What did Vital Healthcare Property Trust announce?

Vital Healthcare Property Trust (NZX: VHP) filed “Vital's 2026 Annual Meeting” with NZX on 9 November 2026, as an agm announcement.

When was it filed?
9 November 2026
Where is the original?
NZX announcement
Vital Healthcare Property Trust logo

Vital's 2026 Annual Meeting

AGM9 November 2026VHPReal Estate

Annual
Meeting

10 NOVEMBER 2026

Epworth Eastern Hospital, VIC

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VITAL HEALTHCARE PROPERTY TRUST

|

ANNUAL MEETING 2026

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2

Voting
Once the voting has been opened, the resolutions and

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direction from the options shown on the screen. You can

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VITAL HEALTHCARE PROPERTY TRUST

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ANNUAL MEETING 2026

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3

X
Meeting agenda

� Introduction

� Address by the Independent Chair

� Address by the CEO

� Annual Financial Statements

� Appointment of Vital Healthcare Properties

Management Limited

� Reappointment of Mark Menhinnitt,

Dr. Michael Stanford and Mike Brady

� General Business

� Closing Remarks

Chris Adams

CHIEF EXECUTIVE OFFICER

Graham Stuart

INDEPENDENT CHAIR

Presented by

Endoscopy Auckland, Auckland

All amounts are in NZD unless otherwise shown

All numbers shown as at 30 September 2026 are unaudited unless

stated otherwise

VITAL HEALTHCARE PROPERTY TRUST

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ANNUAL MEETING 2026

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4

Board
Experienced Board with majority independence and direct oversight of Vital's strategy

RDX, QLD

1

Attending virtually

Graham Stuart

Independent Chair and member of

the Audit and Risk Committee

Angela Bull

Independent Director and Chair of

the People and Culture Committee

Zachary Vaughan

1

Northwest Representative Director,

member of the Audit and Risk Committee

and People and Culture Committee

Mike Brady

1

Northwest Representative Director

Dr. Michael Stanford

Independent Director and Chair of

the Audit and Risk Committee

Mark Menhinnitt

Independent Director and member of

the People and Culture Committee

VITAL HEALTHCARE PROPERTY TRUST

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ANNUAL MEETING 2026

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5

Executive Team
A leadership team with deep expertise in healthcare infrastructure across New Zealand and Australia

Ormiston Hospital, Auckland

Chris Adams

Chief Executive Officer

Vanessa Flax

General Counsel

Michael Groth

Chief Financial Officer

VITAL HEALTHCARE PROPERTY TRUST

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ANNUAL MEETING 2026

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6

Avive Clinic - Mornington Peninsula, VIC
In Attendance

In person or virtually

Management Team

Chris Adams

Chief Executive Officer

Michael Groth

Chief Financial Officer

Vanessa Flax

General Counsel

Supervisor, Audit and Legal

Stuart Howard

Trustees Executors Limited (Vital's Supervisor)

Shirley Zhang

Trustees Executors Limited (Vital's Supervisor)

Andrew Boivin

Deloitte (Vital's auditor)

Hayden Davison

Deloitte (Vital's auditor)

Toby Sharpe

Bell Gully (Vital's legal advisor)

VITAL HEALTHCARE PROPERTY TRUST

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ANNUAL MEETING 2026

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7

Address by the
Independent

Chair

GRAHAM STUART

Independent Chair

Grace Hospital, Bay of Plenty
Address by the Independent Chair

� FY26 Recap

� Governance Post-Internalisation

� Risk Management Framework

� Valuations, Capital Management and

Foreign Exchange

� ASX Foreign Exempt Listing

VITAL HEALTHCARE PROPERTY TRUST

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ANNUAL MEETING 2026

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9

South Eastern Private Hospital, VIC
FY26: A Defining Year for Vital

Delivering on our commitments and strengthening

our foundations for long-term Unit Holder value

Internalisation Completed

�

Successfully internalised management on 1 January 2026

Earnings Growth Delivered

�

AFFO per unit increased 10.5% to 11.50 cpu, with annual

distribution maintained at 9.75 cpu

Resilient Portfolio Fundamentals

�

97.2% occupancy, 18.1 year WALE and 4.1% increase in

like-for-like net property income

1

Disciplined Capital Management

�

$97.9m of asset sales completed and $1.4bn of debt

facilities refinanced

Portfolio Enhancing Developments completed

�

Three developments completed for a total cost of $229.1m

1

On a constant currency basis

VITAL HEALTHCARE PROPERTY TRUST

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ANNUAL MEETING 2026

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10

Unit Holders
Audit & Risk Committee

Chair: Dr. Michael Stanford

People & Culture Committee

Chair: Angela Bull

Board of Directors

Internal Manager

VITAL HEALTHCARE PROPERTIES MANAGEMENT LTD

Executive Leadership Team

Chris Adams (CEO), Michael Groth (CFO) and Vanessa Flax (General Counsel)

Governance and Management Post-Internalisation

A direct reporting line from management to an independent Board

VITAL HEALTHCARE PROPERTY TRUST

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ANNUAL MEETING 2026

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Risk Management Framework
A measured appetite for growth, a low appetite for balance sheet risk

Strategic

objectives

Unit Holder outcomes that every risk measure is anchored to

Board risk

limits

Hard boundaries set inside Trust Deed and lender covenants.

