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PLP – Updated Disclosure Documents

Regulatory27 February 2026PLPReal Estate

Booster
Investment

Scheme 2

Other Material Information

Private Land & Property Fund

27 February 2026

Private Land and Property Fund2
Table of contents

Section 1 Introduction ...............................................................................................................................................3

Section 2 Summary - Private Land and Property Fund ..............................................................................................3

2.1 Investment Structure ..........................................................................................................................3

2.2 Key Financial Ratios at 31 March 2025 ...............................................................................................4

2.3 Further Information ............................................................................................................................4

Section 3 Information on the Private Land and Property Fund ..................................................................................5

3.1 Investing in the Fund ..........................................................................................................................5

3.2 Risk Indicator ......................................................................................................................................5

3.3 Interest in the Fund ............................................................................................................................5

3.4 Calculation of Fund value and unit value ...........................................................................................6

3.5 Income Distributions ..........................................................................................................................6

3.6 Basis of Estimates for Fees and Costs ................................................................................................7

Section 4 Information on the Wholesale Portfolio .....................................................................................................8

4.1 Property Investments of the Wholesale Portfolio ..............................................................................8

4.2 Property Development Projects .........................................................................................................18

4.3 Borrowing ...........................................................................................................................................19

Section 5 Guarantees .................................................................................................................................................20

Section 6 Taxation ......................................................................................................................................................20

6.1 Portfolio Investment Entity (PIE) Tax ..................................................................................................20

6.2 Tax Reporting .....................................................................................................................................21

Section 7 Information about the Scheme ..................................................................................................................22

7.1 Suspension .........................................................................................................................................22

7.2 Amendment of the Trust Deed ...........................................................................................................22

7.3 Winding up the Fund and the Scheme ...............................................................................................22

7.4 Market Indices ....................................................................................................................................22

Section 8 Who is involved in the Scheme? ................................................................................................................23

Section 9 Conflicts of interest ...................................................................................................................................25

9.1 Related Party Transactions - contractual arrangements ....................................................................26

Section 10 Other material contracts ...........................................................................................................................27

Section 11 Other important information .....................................................................................................................36

Private Land and Property Fund3
1. Introduction

2. Summary - Private Land and Property Fund

The Private Land and Property Fund is a fund offered under the Booster Investment Scheme 2.

This document is designed to provide potential investors with information on the Private Land and Property Fund (the Fund)

and the Booster Investment Scheme 2 (Scheme) that we believe may be material to a decision to invest in the Fund.

The information provided complements the Product Disclosure Statement (PDS) for the Fund that the investor received so

it is important that these documents are read together.

Additional information regarding the operation of the Scheme can be found in the Scheme’s Trust Deed which can be

viewed at www.booster.co.nz.

Where the term “we”, “us”, “our”, “ourselves” or “Booster” is used, we mean Booster Investment Management Limited, the

Manager of the Scheme.

It is not possible to include full information on all aspects of the Fund and the Scheme in the PDS and/or this document and

you may have further questions about the suitability of the Fund as an investment for you.

If you do have any questions, we would be pleased to hear from you. You can contact us on 0800 336 338. You can also

discuss your personal situation with your financial adviser.

The Private Land and Property Fund is a managed fund and investors purchase units which gives them an interest in the

Fund that is proportionate to the number of units that the investor holds. The number of units that an investor receives is

dependent on the amount of money invested and the unit price of each unit issued in the Fund.

The Fund is listed on the NZX Main Board (code PLP). You can view the Fund’s NZX page at www.nzx.com/companies/PLP.

An investor can choose to make an investment in the Fund, either by purchasing units through the Booster wrap

administration system or via the NZX through an NZX Participant (such as a broker).

Go to Section 3.1 - Investing in the Fund for further information on the ways to invest into the Fund.

2.1. Investment Structure

The Fund fully invests into a separate wholesale portfolio which is also managed by Booster – the Private Land and

Property Portfolio (Wholesale Portfolio). The Wholesale Portfolio is a managed fund within the Booster Wholesale Scheme,

a separate scheme also managed by Booster Investment Management Limited (BIML or the Manager).

The Fund holds 100% of the units of the Wholesale Portfolio, and the Wholesale Portfolio holds the direct and indirect

property investments, assets, borrowings and liabilities that the investors in the Fund are exposed to. This also means

the unitholders of the Fund are exposed to the costs and charges incurred by the Wholesale Portfolio as part of the

management of the property investments and borrowings.

The diagram below illustrates the relationship between the Fund and the Wholesale Portfolio:

As the Fund increases in size, it will obtain more investment exposure to property by buying units in the Wholesale

Portfolio. Booster, in its role as the manager for the Wholesale Portfolio, continues to look for further suitable investment

opportunities, consistent with its investment strategy, and to increase its level of diversification. Details of the Wholesale

Portfolio’s current property investments, as at the date of this document, are provided in Section 4 below.

The Fund’s latest audited financial statements are available at www.booster.co.nz or on the Scheme Register at

www.disclose-register.companiesoffice.govt.nz.

Booster Investment Scheme 2:

Private Land and Property Fund

(the “Fund”)

Investors hold units (via a custodian -

see 3.1) in the Fund

Booster Investment Scheme:

Private Land and Property Portfolio

(the “Wholesale Portfolio”)

The Fund invests into the Wholesale

Portfolio (the Fund owns 100% units of

the “Wholesale Portfolio”)

Private Land and Property Fund4
2.2. Key Financial Ratios at 31 March 2025

Key financial ratios of the Wholesale Portfolio, based on the audited financial statements for the year ending 31 March

2025 (note the borrowing situation of the Wholesale Portfolio has changed since 31 March 2025):

• Gearing ratio – 1.72%

This ratio shows the level of borrowing the Wholesale Portfolio has undertaken as a percentage of total assets.

See Section 4.3 - Borrowing for the latest loan to value ratio (a financial covenant for the borrowing facility in place).

The loan to value ratio differs in some regards to the gearing ratio (for example instead of using ‘total assets’ it uses

‘secured land’). See also the most recent fund update.

• Annual Interest cover ratio – 10.3

This ratio shows how many times earnings would be able to pay the interest debt incurred on borrowings.

It is calculated as follows:

EBITDA is the net profit before tax plus interest, depreciation, and amortisation.

Interest expense depends on the level of borrowing throughout the year as well as interest rates – both aspects

can and do change and so the figure quoted above should not be taken as an indication of the future ratio. The loan

facility agreement with BNZ outlined in Section 10 – Other material contracts includes an interest cover financial

covenant that is measured differently. See Section 4.3 - Borrowing for further details.

• Interest expense percentage – 0.37%

This shows the amount of interest as a proportion of net assets.

Interest expense depends on the level of borrowing throughout the year as well as interest rates – both aspects

can and do change and so the figure quoted above should not be taken as an indication of the future ratio.

• Property operating expenses – 0.10%

This ratio shows the costs incurred to operate and maintain the properties as a percentage of net assets.

Key financial ratios in this section are presented on the basis of the fund’s audited balance date (31 March 2025),

however we draw investor’s attention to the subsequent events and borrowing position as at the date of this

document outlined in Section 4.3.

2.3. Further Information

Section 4.0 - Information on the Wholesale Portfolio outlines further information in respect of the direct assets and liabilities

of the Wholesale Portfolio, including specific details regarding the:

• Property Investments of the Wholesale Portfolio; and,

• Borrowings of the Wholesale Portfolio.

Interest cover ratio =

(EBITDA − unrealised gains) + unrealised losses

Interest expense

Private Land and Property Fund5
3. Information on the Private Land and Property Fund

3.1. Investing in the Fund

An investor can choose to make an investment in the Fund, either through:

• the Booster wrap administration system (the System). The System is a technology-based wrap administration

platform offered by Booster which consolidates various financial investments into a central location to allow

investors a single point of access to manage their account;

or

• an NZX Participant (such as a broker).

Investing through the System

• To invest in the Fund through the System, an investor must first enter into a Client Custody agreement (Agreement)

for the System by either:

• applying directly to Booster at www.booster.co.nz/booster-investments/private-land-and-property-fund; or

• applying via a financial adviser or a financial adviser authorised to provide a Discretionary Investment Management

Service (DIMS).

The Agreement enables the investor to invest in the Fund through an account in the System and sets out the terms and

conditions upon which access is provided through the System. Under the Agreement all of the investor’s investments

are held by, and in the name of, a custodian to the System to ensure that beneficial ownership of the investments remain

with the investor, not the financial adviser or us. The custodian for most investors is Asset Custodian Nominees Limited

(ACNL), a related party of the Manager which acts as a bare trust established solely for this purpose. For some investors

the custodian may be different. The custodian of the System can change from time to time without prior notification. By

accessing the Fund via the System, the investor is not subscribing for units in the Fund directly.

Buying units on the NZX Main Board (code PLP)

You can buy units in the Fund on market at the quoted price through an NZX Participant (such as a broker). In order to trade

quoted units, you will need to have a Common Shareholder Number (CSN) an Authorisation Code (FIN) and a relationship

with an NZX Participant. See www.nzx.com/services/market-participants for a list of current NZX Participants.

You can view the Fund’s NZX page at www.nzx.com/companies/PLP, including all announcements made on the NZX at

www.nzx.com/companies/PLP/announcements.

Applications

We may accept or decline applications at our discretion. No interest will be paid on applications that are declined in whole

or in part (except as required by law). We may invite offers for investments in the Fund and any offer may be underwritten.

We may set minimum application amounts and balances and may waive or vary the minimum application and balance

amounts at any time. See the PDS for further information.

3.2. Risk Indicator

Information on the risk indicator for the Fund has been included in the PDS. In the PDS Section 4 - What are the risks

of investing? it is noted that the risk indicator is based on the returns data for the five years to 31 December 2025. Each

quarter, fund updates will tell you what the most recent risk indicator for the Fund is, again based on returns data for the

previous five years.

If you would like more information on the risk indicators for the Fund and of the methodology used, please contact us on

0800 336 338.

3.3. Interest in the Fund

Investments expressed in units

The Fund is divided into units. Each unit confers an equal interest in the Fund, although investors do not acquire any direct

right or interest in any of the investments held by the Fund.

Investments and other credits to the Scheme are used to purchase units in the Fund by the investor. Similarly, withdrawal

payments and other deductions are made by selling units.

The value of each investor’s units from time to time will depend on the value of the Fund and the number and unit price

of units held in the Fund. Investment returns (whether gains or losses) will be reflected by changes in unit prices.

A register of unitholders in the Fund is maintained by MUFG Pension & Market Services (NZ) Limited (MUFG)

(Unit Registrar) which records all of the investment details of each unitholder, including (but not limited to)

number of units held, contributions, withdrawals, tax and imputation credit information.

Private Land and Property Fund6
3.4. Calculation of Fund value and unit value

The Fund’s value (known as the ‘net asset value’ of the Fund) is calculated by deducting from the aggregate of:

• the redemption value of the units held by the Fund in the Wholesale Portfolio; and

• the cash forming part of the assets of the Fund, and any other assets of the Fund (if any).

the aggregate of:

• the liabilities of the Fund; and,

• all unpaid costs, fees, charges and other material outgoings of the Fund (including the Supervisor’s and our fee,

and expenses) accrued to that date.

The unit value (unit price) for the Fund is calculated for each working day by dividing the net asset value by the number of

units on issue at the relevant time in the Fund. The Fund’s unit prices are published on Booster’s website at www.booster.

co.nz/booster-investments/private-land-and-property-fund. The unit value calculated by Booster may differ from the

quoted price on the NZX Main Board.

3.5. Income Distributions

The Fund will aim to pay quarterly distributions to investors of any net cash income received from the Wholesale

Portfolio (after allowing for tax and expenses). The payment of distributions is at the discretion of the Manager.

Distribution Reinvestment Plan (DRP)

Investors who are a resident in New Zealand and have an address in New Zealand on the Fund register are eligible to,

and can choose to reinvest, their distribution by participating in the DRP. As participation in the DRP is voluntary, eligible

investors are free to opt-in or opt-out of the DRP at any time with prior notice to the Manager (for direct investors) or

MUFG (for NZX investors).

The following additional conditions apply to the DRP:

1. When the Fund announces a distribution, the Fund will also confirm whether the DRP will apply to that distribution

(i.e. the Fund can revert to paying only cash distributions at any time).

2. The price of the units issued under the DRP will be the latest available unit price on the morning of the payment date.

3. The New Zealand tax status of the distribution will not change.

4. Any new units issued under the DRP will rank equally in all respects with existing units.

5. The Manager retains the right to determine that the DRP will not apply to a particular distribution, or will not apply

to some of a particular distribution (rather than all), with the result being that all or the relevant proportion of that

distribution will be paid in cash instead of the DRP applying.

6. Investors must complete an DRP Election Notice if they are to opt into the DRP or cease participating in the DRP.

7. All DRP Election Notices must be received by the Manager (for investors who hold their units through Booster) or

by MUFG (for investors investing directly on the NZX) by the Record Date of the relevant distribution. Record Date

means 5:00pm on the date fixed by the Manager for determining entitlements to distributions payable or credited

on Fund units. An election will remain in force for all future distributions to which the DRP applies, unless an

updated DRP Election Notice is received advising the investor no longer wants to participate in the DRP. A copy of

the DRP Election Notice is available from the Manager or if you invested into the Fund directly on the NZX, you can

make your election on-line at nz.investorcentre.mpms.mufg.com/Login/Login.

Partial Units

• Investors who hold units through Booster’s custodial service are able to hold partial units, resulting in the full value

of the distribution being reinvested without any residual cash left over.

• For investors investing directly on the NZX, the number of additional units received under the DRP will be rounded

down to the nearest whole unit (to comply with NZX rules). Any residual cash left-over shall be carried over and

applied under the DRP the next time the DRP operates. You will not accrue interest on this residual cash balance.

Should you cease to participate in the DRP; or cease to be a unitholder of the Fund, any residual cash balances that

have been carried over shall be forfeited.

Statements

• For investors who hold units through the System, Booster will provide you with reporting in respect of all of your

investments with Booster on at least an annual basis, including details of the distribution and the number of units

received under the DRP.

• For investors investing directly on the NZX, MUFG (Unit Registrar), will send a statement within five trading days of

the allotment of additional units issued, including details of the distribution and the number of units received under

this DRP as well as any residual cash balances carried over.

Private Land and Property Fund7
3.6. Basis of Estimates for Fees and Costs

The total annual fund charges disclosed in the Private Land and Property Fund PDS are based on the charges associated

with investing in the Fund. These charges include the management fee and, where applicable, an estimate for other

management and administration charges. These charges, if applicable, are reflected in the unit price of the relevant fund.

Refer to Section 5 - What are the fees? of the PDS for additional details of how fees are charged.

Other Management and administration charges

In Fund Costs

These charges include the Supervisor’s fee and other costs, disbursements, charges or expenses incurred directly or

indirectly by Booster and the Supervisor (such as audit fees and legal fees). Because these fees are capped, they are stated

in the PDS as 0.10% of the net asset value of the Fund per year.

Property Operating Expenses

These are the direct costs of ownership and operating the individual Properties of the Wholesale Portfolio. This includes

(but is not limited to) valuations and other property related costs and associated professional fees. The estimate of the

property operating expenses has been prepared on the following basis:

• Reasonable estimates made for costs such as valuations based on current or past costs and other property related

costs and associated professional fees.

• The actual expenses charged for the most recently completed Scheme year have been taken into account in

deriving the reasonable estimates.

Note the actual costs may differ from estimated costs, including if additional properties are purchased.

As stated in Section 5 - What are the fees? of the PDS the ongoing Property Operating Costs that the Fund will incur is

estimated to be 0.12%. The basis of this estimate is outlined above.

