Precinct Properties New Zealand Limited logo

PCT Notice of Meeting 2025

AGM20 October 2025PCTReal Estate

Precinct Auckland Head Office Wellington Office
E hello@precinct.co.nz Level 12, 188 Quay Street, Auckland 1010 T 0800 400 599 Level 3, 31 Waring Taylor Street, Wellington T 0800 400 599

W www.precinct.co.nz PO Box 5140, Auckland 1141, New Zealand F +64 9 927 1655 PO Box 2, Wellington 6140, New Zealand F +64 4 494 2267

NZX announcement – 20 October 2025

PCT Notice of Meeting 2025

Precinct Properties New Zealand Limited ("Precinct Properties") and Precinct Properties

Investments Limited ("Precinct Investments") (together "Precinct") advise that their

consolidated Annual Meeting of shareholders will be held on Tuesday 18 November 2025,

commencing at 11:30 am (NZDT).

It will be a hybrid meeting held at Toroa Meeting Suite, Precinct Flex, Commercial Bay, PwC

Tower, Level 2, 15 Customs Street West, Auckland. Or online at https://meetnow.global/nz


The agenda for the meeting:

• Chair's address to shareholders.

• CEO’s address to shareholders.

• Shareholder questions and discussion.

• Precinct Properties Resolutions.

• Precinct Investments Resolution.

• Other business.

Precinct Properties Resolutions

To consider, and if thought appropriate, pass the following ordinary resolutions:

1. Re-election of Director

That Anne Urlwin, who retires by rotation and has offered herself for re-election, be re-

elected as a Director of Precinct Properties New Zealand Limited. See explanatory note 1.

2. Re-election of Director

That Chris Meads, who retires by rotation and has offered himself for re-election, be re-

elected as a Director of Precinct Properties New Zealand Limited. See explanatory note 2.

3. Directors’ Remuneration

That, in accordance with NZX Listing Rule 2.11.1, the amount payable to any person who

from time to time holds office as a Director of Precinct be increased pursuant to the per

position sums shown in the “Proposed Remuneration” column of the table contained in

explanatory note 3, with effect from 18 November 2025 and that the remuneration may be

satisfied in stapled securities in accordance with NZX Listing Rule 4.7. See explanatory note 3.

4. Auditor's Remuneration

That the Directors be authorised to fix the remuneration of Ernst & Young as auditor for

Precinct Properties New Zealand Limited for the ensuing year. See explanatory note 4.



Precinct Auckland Head Office Wellington Office

E hello@precinct.co.nz Level 12, 188 Quay Street, Auckland 1010 T 0800 400 599 Level 3, 31 Waring Taylor Street, Wellington T 0800 400 599

W www.precinct.co.nz PO Box 5140, Auckland 1141, New Zealand F +64 9 927 1655 PO Box 2, Wellington 6140, New Zealand F +64 4 494 2267

Precinct Investments Resolution

To consider, and if thought appropriate, pass the following ordinary resolution:

5. Auditor's Remuneration

That the Directors be authorised to fix the remuneration of Ernst & Young as auditor for

Precinct Properties Investments Limited for the ensuing year. See explanatory note 4.

Other business

To consider any other matter that may properly be brought before the meeting.

The notice of meeting to shareholders of Precinct Properties and Precinct Investments,

which explains the format of the meeting in more detail has been released today, together

with the Proxy/Voting Form.

Please note for your proxy to be effective it must be received by 11.30 am (NZDT) on

Sunday, 16 November 2025.

Ends

For further information, please contact:

Louise Rooney

General Counsel & Company Secretary

Office +64 21 294 3189

Email: louise.rooney@precinct.co.nz


About Precinct

Listed on the NZX Main Board under the ticker code PCT and ranked in the NZX top 30, Precinct is the

largest owner, manager and developer of premium city centre real estate in Auckland and Wellington.

Precinct is predominantly invested in office buildings and also includes investment in Precinct Flex,

Commercial Bay retail and a multi-unit residential development business. As at 30 June 2025, Precinct's

directly-held portfolio (on-completion value) totalled $3.2 billion and Precinct had a further $1.6 billion

of capital partnering assets under management: $1.2 billion of these were assets in which Precinct holds

a minority interest; with the balance being managed on behalf of third party partners. For more

information visit: www.precinct.co.nz

On 1 July 2023, Precinct effected a restructuring to create a stapled group structure. A stapled group

comprises two listed parent companies whose shares are held by the same shareholders in equal

proportions. The shares in each parent company can only be transferred or dealt with together.