No exceptions

Risk appetite

parameters

Quantitative and qualitative measures that guide decisions

and capital allocation

Management

escalation

Early triggers that prompt action well before a Board limit

is reached

1

2

3

4

Target

Measured Approach

Caution

Breach

FRAMEWORK HIERARCHY – OWNED BY THE BOARD

APPETITE ANCHORED TO THREE OBJECTIVES

REPORTED TO THE BOARD QUARTERLY – FRAMEWORK REVIEWED AT LEAST EVERY TWO YEARS

Sustainable AFFO & DPU growthProtect & grow NTASupport tenant infrastructure

VITAL HEALTHCARE PROPERTY TRUST

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ANNUAL MEETING 2026

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Valuations, Capital Discipline and Foreign Exchange
VALUATION

�Higher interest rates have driven modest

capitalisation rate expansion

�Healthcare infrastructure below replacement costs

�Non-discretionary healthcare demand supports

resilient property fundamentals

CAPITAL DISCIPLINE

�Reinvestment into higher-quality, purpose-built

healthcare infrastructure

�$450m+ of divestments over past 4 years

FOREIGN EXCHANGE

�Interest rate divergence has coincided with a

historically weak NZD/AUD exchange rate

�~70% of Vital’s portfolio in Australia with

AUD denominated debt providing a natural

balance sheet hedge

�

Healthscope resolution provides greater certainty for Australian private hospital landlords

�

Industry peers impacted by Healthscope have reported valuation outcomes ranging from stable to approximately 10% downside,

driven by rental concessions to a previously underperforming operator business

�

Recent healthcare sector sentiment reinforces the resilience of quality healthcare infrastructure

�

Vital portfolio operator profitability remains at benchmark

MARKET UPDATE

CAPITAL

RECYCLING

INVEST IN STRATEGIC

HEALTHCARE LOCATIONS

PARTNER WITH

PROVEN OPERATORS

ENHANCE PORTFOLIO

QUALITY AND INCOME

CAPITAL ALLOCATION

VITAL HEALTHCARE PROPERTY TRUST

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ANNUAL MEETING 2026

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ASX Foreign Exempt Listing
Potential to broaden Australian investor access and support long-term Unit Holder value

WHAT IS IT?

A secondary ASX listing alongside Vital's existing NZX

listing, providing Australian investors with an additional

avenue to trade Vital units

WHY ARE WE CONSIDERING IT?

Better aligns Vital's sources of capital

with its trans-Tasman portfolio and future

investment opportunities

POTENTIAL BENEFITS TO UNIT HOLDERS

Broader investor base:

Increased accessibility for Australian retail and

mandate restricted institutional investors

Greater market visibility:

Increased profile among Australian investors,

brokers and other stakeholders

Improved liquidity and capital access:

Potential for greater trading depth and a broader

pool of capital over time

Realising the benefits of

internalisation remains

Vital’s priority. A Foreign

Exempt Listing is a

complementary initiative

to strengthen our capital

markets position over time

Foreign Exempt Listing that retains Vital's

existing Trust structure without restructuring or

issuing new units

HOW WOULD IT DIFFER FROM PREVIOUS PROPOSALS?

VITAL HEALTHCARE PROPERTY TRUST

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ANNUAL MEETING 2026

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Ormiston Hospital, Auckland
Address by

the CEO

CHRIS ADAMS

Chief Executive Officer

Number of Income Producing Properties (IPP)
% of portfolio value (incl. strategic assets)

1

Income Producing Property (excludes strategic assets).

2

Inclusive of landlord exercisable options.

Overview of Vital as at 30 September 2026

Vital invests in essential healthcare infrastructure and is the only specialist healthcare

landlord listed on the NZX

WESTERN

AUSTRALIA

NORTHERN

TERRITORY

SOUTH

AUSTRALIA

NEW SOUTH

WALES

VICTORIA

QUEENSLAND

2

3

6

6

3

4%

13 %

21 %

23%

9%

SOUTH

ISLAND

NORTH

ISLAND

12

2

28%

2%

WALE

2

17.8 years

34

1

PROPERTIES

(AUS & NZ)

~$3.6bn

20

1

PROPERTIES (AUS)

~$2.5bn

14

1

PROPERTIES (NZ)

~$1.1bn

Vital Healthcare Property Trust (Vital):

�

Internally managed and governed by a

majority independent board

�

Essential, non-discretionary cash flows

supported by >97% occupancy and WALE

of 17.8 years

�

~80% of leases provide inflation-linked rental

growth, with over 99% of leases subject to

annual reviews

VITAL HEALTHCARE PROPERTY TRUST

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ANNUAL MEETING 2026

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16

Q1 Portfolio Highlights
Delivering as planned, with stable portfolio fundamentals

17.8 years

WALE

Completion of $29.1m

Grace Hospital west

wing expansion

2

leading precinct developments

commenced in AUS

(A$150.5m)

1

9 7.1%

occupancy

RDX: leasing discussions well

advanced and progressing

towards binding commitments

GRESB

2

Global Sector

Leader for the fourth

consecutive year

1

Excluding land costs.

2

The Global Real Estate Sustainability Benchmark (GRESB) is an international and independent standards organisation which reviews over

3,000 real estate and infrastructure entities globally, representing US$9.0 trillion in gross asset value.

Ormiston Hospital, Auckland

1

VITAL HEALTHCARE PROPERTY TRUST

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ANNUAL MEETING 2026

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17

�
4.1% growth in net property income on a like-for-like

and constant currency basis compared to the prior

corresponding period

�

Cash from operations measured by AFFO of 2.91cpu

was achieved for the quarter, driven by increased

property income and lower tax expense

�

Distributions for Q1 are 2.4375 cpu, consistent with

guidance, on a payout ratio of 83.6%

�

The distribution reinvestment plan, with a 2.0% discount,

remains active

Q1 Financial Highlights

Disciplined capital management delivery

2 . 91cpu$2.43

AFFONTA

Lingard Day Surgery, NSW

$156.1m

available liquidity

40.2% balance

sheet gearing

No debt expiring

until April 2028

74.5% debt hedged

for a weighted

average of 2.1 years

VITAL HEALTHCARE PROPERTY TRUST

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ANNUAL MEETING 2026

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18

Development Strategy
Targeted development underpinned by operator demand and

disciplined capital allocation

Invest in strategic

healthcare locations

Prioritise established and

emerging healthcare precincts

with long-term demand

Enhance portfolio quality

Develop modern, efficient facilities

that improve the portfolio's long-term

income security and reduce portfolio

building age

Optimise strategic

land holdings

Rationalise, activate or hold strategic

land in alignment with our risk

appetite framework

Future focus on

brownfield development

Prioritise growth with and support

existing partners. Develop new

facilities where there is a compelling

business case on a low risk basis

Continued asset recycling

Divest lower quality assets with

limited growth potential to reinvest

in the brownfield development

pipeline

Currumbin Clinic, QLD

VITAL HEALTHCARE PROPERTY TRUST

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ANNUAL MEETING 2026

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FORECAST COMPLETION
Mid-late CY27

