Notice of 2023 Annual Meeting

VITAL HEALTHCARE PROPERTY TRUST NOTICE OF ANNUAL MEETING 2023













































9 November 2023




The 2023 Annual Meeting of Unit Holders of Vital Healthcare Property Trust will be held in the Tuhono
Room
, Ground Lobby, HSBC Tower, 188 Quay Street, Auckland CBD on Thursday, 9 November 2023
commencing at 9.30 am. Unit Holders may also attend virtually through the Computershare Meeting
Platform https://meetnow.global/nz.







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VITAL HEALTHCARE PROPERTY TRUST NOTICE OF ANNUAL MEETING 2023


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VITAL HEALTHCARE PROPERTY TRUST N O TI C E O F A N N U A L M E E T I N G 2021




























Contents
3 LETTER FROM THE INDEPENDENT CHAIR OF THE MANAGER

4 FORMAL NOTICE AND AGENDA

5 EXPLANATORY NOTES

7 PROCEDURAL NOTES

8 DIRECTORY

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VITAL HEALTHCARE PROPERTY TRUST NOTICE OF ANNUAL MEETING 2023








Letter from the Independent
Chair of the Manager


Dear Unit Holders,
This notice of meeting convenes the 2023 Annual Meeting of Unit Holders of the Vital
Healthcare Property Trust (Vital). The Annual Meeting is being held in the Tuhono Room,
Ground Lobby, HSBC Tower, 188 Quay Street, Auckland CBD on Thursday, 9 November 2023
commencing at 9.30 am.
Unit Holders may also attend virtually through the Computershare Meeting Platform
https://meetnow.global/nz. By accessing the meeting virtually, you will be able to watch the
Annual Meeting, vote and ask questions online. Instructions and further details on how to
participate virtually in the Annual Meeting are set out in the enclosed Virtual Meeting Guide. If
you wish to appoint a proxy to attend online on your behalf, please refer to the instructions set
out in the Procedural Notes in this Notice of Meeting.
We look forward to welcoming you to the 2023 Annual Meeting.

MICHAEL STANFORD’S RE-ELECTION
At this year’s meeting, Unit Holders will be asked to consider approving the re-election of
Dr Michael Stanford as an independent director.
Biographical details for Dr Stanford are set out in the Explanatory Notes in this Notice of
Meeting.


We look forward to discussing these matters with you at our upcoming Annual Meeting.
Kind regards

Graham Stuart
Independent Chair
Northwest Healthcare Properties Management Limited, the manager of Vital Healthcare
Property Trust
The Board unanimously recommends that Unit Holders vote IN FAVOUR of the re-election of
Dr Michael Stanford as an Independent Director.
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VITAL HEALTHCARE PROPERTY TRUST NOTICE OF ANNUAL MEETING 2023


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VITAL HEALTHCARE PROPERTY TRUST N O TI C E O F A N N U A L M E E T I N G 2021




























Contents
3 LETTER FROM THE INDEPENDENT CHAIR OF THE MANAGER

4 FORMAL NOTICE AND AGENDA

5 EXPLANATORY NOTES

7 PROCEDURAL NOTES

8 DIRECTORY

3


VITAL HEALTHCARE PROPERTY TRUST NOTICE OF ANNUAL MEETING 2023








Letter from the Independent
Chair of the Manager


Dear Unit Holders,
This notice of meeting convenes the 2023 Annual Meeting of Unit Holders of the Vital
Healthcare Property Trust (Vital). The Annual Meeting is being held in the Tuhono Room,
Ground Lobby, HSBC Tower, 188 Quay Street, Auckland CBD on Thursday, 9 November 2023
commencing at 9.30 am.
Unit Holders may also attend virtually through the Computershare Meeting Platform
https://meetnow.global/nz. By accessing the meeting virtually, you will be able to watch the
Annual Meeting, vote and ask questions online. Instructions and further details on how to
participate virtually in the Annual Meeting are set out in the enclosed Virtual Meeting Guide. If
you wish to appoint a proxy to attend online on your behalf, please refer to the instructions set
out in the Procedural Notes in this Notice of Meeting.
We look forward to welcoming you to the 2023 Annual Meeting.

MICHAEL STANFORD’S RE-ELECTION
At this year’s meeting, Unit Holders will be asked to consider approving the re-election of
Dr Michael Stanford as an independent director.
Biographical details for Dr Stanford are set out in the Explanatory Notes in this Notice of
Meeting.


