the reporting date. Fair values also reflect the creditworthiness of the derivative

counterparty and GNZ at balance date. The valuations were based on market rates at 76 March 2125 of between

29.84 for the 31-day BKBM and 89604 for the 0-year swap rate (212.: 79564 for the 31-day BKBM and 89614

61-year swap rate). There were no changes to these valuation techniques during the year.

7. 2 Financial instruments

$ million20262025

Non-current assets5.45.1

Current assets–0.2

Non-current liabilities–(14.3)

Net financial instruments5.4(9.0)

7. Financial instruments (continued)

7. 3 Additional derivative information

20262025

Weighted average term of fixed borrowings, including bonds (years)3.53.6

Percentage of borrowings fixed, including bonds97%83%

Interest rate derivatives

Notional contract value as fixed rate payer ($ million)255.0610.0

Interest rate range as fixed rate payer0.6% – 4.4% 0.4% – 5.0%

Notional contract value as fixed rate receiver ($ million)10 0.010 0.0

Interest rate range as fixed rate receiver4 .74%4 .74%

Interest rate caps

Notional contract value ($ million)50.0–

Interest rate cap 4.00%–


8. Net corporate costs

Net corporate costs are incurred to manage the operational activity of the Group.

$ million20262025

Salaries and other short-term benefits(14.3)(13.4)

Other administrative expenses(9.0)(8.6)

Less: Costs recognised in property expenses6.26.8

Less: Costs recognised in transaction costs1.11.4

Less: Costs capitalised to properties being developed2.22.9

Net corporate costs(13.8)(10.9)

All costs directly associated with the acquisition and development of a property are capitalised.

Fees paid to auditor

$20262025

Audit and review of financial statements(594,200)(696,900)

Audit or review related services

Agreed upon procedures(10,6 0 0)(14,8 0 0)

Other assurance services and agreed-upon procedures engagements

Climate and sustainability reporting related services(142,850)(157,000)

Other agreed upon procedures(34,000)–

Other services

Provision of remuneration benchmarking data–(74,000)

Total fees paid to auditor(781,650)(9 42 ,70 0)

103102

Financial Statements of

Goodman NZ

Notes to the Financial Statements (continued)

Financial Results

Goodman NZ

Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther Information

8. Net corporate costs (continued)
Audit or review related

services

Fees for audit or review related services of $10,600 comprise agreed-upon

procedures on the financial covenants of the bank facilities and reporting to the

supervisor of GNZ Bond Issuer Limited (2025: $14,800 comprise agreed upon

procedures on the financial covenants of the bank facilities, agreed upon procedures

on the NTA of GPS, and reporting to the supervisor of GNZ Bond Issuer Limited).

Other assurance services

and agreed-upon

procedures engagements

Fees for other assurance related services of $176,850 comprise $142,850

(2025:

$157,000) relating to climate related disclosures reporting and assurance

in regard to the use of proceeds for the Group’s green lending arrangements and

$34,000 (2025:

nil) relating to agreed-upon procedures acting in the role of

scrutineer in relation to special meetings of unitholders and bondholders.

Other servicesNo other services have been provided during the year. (2025: $74,000 for the

provision of remuneration benchmarking data).

9. Employee benefits liabilities

The legacy Goodman Group LTIP (legacy GMG LTIP) employee benefit expense relates to performance rights

previously awarded to employees under the Goodman Group (GMG) long-term incentive plan. All full-time and

part-time permanent employees were eligible to participate. The performance rights entitle an employee to acquire

GMG stapled securities for nil consideration, subject to the vesting conditions having been satisfied. At vesting,

settlement will be made directly by GMG with no additional financial impact to the Group than the value attributed to

the indemnification asset. The future performance and settlement of this award is a responsibility of GMG until the

vesting

conditions around the service period cease.

The legacy Goodman NZ LTIP (legacy NZ LTIP) share based payments expense relates to performance rights

previously awarded to employees under the legacy NZ LTIP. All full-time and part-time permanent employees

were eligible to participate. The performance rights entitle an employee to acquire GNZ stapled securities for nil

consideration, subject to the vesting conditions having been satisfied. These rights are vested subject to meeting

performance hurdles based on the achievement of operating earnings targets by GNZ and the relevant total

shareholder return from holding GNZ shares compared to other New

Zealand Stock Exchange (NZX) property vehicles.

At vesting, settlement will be made by a cash payment equivalent to the value of shares, with the financial impact to

the Group to be reimbursed by GMG as per the terms of the sale of the GPS to GNZ.

$ million20262025

Current

Employee entitlements4.63.4

Employee benefits liabilities – legacy GMG LTIP9.38.4

Employee benefits liabilities – legacy NZ LTIP6.35.3

Total current employee benefits liabilities20.217. 1

Non-current

Employee benefits liabilities – legacy GMG LTIP6.810.5

Employee benefits liabilities – legacy NZ LTIP4.57. 3

Total non-current employee benefits liabilities11.317. 8

Total employee benefits liabilities31.534.9

9. Employee benefits liabilities (continued)

Employee entitlements are initially recognised at fair value and subsequently measured at amortised cost. Items

recorded as current are expected to be settled within the next twelve months.

The Group has recognised an employee benefit expense in relation to the legacy GMG LTIP and a cash-settled share-

based payment in relation to the legacy NZ LTIP.

The legacy GMG LTIP performance rights are settled directly between GMG and employees of the Group. The liability

is calculated over the period to the vesting date and is adjusted to reflect the actual number of rights for which the

related service and non-market vesting conditions are expected to be met. The liability recognised is remeasured at

each balance date using the GMG market price and AUD / NZD exchange rate, with the movement in liability recorded

through the statement of comprehensive income.

The liability for the legacy NZ LTIP performance rights is calculated over the period to the vesting date and is adjusted

to reflect the actual number of rights for which the related service and non-market vesting conditions are expected to

be met. The liability recognised is remeasured at each balance date using the GNZ market price, with the movement in

liability recorded through the statement of comprehensive income.

The fair value of services received in return for performance rights granted under the legacy LTIPs is measured by

reference to the fair value of the performance rights granted. The fair value of these legacy LTIP performance rights is

measured as follows:

2 Operating earnings per share (EPS) hurdles: these are assessed using estimates of achieving these targets.

These estimates are based on information regarding the expected performance for GMG as publicly reported

and are consistent with the valuation approach taken by GMG for recognition of LTIPs in its financial statements or

based on internal forecast information in the business plan for GNZ as presented to the Board, both risk-adjusted

for the passage of time.

+ Relative total shareholder return (TSR) tranches: these rights were valued using a Monte Carlo model which

simulated total returns for each of the ASX 100 stocks / NZX property vehicle stocks and discounted the future

value of any potential future vesting performance rights to arrive at a present value. The model uses statistical

analysis to forecast total returns, based on expected parameters of variance and co-variance.

The movement in the number of legacy LTIP performance rights is as follows:

Legacy GMG LTIPLegacy NZ LTIP

Number of performance rights2026202520262025

Outstanding at the beginning of the year1,189,8801,4 89,6 0111,521,51914,021,851

Ve ste d(329,388)(295,029)(3,070,695)(2,454,911)

Cancelled( 2 7, 5 6 4 )(4,692)(35,424)(45,421)

Outstanding at the end of the year832,9281,189,8808,415,40011,521,519

10510 4

Financial Statements of

Goodman NZ

Notes to the Financial Statements (continued)

Financial Results

Goodman NZ

Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther Information

9. Employee benefits liabilities (continued)
The model inputs for the remeasurement of legacy LTIPs as at 31 March 2026 include the following:

Legacy GMG rightsLegacy NZ rights

Remeasurement inputs 31 March 2026

Issued in

F Y24

Issued in

F Y23

Issued in

F Y22

Issued in

F Y24

Issued in

F Y23

Issued in

F Y22

Fair value at measurement date ($)11.0230.6730.671.901.901.90

Security price ($)30.6730.6730.671.901.901.90

Exercise price ($)––––––

Expected volatility (%)22.38–––––

Rights’ expected weighted average life (years)1.40.4–1.20.2–

Dividend yield per annum (%)––––––

NZD / AUD exchange rate1.201.201.20–––

Average risk-free rate of interest per annum (%)4.13–––––

The model inputs for the remeasurement of legacy LTIPs as at 31 March 2025 include the following:

Legacy GMG rightsLegacy NZ rights

Remeasurement inputs 31 March 2025

Issued in

F Y24

Issued in

F Y23

Issued in

F Y22

Issued in

F Y21

Issued in

F Y24

Issued in

F Y23

Issued in

F Y22

Issued in

F Y21

Fair value at measurement date ($)18.2817. 2 231.2731.270.611.871.871.87

Security price ($)31.2731.2731.2731.271.871.871.871.87

Exercise price ($)––––––––

Expected volatility (%)27.012 7. 4 6––13.99–––

Rights’ expected weighted average life (years)2.41.40.4–2.21.20.2–

Dividend yield per annum (%)––––3 .7 5–––

NZD / AUD exchange rate1.101.101.101.10n /an /an /an /a

Average risk-free rate of interest per annum (%)3.804.01––3.50–––

10. Related party assets

Goodman Group has indemnified the Group for the settlement of the existing legacy LTIPs that GPS staff are entitled

to. All costs and liabilities owing to the employees relating to awards granted before settlement of the internalisation

of GMT in March 2024 will be met by Goodman Group. An indemnification payment of $5.9 million in relation to the

legacy NZ LTIP was received from Goodman Group in the year (2025: $5.3 million).

$ million20262025

Current

Co-operation Services Agreement1.11.1

Indemnification assets6.49.5

Prepayment assets9.65.5

Total current related party assets17. 116.1

Non-current

Co-operation Services Agreement7. 89.0

Indemnification assets3 .79 .7

Prepayment assets11.921.8

Total non-current related party assets23.440.5

Total related party assets40.556.6

10. Related party assets (continued)

The Co-operation Services Agreement with Goodman Group is initially recognised at fair value and subsequently

measured at amortised cost (over an initial 27-year amortisation period).

The indemnification assets are recognised as part of the business combination in relation to the past service

component of the legacy LTIPs. The value of the indemnification assets is therefore equal to the legacy LTIP liabilities

recognised at acquisition date and is subsequently measured on the same basis as the corresponding LTIP liability

(see note 6) with the movements recognised through the statement of comprehensive income.

Prepayment assets are recognised for the years remaining on the legacy LTIP schemes in relation to the component of

the total consideration paid, being the future service element. As part of the internalisation transaction, a prepayment

has been recognised in return for Goodman Limited assuming the liability for the legacy LTIPs for which GPS receives

the benefit of the future service from the employees. This asset is initially recognised at cost, being the fair value at the

date of settlement and subsequently measured at cost less impairment over the term of the prepayment.

11 . Employee compensation reserve

GNZ Long-term incentive plan (Equity-settled)

The Group’s equity settled scheme (GNZ LTIP) offers performance rights to all permanent employees, with vesting

determined at the end of a 3-year vesting period. Vesting is subject to the achievement of certain financial hurdles set

by the Board and included in the annual offer of participation to employees. Once it has been determined how many

performance rights have vested, each performance right will convert to one fully paid ordinary share in each of GNZL

and GPS, vesting into three equally sized tranches after three, four and five years from grant date.

The key terms and conditions related to the shares under the GNZ LTIP are as follows:

+The shares are granted for nil consideration and have a nil exercise price.

+The participant must remain an employee of the Group as at the relevant vesting date for each tranche of shares.

+The vesting conditions include performance hurdles that must be met over a three-year testing period, with

vesting in equal tranches, annually, from the end of year three to the end of year five.

— Relative Total Shareholder Return (TSR) – 25% weighting. The 2025 and 2026 grants will be tested

against the relative TSR for GNZ compared with the total shareholder returns of participants of the S&P/

NZX50 and GNZ’s cash earnings per share over the three-year performance testing period to March 2027

and March 2028.

— Cash Earnings Per Share (EPS) – 75% weighting. The EPS portion of the 2025 and 2026 grants align

with annualised cash earnings growth targets for GNZ which have been set between 5% and 7% compound

annual growth rate within a three-year period.

107106

Financial Statements of

Goodman NZ

Notes to the Financial Statements (continued)

Financial Results

Goodman NZ

Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther Information

11. Employee compensation reserve (continued)
The performance rights are measured at fair value at the grant date and expensed with a corresponding increase

in equity over the period during which the participant becomes unconditionally entitled to the shares, based on

an estimate of shares that will eventually vest. The fair value of the performance rights which are vested and the

corresponding shares which are issued are transferred from the ‘employee compensation reserve’ to ‘shares’ upon

issue of the shares.

The fair value of services received in return for performance rights granted under the LTIP is measured by reference to

the fair value of the performance rights granted. The fair value of these LTIP performance rights is measured as follows:

2 EPS hurdles: are assessed using estimates of achieving these targets. These estimates are based on internal

forecast information in the business plan for GNZ as presented to the Board, both risk adjusted for the passage

of time.

2 Relative TSR tranches: these rights are valued using a Monte Carlo model which simulates total returns for each

of the NZX76 stocks and discounts the future value of any potential future vesting performance rights to arrive

at a present value. The model uses statistical analysis to forecast total returns, based on expected parameters of

variance and co-variance.

The movement in the number of performance rights is as follows:

Number of performance rights

G N Z LT I P

2026

G N Z LT I P

2025

Outstanding at the beginning of the year10,054,090–

Granted11,221,10 010,114,4 4 0

Cancelled(55,555)(60,350)

Outstanding at the end of the year21,219,63510,054,090

The model inputs for the GNZ LTIP at issuance date includes the following:

Measurement inputs at issuance date

Rights

issued in

FY26

Rights

issued in

F Y25

Fair value at measurement date ($)0.800.81

Security price ($)1.922.05

Exercise price ($)––

Expected volatility15.6716.58

Rights’ expected weighted average life (years)3.203.20

Distribution yield per annum (%)3.90%3.8 4%

Average risk-free rate of interest per annum (%)3.56%3 .76 %

12. Debtors and other assets

$ million20262025

Debtors1.00.5

Prepayments4.02.5

Interest receivable9.42.9

Other assets2.80.8

Total debtors and other assets17. 26 .7

Debtors and other assets are initially recognised at fair value and subsequently measured at amortised cost. They are

adjusted for expected impairment losses. Discounting is not applied to receivables where collection is expected to

occur within the next twelve months.

A provision for impairment is recognised when there is objective evidence that the Group will be unable to collect

amounts due. The simplified approach to providing for expected credit losses has been applied, permitting the use of

a lifetime expected loss provision for all trade receivables. The amount provided is the difference between the carrying

amount and expected recoverable amount.

13. Creditors and other liabilities

$ million20262025

Non-current

Highbrook disposal provisions2 .7–

Total non-current creditors and other liabilities2 .7–

Current

Trade creditors0.91.9

Interest payable10.213.1

Accrued capital expenditure11.512.8

Highbrook disposal provisions6.5–

Other liabilities6.011.1

Total current creditors and other liabilities35.138.9

Total creditors and other liabilities3 7. 838.9

Creditors and other liabilities are initially recognised at fair value and subsequently measured at amortised cost.

10 9108

Financial Statements of

Goodman NZ

Notes to the Financial Statements (continued)

Financial Results

Goodman NZ

Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther Information

14. Tax
14.1 Tax expense

$ million20262025

Profit before tax258.4130.9

Tax at 28%(72.4)(3 6 .7 )

Depreciation of investment property9.08.5

Movement in fair value of investment property31.23.1

Movement in fair value of legacy employee benefits(2.9)(3.8)

Share based payments expense(1.2)(0.3)

Deductible net expenditure for investment property4.24.1

Financial instruments1.2(4.5)

Transaction costs(1.3)(0.6)

Investment in associates fee recognition( 0 .7 )–

Prior year adjustments0 .70.9

Current tax on operating earnings(32.2)(29.3)

Depreciation recovered on disposed investment property(8.6)–

Financial instruments5.84.2

Legacy employee benefit deductions3.5–

Prior year adjustments0.9–

Current tax on non-operating earnings1.64.2

Tax losses utilised32.423.3

Total current tax1.8(1.8)

Depreciation of investment property(9.1)(8.5)

Reduction of liability in respect of depreciation recovery income9.19.4

Depreciation released for investment property sold 11.5–

Deferred expenses9.3(1.2)

Financial instruments( 7. 3 )0.3

Employee benefits liabilities4.23.8

Investment in associates fee recognition0 .7–

Prior period adjustment1.8–

Tax losses (32.4)(23.3)

Deferred tax(12.2)(19.5)

Total tax expense(10.4)(21.3)

Current tax on operating earnings is a non-GAAP measure included to provide an assessment of current tax for the

Group’s principal operating activities. This non-GAAP financial measure may not be consistent with its calculation by

other similar entities.

14. Tax (continued)

14.1 Tax expense (continued)

Tax expense for the year comprises current and deferred tax recognised in the statement of comprehensive income.

Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively

enacted at balance date, and includes any adjustment to tax payable in respect of previous years.

Deferred tax is provided in full using the liability method, providing for temporary differences between the carrying

amounts of assets and liabilities for financial reporting purposes and their tax bases.

Deferred tax is not accounted for if it arises from the initial recognition of assets or liabilities in a transaction, other

than a business combination, that affects neither accounting nor taxable profit or loss nor to differences relating to

investments in subsidiaries to the extent that they will probably not reverse in the foreseeable future, and do not give

rise to equal deductible and taxable temporary differences.

14.2 Deferred tax

$ million20262025

Deferred tax assets

Tax losses6.236.8

Employee compensation reserve1.30.2

Lease liabilities2.2–

Employee benefits liabilities8.09.5

Investment in associates fee recognition0 .7–

Total deferred tax assets18.446.5

Deferred tax liabilities

Investment properties – depreciation recoverable(5.5)( 17. 0 )

Investment properties – deferred expenses(6.2)(15.5)

Financial instruments( 4 .7 )2.6

Borrowings issue costs(0.1)(0.1)

Indemnification assets(1.3)(5.9)

Right of use assets(2.2)–

Total deferred tax liabilities(20.0)(35.9)

Net deferred tax (liability) / asset(1.6)10.6

Deferred tax assets and liabilities have not been offset on the balance sheet as they relate to separate taxable

entities. Accordingly, the net deferred tax liability of $1.6 million is presented as a deferred tax asset of $8.3 million

(relating to GPS) and a deferred tax liability of $9.9 million (relating to GNZL).

111110

Financial Statements of

Goodman NZ

Notes to the Financial Statements (continued)

Financial Results

Goodman NZ

Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther Information

14. Tax (continued)
14.2 Deferred tax (continued)

The amount of deferred tax provided is based on the expected manner of realisation or settlement of the carrying

amount of assets and liabilities, using tax rates enacted or substantively enacted at the balance date.

A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be available

against which the asset can be utilised. Deferred tax assets are reduced to the extent that it is no longer probable that

the related tax benefit will be realised.

For deferred tax liabilities potentially arising on investment property measured at fair value there is a rebuttable

presumption that the carrying amount of the investment property asset will be recovered through sale. In estimating

this deferred tax liability, the Group has made reference to its experience of tax depreciation recovered when

properties of a similar nature have been sold.

15. Related party disclosures

Related party assets are disclosed in note 10. Goodman Group (a stapled entity comprising Goodman Limited,

Goodman Industrial Trust and Goodman Logistics (HK) Limited) and its entities continue to be related parties of

the Group as GIH and GIT are significant shareholders, with Goodman NZ being equity accounted in the financial

statements of Goodman Group.

EntityNature of related party relationship

Goodman Investment Holdings (NZ) LimitedGIHShareholder in the Group.

Goodman Industrial TrustGITShareholder in the Group through

Goodman Funds Management Limited

as responsible entity for the Goodman

Industrial Trust.

Goodman LimitedGLParent entity of GIH and provider of

support services to the Group under a

co-operation services agreement.

Goodman NZ Highbrook Limited PartnershipHLPEquity accounted associate in which

GNZL

is a partner and GPS is the Manager.

Refer to note 2 for more details.

GNZ Highbrook General Partner LimitedHGPEquity accounted associate in which

GNZL is a shareholder and GPS provides

management services. Refer to note 2

for


more details.

15. Related party disclosures (continued)

15.1 Transactions with related parties

RecordedOutstanding

$ millionRelated party2026202520262025

Investment management fee incomeHLP4.3–2.3–

Property management fee incomeHLP2.2–0.4–

Establishment fee incomeHLP4.3–––

Total fee income10.8–2 .7–

Distributions receivedHLP9 .7–––

Disposal of investment propertiesHLP2 , 1 0 9 .7–––

Other assets associated with

disposal

of investment propertiesHLP1.2–––

Gross lease paymentsHLP(0.2)–––

Disposal provisions paymentsHLP(1.5)–––

Transitional servicesGL(1.1)(1.1)––

Distributions paidGIT( 16 .7 )(13.5)––

Distributions paidGIH(16.3)( 17. 9 )––

On 30 September 2025, Highbrook Business Park was sold to HLP, a related party, for $2.1 billion.

The following table details the transactions between GNZL (GMT prior to 31 March 2026) and GPS, which are

eliminated on consolidation.

$ million 20262025

Charged by GPS to GNZL

Property management fees5.46 .7

Cost recovery income3.51 9 .7

Cost recharges0.50.3

Total charged9.42 6 .7

Charged by GNZL to GPS

Gross lease receipts 0.10.2

The following balances were receivable / (payable) between GNZL and GPS

GPS – related party payable (recognised in GNZL)(8.9)(10.0)

GPS – related party receivable (recognised in GNZL)4.314.1

GNZL – related party payable (recognised in GPS)(4.3)(14.1)

GNZL – related party receivable (recognised in GPS)8.910.0

GPS provided management services to GNZL / GMT on a cost recovery basis prior to 31 March 2026.

113112

Financial Statements of

Goodman NZ

Notes to the Financial Statements (continued)

Financial Results

Goodman NZ

Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther Information

15. Related party disclosures (continued)
15.2 Other related party transactions

Key management personnel

Key management personnel are those people with the responsibility and authority for planning, directing and

controlling the activities of an entity. The key management personnel are considered to be the Directors, the Chief

Executive Officer, the Chief Financial Officer and the General Counsel. Total key management personnel expenses

are detailed in the table below:

$ million 20262025

Short-term employee benefits2.12.4

Share based payments – GNZ LTIP 1.30.3

Share based payments – legacy LTIPs4 .74.8

Directors’ fees0.60.5

To t a l 8 .78.0

For the year ended 31 March 2026 there were no post-employment benefits, other long-term benefits or termination

benefits (2025: none).

