SPH Notice - Gould Holdings Limited (GHL)

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Disclosure of movement of 1% or more in substantial holding or change
in nature of relevant interest, or both
Sections 277 and 278, Financial Markets Conduct Act 2013
To NZX Limited
and
To Promisia Healthcare Limited
Relevant event being disclosed: Movement of 1% or more in substantial holding
Date of relevant event: 8 October 2026
Date this disclosure made: 8 October 2026
Date on which substantial holding began: 5 October 2026
Substantial product holder(s) giving disclosure
Full name(s): Gould Holdings Limited (GHL), Gould Investments & Contractual Services
Limited (GICSL), George Arthur Churchill Gould (Mr Gould) and Benjamin William
McAlpine Tothill (Mr Tothill).
Summary of substantial holding
Class of quoted voting products: Ordinary shares in Promisia Healthcare Limited
Summary for GHL, GICSL, Mr Gould and Mr Tothill
For this disclosure,—
(a) total number held in class: 9,044,205
(b) total in class: 54,206,650
(c) total percentage held in class: 16.685%
For last disclosure,—
(a) total number held in class: 7,000,000
(b) total in class: 54,206,650
(c) total percentage held in class: 12.913%
Details of transactions and events giving rise to relevant event

Details of the transactions or other events requiring disclosure: On 8 October 2026, GHL
acquired beneficial ownership of 2,044,205 ordinary shares in Promisia Healthcare Limited
through on-market trades for total consideration of NZ$1,328,733.25.

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Details after relevant event
Details for GHL
Nature of relevant interest: Beneficial owner of ordinary shares in Promisia Healthcare
Limited
For that relevant interest,—
(a) number held in class: 2,044,205
(b) percentage held in class: 3.771%
(c) current registered holder(s): Unknown – on-market purchases
(d) registered holder(s) once transfers are registered: GHL
For a derivative relevant interest, also—
(a) type of derivative: Not applicable
(b) details of derivative: Not applicable
(c) if the substantial product holder is not a party to the derivative, the nature of the
relevant interest in the derivative: Not applicable
Nature of relevant interest: GHL is party to an unconditional agreement to acquire
7,000,000 ordinary shares in Promisia Healthcare Limited on 1 April 2027.
For that relevant interest,—
(a) number held in class: 7,000,000
(b) percentage held in class: 12.913%
(c) current registered holder(s): Thomas David Brankin and Michael John Kirwin Lay as
trustees of the Brankin Family Interest Trust
(d) registered holder(s) once transfers are registered: GHL
For a derivative relevant interest, also—
(a) type of derivative: Not applicable
(b) details of derivative: Not applicable
(c) if the substantial product holder is not a party to the derivative, the nature of the
relevant interest in the derivative: Not applicable
Refer to the SPH notice provided by GHL, GICSL, Mr Gould and Mr Tothill dated 6 October
2026 in relation to this relevant interest.

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Details of relevant interests
Details for GICSL
Nature of relevant interest: GICSL holds 51.57% of the voting products of GHL and
accordingly has a relevant interest in the shares in Promisia Healthcare Limited held by
GHL.
For that relevant interest,—
(a) number held in class: 2,044,205
(b) percentage held in class: 3.771%
(c) current registered holder(s): Unknown – on-market purchases
(d) registered holder(s) once transfers are registered: GHL
For a derivative relevant interest, also—
(a) type of derivative: Not applicable
(b) details of derivative: Not applicable
(c) if the substantial product holder is not a party to the derivative, the nature of the
relevant interest in the derivative: Not applicable
Nature of relevant interest: GICSL holds 51.57% of the voting products of GHL and
accordingly has a relevant interest in GHL’s power to acquire the shares in Promisia
Healthcare Limited
For that relevant interest,—
(a) number held in class: 7,000,000
(b) percentage held in class: 12.913%
(c) current registered holder(s): Thomas David Brankin and Michael John Kirwin Lay as
trustees of the Brankin Family Interest Trust
(d) registered holder(s) once transfers are registered: GHL
For a derivative relevant interest, also—
(a) type of derivative: Not applicable
(b) details of derivative: Not applicable
(c) if the substantial product holder is not a party to the derivative, the nature of the
relevant interest in the derivative: Not applicable
Refer to the SPH notice provided by GHL, GICSL, Mr Gould and Mr Tothill dated 6 October
2026 in relation to this relevant interest.