We look forward to discussing these matters with you at our upcoming Annual Meeting.
Kind regards

Graham Stuart
Independent Chair
Northwest Healthcare Properties Management Limited, the manager of Vital Healthcare
Property Trust
The Board unanimously recommends that Unit Holders vote IN FAVOUR of the re-election of
Dr Michael Stanford as an Independent Director.
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VITAL HEALTHCARE PROPERTY TRUST NOTICE OF ANNUAL MEETING 2023




Formal Notice and Agenda

Notice is hereby given that the 2023 Annual Meeting of the Unit Holders of Vital Healthcare Property Trust will
be held in the Tuhono Room, Ground Lobby, HSBC Tower, 188 Quay Street, Auckland CBD on Thursday, 9
November 2023 commencing at 9.30 am.
Unit Holders may attend virtually through the Computershare Meeting Platform
https://meetnow.global/nz.


Agenda



INDEPENDENT CHAIR OF THE MANAGER PRESENTATION
FUND MANAGER PRESENTATION
TRUSTEES EXECUTORS LIMITED (VITAL’S SUPERVISOR) PRESENTATION
ANNUAL FINANCIAL STATEMENTS
The annual financial statements of Vital Healthcare Property Trust for the year ended 30 June 2023 will be tabled at
the meeting.

RESOLUTION – RE-ELECTION OF INDEPENDENT DIRECTOR
To consider and, if thought fit, pass the following ordinary resolution:
That Dr Michael Stanford be re-elected as an independent director of Northwest Healthcare Properties
Management Limited, the manager of the Vital Healthcare Property Trust.
See the Explanatory Notes for the biographical details of Dr Stanford.
GENERAL BUSINESS

To consider any other matter that may be lawfully considered at the meeting.
By order of the Manager



Graham Stuart
Independent Chair

Northwest Healthcare Properties Management Limited, the manager of Vital Healthcare Property Trust


Dated 9 October 2023
VITAL HEALTHCARE PROPERTY TRUST
NOTICE OF ANNUAL MEETING 2023
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VITAL HEALTHCARE PROPERTY TRUST NOTICE OF ANNUAL MEETING 2023




Explanatory Notes

RE-ELECTION OF INDEPENDENT DIRECTOR
At the 2023 Annual Meeting, Unit Holders of Vital Healthcare Property Trust will have the opportunity to consider
and, if thought fit, approve the re-election of Dr Michael Stanford as an independent director of Northwest
Healthcare Properties Management Limited (the Manager) by way of ordinary resolution.

Dr Stanford was appointed to the Board of the Manager in 2019. The other two independent directors of the
Manager have been re-elected by Unit Holders since then: Graham Stuart was re-elected in 2020 and Angela
Bull was re-elected in 2022.

The Trust Deed of Vital Healthcare Property Trust provides that Unit Holders are entitled to appoint two
independent directors to the Board of the Manager and that at each annual meeting, one of the two will retire,
but may stand for re-election. The shareholder of the Manager is able to appoint further independent directors
and there are, in fact, three independent directors, with Dr Stanford having been appointed by the shareholder
in 2019. Within the parameters of the Trust Deed, the Board of the Manager has determined that Dr Michael
Stanford should stand for re-election this year, given Graham Stuart and Angela Bull have each been re-elected
by Unit Holders relatively recently. This ensures that Unit Holders will have had the opportunity to vote on each of
the independent directors on an even rotational basis.

To achieve this outcome, the following coordinated steps will be taken:
 Graham Stuart will retire by rotation as a Unit Holder appointed independent director, effective
immediately prior to the commencement of the Annual Meeting, but be immediately re-appointed by
the Manager’s shareholder such that his tenure as a director of the Manager will be continuous; and
 the Board of the Manager has resolved that Dr Michael Stanford will be appointed by the Board of the
Manager to fill the vacancy that will be created by Graham Stuart’s retirement, meaning Dr Stanford will
stand for re-election at this year’s Annual Meeting. His tenure as a director of the Manager will also be
continuous, if re-elected by Unit Holders.

The biographical details of Dr Stanford are set out below.

No nominations for Independent Directors were received by the Manager this year prior to the closing date for
nominations and, as a result, no other person is eligible to be elected as an independent director at the Annual
Meeting.


The appointment of Dr Stanford requires approval by way of an ordinary resolution, which means a resolution
passed by a simple majority of the votes of those Unit Holders entitled to vote and voting on the resolution. The
resolution will be passed if approved by ordinary resolution at the Annual Meeting.



If the Chair of the Annual Meeting, or any other director, is appointed to act as proxy and is not directed on how to vote, they will cast
the proxy
votes in favour of the appointment of Dr Stanford.


