CHARTER HALL GROUP — AGM Information 2013

Nov 11, 2013

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Charter Hall Group Annual General Meeting 2013

Chairman’s address

Good afternoon. On behalf of the Board of Directors it is my pleasure to welcome you all to the 2013 Annual General Meeting of the Charter Hall Group.

My name is Kerry Roxburgh and I am the Chairman of the Charter Hall Group Board of Directors.

Now would be a good time to make sure your mobile phones are silent for the duration of this meeting.

It is now 2:30pm, and as the necessary quorum is present, I declare this meeting properly constituted and open.

Now, I would now like to introduce my fellow Board members:

• Anne Brennan, Non-Executive Director who Chairs the Remuneration and Human Resources Committee (RHRC) and is a member of the Audit, Risk and Compliance Committee (ARCC)

• David Deverall, Non-Executive Director, Chair of the ARCC, and a member of the Nominations Committee

• Phil Garling, Non-Executive Director, who joined the Board in February this year. Philip has extensive experience in property and funds management, and business strategy, and is a valuable addition to our Board. Phil is also a member of the RHRC.

• Peter Kahan, Non-Executive Director, and a member of the RHRC and Nominations Committee

• Colin McGowan, Non-Executive Director, a member of the Valuations Committee, and RHRC, and who also Chairs the Investment Committee and

• Joint Managing Directors, David Harrison and David Southon.

I would also like to mention that during the year, Roy Woodhouse retired as Deputy Chairman and a Non-Executive Director due to poor health, and Glenn Fraser also retired as a Non-Executive Director, due to an illness in his family. Both Roy and Glenn made a significant contribution to Charter Hall during their time on the Board, and I thank them for their commitment and wish them both every happiness and good health.

Also present today and I welcome:

• Tracey Jordan, our Company Secretary

• Rob Baker and James Dunning, from our Auditor PricewaterhouseCoopers, who will be available to answer any questions of securityholders

• Stuart McCulloch, from our Legal Adviser, Allens.

This afternoon, I will provide a brief overview of our business and focus during FY13.

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Our Joint Managing Directors, David Harrison and David Southon, will then provide an update on our business, some key developments since the end of the 2013 financial year and the outlook for financial year 2014.

We will then move to the formal business of the meeting and the resolutions for your consideration. In so doing, I will deal with the re-election of directors on a show of hand. For Items 3 through 6 my plan is to have these dealt with by calling for a “poll”.

Securityholders holding a yellow or red attendance card will have the opportunity to ask questions as we address each item of business listed in the Notice of Meeting. Visitors with blue attendance cards are not permitted to ask questions during this meeting.

At the conclusion of the meeting we look forward to joining you for refreshments in the foyer.

Today’s meeting is being webcast live and is available on our website.

Chairman’s Address

This year marks the Group’s 22nd year since its formation in 1991 by Messrs. Cedric Fuch, Andre Biet and one of our current Joint Managing Directors, David Southon.

In that time, Charter Hall has become one of Australia’s leading fully integrated property groups, with some 300 employees, managing office, retail and industrial long term property investments across Australia on behalf of wholesale, retail and institutional clients and for our own securityholders.

Our vision, purpose and goal

This year, we undertook a lot of work on our business and have refined and provided greater clarity on our long-term future direction and goals.

We now have a refreshed brand (which I will touch on shortly) and a clearly articulated vision for our people and the business.

Charter Hall has a 22 year history of accessing and managing Australian property on behalf of our investors, partners and clients, including working co-operatively with our stakeholders to deliver smart outcomes.

Through our vision to be ‘the smart property choice’ we are uniting our people, continuing to generate smart ideas and creating products and solutions that deliver wealth through a combination of sustainable rental income and capital growth.

Our strategy is to use our specialist property expertise and smart approach to access, deploy and manage equity and invest alongside our partners to create value and provide superior returns for our clients and Charter Hall securityholders.

I will talk through how we have delivered on this strategy in FY13 shortly, but it is important to mention that we deliver this strategy through a focus on product, performance, partnership and people. It is through the smart combination and delivery on these elements that we will be able to achieve our goal of being the Australia’s best performing and most highly regarded property company.

Our strategy in action

I am pleased to report, that we have delivered on our new vision and strategy, of accessing, deploying, managing equity and investing alongside our partners to create value and to provide superior returns for our clients and Charter Hall during FY13.

