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«Investment Statement (Updated 10 December 2014) IMPORTANT INFORMATION (The information in this section is required under the Securities Act 1978) ...»

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Investment Statement

(Updated 10 December 2014)

IMPORTANT INFORMATION

(The information in this section is required under the Securities Act 1978)

Investment decisions are very important. They often have long-term consequences. Read all documents

carefully. Ask questions. Seek advice before committing yourself.

Choosing an Investment

When deciding whether to invest, consider carefully the answers to the following questions that can be found on

the pages noted below:

Page What sort of investment is this? 2 Who is involved in providing it for me? 2-3 How much do I pay? 4 What are the charges? 4 What returns will I get? 4-5 What are my risks? 5-8 Can the investment be altered? 8 How do I cash in my investment? 8-9 Who do I contact with enquiries about my investment? 9 Is there anyone to whom I can complain if I have problems with the investment? 9 What other information can I obtain about this investment? 9 - 10 In addition to the information in this document, important information can be found in the current registered prospectus for the investment. You are entitled to a copy of that prospectus on request.

The Financial Markets Authority regulates conduct in financial markets The Financial Markets Authority regulates conduct in New Zealand’s financial markets. The Financial Market Authority’s main objective is to promote and facilitate the development of fair, efficient, and transparent financial markets.

For more information about investing, go to www.fma.govt.nz Financial Advisers can help you make investment decisions Using a financial adviser cannot prevent you from losing money, but it should be able to help you make better investment decisions.

Financial advisers are regulated by the Financial Markets Authority to varying levels, depending on the type of adviser and the nature of the services they provide. Some financial advisers are only allowed to provide advice on a limited range of products.

1 When seekingor receiving financial advice, you should check –  The type of adviser you are dealing with:

 The services the adviser can provide you with:

 The products the adviser can advise you on.

A financial adviser who provides you with personalised financial adviser services may be required to give you a disclosure statement covering these and other matters. You should ask your adviser about how he or she is paid and any conflicts of interest he or she may have.

Financial advisers must have a complaints process in place and they, or the financial services provider they work for, must belong to a dispute resolution scheme if they provide services to retail clients. So if there is a dispute over an investment, you can ask someone independent to resolve it.

Most financial advisers, or the financial services provider they work for, must also be registered on the financial service providers register. You can search for information about registered financial service providers at www.fspr.govt.nz You can also complain to the Financial Markets Authority if you have concerns about the behaviour of a financial adviser.

This is an Investment Statement for the purposes of the Securities Act 1978, prepared as at 16 June 2014 in accordance with the Securities Regulations 2009.

Creditworthiness not Rated Heretaunga Building Society ("HBS") relies on the Deposit Takers (Credit Ratings Minimum Threshold) Exemption Notice 2009, which exempted certain non-bank deposit-takers from section 157I of the Reserve Bank of New Zealand Act 1989 (the "Reserve Bank Act"). As from 1 May 2014, by virtue of section 88 of the Nonbank Deposit Takers Act 2013 (the "NBDTA"), this exemption continues to apply under the NBDTA. This exemption means that HBS is not required to have a credit rating and as such, the creditworthiness of HBS is not rated by a rating agency approved by the Reserve Bank of New Zealand under section 157J of the Reserve Bank Act or section 23 of the NBDTA. The exemption is currently due to expire on 1 March 2016.

What sort of investment is this?

This Investment Statement relates to interest-bearing call and term deposits with HBS, which are issued in the form of redeemable shares.

Call Deposits:

A call deposit is a deposit invested with HBS that has no fixed term of investment and a variable interest rate.

The principal sum invested is repayable by HBS to you when called (requested by you).

Term Deposits:

The term options of a term deposit are for three, six and twelve months. HBS may change term options from time to time at its discretion.

Who is involved in providing it for me?

The Issuer Heretaunga Building Society, 111 Avenue Road East, Hastings

Directors:

Senior ManagementSimon Maurice (George) Speedy (BCA, Member of NZICA since 1980) George Speedy has been the general manager of HBS since 1998. He is also a director of Brown Webb Richardson Limited (Chartered Accountants) ("BWR"), which are the secretaries for HBS, and is the BWR director responsible for HBS. Mr Speedy does not receive any remuneration in his role as general manager of HBS, however BWR is paid a fee for its secretarial duties.

–  –  –

Jeremy Francis Gresson (LLB) 8 Oregon Drive Taupo Jeremy Gresson has been a director of HBS since November 2012 and is not a member of any other governance committees. Mr Gresson has over 30 years of legal experience and retired as a director of Gresson Grayson Ltd, Barristers and Solicitors on 5 April 2013. Mr Gresson receives remuneration in his role as a director of HBS of $16,200 per annum and does not receive any non cash entitlements.





William (Jim) Jens Harvey (FNZIV, FPINZ, FREINZ)Algernon RoadHastings

William Harvey has been a director of HBS since 2004 and Board Chairman since 2008. He is not a member of any other governance committees. Mr Harvey is a registered valuer and receives remuneration in his role as a director of HBS, of $21,400 per annum and does not receive any non-cash entitlements.

Thomas Mark Alistair Morgan4 Greenwood RoadHavelock North

Thomas Morgan has been a director of HBS since 2008 and is not a member of any other governance committees. He is a director of Morgan Builders Limited and Commercial Managers HB Limited. Mr Morgan receives remuneration in his role as a director of HBS, of $16,200 per annum and does not receive any non-cash entitlements.

Trevor Leonard Webb (BCA)906 Harding RoadHastings

Trevor Webb has been a director of HBS since 2002 and is not a member of any other governance committees.