Shareholders in Precinct hold an equal number of shares in Precinct Properties New Zealand Limited

and Precinct Properties Investments Limited and these shares can only be dealt with together. The

stapled issuers are described as “Precinct Properties NZ & Precinct Properties Investments Ltd” on NZX

systems and the ticker code for the Stapled Shares remains PCT.

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Precinct Properties New Zealand Limited
hello@precinct.co.nz

0800 400 599

precinct.co.nz

Auckland Office

Level 12, 188 Quay Street, Auckland 1010

PO Box 5140, Auckland 1141, New Zealand

Wellington Office

Level 3, 31 Waring Taylor Street

PO Box 2, Wellington 6140, New Zealand

20 October 2025



Dear Shareholder,


2025 Annual Meeting of Shareholders

Precinct Properties New Zealand Limited ("Precinct Properties") and Precinct Properties Investments

Limited ("Precinct Investments") (together “Precinct”)


On behalf of the Board of Directors, I am pleased to invite you to the 2025 Annual Meeting of

Shareholders. It will be a hybrid meeting held at Toroa Meeting Suite, Precinct Flex, Commercial

Bay, PwC Tower, Level 2, 15 Customs St West, Auckland on Tuesday 18 November 2025, or online at:

https://meetnow.global/nz. Commencement at 11.30am (NZDT).


Accompanying this letter is:

1. Notice of Annual Meeting which includes explanatory notes and important information.

2. Proxy/Voting Form for appointing a proxy to vote on your behalf.

Please read the documents noted above carefully.

A Virtual Meeting Guide which has instructions for attending the meeting online is available at

www.computershare.com/vm-guide-nz. Please note that attendance and participation to the virtual

meeting will be through a live webcast, accessed through an internet connected computer,

smartphone, tablet or similar device. You will need the latest version of Chrome, Safari or Edge.

Please ensure your browser is compatible.

PRECINCT PROPERTIES RESOLUTIONS

At the meeting, shareholders will be asked to consider and, if thought appropriate, pass the

following four ordinary resolutions. The Board is recommending that you vote in favour of each

resolution.

Ordinary resolutions:

1. Re-election of Director - That Anne Urlwin, who retires by rotation and has offered herself

for re-election, be re-elected as a Director of Precinct Properties New Zealand Limited.

2. Re-election of Director - That Chris Meads, who retires by rotation and has offered

himself for re-election, be re-elected as a Director of Precinct Properties New Zealand

Limited.




Precinct Properties New Zealand Limited

hello@precinct.co.nz

0800 400 599

precinct.co.nz

Auckland Office

Level 12, 188 Quay Street, Auckland 1010

PO Box 5140, Auckland 1141, New Zealand

Wellington Office

Level 3, 31 Waring Taylor Street

PO Box 2, Wellington 6140, New Zealand

3. Director Remuneration - That, in accordance with NZX Listing Rule 2.11.1, the amount

payable to any person who from time to time holds office as a Director of Precinct be

increased pursuant to the per position sums shown in the “Proposed Remuneration”

column of the table contained in explanatory note 3, with effect from 18 November 2025

and that the remuneration may be satisfied in stapled securities in accordance with NZX

Listing Rule 4.7.

4. Auditor's Remuneration - That the Directors be authorised to fix the remuneration of Ernst

& Young as auditor for Precinct Properties New Zealand Limited for the ensuing year.

Details of the resolutions above are contained in the explanatory notes to the attached Notice of

Meeting.

PRECINCT INVESTMENTS RESOLUTION

At the meeting, shareholders will be asked to consider and, if thought appropriate, pass the

following one ordinary resolution. The Board is recommending that you vote in favour of th is

resolution.

Ordinary resolution:

5. Auditor's Remuneration - That the Directors be authorised to fix the remuneration of Ernst

& Young as auditor for Precinct Properties Investments Limited for the ensuing year.

Details of the resolution above are contained in the explanatory notes to the attached Notice of

Meeting.

QUESTIONS

Following the conclusion of formal business, there will be an opportunity for shareholders at the

meeting (attending either in person or using the virtual meeting platform) to ask questions.