Other costs and expenses

The Fund returns may also be impacted by interest and borrowing costs related to gearing undertaken by the Wholesale

Portfolio. These are the interest costs and any fees associated with the implementation or amendment of borrowing

facilities. These expenses are not considered to be Fund charges (as outlined above), but an example illustration of these

costs being an estimate based on certain assumptions is disclosed in the PDS to provide investors an understanding

of the nature and amount of the expenses that the Fund (or Wholesale Portfolio) would incur under specific borrowing

assumptions set out in the PDS.

As stated in Section 5 - What are the fees? of the PDS the interest and borrowing costs that would be incurred under the

illustrative assumptions set out in the PDS are calculated to be 2.81% of the net assets of the Fund. Pursuant to the PDS, this

assumes the following borrowing assumptions:

• A gearing ratio of 40% is in place.

• An interest rate of 4.21% is charged, being the interest rate available at the date of the PDS (noting that the interest

rate generally resets periodically).

In addition to these estimates, we draw investors’ attention to the fund’s borrowing position outlined in Section 4.3.

Private Land and Property Fund8
4. Information on the Wholesale Portfolio

The Private Land and Property Portfolio (Wholesale Portfolio) is a managed fund established under the Booster Investment

Scheme, a separate wholesale scheme managed by the Manager. The Fund is the sole investor in the Wholesale Portfolio

and holds 100% of the units issued by the Wholesale Portfolio.

This section outlines the information that is relevant to investors in the Fund, but directly relates to the operations of the

Wholesale Portfolio.

4.1. Property Investments of the Wholesale Portfolio

Details of the investments held by the Wholesale Portfolio as at the date of this document are provided below.

In addition to the investments listed below, the Wholesale Portfolio will from time to time consider further investment

opportunities. Booster undertakes a due diligence process for each prospective investment to assess the sustainable long

term cashflows and its potential match with the investment criteria for the Wholesale Portfolio.

1. Vineyard Properties in Awatere Valley, Marlborough

Property Details

Property value

1

$22,403,000

Planted land area110.4 canopy hectares of the total 195.4 hectares

Basis of property returnSale of grapes; change in value of the property

Primary customers

2

Awatere River Wines Limited Partnership

Agreement contract expiry dateMay 2030

Last independent valuation October 2025

Notes on Property

Planted across land to the south of Awatere River, these vineyards feature 110.4 of developed canopy hectares planted predominantly

in Sauvignon Blanc with some Pinot Gris, Pinot Noir, and Viognier.

Established on free-draining river silt loams with various plant spacing configurations, the vineyards source irrigation water from a mix

of an infiltration trench in the river, an irrigation scheme and dams. Frost fans provide frost protection.

Private Land and Property Fund9
2. Vineyard Properties in Hope in the Nelson region

Property Details

Property value

1

$19,118,000

Planted land area105.2 canopy hectares of the total 115.3 hectares

Basis of property returnFixed price lease; change in value of the property

Lessee

2

Waimea Estates (Nelson) Limited

Lease term expiry dateJuly 2037 (excluding any period where the lessor has the right to break the lease)*

Last independent valuation March 2025

Notes on Property

Planted as far back as 1993 in land near Richmond, these vineyards comprise approximately 105.2 canopy hectares of predominantly

Sauvignon Blanc with some Albarino, Cabernet Franc, Chardonnay, Gewurztraminer, Gruner Veltliner, Pinot Gris, Pinot Noir, Riesling,

Sauvignon Gris, Syrah, and Viognier.

Established in the stony alluvial soils of the Waimea Plains with various plant spacing configurations and very low frost risk, the

vineyards source irrigation water from the Waimea East Irrigation Scheme.

The Wholesale Portfolio is currently in the process of agreeing and documenting the surrender of lease relating to approximately 40%

of these vineyards and subsequent planned conversion into apple orchards with the conversion planned to take place during 2026. The

forecast funding requirement (exclusing finance costs) for the planned redevelopment is approximately $16 million over six years and is

anticipated to be funded by debt.

*The vineyard at Lansdowne Rd was replanted in 2022 and 2023 due to vine health and age, with the varieties of grapes selected

adjusted to take into account demand. As a result of this, the lease on this vineyard only was separated from the existing lease and

extended to 2052 with the lessor having the right to break the lease in 2037 to allow the term to align to the other vineyards.

Private Land and Property Fund10
3. Winery Building and Vineyard Property in Hawke’s Bay

Property Details

Total property value

1

$8,169,000

Land value

1

$5,723,000

Planted land area35.9 canopy hectares of the total 52.03 hectares

Basis of property returnFixed Price Lease; change in value of the property

Lessee

2

Booster Wine Group Limited Partnership

Lease term expiry dateSeptember 2038

Last independent valuation March 2024

Other property value

1

$2,446,000

Nature of other propertyWinery building

Basis of property returnFixed Price Lease

Lessee

2

Booster Wine Group Limited Partnership

Lease term expiry dateSeptember 2038

Last independent valuation October 2025

Notes on Property

The winery and vineyard properties are situated in the Bridge Pa Triangle, a recognised vineyard sub region of the Hawke’s Bay. The

vineyards comprise 35.9 fully developed canopy hectares planted in the late 1990’s of predominantly Pinot Noir, Merlot, Sauvignon

Blanc, Syrah, Chardonnay varieties.

Resource Consents provide sufficient water to support the vineyard and winery operations, with the vineyards and winery sourcing

their water from wells. Wind machines provide frost protection to the vineyards.

The winery was architecturally designed to offer a functioning commercial winery plus retail and administration activities.

Private Land and Property Fund11
4. Winery Building and Vineyard Property in Mahana in the Nelson region

Property Details

Property value

1

$3,295,000

Planted land area21.3 canopy hectares of the total 34.5 hectares

Basis of property returnFixed Price Lease; change in value of the property

Lessee

2

Waimea Estates (Nelson) Limited

Lease term expiry dateJanuary 2039 (excluding any unexercised right of renewal)

Last independent valuation February 2025

Notes on Property

The property is a 21.3 hectare vineyard in Mahana, Upper Moutere. The wine varietals produced are Pinot Noir, Pinot Gris, Riesling and

Chardonnay. The land has a 130 metre deep well which provides irrigation for the vines.

The unique architecturally designed 4-level gravity-fed winery was set into the hillside to reduce energy usage, and enables high

quality wines to be produced, whilst its ‘living roof’ also allows it to blend gently with the surrounding landscape. The property also

includes an office block and cellar door facility.

Private Land and Property Fund12
5. Orchard property in Kerikeri

Property Details

Property value

1

$19,876,000

Planted land area33.3 canopy hectares of the total 50.41 hectares

Basis of property returnFixed Price Lease; change in value of the property

Lessee

2

Seeka Limited

Lease term expiry dateSeptember 2034

Last independent valuation October 2025

Notes on Property

The orchard is situated in Northland close to Kerikeri and is a total area of 50.4 hectares and is used for horticultural purposes and is

historically known for kiwifruit and citrus with current plantings of 19.6 canopy hectares of planted Sun Gold kiwifruit under licence

from Zespri, and 13.7 canopy hectares of lemons.

The availability of water from community schemes is a benefit in this area as primary infrastructure and maintenance requirements are

addressed by the scheme.

Private Land and Property Fund13
6. Hops investment in Waimea, Nelson – shareholding in Waimea West Hops Limited (WWHL)

Investment Details

Wholesale Portfolio’s share of WWHL

value

1

$6,672,000

Planted land area owned by WWHL58.1 canopy hectares of a total 76.4 hectares

Basis of investment returnDividend returns from WWHL; change in value of WWHL shares.

Note WWHL earns its revenue from the sale of hops

Primary distributorsFreestyle Hops Limited

Weighted average contract term

3

1-2 years

Last independent valuation August 2025

Debt ratio of WWHL as of 31 December

4

42%

Notes on the Investment

Waimea West Hops is a hops garden located 15km south west of Nelson, nearby the settlement of Brightwater. Our partners acquired

the garden in 2018, re-invigorating the garden and plantings.

The garden is planted with a wide range of aroma hops, the key varieties being Nelson Sauvin and the newly planted Nectaron.

Our initial investment enabled a development of 58.1 canopy hectares of hops, which is now mature, as well as development of modern

hop processing facilities.

The Wholesale Portfolio invests indirectly in this property by its investment in WWHL which owns the land and processes the hops.

The Wholesale Portfolio’s shareholding in WWHL as at 31 December 2025 was ~50.87%.

Private Land and Property Fund14
7. Orchard Properties in the Bay of Plenty and the Far North

Property Details

Property value

1

$12,525,000

Planted land area46.8 canopy hectares of the total 80.5 hectares

Basis of property returnFixed Price Lease; change in value of the property

Lessee

2

Darling Group Holdings Limited

Lease term expiry dateJuly 2037 (excluding any unexercised right of renewal)

Last independent advisory report January 2026

Notes on Property

Made up of four separate orchards, spread across the Far North, Bay of Plenty and Gisborne these consist of 46.8 hectares of planted

land which includes 38.8 hectares of developed and developing avocados, 6.2 hectares of citrus and 1.7 hectares of kiwifruit. All four

orchards are under a single lease arrangement.

Approximately 63% of the avocados are mature and the remainder are expected to reach maturity for the 2028 season. Both the

kiwifruit and citrus have already reached full maturity. The lease has concessionary rates through to March 2026 as the orchards

mature.

Significant investments have been made into the avocado orchards to upgrade to a precision fertigation system, undertake heavy

pruning and replace older unproductive trees.

Private Land and Property Fund15
8. Dairy Farmland in Southland

Property Details

Property value

1

$37,700,000

Pasture area1,060 hectares of the total 1,216 hectares

Basis of property returnFixed Price Lease; change in value of the property

Lessee

2

Canterbury Grasslands Limited

Lease term expiry dateAugust 2037 (excluding any unexercised right of renewal)

Last independent valuation August 2025

Notes on Property

The properties consist of three separate dairy farms in Southland, being two adjacent properties in Mossburn which cover 802

hectares with approximately 735 hectares of pasture land and one on the coast in Pahia with approximately 414 hectares with 326

hectares of pasture land.

The Mossburn properties have rotary bail cowsheds and six residential workers’ dwellings, along with other improvements expected

and required for dairy farms.

The Pahia property has three residential workers’ dwellings as well as an office building. The milking shed is a 50 bail rotary built in c. 2010.

Private Land and Property Fund16
9. Logistics Warehouse in Rolleston

Property Details

Property value

1

$65,148,000

Net lettable area29,402 square metres (total land area: 45,209 square metres)

Basis of property returnFixed Price Lease; change in value of the property

Lessee

2

Lyttelton Port Company Limited who sublease it to MOVE Logistics Limited

Lease term expiry dateAugust 2037 (excluding any unexercised right of renewal)

Last independent valuation April 2025

Notes on Property

The 29,000 square metre warehouse sits on a 45,000 square metre site in Rolleston, Christchurch, Canterbury. Construction was

completed in two stages in 2019 and 2020. The warehouse is situated in the Iport Business Park, a $500 million development in Rolleston.

The Iport Business Park has a direct link to the Lyttelton Port Company facilities allowing for streamlined logistics operations.

The warehouse facility takes up the majority of the site and has been built to a high standard for logistics purposes. The property also

includes office space which account for around 2% of the lettable area. The Stud Height is 18.4 metres at the apex of the roof which is

beneficial for logistics operations. The building also has a join which acts as a natural break to allow for multiple tenants to operate out of

the warehouse if required.

Private Land and Property Fund17
10. Bay of Plenty Kiwifruit and Avocado Orchard investment – via Woodland Road Orchard Limited Partnership (WROLP)

Investment Details

Ownership of WROLPThe Wholesale Portfolio is the sole limited partner in WROLP / owns 100% of WROLP’s units.

See Section 10 - Other Material Contracts for more information on WROLP

Investment Value

1

$20,131,000

Planted Land Area of orchard

owned by WROLP

11.7 canopy hectares of mixed age SunGold

TM

kiwifruit, 3.6 canopy hectares of Hayward green

kiwifruit and 5.4 canopy hectares of mixed age mature Hass avocados of the total 35.7 hectares

Basis of Investment ReturnDistributions from WROLP; changes in the value of WROLP units. Note WROLP will earn its

revenue from the sale of SunGold

TM

kiwifruit, Hayward green kiwifruit and avocados

Orchard ManagerDarling Horticulture Services Limited (DHSL)*

Orchard management contract

expiry date

31 May 2026, subject to automatic 12-month extensions (unless WROLP or DHSL give notice

of termination) until a final expiry date of 31 May 2036

Last independent valuationJanuary 2026

The valuation of WROLP differs from the valuation of the orchard that it owns due in part to the

fact that WROLP has other assets such as an amount of cash for working capital requirements.

Notes on Investment

WROLP was established to acquire an orchard in the Western Bay of Plenty. The orchard consists of mixed age SunGold

TM

kiwifruit,

Hayward green kiwifruit and mixed age Hass avocados. WROLP has engaged DHSL to manage the orchard.

Approximately 5ha of Hayward green kiwifruit was converted to SunGold

TM

kiwifruit in 2025. These newly grafted vines are expected

to reach full maturity for the 2029 harvest. Business cases for further conversion of up to 3.6ha of Hayward green kiwifruit to SunGold

TM


kiwifruit as well as avocados to SunGold

TM

or Hayward kiwifruit will be contemplated and if a decision is made to undertake any such

conversion, development would commence after the 2026 harvest at the earliest.

All kiwifruit grown on the property is sold on WROLP’s behalf by Zespri which may be across a number of different markets.

*DHSL is a wholly owned subsidiary of Darling Group Holdings Limited.

Private Land and Property Fund18
Notes on the Property investments:

1. The value of the Property is at 31 January 2026 based on the Manager’s assessment of the most recent independent

valuation (or at cost as at the purchase date where purchased within the last 12 months). The Manager reviews

the valuation of Property on at least a quarterly basis and the Manager’s valuation assessment is supported by the

independent valuations received for each Property:

• For the Awatere based land, the Manager’s valuations are derived from the latest independent valuations.

• For the Hope, Nelson based land, the fund adopted a value that represents its current rental potential per

the lease terms, and a portion of the open market value that is available to the fund at the end of the lease. In

this period, the fund’s returns will therefore comprise both rental income and an assessed portion of the open

market value that could be realised in the future. Periodic valuation reports will also reassess the open market

value and any adjustment will be recognised as valuation evidence requires.

• For Hawke’s Bay based land and buildings, the Manager’s valuation is derived from the latest independent

valuation.

• For Mahana, Nelson based land and buildings, the Manager’s valuation is derived from the latest independent

valuation.

• For the orchard in Kerikeri, the Manager’s valuation is supported by the latest independent valuation which

includes an “as is” and “as mature” valuation as the land is under development. The unit price recognises

incremental increases in the value for the land not yet fully mature. The returns associated with this property

include lease revenue and a recognition of the gain in value of the Kiwifruit vines as they reach maturity.

• For Waimea West Hops, the Manager’s valuation is supported by the latest independent valuation. The returns

associated with this investment include any dividends received.

• For the orchards in the Bay of Plenty and Far North, the Manager’s valuation is supported by the latest

independent advisory report on the fair value of the properties which includes an “as is” and “as mature”

valuation as the land is under development. The unit price recognises incremental increases in the value for the

land not yet fully mature. The returns associated with this property include lease revenue and a recognition of

the gain in value of the avocado trees as they reach maturity.

• For the Southland dairy land and buildings, the Manager’s valuation is derived from the latest independent

valuations.