Mr Webb was a director of BWR from 2002 until 2010 and has been a director of Trevor Webb Limited since October 2010. Mr Webb practised as a chartered accountant for 37 years before retiring in June 2010. Mr Webb receives remuneration in his role as a director of HBS, of $16,200 per annum and does not receive any non-cash entitlements.

The directors of HBS may change from those persons shown above and current details of HBS's directors can be found on the HBS website at www.heretaungabuildingsociety.co.nz.

All of the directors of HBS have holdings of redeemable shares in HBS (as disclosed in the financial statements).

None of the directors or senior management of HBS has been the subject of legal or disciplinary proceedings, nor adjudicated bankrupt or insolvent, nor is subject to any of the other matters outlined in regulation 5 of Schedule 1 of the Regulations, in the 5 years preceding the date of this Prospectus. None of the directors or senior management of HBS has been a director or senior manager of any company or business within 5 years of that company's or business' insolvency or liquidation.

The Trustee Trustees Executors Limited, Level 5, 10 Customhouse Quay, PO Box 3222, Wellington.

Activities:

Heretaunga Building Society was established in 1933 and has provided both saving services and loan services, including residential, commercial and rural mortgage finance, to its members and those in the community it serves since that time. Those services include granting loans upon the security of a first ranking mortgage over freehold or leasehold properties.

3 How much do I pay?

The minimum amount payable in respect of any investment is $1.00. Otherwise, investors may select the amount they wish to invest. Cheques for the full sum selected, crossed “non transferable” and made payable to Heretaunga Building Society, must accompany a duly completed application form if sent by post or through a third party.

Payment may be lodged in cash, cheque or by direct credit with Heretaunga Building Society by either:

 Mailing investments to HBS at, PO Box 146, Hastings,  By calling at our office located at 111 Avenue Road East, Hastings  By automatically transferring into Westpac Hastings 03-0642-022885-02 with appropriate references.

What are the charges?

Investors pay no fees or charges of any sort in relation to making this investment.

If early repayment of a term deposit is agreed to by HBS, an interest rate reduction may apply. The reduced interest rate will reflect, as closely as possible, the interest rate that would have been applicable to your investment had you only invested for that shorter period (up until the time of early withdrawal).

No other charges are payable by HBS or investors that may affect the amount of returns to investors.

What returns will I get?

Interest Rates:

HBS's current interest rates and maturity terms can be obtained by calling (06) 873 8047, visiting HBS, or by visiting HBS’s website www.heretaungabuildingsociety.co.nz.

HBS may vary any of the interest rates applicable to deposits at any time without notice. Any change in interest rates will not apply to any deposits made before the date of change which have a fixed rate of interest.

Payment of Interest:

Interest will accrue on each deposit on a daily basis from the date a valid application is received and moneys are deposited into a HBS account.

Interest on call investments is calculated daily and added to the principal amount of the investment 6 monthly on 31 March and 30 September in each year.

Interest on a term investment is paid on the sum invested at the agreed frequency (the earlier of maturity or 6 months) and at the agreed rate of interest for the term of the investment. The interest may be added to the principal sum on maturity of the investment, paid into another HBS account or another trading bank account or paid out by cheque.

Minimum Amount of Investment:

There is no minimum investment for call or term investments.

Fees:

Withdrawals from term investments are subject to specific notice of withdrawal criteria (see the heading "How do I cash in my investment?"). Early withdrawal of term investments (if permitted by HBS) may result in the interest rate payable being reduced to reflect the shorter term of the investment.

No other fees are payable by an investor which would affect the amount of an investor's returns.

Taxation:

Under current New Zealand tax legislation, HBS must deduct resident withholding tax (RWT) from all interest paid or compounded before it is paid or credited to New Zealand-resident investors.

If an investor holds a current certificate of exemption and has given HBS a copy of that certificate, HBS will not deduct RWT.

–  –  –

For investors who are not resident in New Zealand for tax purposes, HBS will deduct non-resident withholding tax (NRWT). The rate is currently 10% or 15%, depending on the country of residence.

All non-resident investors must provide HBS with their current overseas residential address.

HBS will advise investors (unless interest paid is less than $50) of the amount of interest paid by 20 May in the same year for the preceding year ended 31 March.

Key factors that determine returns:

The key factors that will determine the amount of return which HBS is legally liable to pay you are:

 The amount of your investment and the term of your investment;

 The rate of interest payable on your investment;

 HBS’s solvency and the performance of its obligations as the issuer of the investments (including payment of interest on and, when due, repayment of the investor’s original investment).

 Any early repayment of your term investment; and  Your individual circumstances for tax purposes.

The current interest rates are available upon request or can be found by visiting the HBS website www.heretaungabuildingsociety.co.nz As the returns to you will vary according to the above factors, it is not possible to quantify the amount of returns you will receive, or to promise a fixed amount of returns. HBS is the only party legally liable to pay any returns on your investment. None of HBS's employees, agents or advisers, or the Trustee, guarantees the repayment of investments or the interest thereon.

What are my risks?

The maximum risk you carry is the loss of your invested funds together with any interest owed to you (as described under the heading "What returns will I get?") because HBS is not able to repay you. This situation would eventuate if HBS became insolvent. However, in no circumstances will investors have any additional liability to HBS or to any person whatsoever.

A financial institution like HBS is exposed to various types of risk some of which HBS may be currently unaware, or which are beyond the control of HBS, or which HBS considers are immaterial but which subsequently become key risk factors for HBS. You should consider risks in conjunction with other information provided in this Investment Statement. The risk factors described below include forward-looking statements.

Actual events may be materially different to those described and may therefore affect HBS is a different way.

The principal risks for HBS include:

Credit Risk:



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