BIOGRAPHICAL NOTES – MICHAEL STANFORD
Dr Michael Stanford has more than 30 years’ experience in the health sector in either Group CEO or Board roles.
Michael’s current Board roles include Chair of Nexus Hospitals, a leading provider of specialist day and short stay
private hospital based care; Chair of disability, aged, employment and training services provider genU; and
Board member of the Royal Australian College of General Practitioners. Michael joined the Board of Healius
(ASX:HLS) on 1 September 2023. Other Board roles in the last three years have included Australian Clinical Labs
(ASX: ACL), Australia’s third largest private pathology provider; Nucleus Networks, one of the world’s largest
Phase one clinical research organisations and Virtus Health (ASX: VRT), one of the world’s top five providers of
Assisted Reproductive Services.




The Board unanimously recommends the election of Dr Michael Stanford as an independent director.
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VITAL HEALTHCARE PROPERTY TRUST NOTICE OF ANNUAL MEETING 2023




Formal Notice and Agenda

Notice is hereby given that the 2023 Annual Meeting of the Unit Holders of Vital Healthcare Property Trust will
be held in the Tuhono Room, Ground Lobby, HSBC Tower, 188 Quay Street, Auckland CBD on Thursday, 9
November 2023 commencing at 9.30 am.
Unit Holders may attend virtually through the Computershare Meeting Platform
https://meetnow.global/nz.


Agenda



INDEPENDENT CHAIR OF THE MANAGER PRESENTATION
FUND MANAGER PRESENTATION
TRUSTEES EXECUTORS LIMITED (VITAL’S SUPERVISOR) PRESENTATION
ANNUAL FINANCIAL STATEMENTS
The annual financial statements of Vital Healthcare Property Trust for the year ended 30 June 2023 will be tabled at
the meeting.

RESOLUTION – RE-ELECTION OF INDEPENDENT DIRECTOR
To consider and, if thought fit, pass the following ordinary resolution:
That Dr Michael Stanford be re-elected as an independent director of Northwest Healthcare Properties
Management Limited, the manager of the Vital Healthcare Property Trust.
See the Explanatory Notes for the biographical details of Dr Stanford.
GENERAL BUSINESS

To consider any other matter that may be lawfully considered at the meeting.
By order of the Manager



Graham Stuart
Independent Chair

Northwest Healthcare Properties Management Limited, the manager of Vital Healthcare Property Trust


Dated 9 October 2023
VITAL HEALTHCARE PROPERTY TRUST
NOTICE OF ANNUAL MEETING 2023
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VITAL HEALTHCARE PROPERTY TRUST NOTICE OF ANNUAL MEETING 2023




Explanatory Notes

RE-ELECTION OF INDEPENDENT DIRECTOR
At the 2023 Annual Meeting, Unit Holders of Vital Healthcare Property Trust will have the opportunity to consider
and, if thought fit, approve the re-election of Dr Michael Stanford as an independent director of Northwest
Healthcare Properties Management Limited (the Manager) by way of ordinary resolution.

Dr Stanford was appointed to the Board of the Manager in 2019. The other two independent directors of the
Manager have been re-elected by Unit Holders since then: Graham Stuart was re-elected in 2020 and Angela
Bull was re-elected in 2022.

The Trust Deed of Vital Healthcare Property Trust provides that Unit Holders are entitled to appoint two
independent directors to the Board of the Manager and that at each annual meeting, one of the two will retire,
but may stand for re-election. The shareholder of the Manager is able to appoint further independent directors
and there are, in fact, three independent directors, with Dr Stanford having been appointed by the shareholder
in 2019. Within the parameters of the Trust Deed, the Board of the Manager has determined that Dr Michael
Stanford should stand for re-election this year, given Graham Stuart and Angela Bull have each been re-elected
by Unit Holders relatively recently. This ensures that Unit Holders will have had the opportunity to vote on each of
the independent directors on an even rotational basis.

To achieve this outcome, the following coordinated steps will be taken:
 Graham Stuart will retire by rotation as a Unit Holder appointed independent director, effective
immediately prior to the commencement of the Annual Meeting, but be immediately re-appointed by
the Manager’s shareholder such that his tenure as a director of the Manager will be continuous; and
 the Board of the Manager has resolved that Dr Michael Stanford will be appointed by the Board of the
Manager to fill the vacancy that will be created by Graham Stuart’s retirement, meaning Dr Stanford will
stand for re-election at this year’s Annual Meeting. His tenure as a director of the Manager will also be
continuous, if re-elected by Unit Holders.

The biographical details of Dr Stanford are set out below.