• For the Rolleston logistics warehouse the Manager’s valuation is derived from the latest independent valuation.

• For WROLP the key asset WROLP owns is a Bay of Plenty kiwifruit and avocado orchard - the Manager’s

valuation of WROLP is based significantly off its view of the valuation of this orchard. The orchard has been

valued with reference to the most recent independent valuation. The valuation of WROLP differs from that of

the orchard that it owns as WROLP owns other assets such as an amount of cash for working capital purposes.

2. The key terms of each of the material contracts related to the Property of the Wholesale Portfolio can be found in

section 10.0 – Other Material Contracts of this document.

3. Waimea West Hops Limited has a long term contract in place with Freestyle Hops Limited which provides

marketing and consignment sale services on behalf of Waimea West Hops Limited. Freestyle Hops Limited enters

into separate agreements and arrangements with end customers in New Zealand and internationally to sell hops

directly to the end customers.

4. Debt ratio is of Waimea West Hops Limited and is calculated as net debt divided by total assets as per information

in financial statements for Waimea West Hops Limited for the year ended 31 December 2024.

4.2. Property Development Projects

There are various property development projects currently in place to maintain, improve and enhance the Properties. The

Manager of the Wholesale Portfolio approves all property development and the associated capital expenditure required

to complete the development. The project work completed on the Properties is expected to affect the valuation of the

property, which is reflected in the unit price of the Wholesale Portfolio.

A summary of the material property development projects that are currently underway are detailed below:

Kerikeri kiwifruit and lemon orchard

The orchard, purchased in 2019, contains 19.6 hectares of SunGold kiwifruit, mostly grafted in 2019 and 2020 as well as

11 hectares of mature Yen Ben lemons and 2.7 hectares of new Yen Ben lemon plantings. A small section of the kiwifruit (2

hectares) is mature. It is expected all vines will reach full maturity in 2026. Based on the expected as mature valuation as

assessed by an independent valuer, the Manager considers that the orchard’s value will increase by $1.3m from the most

recent independent valuation (excluding any general market driven change in land values over that time).

For unit pricing purposes, the net asset value of the land is increased at the internal rate of return calculated at the date of

the most recent independent valuation assessment, with the development gains on the orchard recognised as each planting

reaches maturity.

Private Land and Property Fund19
Bay of Plenty and Far North Avocado Orchards

The four orchards, Ngataki Orchard & Hukatere Orchard in the Far North, Uretata Orchard in Bay of Plenty and Amber

Grove in Gisborne were originally purchased for $17.5 million with approximately 50% of the blocks planted with young

avocado trees which have not yet reached full maturity. The young avocados were planted between 2017 and 2020 with the

most recent plantings expected to reach maturity by early 2029. Based on the assessment of external valuers the as mature

value of the orchards is expected to be $12.8 million.

For unit pricing purposes the four orchards have been treated collectively as they all sit under a single lease arrangement.

The unit price is based on the internal rate of return calculated at the date of the most recent independent valuation

assessment, with the development gains on the orchard recognised as each planting reaches maturity.

Bay of Plenty Kiwifruit and Avocado Orchard investment – via WROLP

The Bay of Plenty orchard which is held via WROLP acquired an additional 5.01ha of SunGold

TM

Kiwifruit licence via the

restricted auction process in May 2025. This allows WROLP to undertake conversion of 5.01ha of Hayward green kiwifruit

to SunGold

TM

Kiwifruit. This conversion process begun in July 2025 and newly grafted vines are expected to reach full

maturity for the 2029 harvest. Based on the assessment undertaken by an external valuer, the as mature value of the

orchard is expected to be $20.1m, an increase of $1.4m from the most recent independent valuation.

For unit pricing purposes, the value of the investment in WROLP is valued based on the value of the underlying property as

well as other assets held by the LP, including the current cash balance. The value of the underlying property is increased

by an internal rate of returns calculated at the date of the most recent independent valuation assessment, with the

development gains on the orchard recognised as each planting reaches maturity.

4.3. Borrowing

The Fund may not borrow, but it has an indirect exposure to borrowings via the Wholesale Portfolio which has its own

borrowing facility. The Wholesale Portfolio may gear up to 65% of its total assets and has a target of 40%.

As at the date of this document, a summary of the loans in place are as follows:

The Wholesale Portfolio has a revolving 4.75-year loan facility with BNZ Bank of New Zealand Limited (BNZ). As security for

the borrowings, BNZ has a first ranking general security interest over the Wholesale Portfolio assets (other than shares in

Waimea West Hops Limited). The unpaid principal and interest in respect of these borrowings is taken into account in the

unit value of units in the Wholesale Portfolio. In the event of a wind up of the Wholesale Portfolio, any unpaid principal and

interest in respect of the borrowings will rank ahead of the interests of investors in the Wholesale Portfolio and will need to

be paid before any payment of the residual value can be paid to its investors, which is currently just the Fund.

As at 31 January 2026, a summary of the loans in place are as follows:

FacilityFacility limitDrawn downInterest rateExpiry date

Customised Average

Rate Term Loan (CARL)

$30,000,000$12,250,0003-month Bank Bill

Benchmark Rate + 1.70%

2027

Total borrowings$30,000,000$12,250,000

Financial covenantCovenant position

Loan to value ratio is not to exceed 50% of the value of the Secured LandGearing ratio of 6.5% as of 31 January 2026

Interest cover ratio (EBITDA to interest costs) is to exceed 2 times)10.3:1 for the year to 31 March 2025

In addition to the interest rate, there is a non-utilisation fee calculated on undrawn loan amounts as per below

• If up to 49.9% of the facility is drawn, the non-utilisation fee is 0.75%.

• If between to 50% and 74.9% of the facility is drawn, the non-utilisation fee is 0.50%.

• If over 75% of the facility is drawn, the non-utilisation fee is 0.25%.

The repayment of any principal outstanding falls due on the expiry date noted above. It is the Manager’s intention (as

manager of the Wholesale Portfolio) to seek to arrange an extension or refinance prior to the end of the facility’s term.

In order to maintain the loan facility, certain financial covenants must be met. The financial covenants for the loans,

and their ratios are as follows:

Private Land and Property Fund20
Note:

• The loan to value ratio is how much the Wholesale Portfolio owes (interest bearing debt/ borrowings) as a portion

of the value (with reference to the most recent independent valuations) of the Secured Land. Secured Land means

the property assets owned by the Wholesale Portfolio that BNZ has a security interest over (as at the date of this

document this includes all property assets other than shares in Waimea West Hops Limited and units in Woodland

Road Orchard LP).

• The interest cover ratio of the Wholesale Portfolio is calculated annually as EBITDA divided by the interest and

borrowing costs on senior debt. EBITDA is calculated as the sum of operating profit or loss before transaction

costs, interest expense, the BIML management fee, income tax, depreciation and amortisation.

For further information on this loan facility, refer to Section 10.0 - Other Material Contracts below.

In addition to the borrowing undertaken directly, the Wholesale Portfolio may also have indirect borrowings through its

investments (depending upon the structure of the investment). Waimea West Hops Limited (the company through which

the Wholesale Portfolio holds its investment in hop growing land) utilises its own borrowings. The extent of the borrowings

is disclosed in the information on Waimea West Hops Limited (Sub Section 4.1 - Property Investments of the Wholesale

Portfolio).

5. Guarantees

6. Taxation

No person, including us, the Supervisor, the government or any other party, guarantees the performance, returns or

repayment of capital of the Scheme, the Fund or of the Wholesale Portfolio.

The information in this section is intended as general guidance only and is based on legislation in effect at the date of this

document. There may be various non-New Zealand tax consequences which affect the Scheme and non-New Zealand

resident investors that are not addressed here. We recommend that investors seek professional tax advice regarding their

individual circumstances, to clarify any of the following, prior to investing. Investors should also periodically monitor the tax

implications of investing in the Scheme and should not assume that the position will remain the same as it was when they

started investing.

Neither the Supervisor nor the Manager accepts any responsibility for the taxation consequences of an investor’s

investment in the Scheme.

The Private Land and Property Fund is a Listed Portfolio Investment Entity (Listed PIE). The following information is based

on the Fund being a Listed PIE.

6.1. Portfolio Investment Entity (PIE) Tax

Under the PIE regime for Listed PIEs, the Fund will pay tax at 28% on all taxable income it earns.

When the Fund pays a distribution to its investors then, to the extent that it has imputation credits as a result of income tax

it has paid, it will attach those imputation credits to the distribution to the maximum extent permitted by law.

To the extent a distribution does not have imputation credits attached (referred to as excluded income), the distribution

is not taxable to the investor. The effect is that any income earned by the Fund that is not taxable to the Fund can be

distributed to investors free from any further tax.

For that portion of the distribution that has imputation credits attached at 28%, a New Zealand tax resident individual or

trustee (other than a trustee of a unit trust) can choose to include this in their tax return. By including the distribution in

their tax return, an investor that has a marginal tax rate of less than 28% can apply the benefit of any surplus tax credits

against their other taxable income (or carry forward those tax credits to future tax years). For a New Zealand resident

individual or trustee (other than a trustee of a unit trust) with a marginal tax rate of 28% or more, this income does not

need to be included in their tax return, as the tax paid by the Listed PIE at 28% is deemed a final tax. Other investors (e.g. a

company, charity or unit trust) are taxed on Fund distributions that have imputation credits attached.

For investors who are not resident in New Zealand for New Zealand tax purposes, non-resident withholding tax (NRWT) of

up to 15% will be withheld from that portion of a distribution that is fully imputed, although the NRWT rate may be reduced

to the extent that the non-resident investor has a direct voting interest of 10% or more of the units in the Fund or, in some

cases, under an applicable double tax agreement.

Private Land and Property Fund21
Tax on investments made by the Fund

As the Fund is registered as a PIE, any capital gains made by the Fund in respect to property, shares in New Zealand

resident companies and certain Australian resident listed companies are excluded from the calculation of taxable income.

Most overseas shares and interests in managed funds held by the Fund will be taxed under the foreign investment fund (FIF)

regime, generally using the fair dividend rate (FDR) method.

Under the FDR method, the Fund will be deemed to have derived income equal to 5% of the market value of its overseas

shares and interests in managed funds calculated on a daily basis (any dividends or other returns flowing from overseas

shares and interests in managed funds will not be separately taxed in New Zealand). Also under the FDR method, tax

deductions may not be made for any losses in respect of holdings in overseas shares and interests in managed funds.

Other income of the Fund (e.g. interest on bank deposits) is subject to the relevant normal tax rules. Tax may be imposed in

overseas jurisdictions in relation to overseas investments (although this may give rise to a tax credit in New Zealand).

The Fund also currently receives an indirect tax timing benefit from the depreciation the Wholesale Portfolio claims on its

Property.

6.2. Tax Reporting

Under various agreements and treaties the Fund and/or the Manager may be required to provide information to tax

authorities in jurisdictions outside of New Zealand. We may request this information from you in order to discharge those

obligations.

The Foreign Account Tax Compliance Act (FATCA)

FATCA is legislation that was introduced by the United States Government as a means of preventing tax evasion by US

citizens and tax residents. FATCA has been adopted by the New Zealand Government through an Intergovernmental

Agreement with the US Government (the ‘IGA’) and enabling domestic legislation. Under the IGA, certain New Zealand

financial institutions, such as the Trust, are required to identify investors that are US persons (or certain entities controlled

by US persons), and to report certain information about those investors and their financial accounts to Inland Revenue. This

information is collated by Inland Revenue and passed to the US Internal Revenue Service. For more information on FATCA,

please refer to the Inland Revenue website: ird.govt.nz/international-tax/exchange-of-information/fatca/about-fatca.

The Scheme has been registered for FATCA purposes.

Automatic Exchange of Financial Account Information in Tax Matters (AEOI) and Common Reporting Standard

(CRS)

AEOI and CRS imposes global rules for the purpose of avoiding offshore tax evasion through the exchange of financial

information between tax authorities in different overseas jurisdictions. Additional information must be obtained from

investors to determine whether any investor are non-tax residents of New Zealand (i.e. resident for tax in another country)

and for any non-tax residents of New Zealand, report certain information such as tax residency, account balances and

interest earned, to the New Zealand Inland Revenue. Accordingly, we may require additional information from investors in

order to comply with these obligations. For more information on AEOI and CRS, please refer to the Inland Revenue website:

ird.govt.nz/international-tax/exchange-of-information/crs/important-documents.

General Comments

Tax law is complex and changes frequently. Investors should periodically monitor the tax implications of investing in the

Scheme and should not assume that the position will remain the same as it is when they start investing. In addition, if

the Fund ceases to qualify as a Listed PIE then the tax consequences will be different from what is set out above. The

comments under this section “Taxation” are provided as general background only and are not a comprehensive discussion

of tax issues.

Private Land and Property Fund22
7. Information about the Scheme

7.1. Suspension

There will be times when we believe that it is not practicable for a unit price to be calculated fairly. This may happen where,

for example, there is significant disruption in the relevant property markets and market valuations are unable to be reliably

assessed, or where the Fund (or any underlying fund) has had a significant request for withdrawals beyond the level of

liquidity it can make available. If we are not able to calculate the unit price for the Fund, the issue of units and the payment

of withdrawals, in relation to the Fund, will be suspended.

The period of suspension can be up to 90 days. This can be extended by agreement between us and the Supervisor.

Investors who have provided a withdrawal notice will be notified of the suspension.

Units in respect of investments received during a period of suspension will be allocated at the unit price calculated at the

end of the suspension period. Similarly, payments in respect of any withdrawals will be made at the unit price calculated at

the end of the suspension period.

7.2. Amendment of the Trust Deed

We and the Supervisor may amend the Trust Deed in certain circumstances where we believe this to be necessary or

desirable. Any amendment will be carried out in accordance with the Trust Deed and investors will be notified of such

amendments in the Annual Report for the Scheme. For further information, please refer to the Trust Deed.

7.3. Winding up the Fund and the Scheme

The Scheme can be wound up in accordance with the Trust Deed. For further information, refer to the Trust Deed.

If we believe that it is in investors’ best interests, we can propose to wind up the Fund at any time by giving notice. If the

wind up of the Fund goes ahead, investors may be given the opportunity of switching to an alternative fund. If this is the

case, any investor who does not advise us that they have chosen an alternative fund will be switched to a default fund

nominated by us. Upon the winding up of the Fund, the assets of the Fund are realised and, after payment of all liabilities,

the proceeds are distributed to the investors that held units in the Fund in proportion to the numbers of units held by them

immediately prior to winding up.

7.4. Market Indices

Generally, each asset class in which any of the Scheme’s investments are held is measured, for performance purposes,

against an appropriate benchmark index.

The purpose of a benchmark index is to reflect the performance of the Fund in comparison to that of the overall market for

the asset class or asset classes in which the Fund is invested. Such benchmark indices are widely recognised in financial

markets and are administered independently from us.

The indices used are generally included in the Scheme’s Statement of Investment Policies and Objectives (‘SIPO’), which

can be found at www.booster.co.nz. However, due to the specialised nature of the investment strategy of the Fund no

appropriate securities index or peer group index exists. The absence of an appropriate securities index or peer group index

means that the Fund’s performance will not be benchmarked against a reference return in the fund updates.

Private Land and Property Fund23
8. Who is involved with the Scheme?

Manager

The manager of the Scheme is Booster Investment Management Limited (Manager) and our address is Level 19, Aon

Centre, 1 Willis Street, Wellington 6011. Our ultimate holding company is Booster Financial Services Limited.

We have been granted a licence under Part 6 of the Financial Markets Conduct Act 2013 to act as a manager in respect

of managed funds such as this Scheme. The conditions of our licence imposed by the Financial Markets Authority

are published on fsp-register.companiesoffice.govt.nz and in the field “search for a financial service provider” enter

“FSP28142” or “Booster Investment Management Limited”.