To encourage shareholder participation, we also invite those unable to attend in person to submit

questions ahead of the meeting. If you would like to submit a question, please either email your

question to companysecretary@precinct.co.nz or post your question to the Company Secretary,

Precinct Properties New Zealand Limited, PO Box 5140 Auckland 1141, New Zealand. Please include

your name and shareholder number with your question. During the meeting the Board intends to

answer as many of the most frequently asked questions as is reasonably practicable.

All questions need to be received by Precinct by 11.30am (NZDT) on Friday, 14 November 2025

(noting that questions may be raised by a shareholder at the meeting).

Copies of the Annual Meeting presentation materials will be published and available online shortly

before the meeting begins.




Precinct Properties New Zealand Limited

hello@precinct.co.nz

0800 400 599

precinct.co.nz

Auckland Office

Level 12, 188 Quay Street, Auckland 1010

PO Box 5140, Auckland 1141, New Zealand

Wellington Office

Level 3, 31 Waring Taylor Street

PO Box 2, Wellington 6140, New Zealand

VOTING/PROXY

Votes can be lodged by attending the physical meeting, during the virtual meeting, or by

appointing a proxy to vote on your behalf.

To appoint a proxy you have two options, either:

a) complete and return the enclosed Proxy/Voting Form to Computershare Investor Services:

Level 2, 159 Hurstmere Road, Takapuna, Auckland, New Zealand or Private Bag 92119,

Victoria Street West, Auckland 1142, New Zealand; or

b) complete your proxy appointment online at www.investorvote.co.nz.

Please note for your proxy to be effective it must be received by 11.30am (NZDT) on Sunday, 16

November 2025.

UNDIRECTED PROXIES

If you appoint me or another Director as a proxy, please ensure you direct how you wish to vote by

marking the appropriate box opposite each item of business. All undirected proxies will be cast in

favour of resolutions 1, 2, 4 and 5.


In relation to Resolution 3 (Director’s Remuneration), I, or another director, will only be able to cast

your vote if given an express proxy and discretionary proxies on Resolution 3 will not be valid (due

to voting restrictions, as detailed in the explanatory notes in the Notice of Meeting).

AFTER THE MEETING

For those attending the physical meeting, we would also like to invite you to join the Board and

Executive team of Precinct for light refreshments following the conclusion of the meeting. Should

you have any questions regarding the meeting format or voting process, Computershare our share

registrar can be contacted at: enquiry@computershare.co.nz or +64 9 488 8777 between 8.30am

and 5.00pm, Monday to Friday.


Yours sincerely,


Anne Urlwin

Independent Director and Chair

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Notice of
Meeting

Notice of Meeting
Annual Meeting of Shareholders 2025

Precinct Properties New Zealand Limited ("Precinct

Properties") and Precinct Properties Investments Limited

("Precinct Investments") (together "Precinct")

NZX, through NZ RegCo, has granted a waiver from

Listing Rules 2.14.1, 2.14.2, 7.8 and 7.9 to permit

Precinct Properties and Precinct Investments to provide

consolidated notices of meetings to shareholders.

Date

Tuesday 18 November 2025

Time

11:30 am (NZDT)

Venue

Toroa Meeting Suite, Precinct

Flex, Commercial Bay,

PwC Tower, Level 2,

15 Customs Street West,

Auckland. Or online at

https://meetnow.global/nz

02

Agenda
• Chair's address to shareholders.

• CEO’s address to shareholders.

• Shareholder questions and discussion.

• Precinct Properties Resolutions.

• Precinct Investments Resolution.

• Other business.

Precinct Properties Resolutions

To consider, and if thought appropriate, pass the

following ordinary resolutions:

1. Re-election of Director

That Anne Urlwin, who retires by rotation and has offered

herself for re-election, be re-elected as a Director of

Precinct Properties New Zealand Limited. See explanatory

note 1.

2. Re-election of Director

That Chris Meads, who retires by rotation and has offered

himself for re-election, be re-elected as a Director of

Precinct Properties New Zealand Limited. See explanatory

note 2.

3. Directors’ Remuneration

That, in accordance with NZX Listing Rule 2.11.1, the

amount payable to any person who from time to time

holds office as a Director of Precinct be increased

pursuant to the per position sums shown in the

“Proposed Remuneration” column of the table contained

in explanatory note 3, with effect from 18 November 2025,

and that the remuneration may be satisfied in stapled

securities in accordance with NZX Listing Rule 4.7. See

explanatory note 3.