ESTIMATED LEASE

TENURES

5-15 years

ESTIMATED

DEVELOPMENT COST

A$47.5m

1, 2

YIELD ON COST

~6.5%

3

Coomera Health Precinct

Future Coomera Public Hospital Main

Entrance off George Alexander Way

New Coomera Public Hospital

Early Learning Centre

Costco

Coomera Train Station

West field

Coomera Town Centre South

TAFE QLD

Urbana approved DA

Coomera Health Campus - Stage 1

�

Located in one Australia's fastest growing regions

�

Stage 1 will comprise a three-level ambulatory

care facility, offering primary care, allied health and

specialist consulting services

STATUS & PRECINCT UPDATE

�

~37% of leasing pre-committed, with active tenant

interest for remaining space

�

Construction remains on programme and level 2

suspended slab works are underway

�

In September, Queensland Health announced

Multiplex as contractor for the adjacent $2.25

billion, 600-bed Coomera Public Hospital

1

Includes A$7.3m of sitewide future works not

allocated to Stage 1

2

Excluding land. Includes estimated tenant

incentives, leasing and downtime costs to

achieve stabilised building occupancy


3

Fully leased initial yield on project excluding

A$7.3m of sitewide future works

VITAL HEALTHCARE PROPERTY TRUST

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ANNUAL MEETING 2026

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FORECAST COMPLETION
Early CY28

ESTIMATED LEASE

TENURES

5-20 years

ESTIMATED

DEVELOPMENT COST

A$103.0m

1

YIELD ON COST

~6.4%

Macarthur Health Precinct - Stage 2

�

Stage 2 will deliver a short-stay surgical hospital

operated by Ramsay Health Care and medical

outpatient building

�

Sonic Healthcare and Lumus Imaging also committed

�

Six-storey development designed to provide ~9,300

square metres of net lettable area

STATUS UPDATE

�

~35% leasing pre-committed, with active tenant interest

for the remaining space

�

Celebrated official construction commencement on 12

October

�

Attended by state member for Campbelltown, Greg

Warren, Campbelltown City Council, precinct

healthcare partners and local community members

�

Demolition and piling works complete, ground floor

slab to commence mid-Nov

1

Excluding land costs. Includes estimated tenant incentives,

leasing and downtime costs to achieve stabilised building

VITAL HEALTHCARE PROPERTY TRUST

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ANNUAL MEETING 2026

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21

ESG Highlights
Delivering commercially disciplined sustainability outcomes

Climate Related Disclosure released in October 2026

�

Voluntarily published our third Climate Related Disclosure, reaffirming our commitment to transparent

climate reporting

�

Completed 17 climate resilience assessments during FY26, bringing total portfolio coverage to 64%

�

Continued integrating climate risks and resilience measures into asset management, maintenance

and capital allocation decisions

�

The Board has committed to undertake a review of Vital's 2050 net zero emissions commitment by

30 June 2027

Vital's FY26 CRD can be found here

Vital achieves GRESB Global Sector Leader status

Recognised as a GRESB Global Sector Leader for the fourth consecutive year,

demonstrating industry leadership across two categories:

�

Standing Investments: 1st globally among Listed Healthcare entities (GRESB

score), ranking 2nd in its peer group (88/100)

�

Developments: 1st in Oceania among Listed Healthcare entities (Development

score), ranking 2nd globally in its peer group (96/100)

Vital also retained its 4 Star GRESB rating, reflecting our continued commitment

to responsible investment in sustainable healthcare infrastructure

GENESIS CARE INTEGRATED

CANCER CENTRE, NSW

PLAYFORD HEALTH HUB

STAGE 2, SA

RDX, QLD

ENDOSCOPY AUCKLAND,

AUCKLAND

Building for lasting value

VITAL HEALTHCARE PROPERTY TRUST

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ANNUAL MEETING 2026

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22

Wakefield Hospital,
Wellington

�

FY27 distribution guidance of not less than 9.75 cpu is reaffirmed

Guidance

Outlook and Guidance

�

Execute our development pipeline, including key projects at Coomera

Health Campus and Macarthur Health Precinct

�

Progress leasing activity across the portfolio to enhance occupancy

�

Continue to deliver on our portfolio optimisation strategy

�

Maintain a disciplined balance sheet and a continued focus on cost,

measured by Management Expense Ratio

�

Progressing an ASX Foreign Exempt Listing to broaden access to

capital

Our priorities for FY27 are clear

Vital owns essential healthcare infrastructure

VITAL HEALTHCARE PROPERTY TRUST

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ANNUAL MEETING 2026

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23

Ormiston Hospital, Auckland
Annual

Financial

Statements

GRAHAM STUART

Independent Chair

RDX, QLD

Ormiston Hospital, Auckland
Appointment of

Vital Healthcare

Properties

Management

Limited

MANAGER OF VITAL

HEALTHCARE PROPERTY TRUST

Playford Health Hub, SA

Ormiston Hospital, Auckland
Reappointment

of Mark

Menhinnitt

MARK MENHINNITT

Independent Director

Ormiston Hospital, Auckland
Reappointment

of Dr. Michael

Stanford

DR. MICHAEL STANFORD

Independent Director

Ormiston Hospital, Auckland
Reappointment

of Mike Brady

MIKE BRADY

Non-Independent Director

(Northwest Representative)