We are also the administration manager and investment manager of the Scheme.

For details of our leadership team see www.booster.co.nz/why-booster/our-team.

For details of the directors and employees who have the most influence on investment decisions of the Fund, see the most

recent quarterly fund update of the Fund, which can be found at www.booster.co.nz.

The names of our directors and senior managers, and a summary of their relevant skills, experience and expertise, is set out

below. Directors and senior managers may change from time to time without notice.

The Board of Directors of the Manager

John Selby, Mt Maunganui (Independent Director)

BC, CA (Chartered Accountants Australia and New Zealand), Member of NZ Institute of Directors

Mr Selby is the Chairman of our board of directors and an independent director. He brings a wealth

of experience from his 37-year career with PricewaterhouseCoopers, of which 25 years has been as

a partner in advisory and assurance. John has experience across a range of industries, including the

financial services industry, and in the more recent past, has taken on a number of governance roles in

various industries.

Remuneration is made up of fees.

Melanie Templeton, Wellington (Independent Director)

Bachelor of Business Information - Marketing and Communications, Member of NZ Institute of Directors

Ms Templeton is a director on our board of directors and an independent director. She has a strong

background in governance, risk and assurance and regulatory compliance as well as significant

experience in financial services, specifically around fintech and retail banking.

Remuneration is made up of fees.

Dianne Day, Sydney, Australia (Independent Director)

BA, MBA (Hons), FINSIA, Fellow of the Australian Institute of Company Directors

Dianne is an independent director, and is an accredited professional trustee with significant experience

in the investment management industry. Dianne spent a number of years in senior commercial roles in

New Zealand and Australia and the past 10 years as a professional independent trustee for a number of

regulated pension schemes in the UK. Dianne’s commercial and fiduciary experience combine to offer a

unique blend of business expertise and customer insight to her board appointments.

Remuneration is made up of fees.

Paul Foley, Wellington (Director)

BCA/LLB, Chartered Fellow, Member of NZ Institute of Directors

Mr Foley is a director on our board of directors and the Chairman of the board of directors of our

parent company, Booster Financial Services Limited. Paul is a consultant with MinterEllisonRuddWatts

following 28 years as a partner of that and another firm. He has over 30 years’ experience working with

companies in the financial services, manufacturing and energy fields and is a past director of NZX and

ASX listed companies.

Remuneration is made up of salary.

Diana Papadopoulos, Wellington (Director)

BCA (Hons)

Diana is a director on our board of directors and Chief Executive Office of Booster Financial Services

Limited. Diana was previously the Chief Customer Officer. Diana has 20 years of commercial

experience across multiple functional areas.

Remuneration is made up of salary.

Private Land and Property Fund24
Supervisor

The supervisor of the Scheme is Public Trust (Supervisor), and Public Trust is independent of us. Their address is Level 2,

22-28 Willeston Street, Wellington 6011.

The Supervisor has been granted a licence under section 16(1) of the Financial Markets Supervisors Act 2011 to act as a

supervisor in respect of managed funds such as this Scheme for a term expiring on 17 January 2028. A copy of its licence,

including the conditions on the licence, can be obtained at the Financial Markets Authority’s website: www.fma.govt.nz.

Public Trust is a statutory corporation and Crown entity established and constituted in New Zealand on 1 March 2002 under

the Public Trust Act 2001.

The Supervisor’s Board can be found at: www.publictrust.co.nz/about-us/meet-public-trust-team/

Custodian

The custodian of the Scheme is PT (Booster Investments) Nominees Limited (Custodian), which has been nominated by

the Supervisor to act on its behalf as its nominee. The Custodian is wholly-owned by the Supervisor. The Supervisor may

change the custodian where it deems it appropriate or desirable to do so.

Under a Custodian Administration Services Agreement entered into between the Manager, the Supervisor, the Custodian

and Booster Custodial Administration Services Limited (a related company of the Manager), the Custodian has engaged

Booster Custodial Administration Services Limited to provide administration services to it in respect of the investments and

other property subject to the Scheme.

Auditor

It is intended that the auditor of the Scheme will be Ernst & Young (Auditor). The Auditor is a registered audit firm under

the Auditor Regulation Act 2011. The Auditor’s licence is not subject to any conditions. The Auditor has no relationship with

or interests in the Scheme other than in its capacity as auditor.

Unit Registrar

MUFG Pension & Market Services (NZ) Limited provides certain unit registry services.

Private Land and Property Fund25
9. Conflicts of interest

Conflicts of interests are circumstances where some or all of the interests of investors for whom we, as Manager of the

Scheme, provide financial services, are inconsistent with, or diverge from, some or all of the interests of the Manager or

its representatives. This includes actual, apparent and potential conflicts of interest.

We recognise that conflicts of interest can arise at any time. We also recognise that we are responsible for identifying

any conflicts and for ensuring that adequate arrangements are in place to ensure that they are managed.

The following are situations where conflicts of interest may arise that could reasonably be expected to materially influence

the investment decisions of the manager in respect of the Fund. This is not an exhaustive list:

Description of conflict of interest

Why this may influence investment

decisions in respect of the Fund

How we manage the conflict

(see below the table as well)

Contractual arrangements are entered

into between related parties. See 9.1

Related Party Transactions – contractual

arrangements for further information.

There is a risk that arrangements entered

into (as part of investment decisions) may

favour the related party to the detriment

of the Fund (including via the Wholesale

Fund), or that the related party may not

meet its obligations to the detriment of

the Fund due to the close association of

the parties.

Controls are in place to ensure that such

arrangements are completed at arms-

length and on commercial terms (as

required by the Trust Deed governing

the operation of the Scheme). Controls

may include reference to independent

valuations and industry datasets.

Steps taken may include segregation of

duties where appropriate, and appropriate

governance structures are in place.

Related parties may be in a position to

exert influence over Booster (for example

where they have shared directors and/

or contractual links with Booster); and/or

individuals may be influenced to direct the

Fund to invest in specific investments or

in a certain way (for example due to them

holding interests in the Fund or in another

investment, or in the Booster Group, or

other roles).

There is a risk that such influence is

exerted to impact investment / investment

management decisions in relation to the

fund to achieve objectives that differ from

the Fund’s objective.

Controls are in place to ensure that

related party transactions are completed

at arms-length, are consistent with the

respective fund’s objectives, and are on

commercial terms (as required by the

Trust Deed governing the operation of the

Scheme). Controls may include reference

to independent valuations and oversight of

independent director in relation to material

transactions.

Steps taken may include segregation of

duties where appropriate, and appropriate

governance structures are in place.

The Fund invests into the Wholesale

Portfolio which is also managed by

Booster.

Booster earns a management fee in

relation to the Wholesale Portfolio and in

relation to the Fund.

There is a risk that investment decisions

are made for the benefit of the Wholesale

Portfolio and Booster as its manager rather

than the Fund.

Booster rebates to the Fund the value of

the Wholesale Portfolio fee (so there is

no additional management fee earned by

Booster).

Controls are in place to ensure that any

arrangements between the Fund and the

Wholesale Portfolio are completed at

arms-length and on commercial terms (as

required by the Trust Deed governing the

operation of the Scheme). Controls may

include reference to industry benchmarks.

Other situations where conflicts of interest may arise but are not expected to materially influence the investment decisions

of the manager in respect of the Fund exist. For example:

• Investment values artificially inflated to increase fees based on net asset values, or to inflate historic performance

to attract/retain investors.

• Investment knowledge used by an individual employee to their own benefit (insider trading).

• Intra month applications or withdrawals available to the Booster funds but not external investors may have a

detrimental impact to external investors.

• Internal trading between Booster funds which could be detrimental to one or other.

• Other Booster funds may buy or sell units on the NZX Main Board at trading prices that may be a premium or

discount to the unit price issued by the Manager.

Private Land and Property Fund26
How we manage conflicts

A comprehensive policy has been developed relating to the management of conflicts of interest. Procedures and processes

have been put in place for:

• Identifying conflicts of interest.

• Controlling conflicts of interest.

• Avoiding conflicts of interest.

• Disclosing conflicts of interest.

As part of the conflict of interest procedures, the Manager will not buy or sell units in circumstances where its directors or

senior management is aware of material information that is not known to the market or reflected in the unit price. This will

also apply where redemptions from the Fund are suspended due to being unable to determine a fair redemption price.

9.1. Related Party Transactions – contractual arrangements

Conflicts of interest may arise with regard to services that are, or that may be, provided by related parties of ourselves or

the Supervisor to the Scheme.

The Financial Markets Conduct Act 2013, and Trust Deed governing the operation of the Scheme include provisions that

generally prevent us, as Manager, or BFSL from entering into arrangements with a related party in relation to the Scheme

that involve related party benefits

1

, unless certain steps are taken (for example transactions are completed on arm’s length

/ commercial terms) and appropriate certification is provided to the Supervisor. In addition, both we and the Supervisor

must, at all times, act in the best interests of investors when performing any duties in relation to the Scheme. Controls are

in place to ensure that related party transactions are managed appropriately.

The Fund is permitted to invest in cash and cash equivalents and units in the Wholesale Portfolio, a fund we also manage

and a related party to the Fund. All investment activity between the Fund and the Wholesale Portfolio is completed on an

arm’s length basis.

Fund – Related party contracts

The following contractual arrangements for the provision of services by related parties are currently in place:

• The Custodian, which is a related company of the Supervisor, has been appointed by the Supervisor to act as

custodian and to hold the investments of the Scheme.

• Booster Custodial Administration Services Limited (BCAS), which is a related company of ours, has entered

into a Custodial Administration Services Agreement with the Custodian, the Supervisor and us (as the Manager).

This agreement delegates administration services of the Custodian to BCAS, including those relating to acquisition,

registration and disposal of or other dealing with the assets of the Scheme, and as a result BCAS operates on

instruction from the Manager (or Supervisor or Custodian) in regard to the services. This Agreement outlines BCAS

will be paid fees for these services from the Scheme assets. to it in respect of the investments and other property

of the Scheme.

While not a direct cost of the Scheme, the Manager has entered into a services agreement with BFSL whereby BFSL

provides services and support for the company, the Scheme and its investors, including record keeping, accounting and

administration, marketing and communications, investment management support, risk and compliance management,

information technology, management functions and other resources as required by the Manager. In return, BFSL is paid a

fee by the Manager. The Manager is a wholly owned subsidiary of BFSL.

Wholesale Portfolio – Related party contracts

A number of the material contracts in respect of the investments of the Wholesale Portfolio have been entered into with

parties associated with Booster, as another company in the Booster group manages the Booster Tahi Limited Partnership

- an unlisted equity fund in which a number of the investee businesses have contractual relationships with the Wholesale

Portfolio (and consequently the Fund).

Section 10.0 – Other Material Contracts below, outlines a summary of the material contracts in respect of the Wholesale

Portfolio, including details on the nature of the contract, whether the contract is between related parties and the key terms

of the contract.

1

Related Party Benefits as defined in section 172 of the Financial Markets Conduct Act 2013.

Private Land and Property Fund27
10. Other material contracts

The following is a summary of the nature and key terms of material contracts that have been entered into in respect of

the Wholesale Portfolio. Where a contract is between related parties, a description of how these parties are associated is

detailed. The below contracts have been entered into on an arm’s length basis.

Net Grape Supply Agreement

Nature of the ContractThe Wholesale Portfolio sells the grapes it produces from its Marlborough based land to Booster Wine

Group Limited Partnership (BWG), a related party to Booster.

Vineyard management is undertaken by Awatere River Vineyards Limited (ARVL), a related party to

Booster under terms which are approved by the Manager of the Wholesale Portfolio. ARVL manages

the land and the production of the grapes. Vineyard management costs are set in terms of agreed

activities and charges that are reported to, and monitored by, the Manager.

The Wholesale Portfolio has arrangements under which it sells grapes at market related prices net of

the agreed vineyard management costs (which are the responsibility of the grape buyer).

Description This agreement relates to:

a) the sale of grapes grown on the following vineyards owned by the Wholesale Portfolio; and

b) the provision of vineyard management services for the following vineyards owned by the

Wholesale Portfolio:

• 2 Flemings Road, Seddon, Marlborough

• 75 Barewood Road, Seddon, Marlborough

• 206 Upton Downs Road, Seddon, Marlborough

Under this agreement, the Grower grows grapes on these vineyards and then agrees to sell, and BWG

agrees to buy, the contracted tonnes of grapes produced on the contracted blocks on these vineyards

for its winemaking business.

PartiesAwatere River Vineyards Limited (ARVL)

ARVL is the appointed manager of the vineyards.

PT (Booster Investments) Nominees Limited (Grower/Owner)

The Grower/Owner is the custodian of the vineyards held by the Wholesale Portfolio.

The Awatere River Wine Company Limited (ARWCL) on behalf of the Booster Wine Group Limited

Partnership (BWG) (Grape Buyer)

BWG is securing a supply of grapes for its winemaking business.

Booster Investment Management Limited (BIML)

BIML is the manager of the Wholesale Portfolio and is responsible for ensuring that the obligations of the

Grower/Owner under this agreement are met.

Related partiesARVL is 50% owned by ARWCL and 50% by Waimea Estates (Nelson) Limited (WENL), both of which

are wholly owned subsidiaries of the Booster Wine Group Limited Partnership (BWG).

BWG is between 90-100% owned by the Booster Tahi Limited Partnership (BTLP). BTLP is managed by

Booster Funds Management Limited (BFML).

Both BFML and BIML (the Manager of this Fund and the Wholesale Portfolio) are 100% owned by

Booster Financial Services Limited (BFS).

The arrangements are entered in to on an arm’s length commercial basis.

Term1 April 2020 to 31 May 2030

Pricing principlesThe Wholesale Portfolio has arrangements under which it sells grapes so that the vineyard management

costs are the responsibility of the grape buyer. These costs which are charged by ARVL are set in terms

of agreed activities and charges that are reported to, and monitored by, the Wholesale Portfolio.

Establishment of the Grape Price component

BWG will establish a price to be paid for the grapes annually, which will be based on certain factors

outlined in the agreement. These factors include:

• The price paid for grapes of the same varietal as reported by the ‘Viticulture Model

Benchmarking Report’ for Marlborough (produced by New Zealand Wine) from the previous

vintage (or any other industry report that the parties agree to use); and

• The current supply and demand for grapes of the same varietal and bearing similar

characteristics as the relevant grapes.

The final price paid will ultimately be agreed by both parties.

Private Land and Property Fund28
Sub-Standard Grapes

The grapes grown on these vineyards must meet the Viticultural Standards outlined in this agreement.

However, if any of the grapes do not meet the required standards, BWG can propose a price for the

sub-standard grapes, which the Grower can either choose to accept or reject the price. If the Grower

rejects the price, BWG will be deemed to have rejected the sub-standard grapes and the Grower will

then be able to find another buyer for these grapes.

Excess Tonnes

If the Grower produces more than the contracted tonnes, BWG will agree to purchase the additional

tonnes. The price for any additional tonnes of grapes will be 50% of the agreed price of the contracted

tonnes.

ARVL’s Establishment of the Vineyard Management Fee component

The vineyard management fee component of the net grape supply agreement is based on an agreed

annual price per hectare of vineyard land, the age of the vines (from the time the vines are planted),

and the number of hectares planted.

ARVL’s responsibilities• ARVL is responsible for providing the vineyard management services (which are outlined in the

agreement) to the Owner of the vineyards.