No nominations for Independent Directors were received by the Manager this year prior to the closing date for
nominations and, as a result, no other person is eligible to be elected as an independent director at the Annual
Meeting.


The appointment of Dr Stanford requires approval by way of an ordinary resolution, which means a resolution
passed by a simple majority of the votes of those Unit Holders entitled to vote and voting on the resolution. The
resolution will be passed if approved by ordinary resolution at the Annual Meeting.



If the Chair of the Annual Meeting, or any other director, is appointed to act as proxy and is not directed on how to vote, they will cast
the proxy
votes in favour of the appointment of Dr Stanford.


BIOGRAPHICAL NOTES – MICHAEL STANFORD
Dr Michael Stanford has more than 30 years’ experience in the health sector in either Group CEO or Board roles.
Michael’s current Board roles include Chair of Nexus Hospitals, a leading provider of specialist day and short stay
private hospital based care; Chair of disability, aged, employment and training services provider genU; and
Board member of the Royal Australian College of General Practitioners. Michael joined the Board of Healius
(ASX:HLS) on 1 September 2023. Other Board roles in the last three years have included Australian Clinical Labs
(ASX: ACL), Australia’s third largest private pathology provider; Nucleus Networks, one of the world’s largest
Phase one clinical research organisations and Virtus Health (ASX: VRT), one of the world’s top five providers of
Assisted Reproductive Services.




The Board unanimously recommends the election of Dr Michael Stanford as an independent director.
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VITAL HEALTHCARE PROPERTY TRUST NOTICE OF ANNUAL MEETING 2023



Michael was the Group CEO of St John of God Healthcare, Australasia’s third largest private hospital provider,
for 16 years during which time the company increased revenue fivefold through organic and M&A growth plus
more than A$1 billion greenfield and brownfield developments. Michael’s other Managing Director roles
included the ASX listed Australian Hospital Care and two public hospital networks in Victoria. Michael holds an
MBA from Macquarie University and Bachelor of Medicine and Bachelor of Surgery from UNSW. He is a Fellow of
the Australian Institute of Company Directors.

In 2018 Michael was awarded a Member of the Order of Australia for significant service to the health sector
through executive roles, to tertiary education and the WA community and in 2010 he received the WA Citizen of
the Year Award – Industry and Commerce category.

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VITAL HEALTHCARE PROPERTY TRUST NOTICE OF ANNUAL MEETING 2023



Procedural Notes

ATTENDANCE AND VOTING RIGHTS

1.
Every Unit Holder is entitled to attend the Annual
Meeting and vote.

2.
Voting will be by way of poll. On a poll, each Unit
Holder has one vote for each Unit.

3.
As the Annual Meeting will be a hybrid meeting with
physical and online participants, a Unit Holder’s right
to vote may be exercised by:

a.
attending and voting in person at the
meeting at Tuhono Room, Ground Lobby,
HSBC Tower, 188 Quay Street, Auckland CBD
on Thursday, 9 November 2023 commencing
at 9.30 am; or

b. attending the meeting virtually and voting
online using the Computershare Meeting
Platform https://meetnow.global/nz; or

c.
appointing a proxy to attend and vote
on their behalf.

4.
If you are attending the Annual Meeting and voting
in more than one capacity (e.g. also as proxy,
attorney or representative for one or more other Unit
Holders), you must fill out separate voting papers in
respect of each capacity in which you vote.

5.
If you are attending the Annual Meeting virtually and
voting in more than one capacity (e.g., also as proxy,
attorney or representative for one or more other Unit
Holders), you will need to access the online meeting
separately to vote in respect of each capacity in
which you vote.

APPROVAL REQUIRED - ORDINARY
RESOLUTION

6.
The resolution requires approval by way of an
ordinary resolution, which means a resolution passed
by a simple majority of the votes of those Unit Holders
entitled to vote and voting on the resolution. The
resolution will be passed if approved by ordinary
resolution at the Annual Meeting.

NO VOTING RESTRICTIONS

7.
No voting restrictions apply to the resolution.
ABSTENTIONS

8.
Unit Holders that abstain from voting on the resolution
will not be counted when determining the Unit
Holders that have voted on that resolution.

CHAIRPERSON

9. The chairperson of the Annual Meeting will be
Graham Stuart, the Chair of the Board of the
Manager.
VIRTUAL ANNUAL MEETING
10.
Unit Holders attending and participating in the Annual
Meeting virtually via the online platform will be able to
vote and ask questions during the Annual Meeting.
Instructions and further details on how to participate
virtually in the Annual Meeting are set out in the
enclosed Virtual Meeting Guide.