Related party investment in the Group

At 31 March 2026, Goodman Group, through its subsidiary Goodman Investment Holdings (NZ) Limited, held

241,863,312 shares in each of GNZL and GPS out of a total 1,530,611,273 shares on issue in each of GNZL and

GPS (31 March 2025: 241,863,312 units in GMT out of a total 1,538,768,535 units).

At 31 March 2026, Goodman Group, through Goodman Funds Management Limited (as the responsible entity for

Goodman Industrial Trust), held 247,071,396 shares in each of GNZL and GPS out of a total 1,530,611,273 shares

on issue in each of GNZL and GPS (31 March 2025: 247,071,396 units in GMT out of a total 1,538,768,535 units).

Licence to use Goodman brand

Goodman Group have granted GNZL and GPS a non-exclusive, non-transferable licence to continue to use the

“Goodman” brand for so long as Goodman Group holds at least 10% of the shares in the Group. There is no ongoing

fee payable for use of the Goodman brand under the Brand Licence Agreement.

In using the Goodman brand, GNZL and GPS are required to follow Goodman Group brand guidelines and Goodman

Group may terminate the licence in customary circumstances, including in the event of a serious unremedied breach.

There is a two-month transition period to cease using the brand once the Group is no longer entitled to do so.

16. Commitments and contingencies

16.1 Capital commitments

These commitments are amounts payable for contractually agreed services for capital expenditure.

$ million20262025

Completion of developments48.418.0

Property acquisition50.8–

Office fit-out –1.5

Total capital commitments99.219.5

16.2 Contingent liabilities

The Group has no material contingent liabilities (2025: none).

17. Reconciliation of profit after tax to net cash flows from operating activities

$ million20262025

Profit after tax248.0109.6

Non-cash items:

Movement in fair value of investment property( 5 9 .7 )(11.1)

Deferred lease incentives and leasing costs9.42 .7

Fixed rental income adjustments(3.0)(5.0)

Issue costs and subsequent amortisation for non-bank borrowings1.20 .7

Movement in fair value of financial instruments7. 017. 1

Movement in valuation of legacy employee benefits10.31 3 .7

Transitional services1.11.1

Share based payment expense4.21.2

Tax expense(12.2)(3.8)

Share of earnings from associates( 8 4 .7 )–

Net cash flows from operating activities before changes in assets and liabilities121.6126.2

Movements in working capital from:

Debtors and other assets(0.5)7. 1

Creditors and other liabilities1.55.3

Tax liabilities11.22 2 .7

Movements in working capital12.235.1

Net cash flows from operating activities133.8161.3

115114

Financial Statements of

Goodman NZ

Notes to the Financial Statements (continued)

Financial Results

Goodman NZ

Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther Information

18. Financial risk management
In addition to business risk associated with the Group’s principal activity of investing in and managing real estate in

New Zealand, the Group is also exposed to financial risk for the financial instruments that it holds. Financial risk can be

classified in the following categories: interest rate risk, credit risk, liquidity risk and capital management risk.

18.1 Financial instruments

The following items in the balance sheet are classified as financial instruments: Cash, short-term deposits, debtors

and other assets (excluding prepayments), financial instruments, creditors and other liabilities, lease liabilities and

borrowings. All items are recorded at amortised cost with the exception of derivative financial instruments, which are

recorded at fair value through profit or loss.

Financial instruments are classified dependent on the purpose for which the financial instrument was acquired or

assumed. Management determines the classification of its financial instruments at initial recognition between two

categories:

+ Amortised cost: Instruments recorded at amortised cost are those with fixed or determined receipts / payments

that are recorded at their expected value at balance date.

+ Fair value through profit or loss: Instruments recorded at fair value through the statement of comprehensive

income have their fair value measured via active market inputs, or by using valuation techniques if no active

market exists.

18.2 Interest rate risk

The Group’s interest rate risk arises from borrowings. The Group manages its interest rate risk in accordance with its

Financial Risk Management policy. The principal objective of the Group’s interest rate risk management process is to

mitigate negative interest rate volatility adversely affecting financial performance.

The Group manages its interest rate risk by using floating-to-fixed interest rate swaps and interest rate caps. Interest

rate swaps and interest rate caps (when effective) have the economic effect of converting borrowings from floating rates

to fixed rates. Generally, the Group raises long-term borrowings at floating rates and swaps them into fixed rates that are

lower than those available if the Group borrowed directly at fixed rates. Under the interest rate swaps, the Group agrees

with other parties to exchange, at specified intervals (primarily quarterly), the difference between fixed contract rates

and floating-rate interest amounts calculated by reference to the agreed notional amounts. Under interest rate caps,

the Group agrees to pay the floating rate up to the cap limit at which point it replicates an interest rate swap. Where the

Group raises long-term borrowings at fixed rates, it may enter into fixed-to-floating interest rate swaps or interest rate

caps to enable the cash flow interest rate risk to be managed in conjunction with its floating rate borrowings.

The table below considers the direct impact to interest costs of a 1% change to interest rates.

$ million20262025

Impact of a 1% increase in interest rates(0.3)(2.5)

Impact of a 1% decrease in interest rates0.32.5

1 17116

Financial Statements of

Goodman NZ

Notes to the Financial Statements (continued)

18. Financial risk management (continued)

18.3 Credit risk

Credit risk arises from cash, short-term deposits, financial instruments, credit exposures to customers and credit

exposure to banks. For banks and financial institutions only independently credit rated parties are accepted, and

when short-term deposits or derivative contracts are entered into their credit risk is assessed. For customers and

related parties, the Group assesses the credit quality, considering its financial position, past experience and any other

relevant factors. The overall credit risk is managed with a credit policy that monitors exposures and ensures that the

Group does not bear unacceptable concentrations of credit risk.

The Group’s maximum exposure to credit risk is best represented by the total of its debtors, financial instrument assets,

short-term deposits and cash as shown in the balance sheet. To mitigate credit risk the Group holds security deposits,

bank guarantees, parent company guarantees or personal guarantees from customers as deemed appropriate.

18.4 Liquidity risk

Liquidity risk is the risk that the Group will encounter difficulty in meeting obligations from its financial liabilities.

The Group’s approach to management of liquidity risk is to ensure that it will always have sufficient liquidity to meet

its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking

damage to the Group’s reputation. The Group manages this risk through active monitoring of the Group’s liquidity

position and availability of borrowings from committed facilities.

The following table outlines the Group’s financial liabilities by their relevant contractual maturity date. Values are the

contractual undiscounted cash flows and include both principal and interest where applicable. Contractual maturity

dates for lease liabilities are presented based on the relevant five

-year periods in which the underlying leases are

subject to market rent reviews.

$ millionYe a r 1Ye a r 2Ye a r 3Ye a r 4Ye a r 5

Ye a r 6

and later

To t a l

cash flows

Carrying

value

2026

Borrowings2 7. 1373.161.81 5 7. 81 51 .7–771.5705.0

Financial instruments––––––––

Lease liabilities12.01 1 .711.19.43.2–4 7. 4194.6

Creditors and other liabilities35.1–––––35.135.1

To t a l74.2384.872.91 6 7. 2154.9–854.09 3 4 .7

2025

Borrowings383.6194.6526.0198.41 5 7. 81 51 .71,612.11,460.0

Financial instruments2.52.52.21.41.00 .710.314.3

Lease liabilities8 .77.77. 46.95.1–35.81 2 6 .7

Creditors and other liabilities38.9–––––38.938.9

To t a l4 3 3 .7204.8535.62 0 6 .7163.9152.41 , 6 9 7. 11,639.9

18.5 Capital management risk

The Group’s policy is to maintain a strong capital base to maintain investor, creditor and market confidence, while

maximising the return to investors through optimising the mix of debt and equity. The Group meets its objectives

for managing capital through its investment decisions on the acquisition, development and disposal of assets, its

distribution policy, buyback of equity and raising new equity. The Group’s policies in respect of capital management

are reviewed regularly by the Board of Directors.

The Group’s capital structure includes bank debt, retail bonds, wholesale bonds and shareholders’ equity. A loan to

value ratio covenant restricts total borrowings incurred by the Group to 50% of the aggregate value of its property

assets. The Group complied with this requirement during this year and the prior year.

Financial Results

Goodman NZ

Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther Information

119118
Financial Statements of

Goodman NZ

Notes to the Financial Statements (continued)

18. Financial risk management (continued)

18.6 Fair value of financial instruments

Except for the green retail bonds, wholesale bonds and green wholesale bonds, the carrying values of all balance

sheet financial instruments approximate their estimated fair value. The fair values of green retail bonds, wholesale

bonds and green wholesale bonds are as follows:

$ millionFair value hierarchy20262025

Green retail bondsLevel 1151.4150.2

Wholesale bondsLevel 2373.1368.0

Green wholesale bondsLevel 214 5.314 6.1

The Group classifies its fair value measurements using a fair value hierarchy that reflects the significance of the inputs

used in making the measurements. The fair value hierarchy has the following levels:

+ Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities.

+ Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either

directly (i.e. as prices) or indirectly (i.e. derived from prices).

+ L

evel 3: Inputs for the asset or liability that are not based on observable market data (i.e. unobservable inputs).

The fair value of financial instruments classified as Level 2, being wholesale bonds and green wholesale bonds is measured

using a present value calculation of the future cash flows using the relevant term swap rate as the discount

factor.

The level in the fair value hierarchy within which the fair value measurement is categorised is determined on the basis

of the lowest input to the fair value measurement. If a fair value measurement uses observable inputs that require

significant adjustment based on unobservable inputs, the measurement is a Level 3 measurement.

The Group’s policy is to recognise transfers into and transfers out of fair value hierarchy levels at the date of the event

or change in circumstances that caused the transfer. During the year, there were no transfers between levels of the fair

value hierarchy.

19. Major customer disclosure

The Group is required to provide information about the extent of its reliance on its major customers (being 10 per cent

or more of the Group’s revenues). For the year ended 31 March 2026, the Group had one customer with total revenue

of $24.5 million, being 11.0% of the Group’s revenue (2025: one customer with total revenue of $33.9 million, being

12.3% of the Group’s revenue).

20. Operating segments

The Group determines and presents operating segments based on the information that is provided internally to the

Chief Operating Decision Maker (CODM), which is responsible for allocating resources and assessing performance.

The CODM has been identified as the respective boards of GNZL and GPS.

20. Operating segments (continued)

Following the corporatisation and stapling transaction on 31 March 2026, the Group comprises two principal components:

+GNZL (GMT prior to 31 March 2026) – is a PIE and holds the Group’s property investment activities and its

investments in associates.

+G

PS – is not a PIE and undertakes the Group’s property management and funds management activities.

Elimination – transactions between GNZL and GPS that are eliminated for the Group.

These components reflect how the Group is structured and managed internally. The following section provides an

analysis of the Group’s results by reportable segment.

Segment profit or loss 2026

$ millionGNZLGPSElimination2026

Property income223.1––223.1

Property expenses(4 4.0)–5.4(38.6)

Net property income17 9 . 1–5.4184.5

Fee income–16.2(5.4)10.8

Cost recovery income–3.5(3.5)–

Interest cost(48.0)(0.3)–(48.3)

Interest income8.40.1–8.5

Net interest cost(39.6)(0.2)–(39.8)

Net corporate costs3.3(20.6)3.5(13.8)

Share based payments expense–(4.2)–(4.2)

Profit before other expenses and tax142.8(5.3)–137.5

Other income / (expenses)

Share of earnings from associates8 4 .7––8 4 .7

Movement in fair value of investment property5 9 .7––5 9.7

Movement in fair value of financial instruments( 7. 0 )––(7.0)

Movement in fair value of legacy employee benefits(8.5)(1.8)–(10.3)

Transitional services–(1.1)–(1.1)

Transaction costs(5.1)––(5.1)

Profit before tax266.6(8.2)–258.4

Tax expense(18.6)8.2–(10.4)

Profit after tax attributable to equity holders248.0––248.0

Other comprehensive income––––

Total comprehensive income for the year attributable

to


equity holders248.0––248.0

Financial Results

Goodman NZ

Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther Information

121120
Financial Statements of

Goodman NZ

Notes to the Financial Statements (continued)

To the shareholders of Goodman New Zealand Limited and Goodman Property Services (NZ) Limited

In our opinion, the accompanying consolidated financial statements (the financial statements) of Goodman New Zealand

Limited (GNZL) and its subsidiaries and Goodman Property Services (NZ) Limited (GPS), together Goodman NZ or the Group,

present fairly, in all material respects, the financial position of the Group as at 31 March 2026, its financial performance, and its

cash flows for the year then ended in accordance with New Zealand Equivalents to International Financial Reporting Standards

(NZ IFRS) and International Financial Reporting Standards Accounting Standards (IFRS Accounting Standards).

The Group’s financial statements comprise:

—the balance sheet as at 31 March 2026;

—the statement of comprehensive income for the year then ended;

—the statement of changes in equity for the year then ended;

—the statement of cash flows for the year then ended; and

—the notes to the financial statements, comprising material accounting policy information and other explanatory information.

We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs (NZ)) and International

Standards on Auditing (ISAs). Our responsibilities under those standards are further described in the Auditor’s responsibilities

for the audit of the financial statements section of our report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

We are independent of the Group in accordance with Professional and Ethical Standard 1 International Code of Ethics for

Assurance Practitioners (including International Independence Standards) (New Zealand) issued by the New Zealand Auditing

and Assurance Standards Board (PES 1) and the International Code of Ethics for Professional Accountants (including

International Independence Standards) issued by the International Ethics Standards Board for Accountants (IESBA Code), as

applicable to audits of financial statements of public interest entities. We have also fulfilled our other ethical responsibilities in

accordance with PES 1 and the IESBA Code.

In our capacity as auditor and assurance practitioner, our firm also provides review, agreed-upon procedures and other

assurance services. The firm has no other relationship with, or interests in, the Group.

20. Operating segments (continued)

Segment profit or loss 2025

$ millionGMTGPSElimination2025

Property income2 7 7. 9––2 7 7. 9

Property expenses(5 4.1)–6 .7( 4 7. 4 )

Net property income223.8–6 .7230.5

Fee income–6 .7( 6 .7 )–

Cost recovery income–1 9 .7( 1 9 .7 )–

Interest cost(64.9)––(64.9)

Interest income0.8––0.8

Net interest cost(64.1)––(64.1)

Net corporate costs(11.6)(19.0)1 9 .7(10.9)

Share based payments expense–(1.2)–(1.2)

Profit before other expenses and tax148.16.2–154.3

Other income / (expenses)

Movement in fair value of investment property11.1––11.1

Movement in fair value of financial instruments( 17. 1 )––( 17. 1 )

Movement in fair value of legacy employee benefits( 8 .7 )(5.0)–(13 .7 )

Transitional services–(1.1)–(1.1)

Transaction costs(2.6)––(2.6)

Profit before tax130.80.1–130.9

Tax expense(21.2)(0.1)–(21.3)

Profit after tax attributable to equity holders109.6––109.6

Other comprehensive income––––

Total comprehensive income for the year attributable

to

equity holders109.6––109.6

Segment assets and liabilities 2026

$ millionGNZLGPSElimination2026

Assets4,190.54 4.1(13.2)4,221.4

Liabilities (953.5)( 3 7. 5 )13.2( 9 7 7. 8 )

Net assets3,237.06.6–3,243.6

Segment assets and liabilities 2025

$ millionGMTGPSElimination2025

Assets4,777.132.4(24.1)4 ,78 5. 4

Liabilities (1,668.5)(30.0)24.1(1 ,6 74 . 4)

Net assets3,108.62.4–3,111.0

PricewaterhouseCoopers, PwC Tower, 15 Customs Street West, Private Bag 92162, Auckland, 1142, New Zealand

T: +64 9 355 8000, www.pwc.co.nz

Financial Results

Goodman NZ

Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther Information

123122
Accounting for the corporatisation and stapling

Refer to the general information section of the financial

statements.

During the year, the Group completed a corporatisation

and stapling transaction, resulting in a fundamental

change to its legal and operating structure. This

included the replacement of units in Goodman Property

Trust (GMT) with ordinary shares in GNZL and the

establishment of a stapled security structure with GPS.

The accounting for this transaction required significant

judgement, and these judgements are complex due to the

absence of specific guidance in NZ IFRS 10 Consolidated

Financial Statements for common control transactions

and stapled structures. This included determining

whether the transaction is within the scope of NZ IFRS 3

Business Combinations or represented a common control

reorganisation, identifying GNZL as the parent entity in

the stapled structure, and determining the appropriate

transaction date for accounting purposes.

We considered this to be a key audit matter due to the

complexity of the transaction, the significant judgement

involved, and the audit effort required to evaluate

management’s accounting conclusions.

Our procedures included, among others:

—Obtaining an understanding of management’s process

over the accounting for the corporatisation and stapling

transaction.

—Evaluating management’s assessment of the transaction

as a common control reorganisation by considering the

substance of the transaction and the control retained by

GMT throughout, and, as part of this assessment, assessing

management’s accounting analysis against the requirements

of the relevant accounting standards.

—Assessing key legal documentation, including the stapling

deed between GNZL and GPS and relevant trust deed

amendments, to understand the legal form and substance of

the transaction.

—Evaluating management’s determination of GNZL as the

parent entity in the stapled structure, by considering the

common control arrangement and the relative size and role

of the entities involved. We also assessed the consolidation

implications arising from the stapled structure.

—Evaluating the determination of the transaction date by

reference to unitholder approvals, board resolutions and other

supporting legal documentation.

—Considering the appropriateness of disclosures made in the

financial statements.

Determining the treatment for the investment

in


associates

Refer to note 2 and the general information section of

the financial statements.

On 30 September 2025, the Group sold its investment

in Highbrook Business Park to Goodman NZ Highbrook

Limited Partnership (HLP) for a gross price of

$2,109.7 million and, as part of the transaction, acquired

a 71.1% interest in HLP and GNZ Highbrook General

Partner Limited (HGP) for consideration comprising

equity of $899.9 million and cash.

The accounting for this transaction involved significant

judgement, particularly in assessing whether the Group

controls HLP and HGP or has significant influence, and

therefore whether the investment should be accounted

for as a subsidiary or an associate in accordance with

NZ IFRS 10 Consolidated Financial Statements and

NZ IAS 28 Investments in Associates and Joint Ventures.

We considered this to be a key audit matter due to the size

of the transaction, and the significant judgement involved

in determining the appropriate accounting treatment.

Our procedures included, among others:

—Assessing key agreements to understand the rights and

obligations of the parties.

—Recalculating the gain on disposal by comparing the

consideration received to the carrying value of the investment

properties at the date of disposal.

—Assessed the Group’s conclusion that it does not control

HLP or HGP by evaluating the governance structure,

decision-making rights, and relevant contractual

arrangements against the requirements of NZ IFRS 10.

—Tested the application of the equity method of accounting

for HLP and HGP to supporting documents, including

whether profits on transactions with the associate had been

appropriately eliminated.

—Considering the appropriateness of disclosures made in the

financial statements.

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial

statements of the current year. These matters were addressed in the context of our audit of the financial statements as a whole,

and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Valuation of investment property

Refer to note 1 to the financial statements.

As at 31 March 2026, the Group’s investment

property portfolio comprised stabilised properties

of $2,522.5 million and investment property under

development of $149.0 million, with a total carrying

value of $2,671.5 million.

The valuation of investment property is inherently

subjective. Small changes in key assumptions, when

aggregated across the portfolio, could result in a material

change in the carrying value. Key assumptions applied

include, but are not limited to, market capitalisation rates,

discount rates, market rental, rental growth rates and

terminal capitalisation rates. These assumptions are

influenced by market conditions and property-specific

factors such as tenancy arrangements and the quality

and location of assets.

Management engaged independent registered valuers

to assist in determining the fair value of the investment

property portfolio. The valuers engaged by management

are experienced in the markets in which the Group

operates and are rotated across the portfolio, with the

lead valuer rotated on a three-year cycle. The valuers

applied valuation methodologies consistent with

International Valuation Standards and Australia and

New Zealand Valuation and Property Standards, using

market evidence and property-specific inputs.

In determining a property’s valuation, the valuers

predominantly used two approaches to determine

the fair value of an investment property: the income

capitalisation approach and the discounted cash flow

approach to arrive at a range of valuation outcomes,

from which the valuers derive a point estimate. For

properties reported as under development, the residual

or land value approaches were also used.

We considered this to be a key audit matter due to the

significant estimation uncertainty involved, the size of

the balance, and the level of audit effort and judgement

required, including the involvement of an auditor’s

valuation expert.

Our procedures included, among others:

—Obtaining an understanding of management’s processes and

controls relating to the valuation of investment properties

through walkthroughs and discussions with management.

We also met with management and the independent

registered valuers to understand portfolio movements,

changes in market conditions, climate change-related risks,

and other factors influencing the key assumptions applied in

the valuations.

—Evaluating the appropriateness of the valuation

methodologies and the reasonableness of key assumptions,

including capitalisation rates, discount rates and market rents,

by benchmarking these against external market data and

recent comparable transactions.

—Holding discussions with the independent registered valuers

to understand the methodologies, estimates and key

assumptions applied in the valuations, and assessing their

competence, capabilities, and objectivity. We also evaluated

whether there was any evidence of bias in the determination

of significant assumptions used in the individual valuations.

—On a sample basis:

− agreeing forecast contractual rental income and lease

terms to executed lease agreements with tenants;

− evaluating whether property-specific factors,

such as capital expenditure requirements, seismic

considerations and ground lease obligations, had been

appropriately reflected in the valuations by inspecting

supporting documentation; and

− using an auditor’s valuation expert to assist us to

assess methodologies and assumptions, including

benchmarking selected inputs against market data.

—Evaluating whether the valuation approach applied for each

property was consistent with the valuation methodology

described in note 1 and suitable for determining the fair value

of the investment property portfolio as at 31 March 2026.

—Considering the appropriateness of disclosures made in the

financial statements.

PwCPwC

Financial Results

Goodman NZ

Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther Information

Independent auditor’s report (continued)

125124
The Directors of GNZL and GPS are responsible for the other information. The other information comprises the information

included in the Annual Report, but does not include the financial statements and our auditor’s report thereon. The Annual Report

is expected to be made available to us after the date of this auditor’s report.

Our opinion on the financial statements does not cover the other information and we will not express any form of audit opinion or

assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so,

consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the

audit, or otherwise appears to be materially misstated.