• Each year ARVL is required to provide the Owner with:

- an intended work plan for the following annual period and the expected production and quality

levels for the forthcoming annual period and the following two annual periods; and

- a budget of anticipated capital expenditure for the forthcoming annual period for the Owner’s

approval. Any capital expenditure not contemplated under this budget will usually require the

approval of the Owner before any purchases are made.

• ARVL is also responsible for all operating costs in the provision of the services under the

agreement.

TerminationThe agreement may be terminated with immediate effect by the grower or BWG if an event of default

occurs as outlined in the agreement, and the party not in default has given notice in writing to the

defaulting party. A default event includes the failure to deliver the grapes to BWG (unless BWG has

provided prior approval in writing), changes to the legal status of a party (for example a party ceases

to do business), or a party breaches the terms of the agreement, and they are not remedied within the

agreed timeframes.

Land Lease Agreement

Nature of the ContractThe Wholesale Portfolio leases its Hope, Nelson based land to Waimea Estates (Nelson) Limited

(WENL), a related party to Booster, who utilises it for the production of grapes for its wine making

business.

PartiesPT (Booster Investments) Nominees Limited (Lessor)

Waimea Estates (Nelson) Limited (Lessee)

Related partiesWaimea Estates (Nelson) Limited (WENL) is a wholly owned subsidiary of the Booster Wine Group

Limited Partnership (BWG).

BWG is between 90-100% owned by Booster Tahi Limited Partnership (BTLP).

BTLP is managed by Booster Funds Management Limited (BFML).

Both BFML and BIML (the Manager of this Fund and the Wholesale Portfolio) are 100% owned by

Booster Financial Services Limited (BFS).

The arrangements are entered in to on an arm’s length commercial basis.

Land288 Ranzau Road, Hope, Nelson

57-59 Appleby Highway, Hope, Nelson

148 Main Road, East Hope, Nelson

Productive block of 416 Main Road, East Hope, Nelson

Term20 years

Commencement date1 August 2017

Expiry date31 July 2037. Note – as discussed in 4.1 (property 2) the Wholesale Portfolio is currently in the process

of agreeing and documenting the partial surrender of this lease.

Private Land and Property Fund29
Annual rent$992,090 plus GST per annum

Rent reviewsCPI Rent Review – CPI adjustment on every anniversary of the Commencement Date (except the

Market Rent Review Dates).

Market Rent Review – every fifth anniversary of the Commencement Date.

OutgoingsAll usual outgoings are recoverable from the lessee in addition to the rent.

GuarantorNone.

Other key termsRight of first refusal – the Lessee has a right of first refusal over any part of the Land for a period of

three months following the expiry of the lease agreement.

A force majeure event occurs where the vineyard is destroyed or partially destroyed and impacts

the productivity of the vineyard. In this circumstance, the Lessor pays to reinstate the vineyard, or

if uneconomic to do so may terminate the lease, and rent is reduced accordingly in the intervening

period.

Land Lease Agreement

Nature of the ContractThe Wholesale Portfolio leases its Hope, Nelson based land to Waimea Estates (Nelson) Limited

(WENL), a related party to Booster, who utilises it for the production of grapes for its wine making

business.

PartiesPT (Booster Investments) Nominees Limited (Lessor)

Waimea Estates (Nelson) Limited (Lessee)

Related partiesWaimea Estates (Nelson) Limited (WENL) is a wholly owned subsidiary of the Booster Wine Group

Limited Partnership (BWG).

BWG is between 90-100% owned by Booster Tahi Limited Partnership (BTLP).

BTLP is managed by Booster Funds Management Limited (BFML).

Both BFML and BIML (the Manager of this Fund and the Wholesale Portfolio) are 100% owned by

Booster Financial Services Limited (BFS).

The arrangements are entered in to on an arm’s length commercial basis.

LandLansdowne Vineyard, Lansdowne Road, Appleby

Term30 years

Commencement date1 August 2022

Expiry date31 July 2052

Annual rent$185,987 plus GST per annum

Rent reviewsCPI Rent Review – CPI adjustment on every anniversary of the Commencement Date (except the

Market Rent Review Dates).

Market Rent Review – every fifth anniversary of the Commencement Date.

OutgoingsAll usual outgoings are recoverable from the lessee in addition to the rent.

GuarantorNone.

Other key termsRight of first refusal – the Lessee has a right of first refusal over any part of the Land for a period of

three months following the expiry of the lease agreement.

Break Right – the lessor has the right to terminate the lease, with 12 months’ notice, at any time on or

after 1 August 2037. The lessor is required to procure the right for the lessee to occupy an alternative

premises on materially similar terms to this lease with amendments to reflect the specifics of the

alternative premises.

A force majeure event occurs where the vineyard is destroyed or partially destroyed and impacts

the productivity of the vineyard. In this circumstance, the Lessor pays to reinstate the vineyard, or

if uneconomic to do so may terminate the lease, and rent is reduced accordingly in the intervening

period.

Private Land and Property Fund30
Land and Building Lease Agreement

Nature of the ContractThe Wholesale Portfolio leases its Hawke’s Bay based land and winery building to Booster Wine Group

Limited Partnership (BWG), a related party to Booster, who utilises the Property for the growing of

grapes and production of wine.

PartiesPT (Booster Investments) Nominees Limited (Lessor)

Booster Wine Group Limited Partnership (Lessee)

Related partiesBooster Wine Group Limited Partnership (BWG) is between 90-100% owned by Booster Tahi Limited

Partnership (BTLP).

BTLP is managed by Booster Funds Management Ltd (BFML).

Both BFML and BIML (the Manager of this Fund and the Wholesale Portfolio) are 100% owned by

Booster Financial Services Ltd (BFS).

The arrangements are entered in to on an arm’s length commercial basis.

Land and building• Winery vineyard (including the winery building)

• Talbot vineyard

• Wedd vineyard

All of the above land and building is located in the Bridge Pa Triangle, a recognised vineyard sub region

of the Hawke’s Bay.

Term20 years

Commencement date14 September 2018

Expiry date14 September 2038

Annual rent$775,798 plus GST per annum

Rent reviewsCPI Rent Review – CPI adjustment on every anniversary of the Commencement Date (except the

Market Rent Review Dates).

Market Rent Review – every fifth anniversary of the Commencement Date.

OutgoingsAll usual outgoings are recoverable from the lessee in addition to the rent.

GuarantorNone.

Other key termsRight of first refusal – the Lessee has a right of first refusal over any part of the Land for a period of

three months following the expiry of the lease agreement.

A force majeure event occurs where the vineyard is destroyed or partially destroyed and impacts

the productivity of the vineyard. In this circumstance, the Lessor pays to reinstate the vineyard, or

if uneconomic to do so may terminate the lease, and rent is reduced accordingly in the intervening

period.

Land and Building Lease Agreement

Nature of the ContractThe Wholesale Portfolio leases its Mahana, Nelson based land and buildings to Waimea Estates

(Nelson) Limited (WENL), a related party to Booster, who utilises the Property for the growing of

grapes and production of wine.

PartiesPT (Booster Investments) Nominees Limited (Lessor)

Waimea Estates (Nelson) Limited (Lessee)

Related partiesWaimea Estates (Nelson) Limited (WENL) is a wholly owned subsidiary of Booster Wine Group Limited

Partnership (BWG).

BWG is between 90-100% owned by Booster Tahi Limited Partnership (BTLP).

BTLP is managed by Booster Funds Management Limited (BFML).

Both BFML and BIML (the Manager of this Fund and the Wholesale Portfolio) are 100% owned by

Booster Financial Services Limited (BFS).

The arrangements are entered in to on an arm’s length commercial basis.

Land, building and plant

and equipment

Mahana vineyard (including the winery and other buildings)

All of the above property is located in the Mahana area in the Nelson region.

Private Land and Property Fund31
Term20 years (with 4 rights of renewal at the lessee’s option – each right being for a 20-year term)

Commencement date31 January 2019

Expiry date31 January 2039

Annual rent$271,635 plus GST per annum

Rent reviewsRent Review Date – occurs every fifth anniversary of the Commencement Date, where the rent will

be reset based on the change in the independent valuation of the Property relative to the initial

independent valuation (subject to not being lower than the previous rent).

OutgoingsAll usual outgoings are recoverable from the lessee in addition to the rent.

GuarantorNone.

Other key termsLessee purchase option – at each rent review period, should the independent valuation of the winery

building increase by more than 10% than the independent five years prior, the lessee has the option to

purchase the winery building at the price of the independent valuation from the previous rent review

period plus 10%. Should the option be exercised, the rent on the remaining property will be 7% of the

purchase price (adjusted for subsequent independent valuations).

A force majeure event occurs where the vineyard is destroyed or partially destroyed and impacts

the productivity of the vineyard. In this circumstance, the Lessor pays to reinstate the vineyard, or

if uneconomic to do so may terminate the lease, and rent is reduced accordingly in the intervening

period.

Land Lease Agreement

Nature of the ContractThe Wholesale Portfolio leases its Kerikeri based kiwifruit orchard to Seeka Limited who utilises the

Property for the growing and production of Sungold kiwifruit.

PartiesPT (Booster Investments) Nominees Limited (Lessor)

Seeka Limited (Lessee)

Related partiesNil

Land2624 State Highway 10 Kerikeri

Term15 years

Commencement date30 September 2019

Expiry date30 September 2034

Annual rent$1,330,000 plus GST per annum

Rent reviewsMarket Rent Review – on the fifth anniversary of the Commencement Date and every three years

thereafter.

OutgoingsAll usual outgoings are recoverable from the lessee in addition to the rent.

GuarantorNone.

Other key termsLessor’s termination right – the Lessor may terminate this lease as at 30 July in any year during the

Term, but in no circumstances earlier than 30 July 2024, by giving the Lessee sufficient written notice.

Should a termination notice be issued, the Lessor and Lessee will enter into good faith negotiations

to agree on commercial terms an agreement for the Lessee to provide management and post-harvest

services in respect of the orchard. If a notice of termination was made as at 30 July 2024, an early

termination cost may apply and be paid by the Lessor.

A force majeure event occurs where the orchard is destroyed or partially destroyed and impacts

the productivity of the orchard. In this circumstance, the Lessor pays to reinstate the orchard, or if

uneconomic to do so may terminate the lease, and rent is reduced accordingly in the intervening

period.

Private Land and Property Fund32
Land Lease Agreement

Nature of the ContractThe Wholesale Portfolio leases its Far North, Bay of Plenty and Gisborne orchards to Darling Group

Holdings Limited who utilise the Properties for the growing and production of avocados, kiwifruit and

citrus.

PartiesPT (Booster Investments) Nominees Limited (Lessor)

Darling Group Holding Limited (Lessee)

Related partiesDarling Group Holdings Limited (DGHL) is 49.93% owned by Booster Tahi Limited Partnership (BTLP)

BTLP is managed by Booster Funds Management Limited (BFML).

Both BFML and BIML (the Manager of this Fund and the Wholesale Portfolio) are 100% owned by

Booster Financial Services Limited (BFS).

The arrangements are entered in to on an arm’s length commercial basis.

LandNgataki Orchard, 5117 Far North Road, Ngataki, Far North District

Hukatere Orchard, 86 Hukatere Road, Pukenui, Far North District

Uratere Orchard, 189 Henry Road, Katikati, Western Bay of Plenty District

Amber Grove, 579 Wharerata Road, Gisborne

Term15 Years

Commencement date20 July 2022

Expiry date20 July 2037 with 2 further rights of renewal of 5 years, and an extension period resulting in final expiry

date of 31 October 2047

Annual rentCommencement Date – 31 March 2023: $438,500 plus GST

01 April 2023 – 31 March 2024: $526,200 plus GST

01 April 2024 – 31 March 2025: $701,600 plus GST

01 April 2025 – 31 March 2026: $964,700 plus GST

01 April 2026 – $1,140,100 plus GST

Rent reviewsFixed Rent Review – A fixed adjustment of 2% on every anniversary of the Commencement Date

(except the Market Rent Review Dates).

Market Rent Review – every fifth anniversary of the Commencement Date, 6.5% of market value of the

land

Rent may never be lower than any previous Market rent review

OutgoingsAll usual outgoings are recoverable from the lessee in addition to the rent.

GuarantorNone.

Other key termsExtension Period – Where the term is to expire, and no right of renewal has been exercised or there

are no remaining renewals the term shall be extended to 31 October of that year to allow the lessee to

complete the harvesting of the crop.

Right of first refusal – the Lessee has a right of first refusal over any part of the Land for the term of the

lease

A force majeure event occurs where the orchard is destroyed or partially destroyed and impacts

the productivity of the orchard. In this circumstance, the Lessor pays to reinstate the orchard, or if

uneconomic to do so may terminate the lease, and rent is reduced accordingly in the intervening

period.

Private Land and Property Fund33
Nature of the ContractThe Wholesale Portfolio leases its Southland dairy farms to Canterbury Grasslands Limited who utilise

the Properties for the production of milk. The agreement is under 3 separate lease agreements which

are essentially commercially identical.

PartiesPT (Booster Investments) Nominees Limited (Lessor)

Canterbury Grasslands Limited (Lessee)

Related partiesCanterbury Grasslands Limited (CGL) is 12.11% owned by Booster Tahi Limited Partnership (BTLP). This

shareholding is not sufficient on its own to mean the parties are related parties, however a director of

BFML is also a director of CGL and so they are treated as such.

BTLP is managed by Booster Funds Management Limited (BFML).

Both BFML and BIML (the Manager of this Fund and the Wholesale Portfolio) are 100% owned by

Booster Financial Services Limited (BFS).

The arrangements are entered in to on an arm’s length commercial basis.

Land2316 Orepuki Riverton Highway, Pahia, Southland

5 Chewings Road, Mossburn, Southland

16 Chewings Road, Mossburn, Southland

Term15 Years

Commencement date22 August 2022

Expiry date22 August 2037, and if the 5 year right of renewal is exercised, 22 August 2042

Annual rent2316 Orepuki Riverton Highway: $477,900 plus GST

5 Chewings Road: $621,000 plus GST

16 Chewings Road: $597,600 plus GST

Rent reviewsFixed Rent Review – A fixed adjustment of 2.0% on every anniversary of the Commencement Date

(except the Market Rent Review Dates).

Market Rent Review – every third anniversary of the Commencement Date, calculated as 4.5% of the

market value of the property

OutgoingsAll usual outgoings are recoverable from the lessee in addition to the rent.

GuarantorNone.

Other key termsMarket Review – Either party has the right to initiate a review prior to year 10 of the lease. This is on the

basis that regulations limit the lessee’s ability to use the property for dairy, or for the lessor, if there is a

higher financial return available to them (alternate use or if the terms of the lease do not reflect market

conditions).

If revised terms are not agreed, lease terminates at year 10.

Right of first refusal – the Lessee has a right of first refusal over any part of the Land.

Property Lease Agreement

Nature of the ContractThe Wholesale Portfolio leases its Rolleston Warehouse to Lyttelton Port Company Limited who

sublease it to MOVE Logistics Limited who use the property for logistics operations.

PartiesPT (Booster Investments) Nominees Limited (Lessor)

Lyttelton Port Company Limited (Lessee)

Related partiesNil

Property32 Iport Drive, Rolleston

Term17 Years 3 Months

Commencement date1 April 2020

Expiry date2 July 2037, and if the 8 year right of renewal is exercised, 1 July 2045

Farm Lease Agreement

Private Land and Property Fund34
Annual rent$4,208,148 plus GST.

Rent reviewsCPI Rent Review – 1 April 2025 and every second year thereafter.

Market Rent Review –1 April 2027 and every fourth year thereafter.

OutgoingsAll usual outgoings are recoverable from the lessee in addition to the rent.

GuarantorNone.