Voting
RESOLUTION 1RESOLUTION 2RESOLUTION 3RESOLUTION 4

that Vital Healthcare Properties

Management Limited be appointed

as the manager of Vital Healthcare

Property Trust

that Mark Menhinnitt be reappointed

as an independent director of Vital

Healthcare Properties Management

Limited, the manager of Vital

Healthcare Property Trust

that Dr. Michael Stanford be

reappointed as an independent

director of Vital Healthcare Properties

Management Limited, the manager of

Vital Healthcare Property Trust

that Mike Brady be reappointed as

a non-independent director of Vital

Healthcare Properties Management

Limited, the manager of Vital

Healthcare Property Trust

VOTE TYPE

UNITS

VOTED

% OF UNITS

VOTED

% OF TOTAL

UNITS

UNITS

VOTED

% OF UNITS

VOTED

% OF TOTAL

UNITS

UNITS

VOTED

% OF UNITS

VOTED

% OF TOTAL

UNITS

UNITS

VOTED

% OF UNITS

VOTED

% OF TOTAL

UNITS

For5 3 5 , 5 6 7, 8 1 69 6 .166 6 .1753 5, 376 , 76 39 6 .126 6 .145 11 , 311 , 5 8 495.276 3 .175 2 7, 6 2 7, 9 1 794. 736 5 .19

Against231,3260.040.035 51,9120 .10.074,346,6300.810.548,280,0681. 491.02

Discretionary21,18 0 ,1953.82.6221, 0 5 0 , 6 623.782.621, 0 5 0 , 6 623.922.621, 0 5 0 , 6 623.782.6

Abstain31,170N/A031,170N/A020,301,631N/A2. 5151,86 0N/A0 . 01

VITAL HEALTHCARE PROPERTY TRUST

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ANNUAL MEETING 2026

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29

Ormiston Hospital, Auckland
General

Business

Wakefield Hospital, Wellington

Ormiston Hospital, Auckland
Closing

Remarks

Thank you for attending

today’s Annual Meeting

Endoscopy Auckland, Auckland

Disclaimer
This document has been prepared by Vital Healthcare Properties Management Limited (the Manager) as manager of the Vital Healthcare Property Trust (the Trust). This document provides

general information only and is not intended as investment, legal, tax, financial product or financial advice or recommendation to any person and must not be relied on as such. You should obtain

independent professional advice prior to making any decision relating to your investment or financial needs.

All references to $ are to New Zealand dollars unless otherwise indicated.

This document may contain forward-looking statements. Forward-looking statements can include words such as “expect”, “intend”, “plan”, “believe”, “continue” or similar words in connection with

discussions of future operating or financial performance or conditions. Any indications of, or guidance or outlook on, future earnings or financial position or performance and future distributions

are also forward-looking statements. The forward-looking statements are based on management’s and directors’ current expectations and assumptions regarding the Trust’s business, assets and

performance and other future conditions, circumstances and results. As with any projection or forecast, forward-looking statements are inherently susceptible to uncertainty and to any changes in

circumstances. The Trust’s actual results may vary materially from those expressed or implied in the forward-looking statements. The Manager, the Trust, and its or their directors, employees and/

or shareholders have no liability whatsoever to any person for any loss arising from this document or any information supplied in connection with it. The Manager and the Trust are under no

obligation to update this document or the information contained in it after it has been released. Past performance is no indication of future performance.

The information in this document is of general background and does not purport to be complete. It should be read in conjunction with Vital’s market announcements lodged with NZX, which are

available at www.nzx.com/companies/VHP.

10 NOVEMBER 2026

---

V I T A L H E A L T H C A R E P R O P E R T Y T R U S T v h p t . c o . n z P a g e 1 o f 14





The following are the addresses of the Independent Chair and the Chief Executive Officer for the

Vital Healthcare Property Trust Annual Meeting held as a hybrid of a physical meeting at the

Tūhono Room, Ground Floor Lobby, HSBC Tower, 188 Quay Street, Auckland CBD and a virtual

meeting through the Computershare Meeting Platform https://meetnow.global/nz on Tuesday, 10

November 2026 commencing at 12.00pm.

_______________________________

Slide 1 – Cover slide

GRAHAM:

Tena kotou, tena kotou, tena kotou katoa.

Welcome to the 2026 Annual Meeting of Vital Healthcare Property Trust.

My name is Graham Stuart, and I am the Independent Chair of Vital Healthcare Property

Trust, appointed by Vital’s Supervisor.

For those of you in the room some housekeeping matters.

Bathrooms are situated out the door around to the left on the right hand side of corridor to the

carpark.

If we have to evacuate in the event of an emergency staff will guide you to the exits.

We have a quorum present so I hereby declare this meeting open.

_______________________________

Slide 2 – Questions

During the meeting I will invite questions in relation to two formal addresses, Vital’s FY26

accounts and four resolutions. The resolutions cover the appointment of Vital Healthcare

Properties Management Limited as manager of Vital Healthcare Property Trust, the proposed

reappointment of Mark Menhinnitt and Dr. Michael Stanford as independent directors and Mike

Brady as a non-independent director. Mark, Michael and Mike will speak briefly about their

nominations and then we will open the meeting for general business.

If you are a Unit Holder or proxy holder attending in person and wish to ask a question, please

wait until the relevant time and raise your hand. Please wait until you have been provided a

microphone to ensure those attending virtually can hear your question.




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If you are a Unit Holder or proxy holder and are attending virtually you can submit a written

question during the live meeting. Please select the Q&A tab on the right half of your screen

anytime. Type your question into the field and press send. Your question will be immediately

submitted.

If you require any assistance, you can type your query into the Q&A tab and Computershare will

assist you via the chat function. Alternatively, you can call Computershare on 0800-650-034.