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Details of relevant interests
Details for Mr Gould
Nature of relevant interest: Mr Gould and Mr Tothill are trustees of the Wellington Trust (a
family trust of which Mr Gould has a beneficial interest) (Mr Tothill in his capacity as an
independent trustee with no beneficial interest) and jointly hold the shares in GICSL on
behalf of the Wellington Trust. GICSL holds 51.57% of the voting products of GHL and
accordingly Mr Gould, in his capacity as trustee of the Wellington Trust, has a relevant
interest in the shares in Promisia Healthcare Limited held by GHL.
For that relevant interest,—
(a) number held in class: 2,044,205
(b) percentage held in class: 3.771%
(c) current registered holder(s): Unknown – on-market purchases
(d) registered holder(s) once transfers are registered: GHL
For a derivative relevant interest, also—
(a) type of derivative: Not applicable
(b) details of derivative: Not applicable
(c) if the substantial product holder is not a party to the derivative, the nature of the
relevant interest in the derivative: Not applicable
Nature of relevant interest: Mr Gould and Mr Tothill are trustees of the Wellington Trust (a
family trust of which Mr Gould has a beneficial interest) (Mr Tothill in his capacity as an
independent trustee with no beneficial interest) and jointly hold the shares in GICSL on
behalf of the Wellington Trust. GICSL holds 51.57% of the voting products of GHL and
accordingly Mr Gould, in his capacity as trustee of the Wellington Trust, has a relevant
interest in GHL’s power to acquire the shares in Promisia Healthcare Limited.
For that relevant interest,—
(a) number held in class: 7,000,000
(b) percentage held in class: 12.913%
(c) current registered holder(s): Thomas David Brankin and Michael John Kirwin Lay as
trustees of the Brankin Family Interest Trust
(d) registered holder(s) once transfers are registered: GHL
For a derivative relevant interest, also—
(a) type of derivative: Not applicable

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(b) details of derivative: Not applicable
(c) if the substantial product holder is not a party to the derivative, the nature of the
relevant interest in the derivative: Not applicable
Refer to the SPH notice provided by GHL, GICSL, Mr Gould and Mr Tothill dated 6 October
2026 in relation to this relevant interest.

Details of relevant interests
Details for Mr Tothill
Nature of relevant interest: Mr Gould and Mr Tothill are trustees of the Wellington Trust (a
family trust of which Mr Gould has a beneficial interest) (Mr Tothill in his capacity as an
independent trustee with no beneficial interest) and jointly hold the shares in GICSL on
behalf of the Wellington Trust. GICSL holds 51.57% of the voting products of GHL and
accordingly Mr Tothill, in his capacity as independent trustee of the Wellington Trust, has a
relevant interest in the shares in Promisia Healthcare Limited held by GHL.
For that relevant interest,—
(a) number held in class: 2,044,205
(b) percentage held in class: 3.771%
(c) current registered holder(s): Unknown – on-market purchases
(d) registered holder(s) once transfers are registered: GHL
For a derivative relevant interest, also—
(a) type of derivative: Not applicable
(b) details of derivative: Not applicable
(c) if the substantial product holder is not a party to the derivative, the nature of the
relevant interest in the derivative: Not applicable
Nature of relevant interest: Mr Gould and Mr Tothill are trustees of the Wellington Trust (a
family trust of which Mr Gould has a beneficial interest) (Mr Tothill in his capacity as an
independent trustee with no beneficial interest) and jointly hold the shares in GICSL on
behalf of the Wellington Trust. GICSL holds 51.57% of the voting products of GHL and
accordingly Mr Tothill, in his capacity as independent trustee of the Wellington Trust, has a
relevant interest in GHL’s power to acquire the shares in Promisia Healthcare Limited.
For that relevant interest,—
(a) number held in class: 7,000,000
(b) percentage held in class: 12.913%

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(c) current registered holder(s): Thomas David Brankin and Michael John Kirwin Lay as
trustees of the Brankin Family Interest Trust
(d) registered holder(s) once transfers are registered: GHL
For a derivative relevant interest, also—
(a) type of derivative: Not applicable
(b) details of derivative: Not applicable
(c) if the substantial product holder is not a party to the derivative, the nature of the
relevant interest in the derivative: Not applicable
Refer to the SPH notice provided by GHL, GICSL, Mr Gould and Mr Tothill dated 6 October
2026 in relation to this relevant interest.

Additional information
Address(es) of substantial product holder(s):
GHL and George Arthur Churchill Gould: 478 Glenmark Drive, RD3, Amberley 7483, New
Zealand
GICSL: WK Advisors and Accountants Limited, 2a Alfred Street, Mayfield, Blenheim 7201,
New Zealand
Benjamin William McAlpine Tothill: 82 Glenogle Road, RD11, Hastings 4178, New Zealand

Contact details: Andrew McLean, 027 421 1746, andrew.mclean@gouldholdings.com
Nature of connection between substantial product holders: GICSL, Mr Gould and Mr Tothill
are each associated persons of GHL under section 12(1) of the Financial Markets Conduct
Act 2013.
Name of any other person believed to have given, or believed to be required to give, a
disclosure under the Financial Markets Conduct Act 2013 in relation to the financial
products to which this disclosure relates: None.
Certification
I, George Gould, certify that, to the best of my knowledge and belief, the information
contained in this disclosure is correct and that I am duly authorised to make this disclosure
by all persons for whom it is made.