ATTENDING IN PERSON

11.
Unit Holders attending the Annual Meeting in person
should bring the enclosed proxy form to the Annual
Meeting and present the attendance slip at the
entrance to the Annual Meeting.
APPOINTING A PROXY

12.
A Unit Holder entitled to attend and vote at the Annual
Meeting is entitled to appoint a proxy to attend the
meeting virtually or in person and vote instead of the
Unit Holder. A proxy need not be a Unit Holder.

13.
A Unit Holder may appoint the Chair of the Annual
Meeting, or another person, to act as proxy. If the Chair
of the Annual Meeting or an officer of Trustees Executors
Limited is appointed to act as proxy and is not directed
on how to vote, the proxy will vote in favour of the
resolution. If you do not name a person as your proxy or
your named proxy does not attend, but you otherwise
complete the proxy form in full (including providing a
voting direction), the Chair of the meeting will act as
your proxy and will vote in accordance with your
express direction.

14.
A Unit Holder wishing to appoint a proxy should
complete and return the enclosed proxy form in
accordance with the instructions set out in paragraphs
15 to 17. Alternatively, a proxy can be appointed online
in accordance with the instructions set out at
paragraphs 18 and 19.

COMPLETION AND RETURN OF PHYSICAL
PROXY FORMS

15.
All joint holders should sign the proxy form.

16. A proxy granted by a company must be signed by a
duly authorised officer or attorney who is acting under
the company’s express or implied authority.

17.
If the proxy is signed under a power of attorney or other
authority, that power of attorney or other authority or a
copy of such power of attorney or authority certified by
a Notary Public or in such manner as the Manager shall
approve (unless previously provided to the Manager)
and a completed certificate of non-revocation, must
accompany the proxy form.
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VITAL HEALTHCARE PROPERTY TRUST NOTICE OF ANNUAL MEETING 2023



Michael was the Group CEO of St John of God Healthcare, Australasia’s third largest private hospital provider,
for 16 years during which time the company increased revenue fivefold through organic and M&A growth plus
more than A$1 billion greenfield and brownfield developments. Michael’s other Managing Director roles
included the ASX listed Australian Hospital Care and two public hospital networks in Victoria. Michael holds an
MBA from Macquarie University and Bachelor of Medicine and Bachelor of Surgery from UNSW. He is a Fellow of
the Australian Institute of Company Directors.

In 2018 Michael was awarded a Member of the Order of Australia for significant service to the health sector
through executive roles, to tertiary education and the WA community and in 2010 he received the WA Citizen of
the Year Award – Industry and Commerce category.

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VITAL HEALTHCARE PROPERTY TRUST NOTICE OF ANNUAL MEETING 2023



Procedural Notes

ATTENDANCE AND VOTING RIGHTS

1.
Every Unit Holder is entitled to attend the Annual
Meeting and vote.

2.
Voting will be by way of poll. On a poll, each Unit
Holder has one vote for each Unit.

3.
As the Annual Meeting will be a hybrid meeting with
physical and online participants, a Unit Holder’s right
to vote may be exercised by:

a.
attending and voting in person at the
meeting at Tuhono Room, Ground Lobby,
HSBC Tower, 188 Quay Street, Auckland CBD
on Thursday, 9 November 2023 commencing
at 9.30 am; or

b. attending the meeting virtually and voting
online using the Computershare Meeting
Platform https://meetnow.global/nz; or

c.
appointing a proxy to attend and vote
on their behalf.

4.
If you are attending the Annual Meeting and voting
in more than one capacity (e.g. also as proxy,
attorney or representative for one or more other Unit
Holders), you must fill out separate voting papers in
respect of each capacity in which you vote.

5.
If you are attending the Annual Meeting virtually and
voting in more than one capacity (e.g., also as proxy,
attorney or representative for one or more other Unit
Holders), you will need to access the online meeting
separately to vote in respect of each capacity in
which you vote.

APPROVAL REQUIRED - ORDINARY
RESOLUTION

6.
The resolution requires approval by way of an
ordinary resolution, which means a resolution passed
by a simple majority of the votes of those Unit Holders
entitled to vote and voting on the resolution. The
resolution will be passed if approved by ordinary
resolution at the Annual Meeting.

NO VOTING RESTRICTIONS

7.
No voting restrictions apply to the resolution.
ABSTENTIONS

8.
Unit Holders that abstain from voting on the resolution
will not be counted when determining the Unit
Holders that have voted on that resolution.