When we read the other information not yet received, if we conclude that there is a material misstatement therein, we are

required to communicate the matter to the Directors of GNZL and GPS and use our professional judgement to determine the

appropriate action to take.

The Directors are responsible, on behalf of GNZL and GPS, for the preparation and fair presentation of the financial statements in

accordance with NZ IFRS and IFRS Accounting Standards, and for such internal control as the Directors determine is necessary to

enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the Directors of GNZL and GPS are responsible for assessing the Group’s ability to

continue as a going concern, disclosing, as applicable, matters related to going concern, and using the going concern basis of

accounting unless the Directors of GNZL and GPS either intend to liquidate the Group or to cease operations, or have no realistic

alternative but to do so.

Our objectives are to obtain reasonable assurance about whether the financial statements, as a whole, are free from material

misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is

a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (NZ) and ISAs will always detect

a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually

or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these

financial statements.

A further description of our responsibilities for the audit of the financial statements is located at the External Reporting Board’s

website at:

https://www.xrb.govt.nz/standards/assurance-standards/auditors-responsibilities/audit-report-ff-ff/

This description forms part of our auditor’s report.

This report is made solely to the shareholders of GNZL and GPS, as a body. Our audit work has been undertaken so that we

might state those matters which we are required to state to them in an auditor’s report and for no other purpose. To the fullest

extent permitted by law, we do not accept or assume responsibility to anyone other than the Group and the shareholders of

GNZL and GPS, as a body, for our audit work, for this report, or for the opinions we have formed.

The engagement partner on the audit resulting in this independent auditor’s report is Lisa Crooke.

For and on behalf of:

PricewaterhouseCoopers

Au

ckland

25 May 2026

Overview

Overall group materiality: $7.75 million, which represents approximately 5% of profit before tax excluding

movements in fair value of investment property and financial instruments (including the Group’s share

of earnings from associates arising from movements in fair value of investment property and financial

instruments) and movements in fair value of legacy employee benefits.

We have chosen this benchmark because in our view, it is the benchmark against which the performance

of the Group is most commonly measured by users of the financial statements.

We performed a full scope audit over the financial information of all components of the Group.

As reported above, we have three key audit matters, being:

—Valuation of investment property;

—Accounting for the corporatisation and stapling; and

— Determining the treatment for the investment in associates.

As part of designing our audit, we determined materiality and assessed the risks of material misstatement in the financial

statements. In particular, we considered where management made subjective judgements; for example, in respect of significant

accounting estimates that involved making assumptions and considering future events that are inherently uncertain. As in all of

our audits, we also addressed the risk of management override of internal controls, including among other matters, consideration

of whether there was evidence of bias that represented a risk of material misstatement due to fraud.

The scope of our audit was influenced by our application of materiality. An audit is designed to obtain reasonable assurance

about whether the financial statements are free from material misstatement. Misstatements may arise due to fraud or error.

They are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic

decisions of users taken on the basis of the financial statements.

Based on our professional judgement, we determined certain quantitative thresholds for materiality, including the overall group

materiality for the financial statements as a whole as set out above. These, together with qualitative considerations, helped

us to determine the scope of our audit, the nature, timing and extent of our audit procedures, and to evaluate the effect of

misstatements, both individually and in the aggregate, on the financial statements as a whole.

We tailored the scope of our audit in order to perform sufficient work to enable us to provide an opinion on the financial

statements as a whole, taking into account the structure of the Group, the accounting processes and controls, and the industry

in which the Group operates.

PwCPwC

Materiality

Group

Scoping

Key Audit

Matters

Financial ResultsContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther Information

Goodman NZ

Annual Report 2026

Independent auditor’s report (continued)

127126

Jost

Highbrook Drive, Highbrook Business Park

GNZ BOND

ISSUER

LIMITED

Financial Statements

For the year ended 31 March 2026

The Board of GNZ Bond Issuer Limited, authorised

these financial statements for issue on 25 May 2026.

For and on

behalf of the Board:

John Dakin


L

aurissa Cooney

Chair Chair, Audit and Risk Committee

FINANCIAL STATEMENTS

(FORMERLY GMT BOND ISSUER LIMITED)

Financial Results

GNZ Bond Issuer Limited

Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther Information

Statement of comprehensive income 128

Balance sheet 128

Statement of cash flows 129

Statement of changes in equity

12

9

General information

13

0

Notes to the financial statements

13

2

1. Borrowings

1

32

2.

A

dvances to related parties

1

32

3.

A

dministrative expenses

1

33

4.

C

ommitments and contingencies

1

33

5.

Re

conciliation of profit after tax

to net cash flows from operating activities

1

33

6.

F

inancial risk management

1

33

7. Equity

1

35

Independent auditor’s report

13

6

129128
STATEMENT OF COMPREHENSIVE INCOME

For the year ended 31 March 2026

$ millionNote20262025

Interest income226.923.8

Interest cost

1(26.9)(23.8)

Profit before tax––

Ta x––

Profit after tax attributable to shareholder––

Other comprehensive income––

Total comprehensive income for the year attributable to shareholder––

BALANCE SHEET

As at 31 March 2026

$ millionNote20262025

Non-current assets

Advances to related parties

270 0.0 70 0.0

Current assets

Interest receivable from related parties9.3 9.3

Cash0.1 0.1

Total assets709.4 709.4

Non-current liabilities

Borrowings

170 0.0 70 0.0

Current liabilities

Interest payable9.4 9.4

Total liabilities709.4 709.4

Net assets––

Equity

Contributed equity

7––

Retained earnings ––

To t a l e q u i t y––

The above statements should be read in conjunction with the accompanying notes.

Financial Statements of

GNZ Bond Issuer Limited

STATEMENT OF CASH FLOWS

For the year ended 31 March 2026

$ millionNote20262025

Cash flows from operating activities

Interest income received

226.9 21.6

Interest costs paid

1(26.9)(21.6)

Net cash flows from operating activities

5– –

Cash flows from investing activities

Repayment of related party advances–10 0.0

Related party advances made–(150.0)

Net cash flows from investing activities–(50.0)

Cash flows from financing activities

Proceeds received from issue of green retail bonds–150.0

Repayment of retail bonds–(10 0.0)

Net cash flows from financing activities– 50.0

Net movement in cash––

Cash at the beginning of the year0.10.1

Cash at the end of the year0.10.1

STATEMENT OF CHANGES IN EQUITY

For the year ended 31 March 2026

$ million

Contributed

equity

Retained

earningsTo t a l

As at 1 April 2024–––

Total comprehensive income for the year–––

As at 31 March 2025–––

Total comprehensive income for the year–––

As at 31 March 2026–––

The above statements should be read in conjunction with the accompanying notes.

Financial Results

GNZ Bond Issuer Limited

Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther Information

131130
GENERAL INFORMATION

For the year ended 31 March 2026

Reporting entity

The financial statements are for GNZ Bond Issuer

Limited (the Company).

The Company was incorporated on 5 November 2009.

The address of its registered office is Beca House,

Level 8, 124 Halsey Street, Auckland. GNZ Bond Issuer

Limited is an issuer for the purposes of the Financial

Reporting Act 2013 as its issued green retail bond is

listed on the New

Zealand Debt Exchange (NZDX). GNZ

Bond Issuer Limited is a registered company under the

Companies Act 1993.

GNZ Bond Issuer Limited is a profit-oriented company

incorporated and domiciled in New Zealand. The

Company was incorporated to undertake issues of debt

securities with the purpose of on lending the proceeds

to Goodman New

Zealand Limited (GNZL) (previously

to Goodman Property Trust (GMT or Trust)) by way of

interest-bearing advances.

On 31 March 2026, unitholders in GMT approved the

corporatisation of the Trust which, in effect, became

GNZL. As part of the transaction, GNZL replaced GMT

as the borrower under the on

-lending arrangements

entered into by the Company in respect of each series

of

bonds on issue.

The transaction required approvals from holders of

bonds issued by the Company to amend the bond

documents and related arrangements to reflect the

new group structure. These amendments included

the novation of the relevant loan agreements, the

replacement of existing bond guarantees with

guarantees from GNZL and Goodman Property Services

(NZ) Limited (GPS), and consequential amendments to

the master trust deed, supplemental trust deeds and

security documents. Bondholder approval of these

amendments was obtained prior to completion of the

transaction.

The shares of GNZL and GPS have been permanently

stapled forming a new consolidated group (Goodman

NZ

or GNZ).

In connection with the transaction, and following approval

by bondholders, on 7 April 2026 the Company changed

its name from GMT Bond Issuer Limited to GNZ Bond

Issuer Limited on completion of the transaction.

Basis of preparation and measurement

The principal accounting policies applied in the

preparation of the financial report are set out below.

These policies have been consistently applied to all

periods presented unless otherwise stated.

The financial statements of the Company have been

prepared in accordance with the requirements of

Part 7 of the Financial Markets Conduct Act 2013.

The financial statements have been prepared in

accordance with New


Zealand Generally Accepted

Accounting Practice (NZ GAAP), comply with New

Zealand equivalents to International Financial Reporting

Standards (NZ IFRS), other New Zealand accounting

standards and authoritative notices that are applicable

to entities that apply NZ IFRS. The Company is a for-

profit tier one entity for the purposes of complying

with NZ GAAP. The financial statements comply with

International Financial Reporting Standards Accounting

Standards (IFRS Accounting Standards).

The financial statements have been prepared on the

historical cost basis.

The financial statements are in New Zealand dollars,

the Company’s functional currency.

Significant estimates and judgements

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 the future periods affected. The Company has no

significant estimates or judgements that are applicable to

these financial statements.

Financial Statements of

GNZ Bond Issuer Limited

Material accounting policies

Interest income

Interest income from advances to related parties is

recognised using the effective interest method.

Interest cost

Interest expense charged on borrowings is recognised

as

incurred using the effective interest method.

Advances to related parties

Advances to related parties are recorded initially at fair

value, net of transaction costs. Subsequent to initial

recognition, they are carried at amortised cost using the

effective interest method.

Interest receivable from related parties

These amounts represent the value of interest income

recognised but not yet due for payment. They are

recognised at amortised cost using effective interest

rate


method.

Borrowings

Borrowings are recorded initially at fair value, net of

transaction costs. Subsequent to initial recognition,

borrowings are carried at amortised cost using the

effective interest method.

Interest payable

Interest payable represents interest costs recognised

as

an expense but not yet due for payment.

Financial risk management

Financial instruments are classified dependent on the

purpose for which the financial instrument was acquired

or assumed. Management determine the classification of

its financial instruments at amortised cost. Instruments

recorded at amortised cost are those with fixed or

determined receipts / payments that are recorded at their

expected value at balance date.

Changes in accounting policy

There have been no changes in accounting policies

made during the financial year.

Standards issued but not yet effective

The new and amended standards and interpretations that

are issued, but not yet effective, up to the date of issuance

of the Company’s financial statements are disclosed

below. The Company intends to adopt these new and

amended standards and interpretations, if applicable,

when they become effective.

NZ IFRS 18 Presentation and Disclosure in Financial

Statements. This standard becomes effective for

reporting periods beginning on or after 1 January 2027.

NZ IFRS 18 introduces new requirements on presentation

within the statement of comprehensive income, including

specified totals and subtotals.

Financial Results

GNZ Bond Issuer Limited

Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther Information

133132
Financial Statements of

GNZ Bond Issuer Limited

NOTES TO THE FINANCIAL STATEMENTS

For the year ended 31 March 2026

1. Borrowings

1.1 Composition of borrowings

Carried atDate issuedMaturityInterest rate

2026

$ million

2025

$ million

Green retail bonds – GMB060Amortised costApr 22A p r 274 .74 0 %150.0150.0

Wholesale bonds – 8 yearsAmortised costSep 20Sep 282.262%50.050.0

Wholesale bonds – 10 yearsAmortised costSep 20Sep 302.559%150.0150.0

Wholesale bonds – 6 yearsAmortised costDec 21Dec 273.656%200.0200.0

Wholesale bonds – 5 yearsAmortised costO c t 24Oct 295.012%150.0150.0

To t a l

700.0700.0

1.2 Security and covenants

All borrowing facilities are secured on an equal ranking basis over the property assets of Goodman NZ. A loan to value

covenant restricts total borrowings incurred by Goodman NZ to 50% of the value of the secured property portfolio.

Goodman NZ has given a negative pledge which provides that it will not create or permit any security interest over its

assets. The principal financial ratio which must be met is the ratio of financial indebtedness to the value of the property

portfolio. Further negative and positive undertakings have been given as to the nature of Goodman NZ’s business.

All borrowings are classified as non-current with the earliest maturity being the green retail bonds in April 2027.

2. Advances to related parties

GNZ Bond Issuer Limited is a wholly-owned subsidiary of GNZL with GNZL being the ultimate parent. All members of

Goodman NZ are considered to be related parties of the Company.

2.1 Composition of advances to related parties

Carried atDate issuedMaturityInterest rate

2026

$ million

2025

$ million

Advance to GNZLAmortised costApr 22A p r 274 .74 0 %150.0150.0

Advance to GNZLAmortised costSep 20Sep 282.262%50.050.0

Advance to GNZLAmortised costSep 20Sep 302.559%150.0150.0

Advance to GNZLAmortised costDec 21Dec 273.656%200.0200.0

Advance to GNZLAmortised costO c t 24Oct 295.012%150.0150.0

To t a l

700.0700.0

2.2 Guarantee

Goodman NZ unconditionally and irrevocably guarantees all of the obligations of GNZ Bond Issuer Limited under its

Bond Trust Documents.

3. Administrative expenses

Goodman New Zealand Limited, the Company’s parent, paid all fees for audit services provided to the Company

(2026: $19,800, 2025: $19,200) and audit related services of reporting to the Supervisor (2026: $4,000, 2025:

$3,800). Agreed-upon procedures engagements included scrutineering fees of $24,000 in relation to the special

meetings of bondholders. There are no other services provided.

4. Commitments and contingencies

4.1 Capital commitments payable

GNZ Bond Issuer Limited has no capital commitments.

4.2 Contingent liabilities

GNZ Bond Issuer Limited has no material contingent liabilities.

5. Reconciliation of profit after tax to net cash flows from operating activities

$ million20262025

Profit after tax––

Movements in working capital from:

Interest receivable from related parties–(2.2)

Interest payable–2.2

Movements in working capital––

Net cash flows from operating activities––

6. Financial risk management

The Company is exposed to financial risk for the financial instruments that it holds. Financial risk can be classified in

the following categories; interest rate risk, credit risk, liquidity risk and capital management risk.

The Board has delegated to the Audit and Risk Committee of Goodman NZ the responsibility to review the

effectiveness and efficiency of management processes, risk management and internal financial controls and systems

as part of their duties.

6.1 Financial instruments

The following items in the balance sheet are classified as financial instruments: advances to related parties, cash,

interest receivable from related parties, borrowings and interest payable. All items are recorded at amortised cost.

Financial Results

GNZ Bond Issuer Limited

Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther Information

135134
Financial Statements of

GNZ Bond Issuer Limited

Notes to the Financial Statements (continued)

6. Financial risk management (continued)

6.2 Interest rate risk

Interest rate risk is the risk that the value or future value of cash flows of a financial instrument will fluctuate because

of changes in interest rates. The Board is responsible for the management of the interest rate risk arising from the

external borrowings.

To mitigate interest rate risk all advances to related parties have fixed interest rates receivable that match the fixed

interest rates payable on borrowings.

6.3 Credit risk

Credit risk is the risk of loss that arises from a counterparty failing to meet their contractual commitment in full and on

time, or from losses arising from the change in value of a trading financial instrument as a result of changes in credit

risk of that instrument.

The Company’s exposure to credit risk is limited to cash and deposits held with banks and credit exposure for the

advances to related parties.

The credit quality of financial assets that are neither past due nor impaired can be assessed by reference to external

credit ratings (if applicable) or to historical information about counterparty default rates. All financial assets are with

Goodman New Zealand Limited. Goodman NZ has a rating of BBB with S&P Global Ratings.

6.4 Liquidity risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting obligations from its financial liabilities.

The Company’s approach to management of liquidity risk is to ensure that it will always have sufficient liquidity to meet

its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking

damage to the Company’s reputation.

The following table outlines the Company’s financial assets and liabilities by their relevant contractual maturity date.

Values are the contractual undiscounted cash flows and include both principal and interest where applicable.

$ millionYe a r 1Ye a r 2Ye a r 3Ye a r 4Ye a r 5

Ye a r 6

and later

To t a l

cash flows

Carrying

value

2026

Cash

0.1 – – – – – 0.1 0.1

Financial assets

– Advances to related parties

26.8368.061.81 5 7. 81 51 .7–76 6.170 9.3

Financial liabilities

– Borrowings

(26.9)(368.0)(61.8)( 1 5 7. 8 )( 1 51 .7 )–(766.2)(70 9.4)

To t a l––––––––

2025

Cash

0.1 – – – – – 0.1 0.1

Financial assets

– Advances to related parties

26.826.9368.061.81 5 7. 81 51 .7793.070 9.3

Financial liabilities

– Borrowings

(26.9)(26.9)(368.0)(61.8)( 1 5 7. 8 )( 1 51 .7 )(793.1)(70 9.4)

To t a l––––––––

6. Financial risk management (continued)

6.5 Capital management risk

The Company’s policy is to match the value, term and maturity of external borrowings to the value, term and maturity

of advances made to related parties. This minimises capital management risk for the Company.

6.6 Fair value of financial instruments

The fair value of financial instruments has been estimated as follows:

$ millionFair value hierarchy20262025

Related party receivablesLevel 2669.8664.3

Green retail bondsLevel 1(151.4)(150.2)

Green wholesale bondsLevel 2(145.3)(14 6.1)

Wholesale bondsLevel 2(373.1)(368.0)

For instruments where there is no active market, the Company may use internally developed models which are usually

based on valuation methods and techniques generally recognised as standard within the industry. Some of the inputs

to these models may not be market observable and are therefore estimated based on assumptions.

The Company classifies its fair value measurements using a fair value hierarchy that reflects the significance of the

inputs used in making the measurements. The fair value hierarchy has the following levels:


L

evel 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities.


L

evel 2:

I

nputs other than quoted prices included within Level 1 that are observable for the asset or liability, either

directly (i.e. as prices) or indirectly (i.e. derived from prices).


L

evel 3: Inputs for the asset or liability that are not based on observable market data (i.e. unobservable inputs).

The fair value of wholesale bonds and green wholesale bonds, classified as Level 2, is measured using a present value

calculation of the future cash flows using the relevant term swap rate as the discount factor. The fair value of related

party receivables, classified as Level 2, is measured using the quoted prices of the green retail bonds liability, the fair

value of the wholesale bonds and the fair value of the green wholesale bonds.

The level in the fair value hierarchy within which the fair value measurement is categorised is determined on the basis

of the lowest input to the fair value measurement. If a fair value measurement uses observable inputs that require

significant adjustment based on unobservable inputs, the measurement is a Level 3 measurement. All other financial

instruments fair value approximates carrying value due to short term nature (i.e. cash, interest receivable and interest

payable).

The Company’s policy is to recognise transfers into and transfers out of fair value hierarchy levels as of the date of the

event or change in circumstances that caused the transfer. During the year, there were no transfers between levels of

the fair value hierarchy.

7. Equity

As at 31 March 2026, 100 ordinary shares had been issued for nil consideration (2025: 100 ordinary shares for nil

consideration). All shares rank equally with one vote attached to each share.

The Company has tangible assets of $0.1 million (2025: $0.1 million), and its net assets are nil. Consequently, the net

tangible assets per bond at 31 March 2026 are nil (2025: nil).

Financial Results

GNZ Bond Issuer Limited

Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther Information

137136
To the shareholder of GNZ Bond Issuer Limited (formerly GMT Bond Issuer Limited)

In our opinion, the accompanying financial statements of GNZ Bond Issuer Limited (the Company), present fairly, in all material

respects, the financial position of the Company as at 31 March 2026, its financial performance, and its cash flows for the

year then ended in accordance with New Zealand Equivalents to International Financial Reporting Standards (NZ IFRS) and

International Financial Reporting Standards Accounting Standards (IFRS Accounting Standards).

The Company’s financial statements comprise:

—the balance sheet as at 31 March 2026;

—the statement of comprehensive income for the year then ended;

—the statement of changes in equity for the year then ended;

—the statement of cash flows for the year then ended; and

—the notes to the financial statements, comprising material accounting policy information and other explanatory information.

We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs (NZ)) and International

Standards on Auditing (ISAs). Our responsibilities under those standards are further described in the Auditor’s responsibilities

for the audit of the financial statements section of our report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

We are independent of the Company in accordance with Professional and Ethical Standard 1 International Code of Ethics

for Assurance Practitioners (including International Independence Standards) (New Zealand) issued by the New Zealand

Auditing and Assurance Standards Board (PES 1) and the International Code of Ethics for Professional Accountants (including

International Independence Standards) issued by the International Ethics Standards Board for Accountants (IESBA Code), as

applicable to audits of financial statements of public interest entities. We have also fulfilled our other ethical responsibilities in

accordance with PES 1 and the IESBA Code.

In our capacity as auditor, our firm also provides review and agreed-upon procedures services. The firm has no other relationship

with, or interests in, the Company.

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial

statements of the current year. The Company obtains funds from the issue of debt securities and then lends the proceeds to

Goodman New Zealand Limited at the same cost. Given the nature of the Company’s operations, we have determined that there

are no key audit matters to communicate in our report.

PricewaterhouseCoopers, PwC Tower, 15 Customs Street West, Private Bag 92162, Auckland, 1142, New Zealand

T: +64 9 355 8000, www.pwc.co.nz

Overview

MaterialityOverall materiality: $269,000, which represents 1% of interest cost.

We chose interest cost as the benchmark because, in our view, it is the benchmark against which the

performance of the Company is most commonly measured by users.

Key audit mattersAs reported above, we have not identified any key audit matters from our audit. Refer to the Key audit

matters section of our report.

As part of designing our audit, we determined materiality and assessed the risks of material misstatement in the financial

statements. In particular, we considered where management made subjective judgements; for example, in respect of significant

accounting estimates that involved making assumptions and considering future events that are inherently uncertain. As in all of

our audits, we also addressed the risk of management override of internal controls, including among other matters, consideration

of whether there was evidence of bias that represented a risk of material misstatement due to fraud.

We tailored the scope of our audit in order to perform sufficient work to enable us to provide an opinion on the financial

statements as a whole, taking into account the structure of the Company, the accounting processes and controls, and the

industry in which the Company operates.