4. Auditor's Remuneration

That the Directors be authorised to fix the remuneration

of Ernst & Young as auditor for Precinct Properties New

Zealand Limited for the ensuing year. See explanatory

note 4.

Precinct Investments Resolution

To consider, and if thought appropriate, pass the

following ordinary resolution:

5. Auditor's Remuneration

That the Directors be authorised to fix the remuneration

of Ernst & Young as auditor for Precinct Properties

Investments Limited for the ensuing year. See explanatory

note 4.

Other business

To consider any other matter that may properly be

brought before the meeting.

Important Dates

Latest time for receipt of Proxy Forms

11.30am, Sunday 16th November 2025 (NZDT)

Record date for voting entitlements

5.00pm, Friday 14th November 2025 (NZDT)

Annual Meeting

11.30am, Tuesday 18th November 2025 (NZDT)

Notice of Meeting

03

Notice of Meeting

Explanatory Notes
1. Re-election of Anne Urlwin 

Under NZX Listing Rule 2.7.1, a Director must not hold office (without re-election) past the third annual meeting following the

Director’s appointment or three years, whichever is longer. This year, Anne Urlwin retires in accordance with this rule and,

being eligible, stands for re-election by shareholders. Ms Urlwin stands for re-election with the support of the Board and is

considered by the Board to be an Independent Director.

Anne Urlwin

Director, Independent

Term of office

First appointed by the Board in September 2019 and last elected by shareholders in November 2022.

Board Committees

•Audit and Risk Committee

•Environmental, Social and Governance Committee

•People and Performance Committee

Background

Anne is a professional director with experience in a range of sectors including construction, infrastructure,

telecommunications, renewable energy, health and financial services. She is a director of Infratil Limited, City Rail Link

Limited, Ventia Services Group Limited and Vector Limited. Anne is a chartered accountant and is a former Chair of national

commercial construction group Naylor Love and of the New Zealand Blood Service, and a former director of Chorus Limited,

Tilt Renewables Limited, Summerset Group Holdings Limited and Queenstown Airport Corporation Limited. Anne was made

an Officer of the New Zealand Order of Merit for services to business in 2022.

Key Skills

1

Governance; construction and property development; finance, audit & risk management; infrastructure and major projects;

sustainability; commercial experience.

1

Key Skills are defined as the particular skills each director brings to the Precinct Boards and which are considered in Board succession planning.

04

2. Re-election of Chris Meads
Under NZX Listing Rule 2.7.1, a Director must not hold office (without re-election) past the third annual meeting following

the Director’s appointment or three years, whichever is longer. Although Chris Meads is not required to retire in accordance

with this rule this year, in order to maintain best practice Board succession planning, the Board has decided to stagger the

existing re-election schedule. Mr Meads stands for re-election with the support of the Board and is considered by the Board

to be an Independent Director.

Chris Meads

Director, Independent

Term of office

First appointed by the Board in October 2023 and last elected by shareholders in November 2023.

Board Committees

• People and Performance Committee (Chair)

• Audit and Risk Committee

Background

Educated at the University of Auckland and Victoria University of Wellington, Chris has over thirty years’ experience working

in the banking and finance sectors in New Zealand and Hong Kong. Chris has previously worked as an economist,

investment banker and was formerly the Chief Investment Officer of Pantheon Ventures, a large global private markets

investment management firm with investment strategies encompassing private equity, private credit and real assets

including infrastructure and property.

Key Skills

2

Strategic growth; funds management/capital partnering; financial & commercial acumen; international expertise;

governance; people & culture; sustainability.

2

Key Skills are defined as the particular skills each director brings to the Precinct Boards and which are considered in Board succession planning.

Notice of Meeting05

Notice of Meeting

Explanatory Notes
3. Directors’ Remuneration

Under NZX Listing Rule 2.11.1, no remuneration may be paid to a Director in his or her capacity as a Director of a Company,

or as a director of a subsidiary (other than a listed subsidiary), unless such remuneration has been authorised by an ordinary

resolution of shareholders. Under the stapled structure, Directors are collectively paid through a contribution from both

Precinct Properties and Precinct Investments. Under waivers granted by NZX Limited, through NZ RegCo, in 2023, there

is no requirement for Directors' remuneration to be authorised by separate resolutions of Precinct Properties and Precinct

Investments. This resolution is therefore being proposed by Precinct Properties. The remuneration that Precinct currently

pays to Directors is set out in the table below.