CHAIRPERSON

9. The chairperson of the Annual Meeting will be
Graham Stuart, the Chair of the Board of the
Manager.
VIRTUAL ANNUAL MEETING
10.
Unit Holders attending and participating in the Annual
Meeting virtually via the online platform will be able to
vote and ask questions during the Annual Meeting.
Instructions and further details on how to participate
virtually in the Annual Meeting are set out in the
enclosed Virtual Meeting Guide.

ATTENDING IN PERSON

11.
Unit Holders attending the Annual Meeting in person
should bring the enclosed proxy form to the Annual
Meeting and present the attendance slip at the
entrance to the Annual Meeting.
APPOINTING A PROXY

12.
A Unit Holder entitled to attend and vote at the Annual
Meeting is entitled to appoint a proxy to attend the
meeting virtually or in person and vote instead of the
Unit Holder. A proxy need not be a Unit Holder.

13.
A Unit Holder may appoint the Chair of the Annual
Meeting, or another person, to act as proxy. If the Chair
of the Annual Meeting or an officer of Trustees Executors
Limited is appointed to act as proxy and is not directed
on how to vote, the proxy will vote in favour of the
resolution. If you do not name a person as your proxy or
your named proxy does not attend, but you otherwise
complete the proxy form in full (including providing a
voting direction), the Chair of the meeting will act as
your proxy and will vote in accordance with your
express direction.

14.
A Unit Holder wishing to appoint a proxy should
complete and return the enclosed proxy form in
accordance with the instructions set out in paragraphs
15 to 17. Alternatively, a proxy can be appointed online
in accordance with the instructions set out at
paragraphs 18 and 19.

COMPLETION AND RETURN OF PHYSICAL
PROXY FORMS

15.
All joint holders should sign the proxy form.

16. A proxy granted by a company must be signed by a
duly authorised officer or attorney who is acting under
the company’s express or implied authority.

17.
If the proxy is signed under a power of attorney or other
authority, that power of attorney or other authority or a
copy of such power of attorney or authority certified by
a Notary Public or in such manner as the Manager shall
approve (unless previously provided to the Manager)
and a completed certificate of non-revocation, must
accompany the proxy form.
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VITAL HEALTHCARE PROPERTY TRUST NOTICE OF ANNUAL MEETING 2023








ONLINE PROXY APPOINTMENT

18. A Unit Holder entitled to attend the Annual Meeting and vote
may appoint a proxy online by visiting www.investorvote.co.nz
and following the prompts from there. Unit Holders completing
the online process will need to enter their CSN/Unit Holder
Number and their post code or country of residence (if outside
of New Zealand).
19.
Online proxy appointment must be completed by no later
than 9.30 am on Tuesday, 7 November 2023 (being 48
hours before the Annual Meeting).

Vital Healthcare Property Trust / the Manager


Phone: +64 9 973 7300
Email: enquiry@vhpt.co.nz


Computershare Investor Services Limited


A u c k l a n d 1142
New Zealand
Phone: +64 9 488 8777


A u c k l a n d 1010
PO Box 4197

Phone: 0800 878 783

Bell Gully


Phone: +64 9 916 8800

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VITAL HEALTHCARE PROPERTY TRUST NOTICE OF ANNUAL MEETING 2023








ONLINE PROXY APPOINTMENT

18. A Unit Holder entitled to attend the Annual Meeting and vote
may appoint a proxy online by visiting www.investorvote.co.nz
and following the prompts from there. Unit Holders completing
the online process will need to enter their CSN/Unit Holder
Number and their post code or country of residence (if outside
of New Zealand).
19.
Online proxy appointment must be completed by no later
than 9.30 am on Tuesday, 7 November 2023 (being 48
hours before the Annual Meeting).

Vital Healthcare Property Trust / the Manager


Phone: +64 9 973 7300
Email: enquiry@vhpt.co.nz


Computershare Investor Services Limited


A u c k l a n d 1142
New Zealand
Phone: +64 9 488 8777


A u c k l a n d 1010
PO Box 4197

Phone: 0800 878 783

Bell Gully


Phone: +64 9 916 8800

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VITAL HEALTHCARE PROPERTY TRUST NOTICE OF ANNUAL MEETING 2023








ONLINE PROXY APPOINTMENT

18. A Unit Holder entitled to attend the Annual Meeting and vote
may appoint a proxy online by visiting www.investorvote.co.nz
and following the prompts from there. Unit Holders completing
the online process will need to enter their CSN/Unit Holder
Number and their post code or country of residence (if outside
of New Zealand).
19.
Online proxy appointment must be completed by no later
than 9.30 am on Tuesday, 7 November 2023 (being 48
hours before the Annual Meeting).