Whilst you can submit questions from now on, I will not address them until the relevant time in

the meeting. Your questions may be moderated or, if we receive multiple questions on one topic,

amalgamated.

If we run out of time to answer any questions, we will answer them in due course via email or

posting responses on our website.

Voting today will be conducted by way of a poll. Voting will shortly be opened online.

Computershare will collect voting forms from those attending in person and will collate

results from both voting methods.

Results of the poll will be released to the NZX later today.

_______________________________

Slide 3 – Voting

The Notice of Annual Meeting has been circulated to all Unit Holders. It sets the scope of what

we are scheduled to discuss today and includes the details of the resolutions we are due to

consider. I am pleased to confirm that there is a quorum present, and I declare the 2026 Annual

Meeting of Unit Holders of Vital Healthcare Property Trust open.

If you are eligible to vote at this meeting, you are now able to cast your vote under the vote tab.

To vote, simply select your voting direction from the options shown on screen. Your vote has

been cast when the green tick appears.

To change your vote, simply select ‘Change Your Vote’. You can change your vote until I declare

voting closed.

I will give you an indication before I move to close voting.

_______________________________

Slide 4 – Meeting Agenda

The order for the meeting is as follows:

First, the two formal presentations:

 my address as Independent Chair; and

 followed by Chris Adams Vital’s Chief Executive Officer

I will then table the Annual Financial Statements and invite questions on any matter regarding

the Trust or the presentations other than the director reappointments.




V I T A L H E A L T H C A R E P R O P E R T Y T R U S T v h p t . c o . n z P a g e 3 o f 14


We then move to the formal business, the proposed appointment of Vital Healthcare Properties

Management Limited and the proposed resolutions that each of Mark Menhinnitt and Dr. Michael

Stanford be reappointed as independent directors of Vital Healthcare Properties Management

Limited and Mike Brady be reappointed as a non-independent director.

After voting is complete, we have an opportunity for general business and I will invite you to ask

any other relevant questions you may have.

We will then conclude the meeting.

Copies of the minutes of last year’s Annual Meeting are available on Vital’s website vhpt.co.nz.

as well as in hard copy at this meeting.

_______________________________

Slide 5 – Board

The full Board of Vital Healthcare Properties Management is in attendance today with all of my

Board colleagues attending in person except Zachary Vaughan and Mike Brady who are attending

virtually from Canada. Zachary and Mike are not present in person because they are currently in

Toronto preparing market announcements for the Northwest REIT.

_______________________________

Slide 7 – In Attendance

I would also like to welcome:

 Vital’s executive team including CEO Chris Adams, CFO Michael Groth and General

Counsel Vanessa Flax;

 Stuart Howard and Shirley Zhang from the Supervisor of the Trust;

 Andrew Boivin and Hayden Davison from the auditors of the Trust; and

 Toby Sharpe from Bell Gully as Vital’s legal advisor.

_______________________________

Slides 8 & 9 – Address by the Independent Chair

Opening

I am pleased to report that the operating performance of the fund remains sound, despite a

property market that has been difficult across the sector for much of the past two years.

This has also been the most significant year in Vital's history from a governance standpoint: we

completed the internalisation of management, and we have continued to strengthen the

independence of this Board. I want to use my address this afternoon to set out, plainly, what kind

of business you own, why your Board believes the market is currently pricing it more cautiously

than the facts support.




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Everything that follows serves one objective: growing AFFO per unit, and what we can sustainably

distribute to you from it.

Governance and Board Renewal

Before I turn to the portfolio, a word on the Board. Dr Michael Stanford and Mike Brady retire by

rotation this year and, having made themselves available for reappointment, both stand again;

your Board supports their reappointments unanimously. Mark Menhinnitt was appointed as an

independent director effective 1 September 2026 and stands for reappointment. I will invite each

of them to say a few words later and would like to thank each of them, and the rest of the Board,

for their work through a demanding year of transition.

_______________________________

Slide 10 – FY26: A Defining Year for Vital

Turning now to a recap of our broader FY26 performance: Every property in this portfolio is

leased to an operator providing a service that people need regardless of what the economy is

doing – acute hospital care, oncology, diagnostics, day surgery. A material share of the revenue

that ultimately pays our rent comes from public health funding, private insurance schemes and

government-backed payment systems in both New Zealand and Australia.

Our weighted average lease expiry across the portfolio is 18.1 years – 19.5 years in New Zealand,

17.4 years in Australia – and the large majority of that income is linked to inflation. Long-dated,

inflation-linked income, secured against demand that does not go away in a downturn: that is

why we describe these assets as having more in common with infrastructure than with

conventional commercial property.

FY26 at a Glance

A brief summary of where the portfolio and balance sheet stood:

• AFFO per unit up 10.5% to 11.50 cents, with the annual distribution maintained at 9.75

cents per unit.

• Like-for-like net property income up 4.1%.

• Occupancy of 97.2%, we have one gap to be filled in the new RDX building on the Gold

Coast and management are prioritising leasing this space. Chris will address this in his time.

• Approximately 80% of leases linked to inflation.

• Modest expansion in the portfolio capitalisation rate as interest rates rose.

• Our property valuations rose by $60.1 million, driven by rent increases across the portfolio,

partially offset by adverse cap rate movements. Separately, the weaker New Zealand dollar

added around $122 million, or 18 cents per unit to the value of our Australian assets in

New Zealand dollar terms.

• More than $450 million of asset sales over the past four years, including $97.9 million

completed in FY26.




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• Gearing has been maintained at around 40% and $1.4 billion of debt facilities refinanced.

• Three developments completed, for a total cost of $229.1 million.

• Committed development pipeline of $247.4 million across seven projects, $187.7 million

still to be invested.

_______________________________

Slide 11 – Governance Post-Internalisation

Risk Management and Financial Discipline

Internalisation was never an end in itself. A large part of the work since 1 January has been

putting in place the disciplines an internally managed trust needs, and the most important of

those is how we manage risk. Management now reports directly to this Board, with oversight

through our Audit and Risk Committee, chaired by Dr Michael Stanford, and our People and

Culture Committee, chaired by Angela Bull.

