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18 March 2026
Goodman Property Trust (GMT)
Meeting Date: 1.00pm Tuesday 31 March 2026.
Venue: Pipiri Lane, 124 Halsey Street, Wynyard Quarter, Auckland and online at this link.
Company Overview
The Trust is New Zealand’s largest listed property investor. It owns a portfolio of industrial properties in Auckland with a value of $4.7 billion. Occupancy is 99% and weighted average lease term (WALT) is 5.9 years. Property valuations increased $11.1 million over the year.
In March 2024 unitholders approved a plan to internalise the management from Goodman (NZ) Limited and Goodman Property Services (NZ) Limited.
Current Strategy
GMT’s investment strategy is exclusively focused on the urban logistics sector of the Auckland industrial property market. Providing essential supply chain infrastructure and supporting a growing digital economy with properties that are modern, operationally efficient and positioned close to transport and distribution networks.
Purpose of Meeting
The meeting is to approve a corporatisation and stapling transaction that will provide a corporate structure for the business, shifting away from the current Trust structure.
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Context
Goodman is one of two remaining property-related companies structured as a Trust listed on the NZX (the other being Vital Healthcare Properties). As noted above, the company took steps to internalise its management last year, also in line with other market trends. This also established an ability for Goodman to develop a ‘property funds management’ business.
The key benefits of this transaction are set out in the Notice of Meeting (please refer for full details).
- Provides GMT with a corporate structure.
- Positions the business to pursue new growth and active investment opportunities through a separate company (such as acquiring assets for resale, undertaking develop-to-sell projects, or engaging in land subdivision).
- Facilitates further growth in the property funds management business.
- Retains PIE tax status by holding passive real estate investments in a separate company (Goodman New Zealand Limited).
- Maintains tax benefits for investors with dividends from property ownership activities (which will continue to receive tax-advantaged treatment as a PIE distribution) and new property and property fund management and development activities (which will be taxed as an ordinary dividend).
- Removes Trust Deed and FMC Act restrictions and streamlines governance and compliance processes, with corresponding cost saving.’
NZSA Commentary
- NZSA notes that the transaction will brings Goodman into line with other industry peers – in particular, Precinct Properties.
- The structure creates tax optimisation benefits, allowing the business to maintain its PIE status for investment property returns, while allowing a corporate tax rate to be employed for future property development opportunities or funds management activity. Were the structure to remain as per the status quo and wish to retain its PIE status, funds management income would be limited to no more than 10% of income.
- We note that Goodman has sought and received a binding ruling from the IRD affirming the PIE status of the property investment business under the proposed structure. We also note that Goodman is expecting to finalise an IRD ruling that the transaction itself (from the GMT to GNZ) will not result in any tax obligations for existing unitholders.
- The proposed structure enables the opportunity to focus the business on distinct activities: development, leasing/property investment and funds management.
Resolution
To approve the Resolution as set out in the Notice of Meeting.
We will vote undirected proxies IN FAVOUR of this resolution.
Proxies
You can vote online or appoint a proxy at https://www.investorvote.com.au/
Instructions are on the Proxy/voting paper sent to you.
Voting and proxy appointments close 1.00pm Sunday 29 March 2026.
Please note you can appoint the Association as your proxy. We will have a representative attending the meeting.
The Team at NZSA