Under NZX Listing Rule 2.11.2(b) Director remuneration may be satisfied by an issue of stapled securities made in accordance

with NZX Listing Rule 4.7, should Precinct and Director(s) agree to that.  While there is no current intention to do so, Precinct

seeks shareholder approval to have the flexibility to satisfy remuneration in stapled securities, in full or in part at a future

time, in accordance with NZX Listing Rule 4.7.

The amount of Director remuneration was last reviewed during 2023 by independent advisers, PwC. At Precinct's ASM

in November 2023, shareholders approved an increase in Independent Director fees (other than the Chair's fee) to

reflect increased regulatory risk and obligations increasing demand on Directors’ time and broadening their scope of

responsibilities. Precinct's policy is to engage an external review of director remuneration every two years. The Company has

re-engaged PwC to update the New Zealand listed company benchmark data last provided in 2023. This review includes

the roles of chair, committee chairs, committee members and base non-executive director fees. A summary of PwC's report

together with their attestation of independence is available on Precinct's website in the Corporate Governance section.

The Board asked PwC to present benchmark data in their report on the basis that the Chair fee includes all committee

membership fees, rather than on the basis of the Chair receiving committee membership fees in addition to the base Chair

fee (which has been the Precinct practice to date). The former approach and presentation aligns with predominant practice

in the market.

The Precinct Board reviewed the PwC benchmark data and, based on a comparison of the Precinct Directors’ fees to the

market data, considers the proposed increases to the Directors’ remuneration set out in the table below are appropriate.

The Board is conscious of its obligation to ensure Directors' fees are set and managed in a manner which is fair, flexible and

transparent. At the same time, the Board seeks to ensure that Directors' fees are set at an appropriate level to assist Precinct

Properties and Precinct Investments to secure and retain the skills, knowledge and experience at Board level necessary to

govern the business and are well aligned with Precinct’s strategy. In line with this commitment, the Board has reviewed the

current Directors’ fees and proposes modest adjustments that are aligned with market benchmarks.

06

Director Remuneration - Current and Proposed
Position

Current

Remuneration

1

Proposed

Remuneration

1

Amount of increase

2

Comparison to the

market median

3

Chair

4

$182,340$214,240$0 (0%)101%

Independent Director$98,800$98,800$0 (0%)99%

Audit and Risk Committee Chair$20,000$23,000$3,000 (15%)100%

People and Performance Committee Chair$17,500$20,000$2,500 (14%)100%

Environment, Social & Governance

Committee Chair

$17,500$20,000$2,500 (14%)100%

Audit and Risk Committee Member$11,900$11,900$0 (0%)99%

People and Performance Committee Member$10,000$10,000$0 (0%)100%

Environment, Social & Governance

Committee Member

$10,000$10,000$0 (0%)93%

Due Diligence Committee Chair (ad hoc

hourly rate)

$380/hr$380/hr$0 (0%)N/A

Due Diligence Committee Member (ad hoc

hourly rate)

$350/hr$350/hr$0 (0%)N/A

Annual Cap for Due Diligence Committee Fees$100,000$100,000$0 (0%)N/A

1$ per annum (plus GST, if any), unless otherwise stated.

2When assessed across total director fees, the overall increase is 0.97%.

3Comparison is calculated using the proposed remuneration. See PwC's report on the Corporate Governance section of Precinct's website for

details of the comparator group used by PwC.

4Under Precinct's current Director Remuneration, the Chair is paid a base fee of $182,340 with an additional $31,900 in Committee fees

(Audit and Risk Committee, Environment, Social & Governance Committee and People and Performance Committee). Under the proposed

Remuneration, the Chair's fee is inclusive of all Committee membership fees, but otherwise remains unchanged.

If Resolution 3 is passed, the changes to the Directors’ remuneration will take effect on and from 18 November 2025.

Voting Restrictions

In accordance with NZX Listing Rule 2.11.1, the fees payable to non-executive directors must be approved by an ordinary

resolution of the shareholders of the Company. In accordance with NZX Listing Rule 6.3.1, no director or their Associated

Persons (as defined under the Listing Rules) can vote on such resolutions, unless casting votes under an express proxy of a

person who is not disqualified from voting. Discretionary proxies given to persons disqualified from voting will not be valid.