Slide 12 – Risk Management Framework

Implementing a Board-owned risk management framework has been a key part of that work. Its

stance is simple: a measured appetite for growth, and a low appetite for balance sheet risk. It

works in layers. At the top are hard limits set by the Trust Deed and our lender covenants, and

there are no exceptions to those. Inside them sit risk appetite parameters that guide our

decisions and our capital allocation. Inside those again are early triggers that require

management to escalate well before any Board limit comes into view.

Every measure is anchored to three objectives: sustainable growth in AFFO and distributions per

unit, protecting and growing net tangible assets, and supporting the healthcare infrastructure

our tenants depend on. The framework is reported to the Board quarterly and reviewed at least

every two years. It is central to how we are enhancing financial discipline and capital allocation

now that management is internal and you will see it reflected in the decisions I describe in the

rest of this address.

_______________________________

Slide 13 – Valuations, Capital Discipline and Foreign Exchange

Why Our Valuations Moved

A property's value is derived from the income it produces, capitalised at a rate that moves with

the general level of long-term interest rates. This year our portfolio valuation rose by $60.1

million. That movement was driven by rent increases across the portfolio, where most of our

leases carry inflation-linked reviews. Working the other way, higher interest rates have driven a

modest expansion in capitalisation rates. That reflects the broader interest rate environment. It

is not a reflection of these buildings being less occupied, less needed, or less well run.




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Where are we in that cycle? I will give you my honest answer: I don't know, and I am wary of

anyone — inside this business or outside it — who tells you they do. Both the Reserve Bank of

New Zealand and the Reserve Bank of Australia cut rates through 2024 and into 2025, and both

have spent 2026 raising them again in response to renewed inflation. So far, the effect on our

own capitalisation rate has been modest.

What the Business Needs, Regardless of Rates

New Zealand and Australia will need more healthcare infrastructure over the next decade, not

less. Population growth and an ageing population are structural trends, not cyclical ones, and a

meaningful share of existing hospital stock in both countries is old, with public capital budgets

not keeping pace with what it needs. Construction costs have also risen sharply since 2020, and

hospital and clinical construction has not been immune, which raises the bar for anyone

considering building new competing capacity.

But this is not all upsides. Healthcare delivery is becoming more efficient, not just bigger. In

Australia, same-day treatment now accounts for roughly six in every ten hospitalisations, and in

private hospitals — where most of our tenants operate — closer to three in four. On its own, that

points toward needing less overnight bed capacity per person. It does not point toward needing

less healthcare property; it points toward needing a different mix of it — day-surgery, diagnostics

and outpatient capacity — which is where a good share of our recent development activity has

gone.

Capital Discipline in Practice

We have not simply waited for this thesis to prove itself. Over the past four years we have sold

more than $450 million of assets judged to be lower-quality or no longer core – generally older,

generally the bottom of the portfolio by location or specification – at prices broadly consistent

with book value, and reinvested that capital into newer, purpose-built facilities across Auckland,

Wellington and our Australian portfolio.

That divestment figure is only half of the story, and I don't want to leave you thinking we are

simply sellers. The other half is a steady stream of investment back into sites our existing tenants

already occupy – considerably lower risk than buying something new, because the operator, the

location and the market are all already proven. We have activated this kind of work over the past

two years at Grace Hospital in Tauranga and at Wakefield Hospital in Wellington, among others,

each one adding space and income on a site an operator was already committed to. This year we

also activated two further developments: a further stage at our Macarthur Health Precinct in

Campbelltown, New South Wales and a new Coomera Health Campus in Queensland. We are

recycling out of the bottom of the portfolio and reinvesting, much of it on ground we already

hold, into the top of it.

It is worth noting that the last time we raised capital from Unit Holders specifically to fund

portfolio growth was in May 2022.




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A Trans-Tasman Note

One further piece of context. New Zealand and Australian interest rates are currently a long way

apart, and not in the usual direction: the Official Cash Rate here sits at 2.75%, while the Reserve

Bank of Australia lifted its cash rate to 4.85% last week, its highest level since 2008. The New

Zealand dollar has fallen to around its weakest level against the Australian dollar in roughly

thirteen years. I am not going to speculate when or whether that gap closes. What I can tell you

is a structural fact about your fund is that around 70% of our portfolio by value sits in Australia,

while the majority of our Unit Holders are based here in New Zealand. We have not left that

exposure unmanaged — most of our debt is drawn in Australian dollars, against our Australian

assets, which substantially, though not entirely, hedges the currency effect at the balance sheet

level.

_______________________________

Slide 14 – ASX Foreign Exempt Listing

Broadening the Register: an ASX Foreign Exempt Listing

Alongside embedding the benefits of internalisation, your Board is progressing a Foreign Exempt

Listing of Vital's units on the ASX. I want to be precise about what that is, and honest about its

history, because some of you have seen this question come before you more than once.

This is the third time Vital has pursued ASX access. In 2019 and into 2020, the Trust proposed

restructuring into two stapled entities to achieve a dual NZX/ASX listing; that went to a Unit

Holder vote in 2020 and did not get the support it needed, with a number of our institutional

Unit Holders opposed. In 2024 and 2025, a similar restructuring was consulted on and was

subsequently shelved.

What we are progressing now is structured differently: a Foreign Exempt Listing of the Trust as it

exists today, without splitting it into separate entities.

With roughly seven in every ten dollars of our portfolio in Australia, making it easier for

Australian-domiciled investors to access our register should, over time, broaden the pool of

investors able to own these units. I want to set expectations accurately: a Foreign Exempt Listing

does not itself raise capital, and it does not guarantee improved liquidity or a re-rating. No new

units are issued and nothing about the Trust's structure changes. Realising the benefits of

internalisation remains this Board's and management's first priority for the year ahead; the ASX

listing sits behind that, as a complementary piece of work.