The scope of our audit was influenced by our application of materiality. An audit is designed to obtain reasonable assurance

about whether the financial statements are free from material misstatement. Misstatements may arise due to fraud or error.

They are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic

decisions of users taken on the basis of the financial statements.

Based on our professional judgement, we determined certain quantitative thresholds for materiality, including the overall

materiality for the financial statements as a whole as set out above. These, together with qualitative considerations, helped

us to determine the scope of our audit, the nature, timing and extent of our audit procedures, and to evaluate the effect of

misstatements, both individually and in the aggregate, on the financial statements as a whole.

The Directors are responsible for the other information. The other information comprises the information included in the Annual

Report, but does not include the financial statements and our auditor’s report thereon. The Annual Report is expected to be

made available to us after the date of this auditor’s report.

Our opinion on the financial statements does not cover the other information and we will not express any form of audit opinion or

assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so,

consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the

audit, or otherwise appears to be materially misstated.

When we read the other information not yet received, if we conclude that there is a material misstatement therein, we are

required to communicate the matter to the Directors and use our professional judgement to determine the appropriate action

to


take.

PwC

Financial Results

GNZ Bond Issuer Limited

Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther Information

139138
The Directors are responsible, on behalf of the Company, for the preparation and fair presentation of the financial statements in

accordance with NZ IFRS and IFRS Accounting Standards, and for such internal control as the Directors determine is necessary

to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the Directors are responsible for assessing the Company’s ability to continue as a going

concern, disclosing, as applicable, matters related to going concern, and using the going concern basis of accounting unless the

Directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.

Our objectives are to obtain reasonable assurance about whether the financial statements, as a whole, are free from material

misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is

a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (NZ) and ISAs will always detect

a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually

or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these

financial statements.

A further description of our responsibilities for the audit of the financial statements is located at the External Reporting Board’s

website at:

https://www.xrb.govt.nz/assurance-standards/auditors-responsibilities/audit-report-ff/

This description forms part of our auditor’s report.

This report is made solely to the Company’s shareholder. Our audit work has been undertaken so that we might state those

matters which we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by

law, we do not accept or assume responsibility to anyone other than the Company and the Company’s shareholder, for our audit

work, for this report, or for the opinions we have formed.

The engagement partner on the audit resulting in this independent auditor’s report is Lisa Crooke.

For and on behalf of:

PricewaterhouseCoopers Auckland

25 May 2026

PwC


DHL Supply Chain

Highbrook Drive, Highbrook Business Park

GNZ Bond Issuer Limited

Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther InformationFinancial Results

Corporate governance 140

Remuneration report 152

Investor relations

1

69

GRI Index

17

2

Glossary

17

4

Business directory

17

5

OTHER


INFORMATION

Independent auditor’s report (continued)

Other Information

CORPORATE
GOVERNANCE

Introduction

Corporate governance is the system by which organisations

are directed and managed. It influences how an organisation’s

objectives are achieved, how its risks are monitored and

assessed, and how its performance is optimised.

The Boards of Goodman Property Services (NZ) Limited

(GPS) and Goodman New

Zealand Limited (GNZL, and

together with GPS, GNZ) have adopted an overall corporate

governance framework that is designed to meet best

practice standards. It recognises that an effective corporate

governance culture is critical to success.


At all times, the Boards of the companies strive to achieve

governance outcomes which effectively balance the needs of

GPS, GNZL and their subsidiaries, investors, regulators and

the wider market.

The governance section of the GNZ website contains all the

relevant policies, charters and other documents described in

this report.

GNZ and GNZ Bond Issuer Limited

On 7 April 2026, GMT changed its legal structure from

a managed investment scheme into a company. GNZL

replaced Goodman Property Trust (GMT) as a corporatised

version of GMT. The shares in GNZL were contractually

and constitutionally stapled to the shares in GPS to form

“Stapled Shares”, a single saleable security that trades on

the NZX Main Board under a single ticker code, “GNZ”. GNZL

and GPS were listed at the same time. Eligible unitholders in

GMT became Shareholders in GNZL and GPS. GNZL and

GPS are described on the NZX Main Board as “Goodman

New

Zealand Limited and Goodman Property Services (NZ)

Limited (NS)”.

In this report, a reference to “Stapled Shares” or “Shares” in

GNZ means:

(a)


p

rior to 7 April 2026, Units;

(b)

o

n or after 7 April 2026, Stapled Shares.

GNZ Bond Issuer Limited (previously named GMT Bond

Issuer Limited) (GMB) is a wholly owned subsidiary of GNZL

and special purpose financing company.

GMB has issued several series of fixed rate senior secured

bonds guaranteed by GNZL and GPS. As at 31 March 2026,

one series of green bonds is quoted on the NZX Debt Market

under the ticker code GMB060. GMB has no activities other

than those necessary or incidental to the issuing of bonds,

maintaining the bonds, on-lending bond issuance proceeds

to GNZL and complying with its obligations at law or under the

Listing Rules.

Relationship with Goodman Group

Goodman Group is GNZ’s largest investor, owning

approximately 31.9% of Units on issue as at 31 March 2026

(pre-corporatisation and stapling).

Following the completion of GMT’s corporatisation and

stapling on 7 April 2026, Goodman Group owned 31.9%

of

Stapled Shares on issue.

GPS and Goodman Group are also parties to the following

long-term agreements which were put in place on completion

of the Internalisation:

+A co-operation and services agreement for the provision

of certain investment management, information

technology, insurance, human resources, marketing,

treasury and risk services by Goodman Group to GPS;

and

+A

brand licence agreement, granting GPS a non-exclusive,

non-transferable licence to use the “Goodman” brand.

Goodman Group’s cornerstone investment and long-term

contractual arrangements with GNZ support close alignment of

interests between Goodman Group and other Shareholders.

On 30 September 2025, Goodman NZ Highbrook Limited

Partnership was established. Goodman Group is a co-investor

in Highbrook Business Park.

Goodman Group holds no bonds issued by GMB.

NZX Corporate Governance Code

GNZ is required to report against the NZX Corporate

Governance Code (NZX Code). The following section

assesses GNZ’s corporate governance framework against

the principles and recommendations set out in the NZX

Code as at 7 April 2026. Other than as identified below,

GNZ complies in all material respects with the principles and

recommendations set out in the NZX Code.

PRINCIPLE 1

Ethical standards

Code of Ethical Behaviour

The highest standards of behaviour are expected from the

Directors and employees of GPS. These expectations are

formalised in the following policies, practices and processes.

Induction training and regular refresher sessions are provided

to Directors and employees on these policies, practices and

processes.

Code of Conduct

The Code of Conduct establishes the standards of ethical

and personal conduct expected of Directors and employees.

It is consistent with the wider corporate values of GNZ and

compliance with the policy is a condition of employment.

The policy requires all Directors and employees to act with

honesty and integrity in a professional and respectful manner

and in accordance with the law. Directors and employees are

required to advise the CEO or General Counsel of any actual,

apparent or perceived conflicts, maintain confidentiality and

ensure proper use of non-public information.

In accordance with the Ethical Concerns (Whistleblower)

Policy, all Directors and employees are responsible for

reporting unethical or corrupt behaviour and GNZ will take

whatever disciplinary action it considers appropriate in the

circumstances, including dismissal.

Ethical Concerns (Whistleblower) Policy

This policy sets out the common principles and minimum

standards for the disclosure and investigation of improper

conduct. All Directors and employees are required to comply

with this policy.

Political Donations Policy

This policy sets out the procedure for the giving of gifts and

political donations. All Directors and employees are required

to comply with this policy.

Financial Products Trading Policy

This policy raises awareness about the insider trading

provisions in the FMCA and strengthens those requirements

with additional compliance standards and procedures which

Directors and employees who wish to trade in Stapled Shares

or Bonds must comply with.

GNZ imposes trading windows through this policy as well as

requiring written approval of the CEO or Chair prior to any

trade. Speculative trading is also prohibited with a minimum

holding period of three months imposed.

GNZ provides email advice of trading window status (and a

constant reminder to employees via the home page of GNZ’s

intranet site).

PRINCIPLE 2

Board composition and performance

Board Composition & Performance

The Boards of GPS and GNZL work with Management to

formulate and implement their strategy for GNZ, monitoring

their performance against set objectives. The Boards are

also responsible for ensuring business risks are appropriately

identified and managed and that the statutory, financial and

social responsibilities of GNZ are complied with.

The performance of the Boards is reviewed regularly with

such process being managed by the Chair. As part of the

review, the Boards assess if appropriate training has been

received by the Boards.

Board Charter

The Board Charter sets out the roles and responsibilities of

the Boards.

To facilitate the effective execution of its responsibilities,

the Boards have developed a schedule of delegations for

Management. This statement clarifies which matters are dealt

with by the Boards and which matters are the responsibility of

Management and includes areas such as finance, corporate

matters and property transactions.

A copy of the Boards’ approved mandate and Board

Charter can be found on GNZ’s website within the corporate

governance section.

Board Composition

The Boards of GPS and GNZL are identical and comprise six

Directors, with a majority being independent (as defined in

the Listing Rules). John Dakin and Gregory Goodman are not

considered independent due to their relationship with Goodman

Group. The Boards regularly review the independence of each

of the Directors, based on information provided by Directors.

The factors the Boards consider when determining the

independence of a Director, including the requirements of the

NZX Corporate Governance Code, are set out in full in the Board

Charter. Directors are expected to volunteer information as and

when it becomes available to them.

The biographies of the Directors can be found on page 28

of this report and online at: https://nz.goodman.com/about-

goodman/board-of-directors.

Directors have an average tenure of 10.2 years at 31 March

2026. They are encouraged to undertake training to ensure

they have the market knowledge and governance expertise

to perform their roles and duties, including completing the

continuing education requirements of the Institute of Directors

New

Zealand and other relevant professional bodies. Both

Gregory Goodman and John Dakin, as employees of Goodman

Group, also participate in, and have access to, training and

development opportunities provided by Goodman Group. Any

new Director receives a comprehensive induction that includes

a tour of GNZ’s assets.

All Directors are appointed for three-year terms, after which

they are eligible for reappointment.

14114 0

Financial Results

Goodman NZ

Annual Report 2026

GNZ Bond Issuer Limited

Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther InformationOther Information

PRINCIPLE 2 (continued)
Board composition and performance (continued)

Leonie has served on the Board for 14 years. The Board

recognises that extended tenure is a factor that may be

perceived to affect independence under the NZX Corporate

Governance Code.

Notwithstanding this, the Board has determined that Leonie

remains independent, having undertaken a comprehensive

assessment of all relevant relationships and interests.

In particular:

+L

eonie has no material business, financial or advisory

relationship with GNZ, management, or any substantial

shareholder that could reasonably influence their

judgement.

+The Board formally reassesses independence on

an annual basis and is satisfied that no interests or

relationships have arisen that would compromise

independence.

+The Board considers that Leonie’s market knowledge

continues to enhance Board effectiveness without

impairing independence, and that an appropriate mix of

tenure exists across the Board.

Accordingly, the Board is satisfied that the factor of tenure

does not give rise to a disqualifying relationship and that Leonie

continues to meet the definition of an independent director.

The Board Charter includes provisions relating to the

structure of the Boards and appointment of Directors.

The Listing Rules also apply in relation to the appointment,

rotation and removal of Directors.

There are written agreements with each Director setting out

the terms and conditions of their appointment.

Inclusion and Diversity

The Directors are engaged by GNZ. Employees are employed

by GPS.

An Inclusion and Diversity policy was originally adopted in

FY18 in respect of GMT and last updated in April 2026

following the corporatisation and stapling transaction. It

recognises that an inclusive and diverse culture provides a

greater variety of views and ideas that lead to better business

outcomes. Under this policy, GNZ undertakes to measure

gender, ethnicity, and age on a regular basis and to report

progress against future targets.

Strategies to broaden representation across the business

have delivered positive results, although with a stable team it

has been a graduated change.

The lower table shows the gender split between the various

business segments and compares this against the FY30

targets, included in the Inclusion and Diversity policy.

GNZ seeks to maintain a diverse Board for GPS and GNZL

with the appropriate mix of skills, gender and geographic

representation. Specifically in relation to diversity, GNZ has a

target of achieving greater than 40% female representation

on the Boards by 2030. As at 31 March 2026, of the six

Directors that comprise the Boards, two identify as female

and four identify as male. This is unchanged from last year.

PRINCIPLE 2 (continued)

Board composition and performance (continued)

Of the eight executives, three identify as female and five

identify as male. This has changed from last year. Included

in the group of eight executives are the three Officers of

the company, being the Chief Executive Officer, the Chief

Financial Officer and the General Counsel and Company

Secretary. All three Officers identify as male and this is

unchanged from last year.

Of the 71 people that make up the business, 49% identify as

female and 48% identify as male, 1.5% identified as ‘other

identity’ and 1.5% chose not to answer. 6% of our people

identify as being part of the rainbow community.

On average, a Goodman team member has been with the

business for eight years and ten months and is approximately

40 years old. It’s a team that includes 13 different ethnicities,

with speakers of 14 different languages.

The Chair and the Chief Executive Officer

As recommended by the NZX Code, the roles of Chair and

CEO are separated. This separation avoids concentrations of

influence and increases accountability. John Dakin is the Chair

and James Spence is the Chief Executive Officer of GNZ.

The NZX Code further recommends that an issuer has an

independent chair of the board. GNZ does not adopt this

recommendation, as John Dakin, who has been the chair

of the Board of GPS and GNZL (and previously, Goodman

(NZ) Limited in its capacity as manager of GMT prior to

the Internalisation) since 29 May 2023, is an employee of

Goodman Group and therefore is not an Independent Director.

This decision was made on the basis that John Dakin was

considered the best candidate for the role, due to his tenure

and expertise in the property sector and that the objectives

of the NZX Code are achieved by the Boards maintaining a

majority of Independent Directors and by the appointment of

David Gibson, Independent Director, as Deputy Chair.

Board Meetings

The Boards typically have four scheduled meetings a year,

together with a business planning and strategy meeting. In

addition, there are ad-hoc meetings as required.

During FY26, all Directors attended each Board meeting they

were entitled to attend, with the exception of Steve Jurkovich

who was an apology for the 12 February 2026 meeting and

Gregory Goodman who was an apology for the 26 February

2026 meeting. The Board had a 100% attendance record

in


F Y25.

The Independent Directors are encouraged to meet separately

when necessary and, in any event, not less than once a year.

They are also entitled to take independent legal advice at

GNZ’s expense should they believe it necessary to adequately

perform their role.

Company Secretary

The company secretarial function is performed by Anton Shead,

GNZ’s General Counsel and Company Secretary. Refer to

page

29 for Anton’s biography.

PRINCIPLE 3

Board committees

Board Committees

The Boards establish committees to assist in the exercise

of their functions and duties and to ensure that all risks are

effectively monitored and managed.

Audit and Risk Committee

The Audit and Risk Committee is a permanent committee

which meets four times per year and more frequently if

necessary. As at the date of this Report, the Audit and Risk

Committee only comprises Independent non-executive

Directors, being Laurissa Cooney (Chair), Leonie Freeman

and David Gibson. The Boards have determined that Laurissa

Cooney has an adequate accounting or financial background

as recommended under the NZX Code.

The Audit and Risk Committee operates under the terms of a

formal charter, a copy of which is available on GNZ’s website within

the corporate governance section. The duties and responsibilities

of the Audit and Risk Committee include the following:

+Reviewing with the external auditor the audit plan, their

evaluation of the system of internal accounting controls,

their audit report, and their management letter (if any) and

Management’s response.

+Reviewing the assistance given by Management to the

external auditor.

+R

eviewing and monitoring the scope and results of the

audit, its cost effectiveness, and the independence and

objectivity of the external auditor.

+R

eviewing and discussing with the external auditor any

suspected fraud, irregularity, or break-down of GNZ’s

internal controls or suspected infringement of any

law, rules, or regulations, which has or is likely to have

a material impact on GNZ’s financial performance, or

financial position, and Management’s response.

+A

pproving the annual plan and associated fees to be paid

to the auditor.

+C

onsidering and recommending to the Boards the

appointment or re-appointment of the independent

external auditor and matters relating to the resignation or

dismissal of the auditor and ensuring that the lead audit

partner is changed at least every 5 years.

+R

eviewing the half-year and annual financial statements

before submission to the Boards for approval and

overseeing the auditing and compliance of Goodman

NZ’s annual financial statements (including the financial

statements of GNZ Bond Issuer Limited).

+D

eveloping and monitoring related party procedures,

the internal audit programme, and arrangements by

which employees may raise concerns about financial

improprieties, and investigating certain matters.

+R

eviewing climate-related disclosures.

+R

eviewing corporate governance issues.

+A

dvising the Boards in relation to accounting, audit,

and


certain risk management matters.

The Boards during the year included:

BOARD COMPOSITION AT 31 MARCH 2026

1

NameClassification

Original appointment

to GPS Board

Original appointment

to GNZL BoardExpiry of current term

John Dakin (Chair)Non-executive Director1 July 201218 February 2026The date of the annual meeting of shareholders in 2028

Laurissa CooneyIndependent Director4 November 202018 February 2026The date of the annual meeting of shareholders in 2027

Leonie FreemanIndependent Director11 O c t o b e r 201118 February 2026The date of the annual meeting of shareholders in 2027

David Gibson

(Deputy Chair)

Independent Director2 February 202118 February 2026The date of the annual meeting of shareholders in 2027

Steve Jurkovich Independent Director1 July 202518 February 2026The date of the annual meeting of shareholders in 2028

Gregory GoodmanNon-executive Director23 December 200318 February 2026The date of the annual meeting of


s

hareholders in 2028

1

Independent Director Keith Smith retired from the Board of GPS on 25 July 2025.

DIVERSITY AND INCLUSION

Gender diversityTotal persons

Survey ResultsRepresentation Targets

MaleFemaleFemale

FY26F Y25FY26F Y25F Y30

Board66 6 .7 %6 6 .7 %33.3%33.3%>40%

Executive862.5%6 6 .7 %3 7. 5 %33.3%>45%

Managerial1369.0%63.6%31.0%36.4%>45%

Note: The proportion of male and female team members may not sum to 100% as individuals may identify as ‘other identity’ or choose not to answer.

14 3142

Financial Results

Goodman NZ

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GNZ Bond Issuer Limited

Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther InformationOther Information

PRINCIPLE 3 (continued)
Board committees (continued)

Management and other employees may only attend an Audit

and Risk Committee meeting at the invitation of the Audit and

Risk Committee.

Remuneration Committee

The Boards have established a Remuneration Committee,

which meets at least twice a year and more frequently if

necessary. As at the date of this Report, the Remuneration

Committee has a majority of Independent Directors, and

comprises David Gibson (Chair), Steve Jurkovich and

Gregory Goodman.

All Directors are entitled to attend the Remuneration

Committee meetings. Management and other employees

may only attend a Remuneration Committee meeting in

accordance with the Remuneration Committee Charter or at

the invitation of the Remuneration Committee.

The duties and responsibilities of the Remuneration

Committee include the following:

+Overseeing and reviewing the implementation of, and

recommending any changes to, GNZ’s remuneration

policy and practices, including for remuneration of

directors and employees.

+Reviewing and recommending to the Boards for approval

the design and structure of employee and executive

discretionary short-term incentive structure and equity

long-term incentive plans.

+Overseeing disclosure obligations in relation to

remuneration.

Nomination Committee

Nomination and appointment of Directors is managed by

the Boards. The Boards will, when they consider appropriate

(including to appoint a Director, whether as the result of a

retirement or otherwise), constitute a Nomination Committee

to consider and administer the relevant matter or appointment.

The conduct of the Nomination Committee will be governed

by a Nomination Committee Charter which will be produced

and agreed as required. A Nomination Committee was formed

during the period to identify and recommend a new director for

appointment. As previously announced, Steve Jurkovich joined

the Board from 1 July 2025.

Other committees

The Boards may from time to time establish other committees

for a specific purpose. These committees are ad-hoc

committees and the terms of reference for each committee

is agreed by the Boards as part of the establishment process.

Examples include:

+D

ue Diligence Committee

The Boards will typically establish a Due Diligence

Committee to oversee and report to the Boards on the

due diligence process for any transaction of a significant

size and/or complexity. Examples of such transactions

are major acquisitions funded by an equity raising or a

new issuance of bonds by GMB.

A Due Diligence Committee will usually include at least

one Independent Director, relevant external consultants

and members of Management considered appropriate

for the transaction in question.

+In

dependent Board Committee

An Independent Board Committee comprising the

Independent Directors will be established when considered

appropriate by the Boards. For example, an Independent

Board Committee was established to consider and

negotiate with Goodman Group the internalisation of

GMT

on behalf of Unitholders during FY24.

Takeover Protocol

GNZ has a Takeover Response Manual, which establishes

the procedure to be followed if there is an unsolicited offer or

approach by a potential acquirer for a controlling stake in GNZ,

including the procedure for any communication between the

Boards and Management, and the bidder, and establishment of

an independent committee to manage the response obligations

for the transaction.

PRINCIPLE 4

Reporting & Disclosure

Reporting & Disclosure

A fully informed and efficient market builds investor

confidence which ultimately contributes to the investment

performance of GNZ and its ability to raise capital.

GNZ is committed to keeping Shareholders, regulators and

other stakeholders fully and promptly informed of all material

information relevant to GNZ and GMB. GNZ has policies

and procedures that govern the behaviour of the Directors

and employees, ensuring balanced and timely information

is provided to the market. These policies can be viewed on

GNZ’s website in the corporate governance section.

Continuous Disclosure Policy

GNZ has a Continuous Disclosure Policy, which explains the

relevant legal requirements and sets out the procedures put

in place to ensure compliance with them.

Related Party Policy

GNZ believes that having Boards with a majority of

experienced Independent Directors effectively manages any

related party issues or conflicts that could arise.

A comprehensive Related Party Policy summarises the

relevant restrictions contained in the Listing Rules, the law

and relevant contractual commitments, and how these issues

are managed.

GNZ uses this policy as a tool to ensure that:

+M

anagement and the Boards are properly briefed and

educated on the relevant restrictions and the processes

put in place to ensure compliance with these restrictions.

PRINCIPLE 4 (continued)

Reporting & Disclosure (continued)

+Shareholders and the investment market recognise that

GNZ deals with related party issues in an appropriate,

transparent and robust manner.