4. Remuneration of the Auditor

The proposed resolutions are to authorise the Directors to fix the auditor’s remuneration for the following year for the

purposes of section 207S of the Companies Act 1993. Section 207T of the Companies Act 1993 provides that a company’s

auditor is automatically reappointed unless there is a resolution or other reason for the auditor not to be reappointed.

Precinct Properties and Precinct Investments (respectively) would like Ernst & Young to continue as the Precinct auditor, and

Ernst & Young has indicated its willingness to continue in office. Pursuant to section 207T of the Companies Act 1993, Ernst

& Young is automatically reappointed at the annual meeting as auditor of the Companies. Section 207S of the Companies

Act 1993 provides that the fees and expenses of Ernst & Young as auditor are to be fixed by the Companies at the Annual

Meeting or in such a manner as shareholders of Precinct Properties and Precinct Investments determine at their Annual

Meeting. The Boards of Precinct Properties and Precinct Investments respectively propose that, consistent with past practice,

the auditor’s fees should be fixed by the Directors.

Notice of Meeting

07

Notice of Meeting

Important Information
Transport

Public transport options are available via buses, trains

and ferries to the venue. For those who are driving,

parking is available in the Downtown Carpark, entry

at 31 Customs Street West. From Downtown Carpark,

attendees can walk directly across the air bridge through

188 Quay Street to the Commercial Bay Retail Centre.

Once in the Retail Centre, travel up one level and enter

level 2 of the PwC Tower. Please refer to the schedule of

fees at the carpark entry. Mobility parking is available in

the Downtown Carpark.

Hybrid Meeting

As noted above, Precinct has decided to host its Annual

Meeting online as well as in person this year. 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 version

of Chrome, Safari or Edge. Please ensure your browser

is compatible. In order to participate remotely you will

need to visit https://meetnow.global/nz. Details of how to

participate ‘virtually’ are included in the Virtual Meeting

Guide available at www.computershare.com/vm-guide-

nz. Shareholders are encouraged to review this guide

prior to the Annual Meeting. If you have any questions,

or need assistance with the online process, please contact

Computershare on +64 9 488 8777 between 8.30am and

5.00pm Monday to Friday.

Voting

Resolutions 1 to 5 are ordinary resolutions and are

required to be passed by a simple majority of the votes

of those shareholders who are entitled to vote and voting

on the resolution, in person or by proxy.

Voting entitlements will be determined as at 5.00pm

(New Zealand time) on Friday 14th November 2025.

Registered shareholders at that time will be the only

persons entitled to vote and only the shares registered in

those shareholders' names at that time may be voted at

the meeting.

Shareholders may cast their votes using one of the

following options:

•At the Annual Meeting: Shareholders present at the

meeting will be handed voting papers, which can

be completed and handed in at the conclusion

of the meeting. Alternatively, shareholders can

vote online by attending the meeting virtually

through the Computershare Meeting Platform https://

meetnow.global/nz. Please refer to the Virtual Meeting

Guide available at www.computershare.com/vm-

guide-nz for more information. You will need the

latest version of Chrome, Safari or Edge to access the

meeting. Please ensure your browser is compatible.

•Appoint a proxy to vote: You may appoint a proxy

or corporate representative (if the shareholder is a

body corporate) to attend the Annual Meeting, to act

generally at the meeting and to vote on your behalf.

To do this, you should complete the enclosed Proxy/

Voting Form. You may return your Proxy Form by:

–Completing the Proxy Form and posting it to

the share registrar; or

–Completing the Proxy/Voting Form online

at www.investorvote.co.nz

The Chair of the meeting is available to act as a proxy.

If, in appointing a proxy, you have inadvertently not

named someone to be your proxy (either online or on the

enclosed proxy form), the Chair of the meeting will be

your proxy and will vote in accordance with your express

direction. In the absence of express instructions, the Chair

or any director appointed proxy will vote in favour of all

resolutions. All completed Proxy Forms must be received

by 11:30am (NZDT) on Sunday 16th November 2025 to

be effective.

• A proxy need not be a shareholder of the Company.

• The Chair of the meeting intends to vote all discretionary

proxies given to her in favour of all resolutions.

• Voting on all resolutions put before the meeting will be

conducted by way of a poll only.