The Upside Case

Our current portfolio valuation and market capitalisation sit well below what it would cost to

replace today, and it is funded by demand that is structurally growing, on leases that protect our

income from inflation for a very long time.




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Summary

The Board’s focus is squarely on four things:

• sustainable growth in AFFO and distributions per unit.

• protecting and growing net tangible assets and supporting the healthcare infrastructure

our tenants depend on.

• Continued embedding of the benefits of internalised management.

• Foreign Exempt Listing to progress, alongside – not ahead of – that work.

Closing

Our priority is unchanged, growing AFFO per unit - and the distributions that we can pay you

from that.

I am confident we have the right structure, the right portfolio and the right discipline to make

those calls well. Thank you. I will now hand over to Chris, who will provide an update on our first

quarter performance and the outlook for the year ahead.

_______________________________

Slide 15 – Address by the CEO


CHRIS:

Thank you, Graham, Tena koutou and good afternoon.

My name is Chris Adams and I am the Chief Executive Officer for Vital.

Before turning to our first-quarter performance, I want to take a moment to talk about what Vital

is and why it matters.

_______________________________

Slide 16 – Overview of Vital


We create and invest in essential healthcare infrastructure, in particular hospitals seeking to

generate long-term, defensive income in a sector where demand is growing.

Today, Vital owns 34 healthcare properties worth $3.6 billion. Across those properties, there are

around 2,000 licensed beds and more than 130 operating theatres.

And, as we all know, healthcare is a need, not a want.

I’m very proud to lead Vital as an internally managed business, fully aligned with Unit Holders as

we continue building on our position as the only specialist healthcare landlord listed on the NZX.

So, with that as the backdrop, let me turn to our performance in the first quarter of FY27 and our

priorities for the year ahead.




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_______________________________

Slide 17 – Q1 Portfolio Highlights

Our operational performance for the first quarter shows stable portfolio fundamentals matching

our expectations.

• Portfolio occupancy stands at a resilient 97.1%, backed by an industry-leading Weighted

Average Lease Expiry or WALE of 17.8 years, ensuring excellent long-term duration and

stability for our cashflows.

• We are pleased to report the successful completion of the $29.1 million Grace Hospital

expansion in Tauranga.

• We have started two leading precinct developments in Australia, representing an

investment of A$150.5 million.

• RDX, our recently completed life science asset on the Gold Coast is attracting

encouraging leasing interest. Negotiation and lease documentation is well advanced for

approximately 60% of the building with calendar 2027 lease commencements and active

enquiry continues on the balance of the building.

• We also continue to achieve positive results in the area of sustainability with a focus on

the resilience of our long dated infrastructure like assets.

• Overall our portfolio remains in a robust position.

_______________________________

Slide 18 – Q1 Financial Highlights

Turning now to our financial results for the quarter, which highlight our disciplined approach to

capital management and defensive asset qualities:

• We delivered a strong 4.1% growth in net property income on a same-property and

constant-currency basis compared to the prior corresponding quarter.

o This was consistent with the level achieved during the FY26 full year

• Adjusted Funds From Operations (AFFO) were 2.91 cents per unit (cpu) driven by healthy

underlying property performance and lower tax expense.

• Q1 distributions are 2.4375 cpu, in line with our full-year guidance, representing a

payout ratio of 83.6%.

• The distribution reinvestment plan remains open and active for unit holders, carrying a

2.0% discount to assist in funding development commitments.

• Net Tangible Assets (NTA) stood at $2.43 per unit as at the end of the quarter.




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• Balance sheet gearing sits at 40.2%, towards the upper end of our target range, but is

underpinned by a well-positioned debt maturity profile:

o with no debt facilities expiring until April 2028; and

o a defensive weighted average debt maturity of 4.1 years.

• Total available liquidity is $156.1 million, with 74.5% of our gross debt actively hedged

for a weighted average duration of 2.1 years to protect against market volatility.

• Accordingly, we continue to track in line with expectations financially.

_______________________________

Slide 19 – Development Strategy & Active Precincts

Our growth remains tightly targeted and anchored to long-term structural demand to support the

business over time. Our capital allocation strategy is defined by core principles:

• We invest in established and emerging healthcare precincts where demographics dictate

long-term operator demand.

• Our primary forward focus, outside of the projects at Coomera and Macarthur, which I

will come to shortly, is brownfield development.

o expanding alongside our trusted existing partners to minimise risk and capture

embedded value.

• By constructing modern, operationally efficient facilities, we improve our long-term

income security while reducing the overall average age of our buildings.

• We are also activating or rationalising our strategic land exposures, aligned with our

Board approved risk appetite framework noted earlier by Graham.

• To enable this investment and development, we will systematically divest lower quality

properties to unlock capital and self-fund new opportunities which are embedded in our

current portfolio.

• Overall we continue to build a higher quality healthcare property portfolio.

_______________________________

Slide 20 – Coomera Health Campus – Stage 1

Let's look closer at our major committed projects, starting with the A$47.5m Coomera Health

Campus Stage 1 development in Queensland:

• The project is exceptionally located in one of Australia’s fastest-growing regions.

• Stage 1 will deliver a state-of-the-art 3-level ambulatory care facility dedicated to high-

demand primary care, allied health, and specialist consulting suites at an attractive yield

on cost of approximately 6.5%.




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• Works are tracking on programme, with a target project completion date later in the

2027 calendar year.

• The long-term value of our plans for this campus was further validated in September

when Queensland Health announced Multiplex as the main contractor for the directly

adjacent, A$2.25 billion, 600-bed Coomera Public Hospital, an increase in scale and cost

for this facility.

o Having our asset located in an emerging healthcare precinct is aligned to our

strategy and is designed to entrench long-term returns for our Unit Holders.