Other reporting

Corporate reporting in recent years has extended to provide

a broader overview of the business, explaining how GNZ (and

formerly GMT) creates long-term value for all its stakeholders.

It includes additional information about GNZ’s investment

strategy and how its sustainability objectives are integrated

into the business.

For the financial year ending 31 March 2026:

+G

PS is a climate reporting entity in respect of GMT for the

purposes of Part 7A of the FMCA; and

+GMB is a climate reporting entity for the purposes of Part

7A of the FMCA, as a large listed issuer of debt securities.

In December 2025, the New Zealand Government

announced proposed changes to the climate-related

disclosures regime in Part 7A of the FMCA, including lifting

the threshold at which issuers of debt securities will become

climate reporting entities and removing fund managers from

the regime entirely. As a result of these proposed changes,

GNZ expects the climate-reporting obligations for both

entities to cease once the relevant legislation is passed.

Accordingly, both entities are relying on the Financial Markets

Authority’s “no action” relief and are not preparing mandatory

climate statements for the financial year ending 31 March 2026.

We recognise, however, that our stakeholders are interested

in our approach to climate change, and have accordingly

prepared voluntary climate statements for the period

ending 31 March 2026 in respect of the GNZ group on a

consolidated basis. To ensure that these voluntary climate

statements are most helpful for stakeholders, we have

prepared the climate statements by reference to the GNZ

group following completion of the corporatisation and stapling

transaction described on page 140.

Beginning on page 43, these climate disclosures include the

emissions inventory of the business, the three climate scenarios

we have evaluated, the risks and opportunities that have been

identified, the emission reduction targets that we have adopted

and the transition plan that has been developed.

Our disclosures are also available online as a separate,

standalone document here: https://nz.goodman.com/

sustainability/reports.

We have also included a comprehensive remuneration report,

see page 152.

Access to key governance documents

The governance section of the website, https://nz.goodman.

com/about-goodman/corporate-governance contains all the

relevant policies, charters and other documents described in

this report including:

+Constitution of Goodman Property Services (NZ) Limited

+Constitution of Goodman New Zealand Limited

+Constitution of GNZ Bond Issuer Limited

+Goodman Property Services (NZ) Limited and Goodman

New Zealand Limited Audit and Risk Committee Charter

+Goodman Property Services (NZ) Limited and Goodman

New Zealand Limited Board Charter

+G

oodman Property Services (NZ) Limited and Goodman

New

Zealand Limited Remuneration Committee Charter

+Building Materials Policy

+C

limate Resilience Policy

+Code of Conduct

+C

ontinuous Disclosure Policy

+Customer Footprints Policy

+E

mbodied Carbon Innovation Policy

+Ethical Concerns Policy

+F

inancial Products Trading Policy

+Health and Safety Policy Statement

+I

nclusion and Diversity Policy

+Modern Slavery Policy

+N

ature and Biodiversity Policy

+R

elated Party Policy

+R

emuneration Framework

+R

emuneration Policy

+Goodman Property Services (NZ) Limited and

Goodman


New


Zealand Limited Board Mandate

+P

wC Benchmark Report

Financial reporting

Effective management of all types of risk (financial and non-

financial) is a fundamental part of the GNZ’s business strategy.

GNZ maintains a risk management framework which includes

regular reporting to both the Audit and Risk Committee and

the Boards and the undertaking of an annual risk assessment

for GNZ.

Non-financial disclosure

Please refer to the sustainability section and the Climate-

related Disclosures within this report for GNZ’s non-financial

disclosure on environmental, economic and social sustainability

risks, measurement of those risks and risk management.

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ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther InformationOther Information

PRINCIPLE 5
Remuneration

Remuneration

The Remuneration Committee has responsibility for

managing the remuneration of Directors and employees.

The FY26 Remuneration Report on page 152 details the

remuneration framework that has been adopted by GNZ

in respect of Directors, executives and employees and the

amounts paid by GPS during the year ended 31 March 2026,

including details of the nature and amount of each major

element of the remuneration of the CEO. By aligning individual

outcomes with the interests of GNZ and its Shareholders, we

believe the remuneration framework provides a transparent,

fair and reasonable structure.

Director remuneration was benchmarked during FY25 by

independent advisers, PwC. At GMT’s Annual Meeting of

Unitholders in July 2024, Unitholders approved an increase

in the fee pool available to directors from $815,000 to

$1,070,000. Following the corporatisation and stapling

transaction, this fee pool applies to the total remuneration to

be provided to Directors of both GNZL and GPS.

These remuneration practices and disclosures are compliant

with the NZX Code recommendations.

As no remuneration payments are made by GNZ Bond Issuer

Limited it does not maintain a remuneration policy.

PRINCIPLE 6

Risk Management

Risk Management

Effective management of all types of risk (financial and non-

financial) is a fundamental part of GNZ’s business strategy.

GNZ maintains a risk management framework that includes

regular reporting to both the Audit and Risk Committee and

the Boards and the undertaking of an annual risk assessment

for GNZ. Further detail in relation to this assessment is

provided below.

The Boards have the overall responsibility for ensuring that

risk is managed effectively. This includes consideration of all

material risks to the business. The Audit and Risk Committee

reviews the effectiveness of the risk management process,

including through the internal audit programme.

Risk register

The register identifies the material risks to the business,

assessing the impact and likelihood of each risk along with the

steps taken to mitigate possible adverse impacts. Climate,

compliance, financial, health and safety, operational, people,

regulatory, strategic and other risks are all considered.

Risk assessment

GNZ undertakes a comprehensive annual risk review process.

This process commences with an initial assessment being

undertaken by GNZ’s business risk function, which then

presents to Management for comment and review. The process

is intended to identify key risks to the business. Existing risks

are reassessed, and new risks considered during the review.

These assessments include consideration of the impact and

likelihood of each material risk, and the agreed mitigation

approach.

The outcome of the annual risk assessment process is

presented to the Boards for approval.

Management also engages external consultants from

time to time to assess, through survey and engagement

with key stakeholders, the key risks that are relevant to

GNZ stakeholders to ensure that GNZ understands the

perspective of all stakeholders.

Financial Risk Management policy

The Financial Risk Management policy reflects the Boards’

approach to managing financial risks. It includes policies,

controls relating to:

+L

iquidity risk

+I

nterest rate risk

+F

oreign exchange risk

+Counterparty credit risk

+O

perational risk

This policy is reviewed by the Boards annually.

PRINCIPLE 6 (continued)

Risk Management (continued)

Health and Safety

The health, safety and wellbeing of employees, customers,

contractors and the wider community is a business priority

of GNZ. GNZ maintains an Operational Committee and a

Leadership Committee with a focus on reducing harm.

Since the introduction of the Health and Safety at Work Act

2015, GNZ (previously GMT) has worked closely with the

Boards, staff and contractors to develop a culture of greater

safety awareness. The emphasis on proper processes,

vigilance and personal responsibility is consistent with the aim

of being free of serious harm accidents.

GNZ’s health and safety programme includes regular training

for all relevant staff.

Detailed reporting of health and safety incidents, including

trend analysis, is provided to management and the Boards on

a regular basis and used to identify and mitigate future health

and safety risks.

There were no serious harm accidents recorded in the last

financial year.

Further information on GNZ’s management and initiatives in

relation to health and safety is included in the sustainability

section of this report.

PRINCIPLE 7

Auditors

External auditor

The Audit and Risk Committee charter establishes a framework

for the issuer’s relationship with its external auditor.

Please refer to commentary under Principle 3 (Board

Committees) for the composition and duties of the Audit

and Risk Committee.

The Audit and Risk Committee ensures the quality and

independence of the external audit process. The Committee

ensures the annual audit is carried out independently and

without impairment, maintaining the credibility and reliability

of Goodman NZ’s financial reporting.

PricewaterhouseCoopers have been auditor of GMT since

FY04 and are now the auditor of GNZ. Lisa Crooke has been

the lead audit partner since FY23.

Annual meeting attendance

To maximise the effectiveness of communication at the

annual meeting, GNZ requires the auditor to attend the

annual meeting to answer Shareholders’ questions about the

conduct of the audit, as well as the preparation and content of

the independent auditor’s report.

Internal audit

The internal audit programme for GNZ is agreed annually by

BDO (as internal auditor), Management, and the Audit and

Risk Committee Chair, before being submitted to the Audit

and Risk Committee for approval.

The content of the internal audit programme varies from year

to year depending on the outcome of the risk assessment

process described in Principle 6.

The outcome of each internal audit review is presented to the

Audit and Risk Committee. Each member of Management

responsible for the area of the business in question is required

(at the invitation of the Audit and Risk Committee) to attend

the Audit and Risk Committee meeting to discuss the findings

of the report and respond to queries.

Any recommendations for improvement are discussed and

the responsible member of Management is required to agree

a timetable for the implementation of the changes. The

internal auditor reports back on implementation of the agreed

improvements.

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ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther InformationOther Information

PRINCIPLE 8
Shareholder rights and relations

Shareholder Rights & Relations

Ensuring investors are well informed and easily able to

manage their investment is a key priority of the GNZ’s

investor

relations team.

The Boards and GNZ encourage investor engagement

and facilitate this through regular communication (either

printed or by email) and meeting opportunities. GNZ’s

investor relations resource is responsible for delivering

this


programme. It typically includes:

+An annual meeting

+Investor tours and open days throughout the year

+Annual reports

+Live webcasts of the interim and annual result

presentations

+Regular institutional investor and analyst meetings

+Investor briefings

Information

The investor relations section of GNZ’s website is the

repository of important information about GNZ and GMB.

It includes NZX releases, financial result and meeting

presentations, reports and newsletters, and dividend

(previously distribution) histories. It also allows investors to

view current prices and link to the Registrar to check their

holding, update details and download forms.

Investors have the option of receiving communication in

printed or electronic format and live webcasting is provided

for the annual meeting and financial result presentations.

For


Shareholders and Bondholders who elect to receive a

printed copy, the Annual Report is typically mailed around

June of each year.

A dedicated toll-free investor line is also available for any

investment related queries, 0800 000 656

(+64 9 375 6073 from outside New

Zealand).

Transactions

No capital raising transactions were conducted by GMT

during the year ended 31 March 2026.

On 17 February 2026, GMT announced an on-market unit

buyback programme. Any units bought back prior to the end

of the trading day on 30 March 2026 were cancelled upon

acquisition.

A total of 8.1m units (pre-corporatisation) at a weighted

average price of $1.94 were purchased during the year

ended 31 March 2026. All relevant Capital Change Notice

disclosures under NZX Listing Rule 3.13.1 were made

accordingly.

Annual meeting of Shareholders

The Constitutions of each of GPS and GNZL require an

annual meeting of Shareholders every year. The Boards

encourage the participation of Shareholders at these

meetings to ensure accountability and familiarity with the

objectives of its investment strategy.

The next annual meeting is to be held later in 2026. Further

details will be contained in the Notice of Meeting.

When required, voting on resolutions is done by poll and

online proxy voting is provided for investors unable to attend.

Shareholders have one vote per Stapled Share they hold.

OTHER STATUTORY AND LISTING RULE DISCLOSURES

NZX Waivers

NZX has granted waivers to GMT, GPS, GNZL and GMB at

various times, some of which have been relied upon by GMT,

GNZL and GPS during the year ended 31 March 2026.

A complete copy of the waivers provided by NZX can be

found at www.nzx.com under the GNZ code.

GMT

Fund Establishment

On 29 May 2025, being the date a new capital partnership

with Mercer and Goodman Group was announced, NZ

RegCo granted GMT a waiver from NZX Listing Rule (Rule)

5.2.1. The implication of the waiver is to allow GMT to enter

into agreements with Goodman Group (a “Related Party” of

GMT, as defined under the Listing Rules), to effect the Fund

Establishment without having to obtain unitholder approval in

accordance with Listing Rule 5.2.1.

The purpose behind Listing Rule 5.2.1 is to provide

unitholders with the opportunity to consider, and vote

on, Material Transactions (as defined in the Listing Rules)

where there is, or may be a perception of, the potential for

undue influence by a Related Party on an issuer’s decision

to enter into a transaction or agree to its terms. In applying

for the waiver, GMT submitted that the policy behind Listing

Rule 5.2.1 is not offended by granting a waiver as the Fund

Establishment had been negotiated on arm’s length terms

and while Goodman Group is a Related Party of GMT,

Goodman Group has not influenced the terms of, or the value

of, the transaction, nor GMT’s decision to enter into it.

The waiver was granted on the following conditions:

(a)

the non-interested directors of GPS certify to NZX that:

i) the terms of the Fund Establishment have been

entered into, and negotiated, on an arm’s length

commercial basis;

i

i)

G

MT was not influenced to enter into the Fund

Establishment by Goodman Group;

(b)

t

he non-interested directors of GPS certifying to NZX that

the granting of the waiver is in the best interests of:

i

) GMT; and

ii) GMT’s unitholders who are not precluded from voting

under Rule 6.3;

(c)


t

he non-interested directors of GPS certifying to NZX

that the entry into the Fund Establishment is in the best

interests of:

i

)


G M T;

i

i)

G

MT’s unitholders; and

i

ii)

G

MT’s unitholders who are not precluded from voting

under Rule 6.3;

(d)


t

he non-interested directors of GPS including in the

certificate a summary of the core grounds of the

certifications given under each limb of conditions (a),

(b)

and (c) described above; and

(e)

t

he waiver, its conditions and implications being disclosed

in GMT’s next annual report.

Corporatisation and stapling transaction

NZ RegCo agreed that, in respect of the corporatisation and

stapling transaction, certain provisions of the Listing Rules will

not apply to GMT, or will apply in a different manner than is

usual for listed unit trusts.

NZ RegCo granted GMT a waiver from the provisions of Listing

Rule 2.10.1 (Transaction Waiver), to permit the then current

GPS Directors to vote on any resolution necessary to consider,

progress or give effect to the corporatisation and stapling

transaction and be counted in the quorum of any meeting of the

GPS Board for the consideration of such matters.

The Transaction Waiver only applied to the extent that a

GPS Director would be unable to vote because they are

“interested” in the corporatisation and stapling transaction,

solely due to being a director of GPS and/or a related

company of GPS and will become a GNZL Director if the

corporatisation and stapling transaction proceeds. GPS

Directors were not permitted to vote on matters related to

the corporatisation and stapling transaction in which they are

“interested” by virtue of a relationship or interest other than

their directorship of GPS or a related company of GPS or their

potential directorship of GNZL.

Additionally, the Transaction Waiver was granted on the

condition that the GPS Directors are only permitted to

vote on such resolutions as are necessary to put the

corporatisation and stapling transaction proposal before a

meeting of the Unitholders and, where Unitholders approve

the corporatisation and stapling transaction, give effect to the

corporatisation and stapling transaction.

GNZL and GPS

NZ RegCo agreed that, following completion of the

corporatisation and stapling transaction, certain provisions

of the Listing Rules will not apply to GNZ, or will apply in a

different manner than is usual for listed companies.

NZ RegCo granted GNZ waivers and rulings (Stapled Group

Waivers), which are, subject to conditions, waivers from, rulings

in respect of and approvals to amendments to, the following

Listing Rules in respect of the GNZ following completion of the

corporatisation and stapling transaction:

+A r

uling that, for the purposes of the definition of “Material

Information” in the Listing Rules, any reference to “Quoted

Financial Products of the Listed Issuer” shall be a reference

to “Quoted Financial Products of the Stapled Group” (with

“Stapled Group” being a reference to GPS and GNZL).

+A r

uling that, for the purposes of the definitions of

“Average Market Capitalisation” and “Average Market

Price” in the Listing Rules:

— a

ny reference to “Issuer” shall be a reference to

“Stapled Group”; and

— any reference to “Quoted Equity Securities” refers to

the Stapled Shares.

14 914 8

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Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther InformationOther Information

OTHER STATUTORY AND LISTING RULE DISCLOSURES (continued)
+A ruling that, for the purposes of the definition of

“Disqualifying Relationship” in the Listing Rules, any

reference to “Issuer” shall be a reference to the Stapled

Group, in order to allow the Independent Directors of GPS

to also be Independent Directors of GNZL, as required by

the Listing Rules.

+A waiver from the provisions of Listing Rules 2.2 to 2.5

and 2.7 to 2.8 to permit:

— the GNZL Board and the GPS Board to be made up of

the same people;

— t

he GPS Board members to be deemed to be

appointed (or removed) if appointed to (or removed

from) the GNZL Board; and

— the GPS Board members to retire from the GPS

Board by rotation at the same time as they retire from

the GNZL Board.

+A ruling that, for the purposes of Listing Rule 2.11, any

reference to “Issuer” shall be a reference to GNZL or GPS,

so as to permit the pooling of director remuneration for

the Stapled Group and permit the approval of director

remuneration by either the Shareholders of GNZL or GPS.

+A w

aiver from the provisions of Listing Rule 2.10.1, to

the extent that a director of one stapled entity would be

unable to vote because they are “interested” in the matter,

solely due to being a director of the other stapled entity.

Directors will not be permitted to vote on matters in which

they are “interested” by virtue of a relationship or interest

other than their directorship of GNZL or GPS.

+A ruling that, for the purposes of paragraph (f) of the

definition of “Related Party” in the Listing Rules, the word

“Issuer” be interpreted as a reference to either GNZL

or GPS. In effect, this ruling permits GNZL and GPS

or their respective subsidiaries to enter into “Material

Transactions” as “Related Parties” within the Stapled

Group without requiring the approval of Shareholders.

+A r

uling that, for the purposes of Listing Rule 4.6.1,

any reference to “Employees” will be a reference to

“Employees” of any of GNZL, GPS or their respective

subsidiaries, so as to enable Stapled Shares to be issued

to any employee of the Stapled Group.

+A w

aiver from Listing Rules 3.13, 3.14 and 3.15 to permit

the Stapled Group to announce, via NZX, any issues,

acquisitions, redemptions, distributions, conversions and

calls in respect of Stapled Shares on a consolidated basis.

+A w

aiver from Listing Rules 2.14.1, 2.14.2, 7.8 and

7.9, to the extent required, such that GNZL and GPS

are not required to issue their own notices, reports and

communications to holders of their shares. Instead,

GNZL and GPS shall provide joint notices, reports and

communications to holders of the Stapled Shares as a

Stapled Group. Any notice, report or communication

which relates to only one of GNZL or GPS will clearly

explain which of GNZL or GPS is the source.

+A w

aiver from Listing Rules 3.5, 3.6, 3.7 and 3.8, to

permit the Stapled Group to provide the information

required in annual reports and half-yearly results

announcements on a consolidated basis. This waiver is

subject to the additional condition that GNZL and GPS

release financial statements of the Stapled Group with

any annual report of the Stapled Group and any other

financial statements required by the FMCA.

+A waiver from Listing Rule 8.3, to permit GNZL and

GPS to provide joint statements of shareholdings to

Shareholders which shows their Stapled Group holding.

Any statement which relates to only one of GNZL or GPS

will clearly explain which of GNZL or GPS is the source.

In addition to the conditions set out above, the Stapled Group

Waivers have all been granted on the additional conditions that:

+GNZL and GPS remain a Stapled Group;

+GNZL and GPS will each be given a “Non-Standard”

designation (NS Designation) upon the Stapled Group’s

listing and quotation (as those terms are defined in the

Listing Rules); and

+o

ffer documents and annual reports provided by the

Stapled Group will disclose the NS Designation and

include the implications of investing in the Stapled Shares.

As each share in GNZL is constitutionally and contractually

stapled to each share in GPS, the key implication for investors

is that the shares in GNZL and GPS must be acquired and

sold together.

The waivers and rulings of the Stapled Group Waivers which

relate to the directors and boards of GNZL and GPS are also

generally subject to the additional condition that at all times

the GNZL Board and GPS Board mirror each other.

GNZ Bond Issuer Limited

No waivers were relied upon during the period.

Register of Directors’ holdings as at the Balance Date

(to

31 March 2026)

The table below shows all relevant interests of Directors in

Stapled Shares and Bonds under the FMCA, which include

legal and beneficial interests in Stapled Shares.

Register of Directors Holdings

DirectorStapled SharesBonds

John Dakin (Chair)

1

2 ,70 3, 4 5 8Nil

Laurissa Cooney

2

58,872Nil

Leonie Freeman

3

4 0 8 ,75 0Nil

David Gibson

4

126,330Nil

Steipo (Steve) JurkovichNilNil

Gregory GoodmanNilNil

1

John holds his Stapled Shares through the SGH Investment Trust of which he

is a trustee and beneficiary.

2

Laurissa has a beneficial interest in 58,872 Stapled Shares through her

membership in the Craigs KiwiSaver Scheme.

3

Leonie holds a beneficial interest in 173,750 Stapled Shares through the

Wave Trust. She is a trustee of that trust. Leonie has an interest in a further

235,000 Stapled Shares held in her own name.

4

David has a beneficial interest in 126,330 Stapled Shares through his

membership in the Craigs KiwiSaver Scheme.

OTHER STATUTORY AND LISTING RULE DISCLOSURES (continued)

GNZ

Current Directors’ disclosure in addition to GNZL and GPS,

and any subsidiaries of GNZL and GPS are shown below.

During the year ended 31 March 2026, Directors disclosed

interests (indicated by (D) or cessation of interests (indicated

by (C)), in the following entities pursuant to section 140 of the

Companies Act 1993.

Laurissa Cooney

Air New Zealand (Director)

Le Rissa Limited (Director)

Rabobank New

Zealand Limited (Director)

Asia Pacific Village Holdings Limited (Director) (D)

Asia Pacific Village Group Limited (Director) (D)

MetlifeCare Limited (Director) (D)

David Gibson



F

reightways Group Limited (Director)

DG Advisory Limited (Director and Shareholder)

ALP Studios Limited (Director and Shareholder)

Contact Energy Limited (Director)

Harker Herbal Products Limited (Shareholder)

Arka Modular Limited (Shareholder)

Eat Shop Do Limited (Shareholder)

Gregory Goodman



T

rison Corporate Services Limited (Director and

Shareholder)

Nelson Trust Services Limited (Director and Shareholder)

Nelson Corporate Services Limited (Director)

Trison Management Services Limited (Director and

Shareholder)

Closeburn Station Management Limited (Shareholder)

Kingston Village Limited (Director)

Glen Nevis Finance Limited (Director)

Kingston Village Finance Limited (Director)

Trevally Finance Limited (Director)

Trevally Investments Limited (Director)

McCarthy Finance Limited (Director)

Glen Nevis Station Limited (Director)

Leonie Freeman



C

rest Consultancy Limited (Director and Shareholder)

Steipo (Steve) Jurkovich

Banking Ombudsman Scheme Limited (Director)

John Dakin

O

rmiston Surgical and Endoscopy Limited (Shareholder)

Other Disclosures for Goodman New Zealand Limited,

Goodman Property Services (NZ) Limited and

GNZ Bond Issuer Limited

Interests register

GNZL, GPS and GMB are each required to maintain an interests

register in which the particulars of certain transactions and

matters involving the Directors must be recorded. The interests

register is available for inspection on request.