Other key termsSublease: A Sublease to Move Logistics Limited has been consented to. This Sublease does not release

or otherwise affect the lessee’s obligations nor does it prejudice the Lessors rights under the head

lease.

Limited partnership agreement and related subscription agreement

Nature of the ContractLimited Partnership Agreement in relation to Woodland Road Orchard Limited Partnership (WROLP

Agreement) – this agreement established and governs the Woodland Road Orchard Limited

Partnership (WROLP) and defines its purpose and the roles and responsibilities of the relevant parties.

Subscription Agreement relating to the WROLP – this agreement records the subscription to and

allotment of partnership units in WROLP to the custodian of the Wholesale Portfolio.

PartiesPT (Booster Investments) Nominees Limited in its capacity as a custodian and nominee for the

Wholesale Portfolio (Limited Partner)

BIML (General Partner)

Related partiesBIML as the Manager of this Fund and the Wholesale Portfolio is a related party of both. It is also the

General Partner of WROLP. Because of this WROLP is a related party of the Fund and the Wholesale

Portfolio.

Purpose of WROLPWROLP was established to carry out the business of owning and operating the property at 469 State

Highway 2 and 54 Woodland Road, Tahawai, Western Bay of Plenty, and carry out any complementary

or related activities together with such other activities or matters nominated by the General Partner

and agreed by a Special Resolution of the WROLP.

Key terms of WROLP

Agreement

Partnership Units

• Each partner will contribute an amount of capital which will be recorded in a register

maintained by the general partner. The General Partner can issue a drawdown notice at any

time requiring further capital commitment by each partner.

• The General Partner can issue partnership units in WROLP on terms it considers fair and

reasonable. A partnership unit held by a partner will confer an equal undivided interest in any

partnership asset (plus any return on such asset) that is held for the benefit of any class.

• The General Partner may issue partnership units of more than one class (or consolidate or

subdivide partnership units into new or existing classes, provided this does not prejudice the

interests of any partner; or the partners have agreed to a variation).

Distributions

• From time to time, the General Partner may pay distributions (in cash or in kind) to partners in

proportion to each partners partnership capital held. Such distributions must be approved by

the Booster Investment Committee or its relevant sub-committee.

Transfer of Partnership Units

• Where a partner has entered into a binding commitment with another person to acquire

the partner’s partnership units, the partner must provide the General Partner with a written

transfer notice setting out the number of units to be sold, the cash price for each partnership

unit and details of the proposed Transferee.

Financial Statements

• The General Partner must prepare and have audited financial statements of WROLP for each

accounting period. The financial statements and relevant tax information must be provided to

each limited partner as soon as practicable following the end of each accounting period.

Meeting of Partners

• The following matters must be approved by a special resolution of the limited partners:

- Removal/replacement of the general partner or an assignment of the general partner’s interest;

- The imposition of an encumbrance on partnership units;

- Any merger, amalgamation, reorganisation, consolidation of the Partnership or the general partner;

- Termination of the partnership;

- Changes to any rights attached to partnership units;

- Amendments or variation to the terms of the limited partnership agreement;

• All other matters may be approved following an ordinary resolution of the limited partners.

Private Land and Property Fund35
Committed Capital

• The underlying capital contribution required to purchase the Property is provided by PT

(Booster Investments) Nominee Limited as custodian and nominee for the Wholesale Portfolio

(PLPP) through the subscription of units in WROLP pursuant to subscription agreements dated

7 October 2024 and 17 July 2025.

General Partner

• The General Partner is responsible for the management and control of the business and

WROLP and has the power to do all things it considers reasonable and/or necessary to carry

out the business or the partnership, while acting in the best interests of WROLP and ensuring

WROLP complies with all laws and the WROLP Agreement.

• The functions undertaken by the General Partner is not exclusive to WROLP and can be

performed for itself or other entities, unless otherwise agreed by ordinary resolution of

WROLP. The General Party also has authority to engage other parties to provide services in

relation to the operation of the business.

Fees and Expenses

• The General Partner may be reimbursed for any recoverable costs incurred in the performance

of its functions (including any third party advisory costs or any direct travel costs or expenses

incurred by employees/directors or executives of the General Partner in connection with

WROLP business.

• WROLP is not liable for paying the general office infrastructure costs and overheads of the

General Partner.

• The principal expense of the partnership will comprise orchard management costs paid to

Darling Horticultural Services Limited (DHSL), a wholly owned subsidiary of DGHL, who

may be considered to be a related party of the Fund including due to a director of BIML also

being a director of DGHL, and Booster Tahi LP’s over 25% shareholding in DGHL. The relevant

orchard management contract has been entered into on arms-length commercial terms.

Nature of the ContractThe Wholesale Portfolio has entered into a loan agreement with the BNZ Bank New Zealand Limited to

borrow monies using the properties as security.

LenderBNZ Bank New Zealand Limited (BNZ)

Other partiesPT (Booster Investments) Nominees Limited (Custodian, Borrower) of the Secured Property

Related partiesNil

Facility limit$30,000,000

SecurityBNZ holds a general security interest over the property held by the Wholesale Portfolio (except for the

shares in Waimea West Hops Limited) and the lease/income agreements and water rights related to

those properties.

Loan termThe end date of the facility is 31 March 2027.

Interest rate3-month Bank Bill Benchmark bid rate + 1.70% margin

In addition to the interest rate, there is a non-utilisation fee of 0.25-0.75% calculated on undrawn loan

amounts. The non-utilisation fee depends on how much of the facility is drawn.

Principal repaymentsThe loan facility is interest only and principal repayments are required at the end of the loan term.

Loan to value ratio

covenant

The loan to value ratio is not to exceed 50% of the value of the secured property for the term of the

loan.

Interest cover covenantEBITDA (earnings before interest, tax expense, manager’s fees, depreciation, and amortisation of

intangibles) is to be maintained at a minimum of 2.00 times interest and borrowing costs on senior

debt. This will be tested at the last day of each financial year.

Loan Facility Agreement

Private Land and Property Fund36
11. Other important information

The Financial Markets Authority (FMA) has filed civil proceedings alleging breaches of the Financial Markets Conduct

Act by Booster and some of its executive directors and senior managers. The proceedings relate to investments made by

Booster on behalf of Schemes managed by it via an associated limited partnership, the Booster Tahi Limited Partnership

(Tahi). Tahi in turn invested less than 0.55% (as at 31 December 2025) of Booster’s funds under management into the

Booster Wine Group (BWG). The FMA allegations include that by making those investments Booster breached its duties

and obligations as manager of the Booster KiwiSaver Scheme, the Booster Super Scheme and the Booster Investment

Scheme. FMA’s press release can be found here: www.fma.govt.nz/news/all-releases/media-releases/.

Booster strongly disputes FMA’s allegations and will defend itself vigorously. Booster does not accept any wrongdoing

and stands by its robust investment practices and its decision to invest in the wine sector. Booster continues to believe its

investment structure and processes are appropriate and that investors’ interests have not been compromised. Booster looks

forward to the opportunity ahead to demonstrate that it acts in its customers best interests. For further information on

Booster’s position see our media statement here: www.booster.co.nz/booster-press-release.

We’re here to help.
To find out more about the Fund or

Booster Investment Scheme 2 talk

to your financial adviser, call us on

0800 336 338 or visit our website.

Booster Investment Management

Limited, PO Box 11872, Manners Street,

Wellington 6142, New Zealand

booster.co.nz

---

Offer of units in the Private Land and Property Fund of the Booster Investment Scheme 2
This document replaces the Product Disclosure Statement dated 1 July 2024.

This document gives you important information about this investment to help you decide whether you want

to invest. There is other useful information about this offer on www.disclose-register.companiesoffice.govt.nz.

Booster Investment Management Limited has prepared this document in accordance with the Financial

Markets Conduct Act 2013. You can also seek advice from a financial advice provider to help you make an

investment decision.

27 February 2026

Issuer: Booster Investment Management Limited

Booster

Investment

Scheme 2

Product Disclosure Statement

Private Land & Property Fund

Private Land and Property Fund2
1. Key information summary

Description and investment objectiveRisk indicator

The Fund’s investment objective is to provide investors with a complementary

and enhanced risk / return outcome compared to traditional listed property

investments.

It aims to generate an average annual long-term return of about 6.5% p.a.

(before tax and after all fees, charges and costs) over rolling 7 year periods from

a combination of income and capital gain as properties reach full productive

capability.

Changes in the valuation of properties due to general property market movements

will also impact the return of the Fund but such returns are not the primary

objective of the Fund.

The Wholesale Portfolio, in which the Fund invests, may borrow to invest in more

property or to develop property already held by the Wholesale Portfolio.

What is this?

This is a managed investment scheme.

Your money will be pooled with other investors’ money

and invested in various investments.

Booster Investment Management Limited (we, our or

us) will invest your money and charge you a fee for its

services. The returns you receive are dependent on the

investment decisions of Booster and the performance of the

investments.

The value of those investments may go up or down.

The types of investments and the fees you will be charged

are described in this document.

What will your money be invested in?

The Private Land and Property Fund (Fund) is listed on the

NZX Main Board (with the code PLP). The Fund provides

investors with an opportunity to obtain an investment

exposure primarily in a specialised portfolio of directly

held, unlisted, agricultural and horticultural land and other

property investments in New Zealand, which may be

supplemented with investments in industrial, commercial

and retail properties (including land, buildings, bearer

plants1, and plant and equipment). The Fund obtains its

property exposure by buying units in a separate wholesale

property fund managed by Booster – the Private Land and

Property Portfolio (Wholesale Portfolio) a fund within the

Booster Wholesale Scheme. Details of the property held by

the Wholesale Portfolio can be found in the

‘Other Material Information’ document located at

www.booster.co.nz

1 A bearer plant is a plant (such as a grape vine) that is used in the

production or supply of agricultural produce for more than one period.

1234567

Potentially lower returns Potentially higher returns

Higher risk

Lower risk

More about the Fund

This Fund may not be suitable for all investors

due to the risks of volatility of returns, gearing

and concentration of investments. If you

are unsure, you should seek advice from

a financial adviser.

See Section 4 – What are the risks of investing? for an explanation of the risk indicator and for information about other risks

that are not included in the risk indicator. To help you clarify your own attitude to risk, you can seek financial advice or work

out your risk profile at www.sorted.org.nz/tools/investor-profiler/

Private Land and Property Fund3
2 Calculated daily as a percentage of the net asset value of the Fund.

The Fund may also incur interest and borrowing costs related to gearing undertaken by the Wholesale Portfolio.

For more information about the fees charged, see Section 5 – What are the fees?

Who manages the Private Land and Property

Fund?

Booster is the manager of the Fund. You’ll learn more about

us in Section 7 – Who is involved?

What are the returns?

The return on your investment comes from income

distributions made by the Fund, and from any change in

the Fund’s unit price. The unit price changes as net income

is earned (prior to being distributed), and as property

is revalued. The distribution is the result of net income

generated from rents and the crops produced on the land.

Because crop net income fluctuates, the distribution is not

set at a fixed rate and will vary.

We will aim to pay a quarterly distribution to investors of

any net cash income received from the Wholesale Portfolio

(after allowing for expenses). Eligible investors can choose

to reinvest their distributions by participating in the

Distribution Reinvestment Plan.

See Section 2 – How does this investment work? for more

information.

How can you get your money out?

You can make a request to Booster to withdraw some or

all of your investment in the Fund at any time. Withdrawals

from the Fund will only be processed on the first business

day of the month. There are minimum withdrawal amount

requirements and you must either maintain the amount that

is set as the Fund’s minimum on-going balance or withdraw

in full. If you make a withdrawal request directly with

Booster, a withdrawal fee will normally apply. See Section

5 – What are the fees?

Because the Fund invests in the Wholesale Portfolio, whose

investments by nature have relatively long sale timeframes,

there may be some circumstances in which processing of

withdrawal requests is delayed or suspended.

To mitigate this risk, the Fund and the Wholesale Portfolio

are managed to provide various sources of limited liquidity

for withdrawals.

Units in the Fund are quoted on the NZX Main Board, so

you can also sell your investment on the exchange if there

are interested buyers, in addition to being able to redeem

your investment directly with the Manager. The amount

you get may be less than the amount you invested.

We’ll explain how you can withdraw your investment in

Section 2 – How does this investment work?

How will your investment be taxed?

The Fund is a listed portfolio investment entity (Listed PIE)

for tax purposes.

The amount of tax that the Fund pays is calculated at the

rate of 28%. The Fund intends to pay a distribution on

a quarterly basis, which will include imputation credits

representing the tax it has paid. For a New Zealand resident

individual or trustee investor (other than a unit trust) that

has a marginal tax rate that is lower than the rate of tax

payable by the Fund, you may be able to apply the surplus

imputation credits against other income on which you are

required to pay tax.

See Section 6 – What taxes will you pay? for more

information.

Where can you find more key information?

Booster is required to publish quarterly updates for the

Fund. The updates show the returns, and the total fees

actually charged to investors, during the previous year.

The latest fund updates are available at www.booster.co.nz.

We will also give you copies of those documents on request.

Annual fund charges2Individual action fees

Management fee 1.00%

Other management and

administration charges

In fund costs* 0.10%

Property operating

expenses** 0.12%

Total (estimate) 1.22%

* Estimated.

** The estimated property operating

expenses are the direct costs of

ownership and operation of the

individual underlying properties of

the Wholesale Portfolio which are

proportionately passed to the Fund.

This includes (but is not limited to)

valuations and other property related

costs and associated professional fees.

These amounts are not fees payable

for the management of the Fund.

Contribution fees

Booster does not charge an entry fee. Your financial adviser, with your agreement, may charge

you other fees for the services they provide to you. These fees may include an entry fee on each

investment amount. If you buy units in the Fund through an NZX Participant (such as a broker),

they may also charge you a fee for their services.

Withdrawal fee

As outlined below, to help manage withdrawal requests, Booster charges a withdrawal fee

on part or all of your investment withdrawn from the Fund. The fee charged is based on the

sum of all amounts you have withdrawn from the Fund in the previous rolling 12 months. If you

hold multiple accounts for the same legal entity or with the same beneficial ownership, the

withdrawal fee applicable will be based on the TOTAL amount of withdrawals made by the same

legal entity/beneficial owner over that period.

If you sell your units on the NZX Main Board, you will not be charged a withdrawal fee.

Total amount withdrawn Fee payable

in the last rolling 12 months (for each tier)

$50,000 or less Nil

Between $50,000 and $100,000 1% of the amount above $50,000

Between $100,000 and $200,000 2% of the amount above $100,000

Between $200,000 and $300,000 3% of the amount above $200,000

Between $300,000 and $500,000 4% of the amount above $300,000

$500,000 or more 5% of the amount above $500,000

Other funds managed by Booster that invest in the Fund will not be charged a withdrawal fee.

Private Land and Property Fund4
2. How does this investment work?

The Fund has been established within the Booster

Investment Scheme 2 (Scheme), a managed investment

scheme that is registered under the Financial Markets

Conduct Act 2013.

Why invest

The key benefits of investing in the Fund include:

• Access to unlisted property investments.

Your money is combined with other investors’ money, to

give you access to a specialised investment portfolio of

unlisted New Zealand land and property investments.

This is achieved by investing in the Wholesale Portfolio

which holds the property investments directly.

Consistent with the Fund’s long- term approach, we

take an active interest in being a good steward of land

held by the Wholesale Portfolio, without compromising

its investment objective.

• Unlisted property investments have a different return

profile to listed investments

• Unlisted property is not usually subject to the same

rapid price changes as listed investments can be

due to changes in market sentiment.