Vital Healthcare Property Trust / the Manager


Phone: +64 9 973 7300
Email: enquiry@vhpt.co.nz


Computershare Investor Services Limited


A u c k l a n d 1142
New Zealand
Phone: +64 9 488 8777


A u c k l a n d 1010
PO Box 4197

Phone: 0800 878 783

Bell Gully


Phone: +64 9 916 8800

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VITAL HEALTHCARE PROPERTY TRUST NOTICE OF ANNUAL MEETING 2023








ONLINE PROXY APPOINTMENT

18. A Unit Holder entitled to attend the Annual Meeting and vote
may appoint a proxy online by visiting www.investorvote.co.nz
and following the prompts from there. Unit Holders completing
the online process will need to enter their CSN/Unit Holder
Number and their post code or country of residence (if outside
of New Zealand).
19.
Online proxy appointment must be completed by no later
than 9.30 am on Tuesday, 7 November 2023 (being 48
hours before the Annual Meeting).

Vital Healthcare Property Trust / the Manager


Phone: +64 9 973 7300
Email: enquiry@vhpt.co.nz


Computershare Investor Services Limited


A u c k l a n d 1142
New Zealand
Phone: +64 9 488 8777


A u c k l a n d 1010
PO Box 4197

Phone: 0800 878 783

Bell Gully


Phone: +64 9 916 8800

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---

Attending the meeting online
Our online meeting provides you the opportunity to
participate online using your smartphone, tablet or computer.
If you choose to attend online you will be able to view a live
webcast of the meeting, ask questions and submit your
votes in real time.
You will need the latest v
ersion of Chrome, Safari or
Edge. Please ensure your browser is compatible.
HOW TO PARTICIPATE IN VIRTUAL/HYBRID MEETINGS
Visit https://meetnow.global/nz
When successfully authenticated, the home screen
will be displayed. You can watch the webcast, vote,
ask questions, and view meeting materials in the
documents folder. The image highlighted blue
indicates the page you have active.
The webcast will appear and begin automatically
once the meeting has started.
Voting
Resolutions will be put forward once voting is
declared open by the Chair. Once the voting has
opened, the resolution and voting options will appear.
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, select ‘Change Your Vote’.
Q&A
Any eligible unitholder/proxy attending the meeting
r
emotely is eligible to ask a question.
S
elect the Q&A tab and type your question into the
box at the bottom of the screen and press 'Send'.
Navigation
Access
Access the online meeting at
https://meetnow.global/nz, and select the required
meeting. Click 'JOIN MEETING NOW'.
If you are a unitholder:
Select 'Unitholder' on the login screen and enter your
CSN/Holder Number and Post Code. If you are
outside New Zealand, simply select your country
from the drop down box instead of the post code.
Accept the Terms and Conditions and click Continue.
If you are a guest:
Select Guest on the login screen. As a guest, you will
be prompted to complete all the relevant fields
including title, first name, last name and email
address.
Please note, guests will not be able to ask questions
or vote at the meeting.
If you are a proxy holder:
You will receive an email invitation the day
before
the meeting to access the online meeting. Click on
the link in the invitation to access the meeting.
Contact
If y
ou have any issues accessing the website please
call +64 9 488 8700.