Specific disclosures of interests

During the financial year, none of GNZL, GPS nor GMB

entered into any transactions in which their Directors had an

interest. Accordingly, no disclosures of interest were made.

Indemnity and insurance

In accordance with section 162 of the Companies Act 1993

and the constitutions, each of GNZL, GPS and GMB have

provided insurance for, and indemnities to, its Directors for

losses from actions undertaken in the course of their duties.

The insurance includes indemnity costs and expenses

incurred to defend an action that falls outside the scope of

the indemnity. The cost of such insurance has been certified

as fair by the Directors of each of GNZL, GPS and GMB (as

applicable). Particulars have been entered in the interests

register pursuant to section 162 of the Companies Act 1993.

Use of company information by Directors

No member of any of the Boards issued a notice requesting

to use information received in his or her capacity as a Director

which would not have otherwise been available to that

Director.

Donations

GNZL and GPS made total donations of $0.5 million during

the financial year. GMB did not make any donations during the

financial year.

Audit fees

All audit fees and fees for other services provided by

PricewaterhouseCoopers are paid by GNZ.


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This has been a year of significant
progress for Goodman NZ. The transition

to a corporatised and stapled structure,

the establishment of our new funds

management business, and the full

implementation of our revised

Short-Term Incentive (STI) Framework

represent meaningful milestones

— and our remuneration outcomes

for FY26 reflect the performance

that underpinned them.

Remuneration Framework

The Board recognises the need to attract, retain, and

incentivise our people who deliver GNZ’s strategy, while

meeting the expectations of our stakeholders.

Prior to the commencement of FY26, the GPS Board

reviewed the STI Framework to enhance transparency and

strengthen the alignment between business performance,

individual performance and STI outcomes. The revised

framework was applied by the Remuneration Committee

in determining STI outcomes for FY26, with performance

assessed against a combination of financial, strategic and

individual measures, including:

+e

stablishing a new property funds management business;

+achieving portfolio performance across leasing targets;

and

+completing the transition of GMT to a corporatised and

stapled structure.

Full details of the FY26 STI scorecard, including the relevant

performance measures, weightings and outcomes, together

with the incentive paid to the CEO are set out on page 158

a n d 16 0 .

The GPS Board reviewed the CEO’s remuneration

arrangements during the year and determined that they

remained appropriate and aligned with the interests

of shareholders. No changes were made to the CEO’s

remuneration structure during the reporting period.

Cash earnings

Cash earnings is a key measure of the successful execution

of GNZ’s strategy and, therefore, employee performance.

It

is a performance measure in both the GNZ Long-Term

Incentive Plan (LTIP) and the STI

framework.

In February 2026, GNZ commenced an on-market share

buyback of up to NZ$125 million, with shares to be cancelled

upon acquisition.

The GPS Board obtained independent external advice on how

buybacks should be treated for remuneration performance

measures and after considering that advice decided not to

adjust the cash earnings measure for either the FY26 STI or

the legacy NZ LTIP vesting

in June 2026.

Going forward the Board will have discretion to adjust if it is

deemed appropriate to do so.

Committee membership changes

Following the retirement of Keith Smith in July 2025,

Steve

Jurkovich was appointed to the Remuneration Committee

in March 2026, bringing extensive remuneration governance

and financial services experience to the Committee.

Gender Pay Gap

We believe that a diverse team with different backgrounds

creates a more dynamic work environment. We set diversity

and inclusion targets to monitor and report on our progress.

A gender pay gap assessment was undertaken during the year.

Goodman NZ’s gender pay gap is 24.1%, which primarily reflects

workforce composition, including the distribution of roles across

the organisation, tenure, and representation at senior levels.

The Board and Management remain focused on improving

gender representation over time through targeted succession

planning, talent development and leadership initiatives, and

will continue to monitor and disclose progress annually.

Directors’ fees review

Non-executive directors’ fees were last reviewed in

July

2024. The next remuneration review will be considered

by the Remuneration Committee in 2027 and any

recommended changes will be proposed to shareholders

for

approval at the Annual Shareholder Meeting in 2027.

Looking ahead

Growth in GNZ’s property funds management platform,

together with increased active investment opportunities

provides opportunities for both our business and our people.

The Board remains focused on ensuring that remuneration

structure continues to support the attraction and retention

of talent with the skills and capabilities to deliver on an active

business strategy, while maintaining strong alignment with

shareholder outcomes.

On behalf of the Remuneration Committee, I am pleased to

present GNZ’s Remuneration Report for the financial year

ended 31 March 2026.

David Gibson

Independent Director and Chair of the Remuneration Committee

REMUNERATION REPORT

REMUNERATION

GOVERNANCE

Employees are employed by Goodman Property Services

(NZ) Limited. Accordingly, remuneration disclosures will be

made for GPS.


R

emuneration Committee

The Board has established a Remuneration Committee,

which meets at least twice a year. As at the date of this

Report, the Remuneration Committee has a majority of

Independent Directors, and comprises David Gibson (Chair),

Steve Jurkovich, and Gregory Goodman. David and Gregory

have been members of the Committee since its formation in

April 2024. Steve Jurkovich joined the Committee in March

2026, following the retirement of Keith Smith.


A

ll Directors are entitled to attend the Remuneration

Committee meetings. Management and other employees

may only attend a Remuneration Committee meeting in

accordance with the Remuneration Committee Charter or at

the invitation of the Remuneration Committee.


The duties and responsibilities of the Remuneration

Committee include the following:


+O

verseeing and reviewing the implementation of,

and recommending any changes to, Goodman NZ’s

remuneration policy and practices, including for

remuneration of directors and employees.


+Reviewing and recommending to the Boards for approval

the design and structure of the employee and executive

discretionary short-term incentive plan and equity long-

term incentive plans.


+Overseeing disclosure obligations in relation to

remuneration.

In FY26, the Committee convened three times, primarily

focusing on the implementation of the remuneration structure

and the outcomes of the 2026 remuneration review.

The Remuneration Committee operates under the terms

of a formal charter and has established a Remuneration

Policy for GNZ directors and employees, these are available

on Goodman NZ’s website https://nz.goodman.com/about-

goodman/corporate-governance.


Directors’ Securities Acquisition Policy

The Directors’ Securities Acquisition Policy requires

that within three years of appointment to the Board, an

Independent Director is expected to accumulate and hold a

stake in Goodman NZ with a value equivalent to their pre-tax

annual base fee.

Non-Independent Directors are employees of Goodman

Group and are considered aligned with the interests of

shareholders due to the investment in Goodman NZ by

Goodman Group, a substantial product holder, which has

resulted in the Director being deemed not Independent.

In the event that the base fees are adjusted at any time, the

Directors shall have a period of three-months from the date

of the adjustment to ensure their continued compliance with

this policy.

REMUNERATION POLICY

GNZ Remuneration Framework

Total remuneration for all permanent employees comprises

fixed remuneration, discretionary STI, discretionary LTI,

and

other benefits.

A

cross all levels there is a high weighting towards

performance-based and at-risk remuneration components

which are linked to the successful delivery of Goodman NZ’s

strategy. The performance hurdles for the Goodman NZ

LTIP are reviewed by the Board on an annual basis prior to

each grant, to ensure the hurdles are ambitious and require

significant financial performance for Goodman NZ before

any vesting to employees occurs. This structure drives strong

performance outcomes and aligns the interests of our people

with those of shareholders.


The weightings for each remuneration component for the

CEO, executives, and all other employees during the reporting

period are illustrated on page 154.

Fixed Remuneration

Fixed remuneration is determined with consideration of the

scope, complexity, experience, individual performance, and

market comparisons for individual roles. Fixed remuneration

is kept low relative to market on average and is reviewed

annually.

Short-Term Incentive

STI remuneration is a fully discretionary cash reward for

performance against performance objectives of the individual

employee, and Goodman NZ. In addition, employees must

meet behavioural expectations in line with Goodman’s values

and the Code of Conduct.


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Short-Term Incentive (continued)
STI outcomes for the CEO during the reporting period

were determined with consideration of the achievement

of Goodman NZ’s strategy, the financial performance of

Goodman NZ outlined on page 18, and progress towards

sustainability targets outlined on page 35.


F

rom 1 April 2025, the revised STI framework has been

in place, providing a robust and transparent structure for

the GPS Board to recognise and reward performance with

a discretionary cash payment to eligible employees. All

potential individual STI outcomes are wholly discretionary

and reflect the achievement of business and individual

performance measures. The STI structure is detailed on

page

157 and the business performance targets and

weightings for the CEO and executives for FY26 and FY27

are outlined on pages 158 to 159.


L

ong-Term Incentive

The Board considers that the LTIP has been fundamental

in rewarding long-term performance and is a powerful

incentive and driver of operational resilience and retention

of talent. The establishment of Goodman NZ LTIP, in which

all permanent employees are eligible to participate, fully

aligns our people’s LTI outcomes with those of Goodman NZ

shareholders and remains a key component of Goodman

NZ’s remuneration strategy.


E

ligible employees are awarded performance rights, which are

a “right” to receive Goodman NZ Securities for nil consideration

or to receive a cash award (at the Board’s Discretion) if the

vesting conditions are met. The vesting conditions include

performance hurdles that must be met over a three-year

testing

period, with vesting in equal tranches, annually, from

the end of year three to the end of year five. The LTI will be a

material component of remuneration for all employees if the

hurdles are met or exceeded.


Remuneration Report (continued)

Remuneration Mix

The Board believes that the alignment between remuneration and long-term performance is evidenced by the significant

portion of total remuneration that is made up of LTI. The charts below illustrate the total remuneration for the CEO,

executives, and all other permanent employees and the significant weighting towards long-term and performance-based

remuneration outcomes. The information contained below comprises the outcomes from the remuneration review

undertaken during the reporting period and includes base salaries, discretionary short-term incentive paid (full-year

equivalent), and the vested value of the legacy NZ and GMG LTIP during the reporting period.


1

Base salaries paid in the year ending 31 March 2026.

2

STI paid in May 2025, reflecting the performance period. 1 July 2024 to 31 March 2025, and translated to a full-year equivalent STI for the purposes

of the annualised remuneration mix.

3

Based on the vested value of the legacy NZ and GMG LTIP in the year ending 31 March 2026.

CEO

REMUNERATION MIX

EXECUTIVE REMUNERATION

MIX AVERAGE

OTHER EMPLOYEE

REMUNERATION MIX AVERAGE

0%

13%

73%

14%

16%

69%15%

44%44%

12%

LT I vested

3

Base Salary

1

STI

2

A further grant of performance rights under the new

Goodman NZ LTIP was made in June 2025 (the FY26 grant),

being the second annual grant under the plan. The FY26

grant will be tested against the relative total shareholder

returns (TSR) for Goodman NZ compared with the total

shareholder returns of participants of the S&P/NZX50 and

Goodman NZ’s cash earnings per Share (EPS) over the

three-year performance testing period from 1

April 2025

to

31 March 2028. Further details relating to the performance

hurdles for the FY25 and FY26 LTI grants are outlined on

page 160 and page 161.

Currently 70 employees participate in the Goodman NZ LTIP.

Other Benefits

Employees are eligible for non-cash benefits which may

include life, total permanent disability, salary continuance,

and trauma insurances. Employees enrolled in KiwiSaver

received employer contributions of 3% on top of base salary,

and any discretionary cash STI received, increased to 3.5%

from 1

April 2026. Some employees are also eligible for a

car


park and company vehicle.

External Benchmarking

Benchmarking for all roles in the business was conducted

in late 2024. The Remuneration Committee intends to

undertake benchmarking again in 2027. All benchmarking

data will be extracted from comparator groups selected by

the Committee with a range of NZX comparators of a similar

size, complexity, and scale to Goodman NZ.

Remuneration timings

The chart below illustrates the three key remuneration components, the performance period the reward relates to,

and the timing each component is received by eligible employees. Prior to internalisation, the performance period

was

based on a July to June year, consistent with Goodman Group, the owner of GPS at that time. From 1 April 2025,

the performance period transitioned to reflect GNZ’s financial year April to March. The Goodman NZ LTIP performance

testing period and

vesting timings will be the same as the now legacy NZ LTIP.

Fixed

Remuneration

100% of fixed pay

(awarded in cash)

At-risk and performance based remuneration

STI

Performance period

(awarded in cash)

LT IPerformance period

(grant of performance rights)

75% of award tested against a cash

earnings per share hurdle over the three

year

performance testing period.

25% of award tested against a relative

TSR hurdle measured at the end of the

three year performance testing period.

34% of the LTI award (subject to the level

of achievement against the performance

hurdles and service requirements) vests

shortly after the end of year three.

33% of the LTI award (subject to the level of achievement

against the performance hurdles and service

requirements) vests shortly after the end of year four.

33% of the LTI award (subject to the level of achievement against

the


performance hurdles and service requirements) vests shortly

after

the end of year five.

F Y26Ye a r O n eYe a r Tw oYe a r T h r e eYear FourYear Five

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REMUNERATION FRAMEWORK
BASE

SALARIES

K I W I S AV E R

AND OTHER BENEFITS

GNZ adopts a ‘total remuneration’ approach where levels of f ixed remuneration are set

relatively low against the market, but variable pay delivered in the form of STI and LTI

rewards exceptional performance to strongly align our people’s outcomes with those

of

shareholders.

Base salaries are reviewed annually, and any changes are effective from - April each year.

Employees enrolled in KiwiSaver received employer contributions of -( on top of base

salary and any discretionary cash STI received. From ) April , employer KiwiSaver

contributions increased to -(. Permanent employees and those on f ixed-term

employment agreements over ) months are eligible for life, total permanent disability,

trauma and salary continuance insurances. Some employees are eligible for a car park

and company vehicle.

GNZ Long Term Incentive Plan FY-( Performance Hurdles

Cash Earnings per Share (EPS) –

() weighting

Relative Total Shareholder Return

(TSR) – -)

For the FY27 grant, this is GNZ’s cash

earnings growth of 4% to 8% CAGR

over the three-year performance

testing period.

Threshold level of performance 4%

CAGR in EPS (8.98 cps) – 10% vests.

5% CAGR in EPS (9.24 cps)

– 25% vests

7% CAGR in EPS (9.78 cps) 85% vests

Upper Level of performance 8% CAGR

in EPS (10.05 cps) – 100% vests

with straight-line vesting in between.

GNZ’s TSR compared with the total

shareholder returns of

participants of

the S&P / NZX50.

Less than 51st percentile – 0% vesting

At 51st percentile – 50% vesting

Greater than 51st percentile but less

than 90th percentile, straight-line scale of

satisfying the hurdle.

At 90th percentile or above 100% vesting.

FY27 Grant Testing period


1 A

pril 2026 to 31 March 2029

FY27 Grant Vesting period

1 J

une 2029, 1 June 2030,

or 1 June 2031 (or the next business day)

SHORT-TERM

INCENTIVE

Annual and

awarded in cash

LONG-TERM

INCENTIVE

Performance rights

are a “right” to receive

GNZ securities for nil

consideration if the

vesting conditions are

met. Vesting is subject

to the satisfaction of the

performance hurdles

over a three-year testing

period, with vesting in

three equal tranches,

annually, from the end

of year three to the end

of year five.

Overall Board discretion and cash earnings gate (90% of budget)

Maximum Potential

STI % base salary

Performance Pillars and Weightings (FY26 and FY27)

Business

Performance

Cash Earnings

per share to budget

Business

Performance

Strategic Objectives

Individual

Performance

Objectives

Chief Executive Officer110%50%50%–

Executives 55% to 120%30%30%40%

Other team members10% to 85%15% to 30%15% to 30%40% to 70%

At-risk and performance based remuneration

SHORT-TERM INCENTIVE FRAMEWORK

From 1 April 2025, the revised STI framework provides a

robust and transparent structure for the Board to recognise

and reward performance with a discretionary cash payment

to eligible employees.

Board discretion and gate

Under the framework, the Board maintains absolute

discretion as to whether to make an STI pool available, the

value of any payment or not to make any payment at all, even

if performance targets are met or not met. Achieving cash

earnings per share at 90% of the budget or above is the gate

to the establishment of a total STI pool, unless the Board,

at its absolute discretion, determines there are exceptional

circumstances.

STI Determination

All employees have a maximum potential STI based on their

role and band. The actual STI payable to eligible employees

under the framework will be determined based on the

level of achievement of business outcomes and individual

performance, with the weighting towards business and

individual performance determined based on bands.


For the CEO in FY26, the Board approved a maximum

potential STI of 110% of base salary, with 50% of the

maximum measured against cash earnings per share and

50% of the maximum measured against the achievement

of

strategic objectives.

Details of the achievement of the FY26 business performance

measures, including cash earnings and strategic objectives,

are outlined on page 158.

The Board has assessed the performance against the FY26

strategic objectives as solid performance, including:

+the establishment of a new property funds management

business;

+portfolio performance across leasing targets; and

+the transition of GMT to a corporatised and stapled

structure.

Details of the strategic objectives set by the Board for the

determination of the business performance pillar for FY27

STIs are outlined on page 159.

OVERALL BOARD DISCRETION AND CASH EARNINGS GATE

Business Performance

Cash earnings per share to budget

Business Performance

Strategic objectives

Individual

Performance Objectives

Cash earnings budget determined by the Board

each year.

Strategic objectives set by the

Board each year.


The level of achievement will

be determined by the Board at

the end of the financial year.

Objectives set each year and

measured as part of the end of

year

performance review process.

Achieved at or above budget

– 100%


Partially achieved at 97% to 99.9% of budget

– 75%


Not achieved at less than 97% of budget

– 0%

Outstanding performance

– 90% to 100%


Solid performance

– 80 to 89%


Partially achieved

– 0 to 79%

Did not meet – Nil

The portion of the STI outcome

measured by individual

performance will be determined

based on the individual

performance rating from the

annual

reviews.

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SHORT-TERM INCENTIVE SCORECARD
FY26 Short-Term Incentive Scorecard

For FY26, Goodman NZ achieving cash earnings per share

at 90% of the budget or above is the gate for establishing an

STI pool. Cash earnings for FY26 were 7.98 cps, comfortably

exceeding the STI gate. The Board has exercised their

discretion to make a pool available. The STI quantum was

assessed based on the level of business performance and

individual performance.


The table below outlines the business performance metrics

and achievement levels for FY26. These metrics were used

by the Board to determine the level of payment for the

business performance component of the discretionary STI for

the CEO and other eligible employees for FY26 performance.

FY26 SHORT-TERM INCENTIVE SCORECARD

Business Performance

Cash earnings per share

to budget WeightingLevel of Achievement

Cash earnings

budget

CEO – 50%

Executives – 30%

Cash earnings were 7.98 cps, which

was 100.1% of the budget of 7.97 cps.

This results in 100% of the

portion of the STI measured

against cash earnings being

achieved.

Business Performance

FY26 Strategic ObjectivesWeightingLevel of Achievement

CEO – 50%

Executives – 30%

Portfolio

Performance

Occupancy averaged 97.7% across FY26 (96.9% at 31 March),

customer retention exceeded target at 69%, with arrears and NPI.

Solid performance – low

DevelopmentMt Wellington stage one redevelopment is underway and

resource

consent lodged for a 24MW/IT facility and stage one

Vector power connection underway.

Solid performance – low

Capital

Transactions

Bush Road was disposed of at 0.7% above book value and

Felix Street was acquired for $53.5 million.

Solid performance – medium

Funds and Capital

Management

All key fund targets were met or exceeded, including on-time

settlement

at $2.106 billion, with $365 million in external capital,

$860


million in debt funding.

Outstanding performance

FinancialS&P BBB/Stable rating reaffirmed and PIE status maintained.

Corporatisation and stapling completed.

Solid performance – high

People and safetyVoluntary turnover of 7.4%. Active

participation in health

and safety is on track.

Solid performance – medium

SustainabilityLighting and refrigerant upgrades reached 98% and 100%

completion, respectively and submetering 71% complete

or underway.

Solid performance – medium

The Board assessed the performance against the FY26 strategic objectives as solid performance, resulting in 84% of the

portion of the STI measured against strategic objectives being achieved.

FY27 Short-Term Incentive Scorecard

For FY27, GNZ achieving cash earnings per share at 90% of

the budget or above is the gate for establishing an STI pool.

Subject to the Board exercising their discretion to make a

pool available and the STI gate being met, the STI quantum will

be assessed based on the level of business performance and

individual performance. The table below outlines the business

performance metrics for FY27. These metrics will be used to

determine the level of payment for the business performance

component of the discretionary STI for the CEO and other

eligible employees.

FY27 SHORT-TERM INCENTIVE SCORECARD

Business Performance

Cash earnings per share

to budget WeightingLevel of Achievement

Cash earnings

budget

CEO – 50%

Executives – 30%

All other employees

– determined by band

Cash EarningsNot achieved

At less than 97%

of budget

Partially achieved

97% to 99.9%

of

budget

Achieved

At or above

budget

Potential STI

Outcome

0%75%10 0%

Business Performance

FY27 Strategic ObjectivesWeighting

CEO – 50%

Executives – 30%

Portfolio

Performance

Maintaining high occupancy and customer retention, while capturing underlying reversion and

cash

flow growth.

DevelopmentWhere appropriate, commence and execute on value-add developments within Goodman NZ.

Progress towards Goodman NZ’s data centre strategy.

Capital

Transactions

Deployment of capital opportunities, balancing disciplined acquisitions and disposals, and capital

management initiatives to support sustained earnings growth.

Funds ManagementStrengthen performance and positioning of the GNZ funds platform through effective execution,

active asset management, and development of future growth initiatives.

FinancialDisciplined capital allocation to optimise returns and maintain balance sheet strength.

People and safetyAttraction and retention of talent with the skills and knowledge to deliver Goodman NZ’s strategy.

Active participation in health and safety to enhance culture and strive towards safety excellence.

SustainabilityCompletion of core energy efficiency upgrades, progressing science aligned emissions pathways,

and solar.