• Unlisted property returns have a low correlation

with returns from other asset classes over the long

term, helping to reduce the overall volatility in

returns when combined with an existing investment

strategy. Agriculture and horticulture property also

provide diversification benefits when combined

with other traditional property investment types

such as commercial, industrial, retail, retirement

villages and residential.

• Ability to trade on-market

Units in the Fund can be bought and sold on the NZX

Main Board like shares in a company, provided there are

interested sellers and buyers. In addition to potentially

selling units on NZX, you can also apply to the Manager

to redeem.

• Combination of cash income and capital growth.

The Wholesale Portfolio receives regular rental income

from its leased property, and income from its contracts

to supply crops produced from land (which is passed

to the Fund by distribution), as well as offering the

potential for capital growth.

• An inflation hedge.

The income derived from underlying leased property

generally has an increase linked to inflation or above.

This means (all other things being equal) that both the

income and underlying asset value of property tends to

appreciate with inflation. This helps to preserve the real

value of your investment.

• Experience.

The investments are managed by experienced

professionals with support from industry specialists.

Further details of our experienced team can be found

in the ‘Other Material Information’ document on our

website www.booster.co.nz.

• Knowledge.

We keep you up to date about your investment with

regular reporting and you can easily access information

about your investment online.

• Tax benefits.

Tax is paid by the Fund at the rate of 28%. Imputation

credits on distributions allow those New Zealand

resident individual or trustee investors (other than a unit

trust) on lower tax rates to apply surplus imputation

credits against other taxable income they may have.

Investors should also receive an indirect tax timing

benefit from the depreciation the Wholesale Portfolio

claims on its property.

Section 1Key information summaryPage 2

Section 2How does this investment work?Page 4

Section 3Description of your investment optionsPage 7

Section 4What are the risks of investing?Page 8

Section 5What are the fees?Page 10

Section 6What taxes will you pay?Page 11

Section 7Who is involved?Page 11

Section 8How to complainPage 12

Section 9Where you can find more informationPage 12

Section 10How to applyPage 12

Table of contents

Private Land and Property Fund5
How it works

Booster Investment Scheme 2 (Scheme) is a managed

investment scheme established as a trust governed by a

Trust Deed, which is an agreement between the Manager

(Booster) and the Supervisor (Public Trust) describing

how the Scheme works and our responsibilities. Booster

is responsible for managing the Scheme and the Fund

and Public Trust supervises us to make sure we meet

our responsibilities and obligations. Public Trust has also

appointed a custodian to hold the investments on behalf

of investors. This structure is designed to ensure that

your interests are always put first.

When you invest your money in the Fund, you receive

‘units’. ‘Units’ represent your share of the investments in the

Fund. The ‘unit price’ shows what your share is worth at any

time. If the Fund’s investment value goes up, your units will

be worth more. If the value goes down your units will be

worth less. The Fund’s unit prices are published on

Booster’s website at www.booster.co.nz.

The return on your investment comes from any distributions

made by the Fund and any change in the value of your units.

The Manager will aim to pay quarterly distributions

to investors of any net cash income received from the

Wholesale Portfolio (after allowing for any other expenses).

The amount you receive will depend on the distributable

income of the Fund, the number of units you hold in the

Fund on the Record Date of the distribution and the

amount per unit to be distributed by the Fund. The

distribution amount can be reinvested into the Fund

to purchase further units or paid to your designated

account (your custodial account or nominated bank

account if no custodial account). For further information

about reinvesting distributions, refer to the section titled

‘Distribution Reinvestment Plan (DRP)’.

Making investments

How do you invest?

You can invest in the Fund online by applying directly to

Booster at www.booster.co.nz, or through your financial

adviser. Units are issued by the Fund at its unit price.

Alternatively, you can buy units in the Fund on market at the

quoted price through an NZX Participant (such as a broker).

See www.nzx.com/services/market-participants for a list

of current NZX Participants. The quoted price on the NZX

Main Board may differ from the unit price provided by the

Fund and may be traded at a discount or premium to the

unit price, depending upon the availability of buyers and

sellers, their respective view of the underlying value of the

investments or their expected return from the Fund (refer

also to the Trading risk outlined in Section 4 below).

In addition to the above, eligible investors can choose

to reinvest their distributions by participating in the

Distribution Reinvestment Plan (DRP). Refer to the

‘Distribution Reinvestment Plan (DRP)’ section for details.

Other funds managed by Booster (Booster Managed

Funds) also invest in the Fund, and are able to invest in

and withdraw from the Fund at any time (other than when

the Fund or Wholesale Portfolio has excess or insufficient

liquidity and has placed a restriction on all applications or

withdrawals).

The Booster Managed Funds may also trade in Fund units on

the NZX Main Board. For more information on how potential

conflicts of interest are managed see the ‘Other Material

Information’ document available at www.booster.co.nz.

When can you invest?

Investing by applying directly to Booster or through your

financial adviser

While you can apply to invest in the Fund at any time, new

units in the Fund will generally only be issued to investors

(other than Booster Managed Funds) once a month, on the

first business day of each month. Booster Managed Funds

will be issued units in the Fund as and when applications

are received. Whilst units would generally be issued once

a month, the Manager reserves the discretion to issue units

intra-month to investors where the aggregate demand

exceeds 100,000 units.

Applications received with complete information up to

10:00am on the first business day of the month will be

processed on the first business day of that month.

Any money received by Booster with an application to

invest in the Fund from an investor will be held in the

Fund’s application account until the new units are issued.

While the Fund will generally accept new investments

from investors once a month, as it invests in an unlisted

wholesale property fund, Booster reserves the right to

refuse to accept or to reduce an investor’s initial or further

investment application at its discretion. This may include if

the Fund or Wholesale Portfolio is carrying excess liquidity

and does not expect to have an opportunity to invest

application money in new investments within

60 days.

Buying units in the Fund on the NZX Main Board

(code PLP)

You can buy or sell units in the Fund on the market at any

time, provided there are interested sellers and buyers.

How much can you invest?

The minimum initial investment in the Fund is $500. While

you’re not required to make any further investments, you

can invest more directly with Booster at any time by making

additional investments (minimum $500), or buying units

on market.

While the maximum amount you invest is up to you, Booster

reserves the right to refuse to accept or reduce an investor’s

initial, further or existing investment in the Fund in order

to ensure that the Fund maintains its PIE eligibility status for

tax purposes. For more information, see the ‘Other Material

Information’ document available on our website at

www.booster.co.nz.

Booster may waive or vary the minimum investment

amounts at any time.

How do you pay?

If you are investing by applying directly to Booster or

through your financial adviser, you can make investments

by direct credit, direct debit or any other method

acceptable to Booster. Cash deposits will not be accepted.

Distribution Reinvestment Plan (DRP)

Investors who are a resident in New Zealand and have an

address in New Zealand on the Fund register are eligible

to reinvest their distributions by participating in the DRP.

As participation in the DRP is voluntary, eligible investors are

free to opt-in or opt-out of the DRP at any time with prior

notice to the Manager (for direct investors) or Link Market

Services Limited (Unit Registrar) (for NZX investors). Further

information on the DRP can be found in the ‘Other Material

Information’ document located at www.booster.co.nz.

Private Land and Property Fund6
Selling your units on the NZX Main Board

Units in the Fund are quoted on the NZX Main Board, so

you can sell your investment through an NZX Participant

(such as a broker) or adviser if there are interested buyers.

Periodically, we can request (and require) investors whose

holdings are below the required minimum value to increase

their holdings, sell their units on the NZX, or redeem

their units directly with the Manager. We can also restrict

transfers where the transfer could result in the Fund losing

its PIE status.

In order to trade quoted units, you will need to have a

Common Shareholder Number (CSN), an Authorisation

Code (FIN) and a relationship with an NZX Participant.

The information below at ‘Withdrawing your investments’

does not apply if you are selling your units on market.

Withdrawing your investments

This section does not apply to the sale of the units on

the NZX

How do you withdraw?

You can request a withdrawal from the Fund, by contacting

us or by completing the appropriate withdrawal form

available by contacting Booster, or through your financial

adviser.

Units are redeemed at the Fund’s unit price.

When can you withdraw?

You can apply to withdraw from the Fund at any time.

Withdrawals from the Fund (other than Booster Managed

Funds) will only be processed on the first business day of

the month. Withdrawal requests from Booster Managed

Funds will be processed as and when they are received.

Withdrawal requests that have been made to and accepted

by Booster will normally be processed within five business

days of the first business day of the month, but could

take longer, depending on available liquidity to pay the

requested withdrawals.

Withdrawal requests received up to 10:00am on the first

business day of the month will be processed on the first

business day of that month.

Because the Fund invests in the Wholesale Portfolio, whose

investments by nature have relatively long sale timeframes,

there are some circumstances where we may delay or

suspend the payment of withdrawals (including for Booster

Managed Funds) if we believe that making payments is not

practicable or in the best interests of all investors in the

Fund. This includes where we consider that the redemption

price cannot be calculated in a fair manner, or there is

insufficient access to liquidity in the Fund (which excludes

any income in the Fund yet to be distributed to investors) to

satisfy a withdrawal request. To mitigate this risk, the Fund

and Wholesale Portfolio are managed to provide various

sources of limited liquidity for withdrawals. See Section 4

– What are the risks of investing? for further details.

How much can you withdraw?

The minimum withdrawal amount is $500.

Booster charges a withdrawal fee for making a withdrawal

of more than $50,000 from the Fund. See Section 5 – What

are the fees? for more information.

You’ll need to maintain the minimum on-going balance of

$500 in the Fund after any withdrawal. If your withdrawal

request takes you below this amount, you will need to either

top up your investment back to the minimum balance,

or withdraw fully from the Fund. If your balance falls below

the minimum balance, Booster reserves the right to pay the

balance of your investment less any tax and fees to your

designated account (your custodial account or nominated

bank account if no custodial account), and your investment

in the Fund will end.

Booster may waive or vary the minimum withdrawal

amounts and the minimum on-going balance amount

at any time.

Private Land and Property Fund7
Private Land and Property Fund

Investment objective and strategy

• The Fund’s investment objective is to provide investors with a

complementary and enhanced risk / return outcome compared

to traditional listed property investments.

• It aims to generate average annual long-term returns of about 6.5% p.a

(before tax and after all fees, charges and costs) over rolling 7 year

periods from a combination of income and capital gain as properties

reach full productive capability.

• Changes in the valuation of properties due to general property market

movements will also impact the return of the Fund but such returns are not

the primary objective of the Fund.

• The Fund aims to obtain an investment exposure primarily in a specialised

portfolio of directly held, unlisted agricultural and horticultural land and

property investments in New Zealand, which may be supplemented with

investments in industrial, commercial and retail properties.

• The Fund obtains its property exposure by buying units in the

Wholesale Portfolio.

• The Wholesale Portfolio, in which the Fund invests, may borrow to invest

in more property or to develop property already held. The level of gearing

can vary between 0-65% of the Wholesale Portfolio’s asset value.

• The level of diversification of the Wholesale Portfolio’s property

investments is expected to broaden over time, but currently has a

concentration of property in the wine industry across multiple regions

of New Zealand.

• To support its investment objective, the Wholesale Portfolio may enter

into transactions with other funds or parties that are either managed or

associated with Booster (such as leases to companies). Details of any

borrowings, related party transactions and a current list of property

holdings can be found in the ‘Other Material Information’ document on

www.booster.co.nz.

Target investment mix

Risk indicator

1234567

3 A small proportion of cash for liquidity purposes may be held as the liquidity needs of investors are assessed over time.

3. Description of your investment options

100% Unlisted property3

Minimum suggested investment timeframe

4 years

This Fund may not be suitable for all investors due to the

risks of volatility of returns, gearing and concentration of

investments. If you are unsure, you should seek advice

from a financial adviser.

Potentially lower returns Potentially higher returns

Higher risk

Lower risk

Growth assets 100% | Income assets 0%

Statement of Investment Policy and Objectives (SIPO)

If you would like to learn more about the Fund, you can read the SIPO. The most current SIPO for the Fund can be found on

our website www.booster.co.nz.

We may change the SIPO from time to time without notifying you. We will consult with the Supervisor and give them

written notice of any changes before they take effect. Any material changes will be advised in the Booster Investment

Scheme 2 annual report.

Further information about the assets in the Fund can be found in the fund updates at www.booster.co.nz.

Details of the property held by the Wholesale Portfolio can be found in the ‘Other Material Information’ document on our

website www.booster.co.nz.

Private Land and Property Fund8
Booster intends the Wholesale Portfolio to acquire,

over time, investments across other industries and

with more counterparties which will broaden the level

of diversification if, and when, that is done. Current

holdings can be found in the ‘Other Material Information’

document at www.booster.co.nz.

• Distribution risk. This is the risk that the Wholesale

Portfolio does not pay distributions to the Fund and

therefore the Fund is not able to pay a distribution

to its investors, or that the level of distributable income

varies from time to time due for example to fluctuations

in crop yields or the market value of crops, to the extent

the fund’s income is linked to crop production.

• Manager risk. This is the risk that the Fund

underperforms because of the way we manage

the Fund’s or the Wholesale Portfolio’s investments.

• Revaluation timing risk. This risk applies to the value

of units reflected in the Fund’s unit price issued by

Booster. This is the risk that the value of the property

may increase or decrease markedly following periodic

valuation updates due to a lack of continuous

assessment of value by an active/listed market.

This may mean the price of your units does not always

fully reflect an independent market assessment of the

value of the property on any given day and so, if you

withdraw your investment, you may receive more or less

than if the property had been independently valued just

prior to that withdrawal.

To partly mitigate this risk, Booster will review the

valuation of property on at least a quarterly basis, and,

as far as practicable, the timing of the independent

review of property values will be spread across the

financial year.

Other specific risks

There are other factors, not already reflected in the risk

indicator that may significantly impact returns for investors.

• Climatic/environmental risk. This is the risk that

the annual return from the property or the value

of the property is adversely affected by climatic or

environmental events, such as drought, frost, hail,

excessive rainfall/humidity, storms or earthquakes.

Climate and environmental conditions cause crop

harvest volumes to vary from year to year.

Extreme weather events that have a material impact

on crop yields are anticipated to occur every few years,

whilst events such as earthquakes that materially impact

the land are expected to be rare. The magnitude of a

climatic or environmental event can range from

a small reduction in harvest volumes to an extreme event

destroying the full crop for the year, through to

a catastrophic event that permanently impairs the value

of the land or reduces the productive area of the land.

The climatic risks are mitigated as far as practical

by adoption of standard industry practices such

as securing sources of irrigation water, installation

of frost management, and proactive management of

the plants in response to weather forecast information.

1234567

Understanding the risk indicator

Managed funds in New Zealand must have a standard risk

indicator. The risk indicator is designed to help investors

understand the uncertainties both for loss and growth that

may affect their investment. You can compare funds using

the risk indicator.

4. What are the risks of investing?

The risk indicator for the Fund covered in this Product

Disclosure Statement can be found on page 2.

The risk indicator is rated from 1 (low) to 7 (high). The rating

reflects how much the value of the Fund’s assets goes up

and down (volatility). A higher risk generally means higher

potential returns over time, but more ups and downs along

the way.

To help you clarify your own attitude to risk, you can seek

financial advice or work out your risk profile at

www.sorted.org.nz/tools/investor-profiler/.

Note that even the lowest category does not mean a risk-

free investment, and there are other risks (described under

the heading “Other specific risks”) that are not captured by

this rating.

This risk indicator is not a guarantee of a Fund’s future

performance. The risk indicator is based on the returns data

for the five years to 31 December 2025. While risk indicators

are usually relatively stable, they do shift from time to time.