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Proxy Form Signing Instructions
Set out below are the instructions for completing this form.
Individual
A unitholder wishing to appoint a proxy should complete this proxy form.
Joint Holding
All joint holders should sign this proxy form.
Power of Attorney
If this proxy form is signed under a power of attorney or other authority, that power of
attorney or other authority or a copy of such power of attorney or authority certified
by a Notary Public or in such manner as the Manager shall approve (unless previously
produced to the Manager) and a completed certificate of non-revocation must
accompany this proxy form.
Companies
A proxy granted by a company must be signed by a duly authorised officer or
attorney who is acting under the company's express or implied authority.
Comments & Questions
If you have any comments or questions, please write them on a separate sheet of
paper and return it with this form.
Returning your form
Completed proxy forms must be received by Computershare Investor Services
Limited at the mailing address or e-mail address shown above by no later than
9.30 am on Tuesday, 7 November 2023 (being 48 hours before the meeting).
Lodge your proxy
Online
www.investorvote.co.nz
By Mail
Computershare Investor Services Limited
Private Bag 92119, Auckland 1142, New Zealand
For all enquiries contact
+64 9 488 8777
corporateactions@computershare.co.nz
Attending the Annual Meeting
Unitholders entitled to attend and vote at the Annual Meeting, may attend (a)
in person (b) online or (c) by appointing a proxy to vote on their behalf.
A unitholder who appoints a proxy will still be entitled to attend the meeting, but
will be unable to vote.
Attending and voting in person
If you plan to attend the meeting in person, please bring this Voting/Proxy Form with
you to the meeting as it contains your attendance slip. Please present your attendance
slip at the entrance of the meeting.
Attending and voting online
If you plan to attend the meeting online, please refer to the enclosed Virtual Meeting
Guide for more information.
Appointment of Proxy
As a unitholder entitled to attend and vote at the meeting, you may appoint a proxy to
attend and vote on your behalf. A proxy need not be a unitholder. You may complete
your proxy appointment either online at www.investorvote.co.nz in accordance with
the above instructions or by completing and returning this form.
A unitholder may appoint the Chair of the Annual Meeting, or another person, to act
as proxy. To do this, enter 'The Chair of the Meeting' or the name of your proxy in the
space allocated in 'Step 1' of this form.
Should you wish to direct the proxy how to vote, please indicate with a tick in the
appropriate box overleaf. If you do not provide a voting direction to the proxy, they
will vote at their discretion (or may not vote). If the Chair of the Annual Meeting or an
officer of Trustees Executors Limited is appointed to act as proxy and is not directed on
how to vote, the proxy will vote in favour of the resolution.
If you do not name a person as your proxy or your named proxy does not attend, but
you otherwise complete the proxy form in full (including providing a voting direction),
the Chair of the meeting will act as your proxy and will vote in accordance with your
express direction. If, however, no voting direction is provided, the Chair will vote in
favour of the resolution.
If additional matters are raised during the meeting which require a unitholder vote,
your proxy will be entitled to vote on these additional matters as he or she thinks fit.
No voting restrictions
No voting restrictions apply to the resolution.
Go online to lodge your proxy or turn over to complete the form
Voting / Proxy Form
Your secure access information
Control Number: CSN/Unitholder Number:
PLEASE NOTE: You will need your CSN/Unitholder Number and postcode or country of residence (if outside New Zealand) to
securely access InvestorVote and then follow the prompts to appoint your proxy online.
Scan the QR code to vote now.
Smartphone?
For your proxy to be effective it must be received by 9.30 am on Tuesday, 7 November 2023.
Lodge your proxy online, 24 hours a day, 7 days a week:
www.investorvote.co.nz

If your proxy is not the Chairperson of the Meeting or any other director of the Company, please ensure that you provide their contact details (phone
and email address). If this information is not provided, we cannot guarantee remote admission to the virtual meeting for your proxy.
Proxy contact Details (Phone): and (Email):
Please note: This part of the form can only be used as voting instructions for a proxy vote or as a voting paper at the meeting. Please note that if Units are held jointly, the
voting instruction is given on behalf of each joint holder. Unless otherwise instructed, the proxy will vote (or choose not to vote) as he or she thinks fit. Should you wish to
direct the proxy to vote, please indicate with a tick in the appropriate box below.
If you wish, you may appoint as your proxy "The Chair of the Meeting". If the Chair is not directed, the Chair will vote in favour of the Resolution.
Capitalised terms used but not defined in this Voting / Proxy Form have the meanings given to them in the Notice of Meeting accompanying this form..
Unitholder 1 Unitholder 2 Unitholder 3
or Sole Director/Director or Director (if more than one)
Contact Name Contact Daytime Telephone Date
Signature of Unitholder/Unitholders This section must be completed.
SIGN
ATTENDANCE SLIP
Annual meeting of unitholders of Vital Healthcare Property Trust
to be held in the Tuhono Room, Ground Lobby, HSBC Tower,
188 Quay Street, Auckland CBD and virtually
through the online platform at https://meetnow.global/nz,
on Thursday, 9 November 2023 at 9.30 am.
Voting / Proxy Form
Voting Instructions/Voting Paper
STEP 2
Proxy Form (for use if you are unable to attend the meeting and not submitting your vote online)
STEP 1
as my/our proxy to vote for me/us at the annual meeting of unitholders of Vital Healthcare Property Trust to be held in the Tuhono Room, Ground Lobby, HSBC
Tower, 188 Quay Street, Auckland CBD and virtually online through online platform https://meetnow.global/nz, on Thursday, 9 November 2023 at 9.30 am and at
any adjournment of that meeting.
hereby appointof
or failing him/herof
being a Unitholder/Unitholders of Vital Healthcare Property Trust
ForAgainst
Proxy
Discretion
Abstain
Ordinary Resolution
Tick þ in box to record your vote
That Dr Michael Stanford be re-elected as an independent director of Northwest Healthcare Properties
Management Limited, the manager of the Vital Healthcare Property Trust.