Goodman Property Trust | Notice of Annual Meeting 2015
notice of annual meeting+2015
Highbrook Business Park, Auckland
notice of meeting+Goodman Property Trust
Notice of Annual MeetingDate of meeting
Wednesday 29 July 2015
Time
Commencing at 1.30 pm
Venue
Stamford Plaza Ballroom
22-26 Albert Street
Auckland 1001
Viaduct Basin
Ferry Terminals
Britomart
Train Centre
Stamford Plaza
Last time for receipt of voting and proxy forms
1.30 pm, Monday 27 July 2015
Agenda
1. Chairman's, chief executive's and chief financial officer's reports
Reports from the chairman, the chief executive, and the chief financial officer of the Manager in respect of the financial year ended 31 March 2015.
2. Resolution: Re-appointment of Leonie Freeman
As an ordinary resolution, that, Unitholders approve the re- appointment of Leonie Freeman as an Independent Director of the Manager.
Car parking is available across the road at the Wilson Carpark within the ANZ Centre. Access is from Federal Street, at the rear of the building.
Please take your carpark ticket to the Meeting where it can be exchanged for a prepaid ticket.
Please call the information line on 0800 359 999 (within New Zealand) or +64 9 488 8777 (outside
New Zealand) if you have any queries about the Resolution or this Notice of Meeting. This Notice of Meeting is dated 3 July 2015.
explanatory notes+ further information+
The Board of the Manager maintains a majority of Independent Directors. Unitholders are entitled to nominate and vote on the appointment of Independent Directors.
GMT's Trust Deed requires that at least one third of the Independent Directors (or the number nearest to one third) must retire by rotation at the Annual Meeting of Unitholders each year, but shall be eligible for
re-appointment at that meeting. Those required to retire are those who have been longest in office since they were last appointed.
Nominations for appointments to the Board were called for on
20 May 2015 and closed on 5 June 2015. No nominations were received, meaning Leonie Freeman stands unopposed.
Resolution: Re-appointment of Leonie Freeman
Leonie Freeman retires by rotation at the Meeting and offers herself for re- appointment.
Leonie has broad experience across
a range of property disciplines having held senior valuation, management and education roles. Her 25-year career has also included the establishment of a
successful property consultancy and property management business as well as senior and advisory positions with local and central government. Leonie is also currently working with Housing New Zealand leading their housing development programme.
Leonie was first appointed a Director of the Manager on
11 October 2011 and is a member of the Audit Committee.
The Board considers Leonie to be an Independent Director and unanimously recommends that Unitholders vote in favour of
her re-appointment.
Attendance and voting rights
Every Unitholder, or that Unitholder's proxy, attorney or representative, is entitled to attend the Meeting and vote.
Voting will be by way of a poll, each Unitholder will have one vote per Unit they hold. Unitholders for the purposes of voting at the Meeting will be determined from the Trust's register at the close of business on the day prior to the Meeting.
Voting and proxies
A Unitholder is entitled to appoint a proxy to attend and vote on behalf of the Unitholder at the Meeting. A proxy need not be a Unitholder.
A Voting and Proxy Form accompanies this Notice of Meeting. To
be valid, Voting and Proxy Forms must be received at the office of
Computershare Investor Services Limited by 1.30 pm on Monday
27 July 2015.
The office of Computershare Investor Services Limited is located on
Level 2, 159 Hurstmere Road, Takapuna, Auckland.
Unitholders wishing to appoint the Chairman of the Meeting or another Director as their proxy should read carefully the instructions on the Voting and Proxy Form and direct such appointment in the manner provided for on that form.
Ordinary Resolution
To be passed, the Resolution needs to be approved by a simple majority of those Unitholders entitled to vote and voting on the Resolution.
Quorum
A quorum for the Meeting will be constituted if at least five persons are present (in person, or by proxy, attorney or representative) and these present hold or represent at least 10% of the number of Units on issue as at the date of the Meeting and carrying the right to vote on the Resolution at the Meeting.
Glossary
Capitalised terms used in this Notice of Meeting are defined in the glossary on the following page.
glossaryBoard | means the Board of the Manager, comprising the Directors. |
Chairman | means Keith Smith. |
Directors | means the directors of the Manager, being the Independent Directors and Gregory Goodman, Phil Pryke and John Dakin. |
GMT or Trust | means Goodman Property Trust and its controlled entities, as the context requires. |
Independent Directors | means Keith Smith, Leonie Freeman, Susan Paterson and Peter Simmonds. |
Listing Rules | means the Main Board/Debt Market Listing Rules. |
Manager | means Goodman (NZ) Limited, as the manager of GMT. |
Meeting | means the meeting of Unitholders to be held at Stamford Plaza Ballroom, 22-26 Albert Street, Auckland 1001 on 29 July 2015 commencing at 1.30pm and any adjournments or postponements thereof. |
Notice of Meeting | means this notice of meeting, dated 3 July 2015 and issued by the Manager for the purpose of convening the Meeting. |
NZX | means NZX Limited or the market operated by it as the context requires. |
Resolution | means the resolution to be considered by Unitholders as specified in the Notice of Meeting. |
Trust Deed | means the trust deed dated 23 April 1999 providing for the establishment of GMT (as amended from time to time). |
Unit | means a unit in GMT. |
Unitholder | means a holder of Units. |
Voting and Proxy Form | means the voting and proxy form accompanying the Notice of Meeting. |
www.goodman.com/nz
This Notice of Meeting is dated 3 July 2015 and has been prepared by Goodman (NZ) Limited as Manager of Goodman Property Trust. The information in this Notice of Meeting and any discussion at the Meeting are general information only and are not intended as investment or financial advice and must not be relied upon as such. You should obtain independent professional advice prior to making any decision relating to your investment or financial needs.
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