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REMUNERATION FRAMEWORK
Long-Term Incentive

Prior to internalisation, all permanent employees were eligible to

participate in the Goodman Group and NZ LTIPs. The obligation

for any vesting for these legacy plans is met by Goodman Group

(not GNZ). Continued employment is a condition of vesting, so

these schemes provide an employee retention benefit to GNZ.

A new Goodman NZ LTIP was established in 2024, ensuring our

people are now fully aligned to the strategy and performance of

Goodman NZ. Under the Goodman NZ LTIP, performance rights

may be granted to eligible employees on an annual basis at

the

discretion of the Board.

The key features of the Goodman NZ LTIP include:

1)

p

erformance rights are granted to eligible employees for nil

consideration;

2)

vesting is subject to the satisfaction of certain performance

hurdles and employment conditions;

3)

performance rights do not confer voting rights or the right to

participate in bonus issues or rights issues by Goodman NZ.

The Board has set a policy cap for the maximum potential

Performance Rights which can be issued and outstanding to

employees under the Goodman NZ LTIP, which equates to 3%

of

Goodman NZ Securities on issue.

There have been three grants made to eligible employees under

the Goodman NZ LTIP. As a result of these grants, 32.37 million

performance rights, which equates to 2.11% of securities on

issue as at 31 March 2026, is below the policy cap of 3%.

The performance hurdles, testing and vesting periods, and

quantum of each of the three grants are outlined in the table.

CEO REMUNERATION

CEO Remuneration

James Spence is the Chief Executive Officer of GPS.

The CEO’s remuneration comprises fixed remuneration,

discretionary STI, and participation in the LTI schemes.

The CEO’s remuneration arrangements reflect the Board’s

philosophy of keeping fixed remuneration low compared

to market and placing a stronger focus and weighting on

performance-based and at-risk remuneration components.

Whilst the CEO’s potential total remuneration is higher than

market, there is a substantial portion of remuneration linked to

the LTI grant, requiring significant performance by Goodman

NZ for maximum total remuneration to be achieved.

This section sets out the CEO’s remuneration arrangements in

FY26, LTI vesting outcomes, and FY27 remuneration structure.

The notice period for James Spence in

his role as CEO is

nine


months.

The total remuneration paid to the CEO during the financial

year comprises:

+Base salary of $500,000 unchanged.

+A cash STI of $386,720 paid in May 2025, reflecting

performance for the period 1 July 2024 to 31

March

2025 (nine-month transitional period).

+L

TI grant of 1,412,460 performance rights in September

2025, which equates to $2.74m face value based on

Goodman NZ’s five-day VWAP on 20 May 2025. Subject

to the level of performance against the hurdles, the FY26

LTIP grant will vest in three equal tranches in June 2028,

2029, and 2030.

+O

ther benefits include car park, insurances, and mobile

phone valued at $8,790.

+T

he CEO earned an STI of $506,000 for FY26

performance to be paid in FY27.

LONG-TERM INCENTIVE FRAMEWORK

EPS – 75% weightingRelative TSR – 25% weightingGrant DateTesting PeriodVesting Period Quantum

FY27Threshold level of performance 4% CAGR

in EPS (8.98 cps) – 10% vests

5% CAGR in EPS (9.24 cps) – 25% vests

7% CAGR in EPS (9.78 cps) 85% vests

Upper Level of performance 8% CAGR

in EPS (10.05 cps) – 100% vests

with straight-line vesting in between.

The relative TSR for GNZ

compared with

the TSR of

participants of the S&P/

NZX50 over the performance

testing

period.

The vesting of performance

rights tested against the

relative TSR performance

hurdle

will be based upon

the following formula:

+ Less than 51st percentile

– 0% vests

+

At 51st percentile

– 50% vests

+

At 90th percentile or

above – 100% vests

With a straight-line scale of

vesting in between 51st

and 90th percentile.

For the TSR portion of the

grants, GNZ

will need to

outperform half the participants

of the S&P/NZX50 over

the


performance testing period

for any

vesting to occur.

2 June 20261 April 2026 to

31 March 2029

1 June 2029 to

1 June 2031

The FY27 grant of 11.22 million

performance rights are

expected to be granted to

eligible employees equates to

0.73% of securities on issue as

at

31 March 2026.

With a five-day VWAP of $1.949

cents per Share at market close

on 22 May 2026 the face value of

this award was $21.9 million.

FY26Threshold Level of performance 5%

CAGR in EPS (8.74 cps) – 25% vests

Target Level of performance 6% CAGR

in EPS (8.99 cps) – 62.5% vests

Upper Level of performance 7% CAGR

in EPS (9.25 cps) – 100% vest

4 June 20251 April 2025 to

31 March 2028

1 June 2028 to

1 June 2030

As a result of the FY26 grant,

11.15 million performance rights

equates to 0.73% of securities on

issue as at 31

March 2026.

With a five-day VWAP of

$1.942

cents per Share at the

time of the grant, the face value

of

this award was $21.8 million.

FY25Threshold Level of performance 5%

CAGR in EPS (8.31 cps) – 25% vests

Target Level of performance 6% CAGR

in EPS (8.55 cps) – 62.5% vests

Upper Level of performance 7% CAGR

in EPS (8.80 cps) – 100% vest

September 20241 April 2024 to

31 March 2027

1 June 2027 to

1 June 2029

As a result of the FY25 grant,

10 million performance rights

equates to 0.65% of securities

on

issue as at 31 March 2026.

With a five-day VWAP of

$2.1158 cents per Share at the

time of grant, the face value of

this

award was $21.4 million.

CEO Remuneration Outcomes

The following disclosures relate to the actual remuneration

paid to James Spence for his time as CEO in the year

to 31

March 2026 and for one-year prior comparative

information. The STI paid to the CEO during each financial

year relates to performance during the year prior.

Prior to GNZ’s internalisation, the CEO participated in legacy

LTI plans designed to maximise long-term alignment with

shareholders of Goodman (NZ) Limited (NZ LTIP) and the

shareholders of Goodman Group (GMG LTIP). The following

explains how those grants were structured and the vesting

outcomes in

FY26.

Legacy LTIP Grant Performance Hurdles

Under the GMG LTIP, 25% of each grant was tested against

a relative TSR performance hurdle and 75% of each grant

against an EPS performance hurdle.

Under the NZ

LTIP 25% of each grant was tested against a

relative total unitholder return (TUR) performance hurdle

and the remaining 75% of each grant against an aggregate

operating earnings before tax per Unit (EPU) performance

hurdle.

GNZ Long-Term Incentive Plan Grant

The Board has made two grants to the CEO under the new

Goodman NZ LTIP since it was established. 25% of each

grant is tested against the relative TSR performance hurdle

and 75% of each grant is measured against a cash earnings

per share performance hurdle.

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Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther InformationOther Information

CEO Remuneration Arrangements for FY27
The Board has elected, in the interests of transparency, to

disclose in advance the structure and package that will apply

to the CEO for FY27.

Total potential cash-based remuneration includes KiwiSaver

of 3.5% on base salary and STI.

A grant of 1.38 million performance rights were made to

the CEO in June 2026. The face value of the FY27 grant

is $1.949 per Share based on the five-day VWAP on

22

May 2026.

The total potential remuneration for the CEO for FY27

comprises:

+$500,000 base salary, which remains unchanged.

The maximum potential STI for FY27 performance for James

Spence is 110% of base salary. The actual amount paid will

be determined in accordance with the STI framework, with the

business performance targets determining the STI outcome

for the CEO. The CEO’s potential STI for FY26 and FY27 is

110% of base salary.

CEO Remuneration Outcomes

The following tables detail the nature and amount of remuneration paid to James Spence in his position as CEO during the

financial year and the prior period for context.

$ million

Base Salary

$

Other Benefits

$

Short-Term Incentive paid

(cash) $

KiwiSaver

$

Fixed Rem +

STI paid+

KiwiSaver $

31 March 2026

James Spence500,0008 ,7 9 0

3 8 6 ,72 0

nine-month transitional STI26,6 02922,112

LT I Ve s t e d

G M G LT I PN Z LT I PTo t a l

Grant year and

tranche vested

Number of

performance

rights vested

% of

maximum

awarded

Market price

at vesting date

$

Number of

performance

rights vested

% of

maximum

awarded

Market price

at vesting date

$

Fixed Rem +

STI paid +

KiwiSaver +

LT I v e s t e d

$

31 March 2026

James Spence

2020

Tranche Three8,6 0788%54,83575%

2021

Tranche Two9,66710 0%AU D33.9894,22710 0%N Z D1.9168

2022

Tranche One31,4 679 4%342,45510 0%

To t a l 4 9,74194%4 91 , 51796%3 ,741 , 3 8 7

LTI vested in the period ending 31 March 2026 comprises 49,741 Goodman Group performance rights valued at

$1,877,135 on vesting date, based on the GMG market price of AUD33.98 and the AUD/NZD exchange rate of 1.1106 on

vesting date, plus 491,517 performance rights valued at $942,140 on vesting date under the NZ LTIP, based on the GMT

market price of $1.9168.

LT I A w a r d e d

Goodman NZ LTIP

Number of

performance

rights

Face value

per unit

1

$Testing PeriodVesting Period

31 March 2026

James Spence1,412,4601.9421 April 2025 to 31 March 2028

Three equal tranches

1 June 2028, 2029, and 2030

1

The face value of the FY26 LTI grant is Goodman NZ’s five-day VWAP of $1.942 per share on 20 May 2025, the date the Board approved the grant to the CEO.

The performance hurdles for the FY26 grant are outlined on page 160 of this report.

$ million

Base Salary

$

Other Benefits

$

Short-Term Incentive paid

(cash) $

KiwiSaver

$

Fixed Rem +

STI paid+

KiwiSaver $

31 March 2025

James Spence4 8 7, 3 0 87, 8 5 7550,00031,1191,076,28 4

LT I Ve s t e d

G M G LT I PN Z LT I PTo t a l

Grant year and

tranche vested

Number of

performance

rights vested

% of

maximum

awarded

Market price

at vesting date

$

Number of

performance

rights vested

% of

maximum

awarded

Market price

at vesting date

$

Fixed Rem +

STI paid +

KiwiSaver +

LT I v e s t e d

$

31 March 2025

James Spence

2019

Tranche Three9,38996%79,55698.5%

2020

Tranche Two8,6 0688%AUD33.3354,83475%NZD2.156

2021

Tranche One9,66710 0%94,22710 0%

To t a l 2 7, 6 6 295%2 2 8 ,6 1792%2,571,829

LTI vested in the period ending 31 March 2025 comprises 27,662 Goodman Group performance rights valued at

$1,002,647 on vesting date, based on the GMG market price of AUD33.33 and the AUD/NZD exchange rate of 1.0875 on

vesting date, plus 228,617 performance rights valued at $492,898 on vesting date under the NZ LTIP, based on the GMT

market price of $2.156.

LT I A w a r d e d

Goodman NZ LTIP

Number of

performance

rights

Face value

per unit

1

$Testing PeriodVesting Period

31 March 2025

James Spence1,296,4352.11581 April 2024 to 31 March 2027

Three equal tranches

1 June 2027, 2028, and 2029

1

One-day VWAP on 30 August 2024.

CEO POTENTIAL REMUNERATION FY27

Other

Benefits +

KiwiSaver

$

Maximum Potential STI

Total Potential

cash-based

remuneration

$

Goodman NZ LTIP Awarded

Total Potential

Remuneration

$

Base

Salary

$

Cash

$

% of base

salary

Number of

Performance

Rights

Face value

per unit

$

31 March 2027

James Spence500,00045,54 0550,000110%1,095,54 01,376,603$1.94 93,7 78 ,5 4 0

16 3162

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GNZ Bond Issuer Limited

Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther InformationOther Information

CEO OUTSTANDING PERFORMANCE RIGHTS
The table sets out the movement in the CEO’s performance share rights during the reporting period, including opening

balances, awards granted, lapsed, and vested.

LT I P l a n

Performance rights vesting and lapsed during FY26

Grant dateVesting Date

Opening

balance

31 March

2025

Number of

performance

rights vested

Market price at

vesting dateLapsed

Closing balance

31 March 2026

Goodman NZ

LT I P l a n

September 20241 June 20274 32,14 5––4 32,14 5

1 June 20284 32,14 5––4 32,14 5

1 June 20294 32,14 5––4 32,14 5

June 20251 June 2028470,820––470,820

1 June 2029470,820––470,820

1 June 2030470,820––470,820

To t a l 2,708,895–––2,708,895

LT I P l a n

Shares vesting and lapsed during FY26

Grant dateVesting Date

Opening

balance

31 March 2025

Number of

performance

rights vested

Market price at

vesting dateLapsed

Closing balance

31 March 2026

NZ LTI Plan

(legacy)

28 August 2020 1 June 202554,83554,835N Z$1.9168––

30 August 20211 June 202594,22794,227$1.9168––

1 June 202694,228––94,228

29 August 20221 June 2025342,455342,455$1.9168––

1 June 2026342,455––342,455

1 June 2027342,456––342,456

30 August 20231 June 2026363,986––363,986

1 June 2027363,986––363,986

1 June 2028363,987––363,987

To t a l 2,362,6154 91 , 517–1,871,098

Shares vesting and lapsed during FY26

Grant dateVesting Date

Opening

balance

31 March 2025

Number of

performance

rights vested

Market price at

vesting dateLapsed

Closing balance

31 March 2026

GMG LTI Plan

(legacy)

30 September

2020

1 September 20258,6 078,6 07AU D$33.98–

30 September

2021

1 September 20259,6679,667AU D$33.98–

1 September 20269,666–9,666

29 September

2022

1 September 202533,33331,4 67AU D$33.981,866–

1 September 202633,3331,86631,4 67

1 September 202733,3341,86631,4 68

29 September

2023

1 September 20263 7, 5 0 03 7, 5 0 0

1 September 20273 7, 5 0 03 7, 5 0 0

1 September 20283 7, 5 0 03 7, 5 0 0

To t a l 240,4404 9,7415,598185,101

REMUNERATION BANDS

The following table notes the number of employees or

former employees of GPS, not being directors of GPS, who,

during the reporting period, received remuneration and any

other benefits in their capacity as employees, the value of

which was or exceeded $100,000 per annum, in brackets

of $10,000. For the purposes of this table, remuneration

comprises base salary for the period, STI paid during the

period, LTI vested during the period, KiwiSaver contributions

and other contractual benefits including insurances,

allowances, car parks, company vehicle personal use, and

business fuel card personal use. The CEO is not included in

this table as his remuneration is detailed elsewhere.

REMUNERATION BANDS

Remuneration BandEmployees

$100,000 – $109,9993

$110,0 0 0 – $119,9993*

$120,0 0 0 – $129,9993

$130,0 0 0 – $139,9994

$140,000 – $149,9992

$150,0 0 0 – $159,9991

$16 0,0 0 0 – $16 9,9992

$ 17 0 , 0 0 0 – $ 17 9, 9 9 92

$180,000 – $189,9993

$190,000 – $199,9992

$200,000 – $209,9993

$210,000 – $219,9991

$220,000 – $229,9991

$230,000 – $239,9994*

$250,000 – $259,9992

$260,000 – $269,9991

$290,000 – $299,9991

$360,000 – $369,9991

$450,000 – $459,9992

$460,000 – $469,9991

$ 470,0 0 0 – $ 479,9991

$530,000 – $539,9991

$540,000 – $549,9991

$570,000 – $579,9991*

$670,000 – $679,9991

$730,0 0 0 – $739,9991

$740,000 – $749,9991

$76 0,0 0 0 – $76 9,9 9 91

$800,000 – $809,9991

$880,000 – $889,9991

$920,000 – $929,9991*

$930,000 – $939,9992

$970,000 – $979,9991

$1,580,0 0 0 – $1,589,9991

$2,030,000 – $2,039,9991

$2,080,000 – $2,089,9991

$2,110,0 0 0 – $2,119,9991

* One of these is a former employee.

16516 4

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Annual Report 2026

GNZ Bond Issuer Limited

Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther InformationOther Information

DIRECTOR REMUNERATION
Director Remuneration Policy

The Directors are paid fees that reflect the responsibility of

governing Goodman NZ, implementing a strategy that creates

value for Goodman NZ investors.

Goodman NZ considers it desirable to attract and retain high

performing Directors whose skills and experience are well suited

to business requirements and reflective of market conditions.

The policy for Directors’ remuneration is an aggregate fee

pool which comprises a base fee for non-executive directors,

together with additional fees for the Chair of the board of each

GPS and GNZL (“Boards”, and each, a “Board”) and for the

Chair and members of the following Committees:

+Audit and Risk Committee

+R

emuneration Committee

+Ad-hoc Committees

The Boards determine the fees paid to Directors from the

approved aggregate fee pool. A copy of the remuneration

policy relating to Directors is available on the Corporate

governance section of the Goodman NZ website.

Directors fees were last approved at the 2024 Annual

Meeting, taking effect from 1 September 2024.

Following the corporatisation and stapling transaction, the fee

pool approved by unitholders applies to the total remuneration

to be provided to Directors of both GNZL and GPS.

VOLUNTARY DISCLOSURES

Gender Pay Gap Reporting

We believe that a diverse team with different backgrounds

creates a dynamic work environment. We build an inclusive

and psychologically safe environment where diverse thinking is

leveraged to identify risks and opportunities. We set diversity

and inclusion targets and monitor and report on our progress.

As part of this commitment, Goodman NZ is electing to disclose

the gender pay gap for our business.

Understanding our Gender Pay Gap

Goodman NZ defines the gender pay gap as the difference

between the pay of females and the pay of males. For the

purposes of this analysis, Goodman NZ calculates the pay gap

as the median male hourly rate less the median female hourly

rate, divided by the median male hourly rate.

Goodman NZ recognises that gender identity is diverse and not

limited to binary definitions. For the purposes of this disclosure,

the gender pay gap has been calculated using data voluntarily

provided by employees who identify as female or male.

There are three key drivers of Goodman NZ’s gender pay gap:

+The higher portion of males in our executive and managerial

roles, with long tenure at these levels which have higher

remuneration relative to individual contributors.

+A higher proportion of females in individual contributor

roles, which carry lower remuneration relative to senior

positions. Addressing this requires sustained focus on

development pathways and progression opportunities for

women across all levels of the business.

+Base salaries are determined with consideration of the

duties and responsibilities of each role, as well as the

incumbent’s experience, qualifications, and tenure. The

gender pay gap by level is influenced in part by longer

tenure, particularly among employees in senior roles.

The Chair is entitled to receive $210,000 per annum,

the Deputy Chair, $150,000 per annum, the Chair of the

Audit and Risk Committee $25,000 per annum and each

other Director $120,000 per annum. In addition, the new

maximum aggregate amount includes a pool of $150,000

from which Directors are paid $500 per hour for any time

spent in relation to ad hoc committees, such as due diligence

committees or a one-off project committees.

None of the Directors were paid performance related fees

relating to their directorships. Any amount of the pool which

is

unused is not carried forward to future years.

Gregory Goodman and John Dakin are remunerated by way

of salary paid by Goodman Group for their executive roles in

Goodman Group. Whilst entitled to Directors fees, they do not

claim any remuneration for their positions as Directors on the

Boards. Although Gregory and John do not currently receive

any Director’s fees for their roles on the Boards, an amount

is allocated for Director’s fees in relation to their positions

in the event that replacement Directors (or a new chair) are

appointed and choose to claim their Director’s fees, e.g. if

Gregory or John was not re-elected or needed to be replaced

due to illness or other incapacitation.

As no remuneration payments are made by GNZ Bond Issuer

Limited it does not maintain a remuneration policy.

Continued focus on improving representation and balance at

senior levels will lead to further reductions in future.

As part of our annual remuneration review, we review all our

remuneration data to ensure that we are maintaining our

commitment to pay equity. The following disclosure is based

on base salaries for our permanent and fixed-term employees

as part of the 2026 remuneration review.

Career Level

Workforce Demographic

Base salary

pay gap

FemaleMaleMedian

Executive43%57%39%

Manager 27%73%14%

Specialist 52%43%11%

Team members65%32%11%

Overall50%47%2 4 . 1%

CEO to Worker Pay Ratio

The pay ratio represents the number of times greater the Chief

Executive Officer’s remuneration is to the remuneration of an

employee paid at the median of all other employees. For the

purposes of determining the median, all permanent full-time,

permanent part-time, and fixed-term employees are included,

with part-time remuneration adjusted to a full-time equivalent.

As at 31 March 2026, the Chief Executive Officer’s base salary

of $500,000 was 4 times that of the median employee at

$128,000 per annum.

DIRECTOR REMUNERATION OUTCOMES

Details of the total remuneration paid to each director for the reporting period are as follows:

DirectorsBoard Fees

Audit and Risk

Committee

Remuneration

Committee

Ad hoc

committee fees

To t a l

Remuneration

Received

Laurissa Cooney120,00025,000–145,000

Leonie Freeman120,00010,000–10,000140,000

David Gibson150,00010,00010,00021,575191,575

Keith Smith70,0005,8754,37580,250

Steve Jurkovich60,0003 ,75 06 3 ,75 0

John Dakin–––––

Gregory Goodman–––––

To t a l520,00050,87518,12531,575620,575

Governance BodyPositionFee entitlement from 1 September 2024

BoardChair$210,000

Deputy Chair$150,000

Director$120,000

Audit and Risk CommitteeChair$25,000

Member$10,000

Remuneration CommitteeChair$10,000

Member$ 7, 5 0 0

Ad hoc committee roles$150,000

167166

Financial Results

Goodman NZ

Annual Report 2026

GNZ Bond Issuer Limited

Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther InformationOther Information

INVESTOR
RELATIONS

Introduction

Ensuring Shareholders and Bondholders are well informed and

easily able to manage their investment is a key priority of the

investor relations team. Regular meetings and communications,

its website and a dedicated toll-free contact number provide

investors with the means to make informed decisions.

Investor centre

Our website, https://nz.goodman.com enables Shareholders

and Bondholders to view information about their investment,

check current Share prices and view publications and

announcements.

Helpline

A dedicated toll-free number, 0800 000 656

(+64 9 375 6073 from outside New Zealand), will connect

Shareholders and Bondholders directly with the investor

relations


team who will assist with any queries.

Registrar

Computershare Investor Services Limited is the registrar

with


responsibility for administering and maintaining the Share

and Bond Registers.