______________________________

Slide 21 – Macarthur Health Precinct – Stage 2

Moving to Campbelltown in New South Wales; the Macarthur Health Precinct, Stage 2 will deliver

a premium six-storey short-stay surgical hospital and medical outpatient building spanning

approximately 9,300 square metres of net lettable area.

• The short stay hospital will be operated by Ramsay Health Care, with Sonic Healthcare

and Lumus Imaging also committed to the project.

• This project represents an estimated development cost of A$103 million, with an

estimated fully leased yield on cost of 6.4%.

• We also celebrated the official commencement of construction on 12 October alongside

local community leaders and healthcare partners. The site has been cleared, and the

ground floor slab is scheduled to commence in mid-November, putting us on track for a

forecast completion in early calendar year 2028.

_______________________________

Slide 22 – ESG Highlights

We continue to deliver commercially disciplined sustainability outcomes across the portfolio. In

October, we voluntarily published our 3rd Climate Related Disclosure, following a proposed

change in the New Zealand legislation regarding disclosure obligations, which would no longer

capture Vital.

• The sustainability of our physical assets is core to us and is represented by the

achievement of green star certification across a range of assets both here in New Zealand

and across Australia.

o This showcases our perspective whereby long-dated infrastructure type assets need

to be developed with a long-term perspective given they should be in operation for

50 years and beyond.




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• This focus has also shaped recognition for our hard-working team by GRESB with Vital

named Global Sector Leader for the fourth consecutive year, ranking us 1st globally among

listed healthcare entities for Standing Investments and 1st in Oceania for Developments.

• Lastly, the Board has committed to undertake a review of our 2050 net-zero emissions

commitment by 30 June 2027.

And lets turn now to the outlook.

_______________________________

Slide 23 – Outlook and Guidance

Looking ahead, Vital's priorities for FY27 are clear and targeted:

• We will actively progress leasing activity to enhance occupancy across the portfolio.

• We will execute our development pipeline including key precinct projects at Coomera

and Macarthur.

• We will continue to drive our portfolio optimisation strategy and maintain a disciplined

balance sheet.

• Cost control remains a strong focus, based on our commitment to Unit Holders as part

of internalisation and as represented via Management Expense Ratio or MER.

• We are progressing an ASX Foreign Exempt Listing to broaden Australian investor

access and support long-term capital depth.

These commitments demonstrate our focus on earnings and growing value for Unit Holders, in the

immediate future and over the long term.

In closing, we are pleased to confirm our FY27 full-year distribution guidance of not less than 9.75

cents per unit.

Thank you, and I will now hand back to Graham for the next portion of the meeting.

_______________________________

Slide 24 - Annual Financial Statements

GRAHAM:

Thank you, Chris. The Annual Report and Financial Statements for the year ended 30 June 2026 have

been circulated to all Unit Holders and are now formally tabled at the meeting.

If there are any questions relating to the Trust or the presentations now is the opportunity to raise

them. Only Unit Holders or proxy holders are permitted to ask questions.

You may ask questions through the Computershare platform if attending virtually or raise your hand

if in the room and wait for a microphone to be given to you.




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Those wanting to ask a question online, please do so as early as possible to ensure it is received and

answered.

In consideration for other Unit Holders, we ask that any questions that relate to your personal

situation or Unit Holding be dealt with outside of the meeting with management via email or phone.

Repeated questions or questions that have already been answered may not be put to the meeting

again.

Thank you for your questions and comments.

_______________________________

Slide 25 – Appointment of Vital Healthcare Properties Management Limited

I would now like to move to the formal business of the Meeting. We have four resolutions to

consider today.

I will introduce each resolution with voting on all four resolutions to take place together at the

conclusion.

The vote will be conducted by poll comprising the proxies lodged in advance of the meeting and

votes lodged through the forms for those in the room and via the Computershare platform for

those attending virtually.

Our first resolution is the proposed appointment of Vital Healthcare Properties Management

Limited as manager of Vital Healthcare Property Trust.

Vital Healthcare Properties Management nomination has the unanimous support of the Board.

_______________________________

Slide 26 – Reappointment of Mark Menhinnitt

Next we have our director reappointments, commencing with the proposed reappointment of Mark

Menhinnitt as an independent director.

Mark’s nomination has the unanimous support of the Board.

I invite Mark to the floor to address you.

_______________________________

Slide 27 – Reappointment of Dr. Michael Stanford

Next we have the proposed reappointment of Dr. Michael Stanford as an independent director.

Michael’s nomination has the unanimous support of the Board.

I invite Michael to the floor to address you.

_______________________________

Slide 28 – Reappointment of Mike Brady




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Our final resolution is the proposed reappointment of Mike Brady as a non-independent director.

Mike’s nomination has the unanimous support of the Board.

I invite Mike to address you virtually.

_______________________________

Slide 29 – Voting

That concludes the introduction of our resolutions and we will now proceed to voting on all four

resolutions.

The details of the proxies received on these appointments are on the screen. If I am appointed as

proxy to vote and not directed on how to vote, I will vote in favour of these resolutions.

If you are attending virtually, please cast your vote by clicking “for”, “against” or “abstain” through

the Computershare platform. Your vote has been cast when the green tick appears. To change

your vote, simply select ‘Change Your Vote’. You can change your vote until I declare voting

closed, and a reminder will be given on screen 10 seconds before I close voting. Once voting has

closed, you will not be able to amend your vote.

If you are attending in person, please pass your completed form to a Computershare

representative.

As voting gets underway, we’d like to take you on a short tour of some of Vital’s healthcare

properties across New Zealand and Australia.

Voting has now closed. The results of these votes will be released to the NZX later today.

_______________________________

Slide 30 – General Business

I will now open the meeting for any general business.

_______________________________

Slide 31 – Closing Remarks

With there being no further business, I declare the meeting over.

Thank you for attending the meeting today.

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.