You can see the most recent risk indicator in the latest

fund update for the Fund. Fund updates are published

each quarter on www.booster.co.nz.

We believe that the period of returns used to calculate

the risk ratings may not be representative of the average

investment cycle for the Fund and therefore the risk

indicator shown may be different if calculated over longer

term investment periods.

General investment risks

Some of the things that may cause the Fund’s value to

move up and down, which affect the risk indicator, are:

• Market risk. This is the risk that the Fund experiences

losses due to factors that may adversely impact the

overall performance of financial markets and the

properties of the Wholesale Portfolio in which the Fund

invests, which in turn affects the amount or frequency

of distributions. These factors include, but are not

limited to, economic and regulatory conditions, political

events, environmental and technological issues.

• Concentration risk. This is the risk that the value of

the Fund’s investments falls more than the market as

a whole due to the Wholesale Portfolio’s investments

being concentrated in the property sector, or a

particular part of that sector (e.g. the wine sector),

and having exposure to a relatively small number

of property investments and counterparties which

reduces the level of diversification.

Potentially lower returns

Potentially higher returns

Higher risk

Lower risk

Private Land and Property Fund9
The key mitigation benefit to investors is the

geographical diversification by owning land across

multiple locations across multiple regions which

reduces the impact of any one event.

• Property related risks. This is the risk that property

specific factors (other than the climatic/environmental

risks described above) may have a material impact

on both the valuation of the Wholesale Portfolio’s

investments and the income from those investments

for distribution to investors. These factors may include

the quality of the property, their geographical location,

changes to current and expected future income from

the property, uncertainty of outcome of development

projects, unforeseen capital or repairs and maintenance

expenditure, inadequate insurance or the occurrence

of uninsurable events (for example, standard industry

practice is to not insure the loss of bearer plants due

to the cost of insurance being prohibitively expensive),

reliance on key persons in managing the investments

(particularly where land is used for crop production),

disease, or drop in demand for the crop, quality and

financial standing of contracted service providers, and

material changes to the supply and demand in land and

property markets.

While each of these individual risks has a low risk of

occurrence, they may have a significant impact on

the income from an individual property or its value.

We manage these risks through active management

of the land and properties held by the Wholesale

Portfolio, and importantly by increasing the level of

diversification of the investments held by the

Wholesale Portfolio.

• Counterparty credit risk. This is the risk that tenants

or contracted crop purchasers (Counterparties) fail

to meet their financial obligations to the Wholesale

Portfolio. Failure of Counterparties to meet these

obligations could impact on the cashflow and income

of the Wholesale Portfolio and the valuation of its

property investments, which would subsequently

impact on the Fund including potentially on its value

and ability to pay distributions. The Wholesale Portfolio

has exposure to Counterparties within the wine and

avocado industries which are as at the date of this PDS

experiencing challenging trading conditions which

in turn has led to an increase in credit risk for these

Counterparties. See the ‘Other Material Information’

document for current Wholesale Portfolio holdings and

which industries they are exposed to.

• Liquidity and withdrawal risk. This risk applies in

relation to withdrawing units through Booster. Unlisted

property investments by nature have relatively long

sale timeframes. As a result, there is a risk that the

Wholesale Portfolio may be unable to sell a property at

the desired time to fully meet an investor’s withdrawal

request or that property may need to be sold at a lower

value than its assessed market value in order to meet

withdrawal requests.

Booster seeks to ensure the Fund and Wholesale

Portfolio are managed to provide liquidity for

withdrawals, though liquidity is likely to be limited and

may not fully mitigate this risk. Sources of liquidity may

include holding a proportion of the Fund or Wholesale

Portfolio’s assets in cash or access to an undrawn

portion of a borrowing facility in the Wholesale

Portfolio (though this facility is primarily available to

implement the gearing strategy, not to provide liquidity

to investors). We also apply a withdrawal fee that

moderates demand for withdrawals.

In addition, the Wholesale Portfolio may hold separable

property titles in an area that the Manager believes

could be readily sold to meet liquidity requirements

if necessary, without compromising the investment

objectives of the Wholesale Portfolio.

• Gearing and interest rate risk. This is the risk that

while borrowing by the Wholesale Portfolio may

enhance the potential for increases in returns, adverse

market conditions such as rising interest rates,

economic downturns/reduction in property values, a

reduction in availability of credit/refinance of existing

loans on similar terms and conditions may lead to a

reduction in the net income of the Wholesale Portfolio,

and these circumstances may also give rise to a breach

of borrowing covenants, or affect the Wholesale

Portfolio’s ability to meet principal and/or interest

payments, or may lead to a forced sale of property in

the event the loan must be repaid.

Booster applies a borrowing limit to the Wholesale

Portfolio of no more than 65% of its asset value. We

aim to limit the amount of borrowing so that total

net borrowing costs do not exceed net cash returns.

Booster also monitors the interest rate and considers

fixing the interest rate for a defined period where

appropriate.

For more information on gearing and the Wholesale

Portfolio see the ‘Other Material Information’ and the

SIPO documents available on our website at

www.booster.co.nz.

• Trading risk. For those wishing to buy or sell units

directly on the NZX, there is a risk that you may be

unable to find a buyer or seller, or that the quoted price

for your units is higher or lower than the unit price.

This is particularly the case when the Fund is generally

open for the issue and redemption of units on a monthly

basis via the Manager, meaning there may be a reduced

number of buyers or sellers on the NZX.

In addition, there is a risk that, in certain circumstances,

trading of the Fund’s units may be suspended, or the

Fund’s units removed from quotation on the NZX.

Suspension or removal may occur where the Manager

has failed to fully comply with the NZX rules, which the

Manager considers to be unlikely given the governance

and compliance framework in place to ensure its NZX

obligations are met.

Private Land and Property Fund10
Individual action fees

Contribution fee

Booster does not charge an entry fee.

Your financial adviser, with your agreement, may charge

you other fees for the services they provide to you. These

fees may include an entry fee on each investment amount.

If an entry fee is charged, at your instruction it will be

deducted from each investment amount before your money

is invested in the Fund and paid to your financial adviser on

your behalf.

If you buy units in the Fund through an NZX Participant

(such as a broker), they may also charge you a fee.

Withdrawal fee

As outlines below, Booster charges a withdrawal fee on

part or all of your investment withdrawn from the Fund.

The fee charged is based on the sum of all amounts you

have withdrawn from the Fund in the previous rolling 12

months. If you hold multiple accounts, in the same legal

entity or with the same legal ownership, the withdrawal

fee applicable will be based on the TOTAL amount of

withdrawals made by the same legal entity/beneficial

owner over that period.

This fee is deducted from the withdrawal amount and paid

to the Fund.

You will be charged fees for investing in the Fund. Fees

are deducted from your investment and will reduce your

returns.

If Booster invests in other funds, those funds may charge

fees. The fees you pay will be charged in two ways:

• regular charges (for example, annual fund charges).

Small differences in these fees can have a big impact on

your investment over the long term;

• one-off fees (for example, the withdrawal fee).

5. What are the fees?

Annual fund charges

Fee typeAmount (%)

Management fee

Other management and

administration charges:

In fund costs (estimate)

Property operating expenses (estimate)

1.00%


0.10%

0.12%

Total annual fund charge (estimate) 1.22%

The total annual fund charges are all fees and costs charged

by any person in respect of the Fund other than one-off fees

relating to individual actions (such as the withdrawal fee).

These include:

A management fee. This fee, payable to Booster, covers

the costs of managing and administering the Fund, which

include administration, accounting and custodian fees,

and ongoing marketing expenses. It is calculated daily as

a percentage of the net asset value of the Fund and paid

monthly. This fee also covers the management fees of any

fund in which the Fund may invest other than performance-

based fees, of which there are currently none.

Other management and administration charges.

In Fund Costs. These charges are capped at 0.10% per year

(but may be less in the future) and include the Supervisor’s

fee and an estimate for other costs, disbursements, charges

or expenses incurred directly or indirectly by Booster and

the Supervisor (such as audit fees and legal fees). They are

calculated daily as a percentage of the net asset value of

the Fund and paid monthly. These charges are not payable

to Booster.

Property Operating Expenses. These are the direct costs

of ownership and operating the individual properties of the

Wholesale Portfolio. This includes (but is not limited to)

valuations and other property related costs and associated

professional fees. The property operating expenses are

estimated as a percentage of net assets of the Fund.

Note that the objective of an average annual long-term

return from the Fund of 6.5% p.a. over rolling 7 year periods

is after all fees, charges, and costs (including interest and

borrowing costs).

Example of how fees apply to an investor

Alex invests $10,000 in the Private Land and Property Fund.

Alex is not charged an establishment fee or a contribution

fee. This means that the starting value of Alex’s investment

is

$10,000.

Alex is charged management fees of

$100 and incurs

administration and property operating expenses of about

$22, which work out to a total of about

$122 (1.22% of

$10,000). These fees might be more or less if Alex’s account

balance has increased or decreased over the year.

Estimated total expenses for the first year

Individual action fees: $0 (other than any financial adviser

fees or NZX Participant fees that may be payable by Alex)

Fund charges:

$122

See the latest fund update for an example of the actual

returns and fees investors were charged over the past year.

Total amount withdrawn

in the last rolling

12 months

Fee payable

(for each tier)

$50,000 or less

Between

$50,000 and $100,000

Between

$100,000 and $200,000

Between

$200,000 and $300,000

Between

$300,000 and $500,000

$500,000 or more

Nil

1% of the amount >$50,000

2% of the amount >$100,000

3% of the amount >$200,000

4% of the amount >$300,000

5% of the amount >$500,000

Private Land and Property Fund11
The Fund is a Listed PIE. The amount of tax that the Fund

pays is calculated at the rate of 28% on its taxable income.

The Fund intends to pay a distribution on a quarterly basis,

which will include imputation credits to the extent it has

paid tax. If you are a New Zealand resident individual or

trustee investor (other than a unit trust) and your marginal

tax rate is less than 28%, you can choose to include the

fully imputed distribution in your tax return, and apply the

surplus tax credits against other income on which you are

required to pay tax.

About Booster

Booster Investment Management Limited (Booster)

is the manager of the Fund.

We are part of the Booster Group which has been

helping New Zealanders save since 1998. The group

currently administers superannuation and investment

funds of over $8 billion on behalf of more than

200,000 New Zealanders.

You can contact us at:

Booster Investment Management Limited

Level 19, Aon Centre, 1 Willis Street

PO Box 11872, Manners Street Wellington 6142

Phone: 0800 336 338

Email: investments@booster.co.nz

Who else is involved?

6. What taxes will you pay?

7. Who is involved?

NameRole

SupervisorPublic TrustSupervises us to make sure

we meet our responsibilities

and obligations.

CustodianPT (Booster

Investments)

Nominees

Limited

Appointed by the Supervisor

to hold the assets of the

Fund on behalf of the

investors. The Custodian is a

wholly owned subsidiary of

the Supervisor.

Unit

Registrar

MUFG Pension &

Market Services

(NZ) Limited

Provides certain registry

services.

That portion of a distribution that does not have imputation

credits attached (referred to as excluded income) is not

taxable to a New Zealand resident investor.

For further information about tax, or if you are investing

in the Fund as a joint investor, company, trust, or estate,

see the ‘Other Material Information’ document available

on our website www.booster.co.nz.

The Booster Managed Funds that invest in the Fund will not

be charged a withdrawal fee.

If you sell your units on the NZX Main Board you will not

be charged a withdrawal fee (though a service fee may

be charged by your broker).

There are currently no establishment, contribution,

or termination fees (other than the withdrawal fee)

charged by Booster.

Goods and services tax (GST) is not included in any of the

fees stated. GST will be added to any fees where applicable.

The fees can be changed

Any new fees or changes to existing fees is subject to the

Trust Deed. We will consult and agree any fee change

with the Supervisor and provide one month’s notice of any

increase in the management fee to all investors in the Fund.

Booster must publish a fund update for the Fund showing

the fees actually charged during the most recent year.

Fund updates, including past updates, are available at

www.booster.co.nz.

Other costs and expenses

The Fund returns may also be impacted by interest and

borrowing costs related to gearing undertaken by the

Wholesale Portfolio.

These are the interest costs and any fees associated with

the implementation or amendment of borrowing facilities.

Gearing is an effective and common method of increasing

the returns earned on property investment, subject to

the risks described in Section 4 – What are the risks of

investing?

The interest and borrowing costs are estimated to be 2.81%

of the net assets of the Fund assuming a gearing ratio of

40% is reached (noting the gearing level as at the date

of this PDS is lower than 40%). See the ‘Other Material

Information’ document located at www.booster.co.nz

for further details of the gearing of the Fund and any loan

facility agreements in place at a certain point in time, and

other relevant assumptions.

These expenses are not considered to be Fund charges (as

outlined above) but are disclosed here to provide investors

an understanding of the nature and amount of the expenses

that the Fund (or Wholesale Portfolio) incurs.

Private Land and Property Fund12
More information about the Fund, including fund updates, financial statements, annual reports, the Trust Deed, SIPO, and

other material information is available on the Scheme register and offer register at

www.disclose-register.companiesoffice.govt.nz and copies can be requested from the Registrar of Financial Service

Providers.

You can also get this and other information about your investment, free of charge, from your financial adviser or, by visiting

www.booster.co.nz or by asking us (see Section 7 for contact details).

As the Fund is quoted on the NZX, it is subject to the NZX Listing Rules. Under those listing rules, the Fund is required to

disclose certain information including fund updates, annual reports, and material information. You will be able to obtain this

information free of charge by searching under the Fund’s ticker code ‘PLP’ on www.nzx.com.

9. Where you can find more information

10. How to apply

To invest in the Fund, you can either:

1. apply online at www.booster.co.nz; or

2. apply via a financial adviser; or

3. you can also buy units in the Fund through an NZX Participant (such as a broker).

See www.nzx.com/services/market-participants for a list of current NZX Participants.

If you apply online or via a financial adviser, you will need to enter into a Client Custody Agreement for the Booster Wrap

Administration System (System). Further information about the System is available in Section 3 of the ‘Other Material

Information’ document available on our website at www.booster.co.nz.

If you would like to get in touch with a financial adviser who uses the System, call us on 0800 336 338.

8. How to complain

You can lodge a complaint with us (in the first instance), or

the Supervisor, at the contact details below:

Manager

Booster Investment Management Limited

Attn Chief Operating Officer

Level 19, Aon Centre, 1 Willis Street

PO Box 11872, Manners Street

Wellington 6142

Phone: 0800 336 338

Email: investments@booster.co.nz

Supervisor

Public Trust

Attn General Manager, Corporate Trustee Services

Public Trust Building

Level 2, 22 - 28 Willeston Street

Wellington 6011

Private Bag 5902

Wellington 6140

Phone: 0800 371 471

Email: CTS.Enquiry@PublicTrust.co.nz

Approved dispute resolution scheme

Booster and Public Trust are both members of an

independent approved dispute resolution scheme run by

Financial Services Complaints Limited (FSCL). If we haven’t

been able to come to a suitable resolution to your complaint

with you, you can talk to FSCL who will assist you. FSCL

will not charge you a fee to investigate or resolve your

complaint.

You can contact FSCL at:

Level 4, 101 Lambton Quay

Wellington 6011

PO Box 5967

Wellington 6140

Phone: 0800 347 257

Email: complaints@fscl.org.nz

Web: www.fscl.org.nz

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We’re here to help.
To find out more about the Fund or

Booster Investment Scheme 2 talk

to your financial adviser, call us on

0800 336 338 or visit our website.

Booster Investment Management

Limited, PO Box 11872, Manners Street,

Wellington 6142, New Zealand

booster.co.nz

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.