If you have a question about the administration of your

investment, Computershare can be contacted directly:

+b

y phone, on their toll-free number 0800 359 999

(+64 9 488 8777 from outside New Zealand)

+ b

y email, to enquiry@computershare.co.nz

+b

y mail, to Computershare Investor Services Limited,

Private Bag 92119, Auckland 1142.

Complaints procedure

As a financial service provider registered under the Financial

Service Providers (Registration and Dispute Resolution)

Act

2008, GNZ Bond Issuer Limited is a member of the

Financial Dispute Resolution Service (registration number

FS P36625).

Complaints may be made to GNZ Bond Issuer Limited. If GNZ

Bond Issuer Limited is unable to resolve your complaint you

may refer it to the dispute resolution scheme.

Contact details of both are included in the corporate directory

at the end of this document.

16 916 8

Financial Results

Goodman NZ

Annual Report 2026

GNZ Bond Issuer Limited

Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther Information

SHAREHOLDER DISTRIBUTION As at 30 April 2026
Shareholding Range

Number of

Shareholders

Number of

Stapled Shares

1 to 9,9992,4271 1 , 1 3 7,7 0 4

10,000 to 49,9992 ,73 659,226,578

50,000 to 99,99938625,468,787

100,000 to 499,99925546,886,422

500,000 to 999,9991612,019,6 05

1,000,000 and above 371,375,872,177

To t a l5,8571,530,611,273

SUBSTANTIAL UNITHOLDERS As at 31 March 2026

It is a requirement of the Financial Markets Conduct Act 2013

1

that each listed issuer makes available the following

information in its Annual Report.

Unitholder

Number of

Units Held

2

Goodman Funds Management Limited247,071,396

3

Goodman Investment Holdings (NZ) Limited 241,86 3,312

3

Accident Compensation Corporation84,378,208

1

The table is at 31 March 2026 balance date and therefore reflect Unitholders in GMT and reference Units (pre-corporatisation). The numbers of Units listed

above are according to our records and disclosures made under section 280(1)(b) of the Financial Markets Conduct Act 2013. As these disclosures and

notices are required to be filed only if the total holding of a Unitholder changes by 1% or more since the last notice filed, the numbers noted in this table may

differ from those shown in the list of top 20 Shareholders at 30 April 2026.

2

The total number of Units on issue as at 31 March 2026 was 1,530,611,273.

3

Due to the breadth of the definition of ‘Substantial Product Holder’ in the Financial Markets Conduct Act 2013 and the nature of Goodman Group’s

corporate structure, the list above requires Goodman Group’s holding in GMT (pre-corporatisation and stapling) to be shown through multiple entities each

holding differing (i.e. legal or beneficial) interests. The total holding of Goodman Group as at 31 March 2026 was 488,934,708 Units.

BONDHOLDER DISTRIBUTION As at 30 April 2026

GMB060

Number of

Bondholders

Number

of Bonds

1 to 9,99948264,000

10,000 to 49,9992595,302,000

50,000 to 99,999271,639,000

100,000 to 499,999224,686,000

500,000 to 999,99932,205,000

1,000,000 and above10

135,904,000

To t a l 369150,000,000

TOP 20 SHAREHOLDERS As at 30 April 2026


Rank Registered name Holding balance Percentage

1Goodman Funds Management Limited 247,071,39616.14

2Goodman Investment Holdings (NZ) Limited 241,86 3,31215.80

3BNP Paribas Nominees (NZ) Limited141,1 8 3 ,7 759.22

4Accident Compensation Corporation 102,324,8186.69

5HSBC Nominees (New Zealand) Limited 85,321,9125.57

6Custodial Services Limited6 1,7 76 , 4 0 74.04

7Apex Custodian Nominees (NZ) Limited6 0,699,8983.97

8Citibank Nominees (New Zealand) Limited 59,225,6383.87

9FNZ Custodians Limited 49,948,5553.26

10HSBC Nominees (New Zealand) Limited A/C State Street46,523,5243.0 4

11JPMorgan Chase Bank NA NZ Branch-Segregated Clients Acct 4 3,373,6 0 02.83

12Forsyth Barr Custodians Limited32,926,5812.15

13New Zealand Depository Nominee Limited2 3 , 2 9 7, 6 2 41.52

14HSBC Nominees A/C NZ Superannuation Fund Nominees Limited 23,023,2311.50

15BNP Paribas Nominees (NZ) Limited20,228,5101.32

16JBWere (NZ) Nominees Limited 18,572,3231.21

17Simplicity Nominees Limited 17,013,0 451.11

18Adminis Custodial Nominees Limited15,595,5361.02

19Generate Kiwisaver Public Trust Nominees Limited 1 2 , 9 2 7, 0 8 20.84

20PT (Booster Investments) Nominees Limited11,334,0050 .74

Stapled Shares held by Top 20 Shareholders1,314,230,77285.86

Balance of Stapled Shares held 216,380,50114.14

Total of issued Stapled Shares 1,530,611,273100.00

TOP 20 BONDHOLDERS As at 30 April 2026

GMB060

Rank Registered name Holding balance Percentage

1Custodial Services Limited42,397,00028.26

2HSBC Nominees (New Zealand) Limited 25,466,00016.98

3Forsyth Barr Custodians Limited16,144,0001 0 .76

4BNP Paribas Nominees (NZ) Limited15,34 4,00010.23

5Apex Custodian Nominees (NZ) Limited15,025,00010.02

6FNZ Custodians Limited 11,0 43,0007. 3 6

7Investment Custodial Services Limited3,279,0002.19

8Forsyth Barr Custodians Limited2,779,0001.85

9JBWere (NZ) Nominees Limited 2,277,0001.52

10Forsyth Barr Custodians Limited2,150,0001.4 3

11ANZ Bank New Zealand Limited 853,0000.57

12Adminis Custodial Nominees Limited807,0000.54

13NZX WT Nominees Limited 545,0000.36

14CML Shares Limited 450,0000.30

15Westpac Banking Corporate NZ Financial Markets Group 372,0000.25

16Forsyth Barr Custodians Limited360,0000.24

17Public Trust RIF Nominees Limited 355,0000.24

18Queen Street Nominees Ltd No.3354,0000.24

19Custodial Services Limited308,0000.21

20HSBC Nominees (New Zealand) Limited A/C State Street 300,0000.20

Bonds held by Top 20 Bondholders140,608,0009 3 .74

Balance of Bonds held 9,392,0006.26

Total of issued Bonds150,000,000100.00

Investor Relations (continued)

17117 0

Financial Results

Goodman NZ

Annual Report 2026

GNZ Bond Issuer Limited

Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther InformationOther Information

GLOBAL REPORTING INITIATIVE (GRI) INDEX
The GRI Standards are the world’s most widely used sustainability reporting standard. The GRI INDEX shows

where information can be found about the indicators that are relevant to our business operations.

GENERAL DISCLOSURES

Disclosure titleGRILocation or reference

Organisational details2-1Pages 84, 175

Entities included in the organisation’s sustainability reporting2-2Pages 44, 175

Reporting period, frequency and contact point2-3

1 April 2025 to 31 March 2026

Annual

info-nz@goodman.com

Restatements of information2- 4Pa ge 67

External assurance2-5Pa ge 75

Activities, value chain and other business relationships2-6

https://nz.goodman.com/who-we-are/about-us

P a g e s 22-27, 4 3, 112-113

Employees2-7P a g e s 38-39, 142-14 3

Workers who are not employees2-8We have workers who are independent contractors

Governance structure and composition2-9Pages 28-29, 140-144

Nomination and selection of the highest governance body2-1 0

P a g e s 141-14 4

https://nz.goodman.com/about-goodman/

corporate-governance

Chair of the highest governance body2-11Pa ge 28

Role of the highest governance body in overseeing

the


management of impacts

2-1 2Pages 44-45

Delegation of responsibility for managing impacts2-1 3Pages 44-45

Role of the highest governance body in sustainability reporting2-14Pages 44-45

Conflicts of interest2-1 5P a g e s 141, 14 4 -15 0

Communication of critical concerns2-16Regular Board reporting from the Health

and


Safety committee

Collective knowledge of the highest governance body2-17P a g e 141

Evaluation of the performance of the highest governance body2-1 8P a g e s 3 4 -39, 141-14 4

Remuneration policies2-1 9Pages 64, 152-167

Process to determine remuneration2-20P a g e s 1 5 2 -1 6 7

Annual total compensation ratio2-21P a g e 166

Statement on sustainable development strategy2-22Pages 34-35, 54

Policy commitments2-23P a g e s 47- 5 4 , 141-14 4

Embedding policy commitments2-24Pages 38-39, 46-47

Processes to remediate negative impacts2-25Pages 34-35, 54

Mechanisms for seeking advice and raising concerns2-26

Ethical Concerns (Whistleblower) Policy,

https://nz.goodman.com/about-goodman/

corporate-governance

Compliance with laws and regulations2-27No non-compliance

Membership associations2-28Page 36

Approach to stakeholder engagement2-29Pages 32-33, 36-37

Collective bargaining agreements2-30No collective agreements, all employees are

on

individual employment agreements

TOPIC SPECIFIC DISCLOSURES

Disclosure titleGRILocation or reference

Material Topics

Process to determine material topics3 -1P a g e s 32-33

List of material topics3-2Pages 32-33

Biodiversity

Disclosure on management approach3-3P a g e s 22-23, 34 -35

Management of biodiversity impacts101-2 Page 53

Energy

Disclosure on management approach3-3Pages 34-35, 54-63

Energy intensity302-3Page 60

Emissions

Disclosure on management approach3-3Pages 34-35, 54-63

GHG emissions intensity305-4Page 60

Occupational health & safety

Disclosure on management approach3-3Pages 38-39, 146-147

Work related injuries403-9 Page 38

Diversity and equal opportunity

Disclosure on management approach3-3Pages 38-39

Diversity of governance bodies and employees4 0 5 -1P a g e s 141-14 4

Sustainable design and management – non GRI

Disclosure on management approach3-3P a g e s 32-35

Customer attraction and retention – non GRI

Disclosure on management approach3-3Pages 32-35, 36-37

Flexible, adaptable and resilient properties – non GRI

Disclosure on management approach3-3Pages 32-35, 54

Social equity – non GRI

Disclosure on management approach3-3Pages 32-33, 38-39, 40-41

Sustainable structure, operations and results – non GRI

Disclosure on management approach3-3Pages 32-33, 36-37

Responsible and environmentally sensitive investment – non GRI

Disclosure on management approach 3-3Pages 32-33, 36-37, 54

ESG reporting and stakeholder engagement – non GRI

Disclosure on management approach3-3Pages 32-33, 36-37

Goodman NZ has chosen to prepare its Annual Report in accordance with the Global Reporting Initiative (GRI) Universal Standards.

17 317 2

Financial Results

Goodman NZ

Annual Report 2026

GNZ Bond Issuer Limited

Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther InformationOther Information

$ and cents
New Zealand currency.

AUM

Assets Under Management

Balance date

31 March 2026.

Board

(a)

prior to 7 April 2026, the Board of Directors of GPS

(in its capacity as manager of GMT) and/or GMB

(as

applicable); and

(b) on or after 7 April 2026,the Board of Directors of

GNZL, GPS and/or GMB (as applicable),and “GNZL

Board”

and “GPS Board” have corresponding meanings.

Bond

a bond issued by GMB.

Bondholder

a person whose name is recorded in the Bond register

as

a holder of a Bond.

Cash earnings

Cash earnings is a non-GAAP measure that assesses

free cash flow, on a per share basis, after adjusting for

certain items. Calculation of GNZ’s cash earnings is set

out on page 18.

Capex

Capital expenditure to acquire, upgrade, or extend the

life of property assets

CEO

Chief Executive Officer of GNZ.

CFO

Chief Financial Officer of GNZ.

Chair

the Chair of the Board of GNZL, GPS and/or GMB

(as

applicable).

Core Portfolio

those estates within the Total Portfolio which largely

consist of modern, high quality warehouse and logistics

properties.

Corporatisation

On 7 April 2026, GMT changed its legal structure from

a managed investment scheme into a company. GNZL

replaced GMT as a corporatised version of

GMT.

cps

cents per share.

CRE

Climate Reporting Entity.

Embodied carbon

total carbon emissions involved in the creation of a

building including extraction of materials from the

ground, transport, refining, processing and construction.

Director

(a)

prior to 7 April 2026, a director of GPS (in its capacity

as manager of GMT) and/or GMB (as applicable); and

(b) on or after 7 April 2026, a director of GNZL, GPS

and/or GMB (as applicable).

ESG

Environmental, Social, Governance.

Executives or Management

the senior executives of GNZ.

Fund Establishment

The establishment of the Highbrook Partnership.

FMCA

Financial Markets Conduct Act 2013.

Funds management

The management of third-party property funds.

FY

Financial Year.

GHG Protocol

a Corporate Accounting and Reporting Standard and

Greenhouse Gas

Protocol: Corporate Value Chain

(Scope 3) Accounting and Reporting Standard.

GIT

Goodman Industrial Trust and its controlled entities,

as the context requires.

GL

Goodman Limited and its controlled entities, as

the context requires.

GMB

GNZ Bond Issuer Limited (formerly GMT Bond Issuer

Limited), is a wholly owned subsidiary of Goodman

New Zealand Limited.

GMT

Goodman Property Trust, which was a listed property

trust.

Goodman NZ or GNZ

The stapled group comprising GNZL and GPS together,

and subsidiaries of GNZL and GPS.

Goodman Group or GMG

means Goodman Limited, Goodman Funds Management

Limited as responsible entity for GIT, Goodman Logistics

(HK) Limited and each of their respective related entities,

operating together as a stapled group.

Goodman (NZ) Limited or GNZ

the former Manager of GMT prior to Internalisation.

GNZL

Goodman New Zealand Limited

GPS

Goodman Property Services (NZ) Limited

Green Star

Green Star is a voluntary sustainability rating system

for non-residential buildings, fitouts and


communities.

Administered by the NZGBC, the system provides

a rating of up to six stars based on a

building’s key

sustainability credentials.

GRI

Global Reporting Initiative.

GWP

Global Warming Potential is a measure of how much heat

a greenhouse gas traps in the atmosphere over a given

time period, relative to carbon dioxide.

Highbrook Partnership or HLP

Goodman NZ Highbrook Limited Partnership.

H VAC

Heating, Ventilation and Air Conditioning.

Independent Director

has the meaning given to that term in the Listing Rules

which, for GNZL, GPS, together GNZ, are those

persons

listed on the following page.

Internalisation

means the internalisation approved by GMT Unitholders

at the Special Meeting held on 26 March 2024.

ISO

International Organisation for Standardisation.

I SO 14064-1:2018

standard for quantification and reporting of greenhouse

gas emissions and removals.

kgCO

2

e

Kilogrammes of Carbon Dioxide Equivalent.

KPI

Key Performance Indicators.

LED

Light Emitting Diode.

Listing Rules

The Listing Rules dated 31

January 2025 and ‘LR’

is

a reference to any of those rules.

Loan to value ratio or LVR

Loan to value ratio is a non-GAAP financial measure

used to assess the strength of GNZ’s balance sheet.

The

loan amount in this measure is net of cash and

short-term deposits.

M VA

Mega Volt-Amperes.

MWh

Megawatt hours.

MWp

Megawatt peak.

NGFS

Network for Greening the Financial System.

NLA

Net Lettable Area.

N TA

net tangible assets includes the value of investments

in associates.

NZ IFRS

New

Zealand equivalents to International Financial

Reporting Standards.

NZDX

the New

Zealand debt market operated by NZX.

NZGBC

New

Zealand Green Building Council.

NZ RegCo

NZX Regulation Limited.

NZX

means NZX Limited.

NZX Code

means the NZX Corporate Governance Code dated

31


January 2025.

Operating earnings

Operating earnings is a non-GAAP financial measure

included to provide an assessment of the performance

of GNZ’s principal operating activities.

Opex

Operating expenses incurred to run and maintain

property operations.

Registrar

Computershare Investor Services Limited.

RECs

Renewable Energy Certificates.

SBTi

Science Based Targets initiative.

Shareholder or shareholder

any holder of a Share whose name is recorded in the

reg iste r.

Stabilised Portfolio

includes the properties or estates within the portfolio

that

are developed and able to be leased, ie not under

active development.

Stapled Security or Share

One GNZL share and one GPS share that are

contractually and constitutionally stapled together

such that one cannot be traded, or otherwise dealt

with, without the other. Stapled Shares or Shares in

GNZ means prior to 7 April 2026, Units; on or after

7

April 2026, Stapled Shares.

Stapled Share or Share

(a) prior to 7 April 2026, a unit; and

(b)


o

n or after 7 April 2026, one GNZL share and one

GPS share that are contractually and constitutionally

stapled together such that one cannot be traded,

or otherwise dealt with, without the other.

sqm

square metres.

tCO

2

e

Tonnes of Carbon Dioxide Equivalent.

To i t ū

Toitū Envirocare, is a provider of carbon management

and neutral certifications for New


Zealand businesses.

The organisation is a subsidiary of Crown Research

Institute, Manaaki Whenua – Landcare

Research.

Total Portfolio

total property portfolio, including external partnership

assets under management.

Unitholder or unitholder

any holder of a Unit whose name was recorded in the

register (pre-corporatisation).

Unit or unit

a unit in GMT (pre-corporatisation).

Value Add

those properties or estates within the portfolio

which

generally consist of older improvements,

offering

future redevelopment opportunity.

V WAP

Volume weighted average price.

WACC

Weighted Average Cost of Capital.

W A LT

Weighted Average Lease Term.

GLOSSARY

BUSINESS

DIRECTORY

Directors of Goodman New Zealand Limited,

Goodman Property Services (NZ) Limited

and GNZ Bond Issuer Limited

Non-executive Directors

John Dakin (Chair)

Gregory Goodman

Independent Directors

Laurissa Cooney (Chair, Audit and Risk Committee)

Leonie Freeman

David Gibson (Deputy Chair)

Steve Jurkovich (appointed 1 July 2025)

Keith Smith (retired 25 July 2025)

Executives of Goodman NZ

Chief Executive Officer

James Spence

Chief Financial Officer

Andy Eakin

General Counsel and Company Secretary

Anton Shead

General Manager – Property Services

Evan Sanders

General Manager – Development

Mike Gimblett

Director – Investment Management

and Capital Transactions

Kimberley Richards

Marketing Director

Mandy Waldin

General Manager – People

Sophie Bowden

Goodman NZ

Goodman Property Services (NZ) Limited

and Goodman New Zealand Limited

Level 8, Beca House

124 Halsey Street Auckland 1010

PO Box 90940

Victoria Street West Auckland 1142

Toll free: 0800 000 656

Telephone: +64 9 375 6060

Email: info-nz@goodman.com

Website: https://nz.goodman.com

Issuer of Bonds

GNZ Bond Issuer Limited

Level 8, Beca House

124 Halsey Street Auckland 1010

PO Box 90940

Victoria Street West Auckland 1142

Toll free: 0800 000 656

Telephone: +64 9 375 6060

Email: info-nz@goodman.com

Website: https://nz.goodman.com

Dispute Resolution Scheme

Financial Dispute Resolution Service

Freepost 231075

PO Box 2272 Wellington 6140

Toll free: 0508 337 337

Telephone: +64 4 910 9952

Email: enquiries@fdr.org.nz

Auditor

PricewaterhouseCoopers

PwC Tower

15 Customs Street West

Au c k l a n d 1010

Private Bag 92162

Auckland

Telephone: +64 9 355 8000

Facsimile: +64 9 355 8001

Registrar

Computershare Investor Services Limited

Level 2, 159 Hurstmere Road

Takapuna

Private Bag 92119

Victoria Street West

Auckland 1142

Toll free: 0800 359 999

Telephone: +64 9 488 8777

Facsimile: +64 9 488 8787

Email: enquiry@computershare.co.nz

Legal advisors

Russell McVeagh

Vero Centre, Level 30

48 Shortland Street

PO Box 8

Auckland 1140

Telephone: +64 9 367 8000

Facsimile: +64 9 367 8163

Bond supervisor

Public Trust

Level 9

34 Shortland Street

PO Box 1598 Shortland Street

Auckland 1140

Toll free: 0800 371 471

Telephone: +64 9 985 5300

17 5174

Financial Results

Goodman NZ

Annual Report 2026

GNZ Bond Issuer Limited

Annual Report 2026

ContentsYear in ReviewOur BusinessSustainabilityClimate-related DisclosuresOther InformationOther Information

This annual report of Goodman NZ and GNZ Bond Issuer Limited is dated

25 June 2026 and is signed on behalf of the Board of Directors by:



John Dakin


L

aurissa Cooney

Chair Chair, Audit and Risk Committee

nz.goodman.com

---

Goodman Property Services (NZ) Limited and Goodman New Zealand Limited, Level 8, Beca House, 124 Halsey Street, Wynyard
Quarter, Auckland 1010, New Zealand | PO Box 90940, Victoria Street West, Auckland 1142, New Zealand

Tel +64 9 375 6060 | Info-nz@goodman.com | https://nz.goodman.com






nzx release+

GNZ and GNZ Bond Issuer Limited Annual Report

Date 25 June 2026

Release Immediate

Goodman NZ (GNZ) has provided the NZX with the GNZ and GNZ Bond Issuer Limited

2026 Annual Report. It incorporates GNZ’s sustainability report, remuneration report and

Climate-related Disclosures.

The report encompasses GNZ, the Stapled Group comprising Goodman New Zealand

Limited (GNZL) and Goodman Property Services (NZ) Limited (GPS), and subsidiaries of

GNZL and GPS including GNZ Bond Issuer Limited, a wholly owned subsidiary of GNZL.

The report is available online at https://goodmanreport.co.nz/


For further information, please contact:

James Spence Andy Eakin

Chief Executive Officer Chief Financial Officer

(09) 903 3269 (09) 375 6077


Attachments provided to NZX:

1. Goodman NZ and GNZ Bond Issuer Limited 2026 Annual Report




About Goodman NZ:

Goodman NZ is New Zealand's leading warehouse and logistics space provider, managing a high-quality industrial property

portfolio valued at $4.9 billion (including assets under management) as at 31 March 2026. GNZ has more than 200

customers, a proven development capability and is focused on core industrial property markets in Auckland. GNZ is one of

the NZX’s largest listed issuers and holds an investment grade credit rating of BBB from S&P Global Ratings.


GNZ has a stapled group structure. The Stapled Group comprises of Goodman New Zealand Limited (GNZL) and Goodman

Property Services (NZ) Limited (GPS), and subsidiaries of GNZL and GPS.

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