08

Questions
Following the conclusion of formal business, there will be

an opportunity for shareholders at the meeting (attending

either in person or using the virtual meeting platform) to

ask questions. To encourage shareholder participation,

we also invite those unable to attend in person to submit

questions ahead of the meeting. If you would like to

submit a question, please either email your question to

companysecretary@precinct.co.nz or post your question

to the Company Secretary, Precinct Properties New

Zealand Limited, PO Box 5140 Auckland 1141, New

Zealand. Please include your name and shareholder

number with your question. During the meeting the Board

intends to answer as many of the most frequently asked

questions as is reasonably practicable. All questions need

to be received by Precinct by 11.30am (NZDT) on Friday

14th November 2025 (noting that the questions may be

raised by a shareholder at the meeting). Copies of the

Annual Meeting presentation materials will be published

and available online shortly before the meeting begins.

Yours faithfully,

Louise Rooney

Company Secretary

20 October 2025

Notice of Meeting09

Notice of Meeting

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Go online to lodge your proxy or turn over to complete the form.
Proxy/Voting

How to Vote on

Items of Business

All your securities will be voted in accordance with your directions.

Appointment of Proxy

If y ou do not plan to attend the meeting, you may appoint a proxy. The Chair of the meeting,

or a ny o ther director, is w illing to act as proxy for any shareholder who wishes to appoint him

or h er for that purpose. To d o t his, e nter ‘the Chair’ or the name of your proxy in the space

allocated in ‘Step 1’of this form. If, in appointing a proxy, you have inadvertently not named

someone to be your proxy (either online or on the enclosed proxy form) the Chair of the

meeting will be your proxy and will vote only in accordance with your express direction. In

the absence of express instructions, votes will be cast in favour of resolutions 1, 2, 4 and 5.

In relation to Resolution 3, the C hair or any other director will only be able to cast votes if

given an express proxy (discretionary proxies on Resolution 3 will not be valid). Alternatively

you can appoint a proxy online at www.investorvote.co.nz.

Voting of your holding

D

irect your proxy how to vote by marking one of the boxes opposite each item of business.

If you do not mark a box your proxy may vote as they choose. In the absence of express

in

structions the Chair or any director appointed proxy will vote in favour of resolutions 1, 2, 4

a

nd 5. In relation to Resolution 3, proxies given to the Chair or a director will only be able to

be

cast if an express proxy has been given. If you mark more than one box on an item your

vot

e will be invalid on that item. Voting entitlements for the meeting will be determined as at

5.00pm (New Zealand time) on Frid

ay, 14 November 2025. Registered shareholders at that

time will be the only persons ent

itled to vote and only the shares registered in those

shareholders’ names at that time may be voted.

In

accordance with the updated NZX Listing Rules, voting on all resolutions put before the

meeting will be conducted by poll.

Attending the Meeting in Person

Brin

g this form to assist registration. If a representative of a corporate securityholder or proxy

i

s to attend the meeting you will need to provide the appropriate “Certificate of Appointment

o

f Corporate Representative” prior to admission.

Attending the Meeting Virtually

S

hareholders can attend the meeting virtually through the Computershare Meeting Platform

https://meetnow.global/nz. To access the meeting, click ‘Go’ under the Precinct Properties

Group meeting and then click ‘JOIN MEETING NOW’. By using the meeting platform, you will

b

e able to watch the meeting, vote and ask questions online using your smartphone, tablet or

de

sktop device.

Please refer to the Virtual Meeting Guide available at www.computershare.com/vm-guide-nz

for more info

rmation.

You will need the latest version o

f Chrome, Safari or Edge to access the meeting.

Please ensure your browser is compatible. If you appoint a proxy to cast your vote,

you are still able to attend the meeting virtually through the Computershare Meeting

Platform, however, you will not be able to cast your votes held by your proxy.

For any assistance with the online process, you may contact Computershare on

+64 9 488 8777 between 8.30am-5.00pm Monday to Friday.

Signing Instructions for Postal Proxies

Individual

W

here the holding is in one name, t he securityholder must sign.

Joint Holding

W

here the holding is in more than one name, all of the securityholders should sign.

Power of Attorney

If this Proxy Form has been signed under a power of attorney, a copy of the power of

attorney (unless already deposited with the Company) and a signed certificate of non-

revocation of the power of attorney must be produced to the Company with this Proxy

Form.

Companies

This form must be signed by a Director jointly with another Director or a Sole Director

can also sign alone. Please sign in the appropriate place and indicate the office held.

Comments & Questions

S

hareholders present at the meeting will have the opportunity to ask questions during

th

e meeting, in-person or virtually via the webcast portal. Also, the Board is offering

shareholders the opportunity to ask the Board questions in advance of the annual

meeting. If you would like to ask a question, please either email your question to

companysecretary@precinct.co.nz o

r post your question to the Company Secretary,

Precinct Properties New Zealand Limited, PO Box 5140 Auckland 1141, New Zealand.

Please include your name and shareholder number with your question. During the

meeting the Board intends to answer as many of the most frequently asked questions

as is reasonably practicable. All questions need to be received by Precinct by

11:30am (NZDT) on Friday, 14 November 2025. Please note that no amendments to

resolutions proposed will be accepted.

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

Lodge your proxy online, 24 hours a day, 7 days a week:

www.investorvote.co.nz

Scan the QR code to vote now.

Smartphone?

For your proxy to be effective it must be received by 11:30 am (NZDT) on Sunday, 16 November 2025.

Your secure access information

Control Number: CSN/Securityholder Number:

PLEASE NOTE: You will need your CSN/Shareholder Number and postcode or country of residence (if outside New Zealand) to

securely access InvestorVote and then follow the prompts to appoint your proxy and exercise your vote online.

Proxy/Corporate Representative Form
STEP 1

STEP 1

appointof

or failing him/herof

as my/our proxy to act generally at the meeting on my/our behalf and to vote in accordance with the following directions at the Annual Meeting of Precinct Properties

New Zealand Limited and Precinct Properties Investments Limited to be held in the Toroa Meeting Suite, Precinct Flex, Commercial Bay, PwC Tower, Level 2,

15 Customs Street West, Auckland at 11.30 am (NZDT) on Tuesday, 18 November 2025 and to vote as my/our proxy thinks fit (to the extent permitted by law

and relevant listing rules) on any resolution at the Annual Meeting (or any adjournment thereof) so as to give effect to my/our intention as set out below

where possible.

I/We being a shareholder/s of

Precinct Properties New Zealand Limited and Precinct Properties Investments Limited

Appoint a Proxy to Vote on Your Behalf

Elect Electronic Communications

Items of Business - Voting Instructions/Ballot Paper

STEP 1

STEP 2

Please note: If you mark the Abstain box for an item, you are directing your proxy not to vote on your behalf and your votes will not be counted in

computing the required majority.

Signature of Shareholder(s) This section must be completed.

SIGN

or Sole Director/Director

SecurityholderSecurityholderSecurityholder

Contact Name Contact Daytime Telephone Date

For

Against

Abstain

Proxy

Discretion

For

Against

Abstain

Proxy

Discretion

or Director (if more than one)

If your proxy is not the Chair 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):

P

recinct Properties New Zealand Limited – Ordinary Resolutions

Resolution 1.

Resolution 2.

Resolution 3.

Resolution 4.

That Anne Urlwin, who retires by rotation and has offered herself for re-election, be re-elected as a Director

of Precinct Properties New Zealand Limited.

That Chris Meads, who retires by rotation and has offered himself for re-election, be re-elected as a Director

of Precinct Properties New Zealand Limited.

That, in accordance with NZX Listing Rule 2.11.1,

the amount payable to any person who from time to time

holds office as a Director of Precinct be increased pursuant to the per position sums shown in the “Proposed

Remuneration” column of the table contained in explanatory note 3, with effect from 18 November 2025.

That the Directors be authorised to fix the remuneration of Ernst & Young as auditor for Precinct Properties

New Zealand Limited for the ensuing year.

Precinct Properties Investments Limited – Ordinary Resolution

Resolution 5.

That the Directors be authorised to fix the remuneration of Ernst & Young as auditor for Precinct Properties

Investments Limited for the ensuing year.

ATTENDANCE SLIP

Annual Meeting of Precinct Properties New Zealand Limited and Precinct

Properties Investments Limited to be held in the Toroa Meeting Suite,

Precinct Flex, Commercial Bay, PwC Tower, Level 2, 15 Customs Street

West, Auckland at 11.30 am (NZDT) on Tuesday, 18 November 2025.

Want to receive your communications quickly? Elect electronic communications by providing your email address below

(By providing an email address above it is acknowledged that all communications for my portfolio will be received electronically where offered)

Email Address

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.

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