We are in a unique position in that we access equity across unlisted retail, unlisted wholesale and listed sources. During the year, we were pleased to have continued to build our strong

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relationships with these diverse investors to secure $1.2 billion of equity across the Group and our managed funds platform.

This equity enabled us to complete $2.1 billion of property acquisitions and $1.0 billion of divestments during the year.

The management of our funds and properties is a key component of our strategy, and we recognise the security of our long-term income depends upon actively managing these to create value.

Our property and asset management teams seek to ensure that properties within our managed property platform are occupied by high-calibre tenants over the long term and this year we maintained high occupancy levels across all sectors, leased over 300,000 square metres to new and existing tenants.

Finally, we have also further invested alongside our partners, investing $603 million across both new and existing investment opportunities. This co-investment strategy remains a key focus for Charter Hall going forward.

Solid total securityholder returns

Through delivering on this strategy we were pleased to report a 12.9% increase in operating earnings to $71.8 million. This translated into a statutory net profit of $54.8 million.

Operating earnings per security rose by 11.3% to 23.94 cents and we delivered a full year distribution of 20.2 cents per security; an 11% increase.

I am pleased to note that Charter Hall Group securities delivered positive investor returns, and was the best performing A-REIT over the year to 30 June 2013 delivering an 80.6% total securityholder return. Charter Hall Group securities have also outperformed the ASX 200 Property Accumulation Index and the ASX 200 Accumulation Index in the last one, three and five years to 31 October 2013.

Our people

On 8 October we announced new employment contracts to replace the current contracts entered into in 2005 for the Joint Managing Directors. The commencement date for the new contracts is subject to approval of Item 6 at today’s meeting.

Charter Hall is pleased the Joint Managing Directors confirmed their ongoing commitment by entering into contemporary employment contracts that provide for much longer notice periods and the introduction of restraints that substantially mitigate key person risks at Charter Hall.

If securityholders approve Item 6 today, there is a one off special three year long term incentive award for each managing director of 100,000 performance rights to David Southon and 300,000 to David Harrison. Vesting of these grants is conditional upon, among other things, the managing directors not having resigned or been summarily dismissed during the 3 years from 4 October, 2013.

Vesting of these grants is not possible until the 3 year anniversary of signing their contract, and upon Charter Hall achieving both its long term incentive performance hurdles measured at the end of FY16 and upon a number of operational and business growth milestones set by the Board, being progressively achieved.

For all employees, Charter Hall is committed to ensuring our people are offered the opportunity to develop within the Group, so they are best equipped to perform strongly and be part of Charter Hall’s ongoing success.

Recognising the contribution of, dedication and loyalty of our people I am pleased to say for the first time over 210 employees who do not participate in the long term incentive plan, received a

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$1,000 allocation of Charter Hall securities. The Board will give consideration annually, to making similar grants.

During the year we also commenced our new workplace journey, which is focused on transforming our business into a truly collaborative culture aligned with our refreshed business vision, direction and goals.

Our people strategy is centred around three focus areas: transforming culture, building capacity and enabling systems. During the year we developed a range of initiatives to support these focus areas and these initiatives will be implemented over the next few years.

We are excited about our plans in this area for the next financial year and look forward to sharing these with you in due course.

Investing in our brand

As I mentioned at the introduction to my Chairman’s address, as part of the development of our new vision, we have introduced a refreshed brand for the Group.

We have refined our logo and introduced a new colour palette to communicate and promote our focus on the office, retail and industrial property sectors.

We are also investing into the branding of our managed properties and with over 338,000 people using one of our assets every day, we want to leverage this exposure to promote both our property expertise and commitment to delivering smart spaces for all our stakeholders.

This will involve the introduction of Charter Hall signage across all our properties over the next two years, and we encourage you to keep an eye out for this next time you use one of our properties.

Committed to corporate governance

As the manager of substantial capital on behalf of others and with a material co-investment itself, at all times Charter Hall is committed to maintaining the highest level possible of corporate governance standards.

We recognise the importance of identification and effective management of the inherent conflicts of interest. Our internal processes, our recognition and respect of the critical role played by the Independent Directors and of the composition and Independence of our Investment Committees provide the necessary disciplines for the allocation of capital and in making acquisition and disposal decisions.

Sustainability

I would also like to touch on our continued focus on sustainability and our corporate responsibility commitment. During the year we have evolved our approach to ensure that we effectively listen, understand, and respond to our stakeholders.

Last year, we focused on our operational platform, building the right systems and processes for long-term sustainable growth and this year, our focus has been on our people, ensuring that we understand and respond to their needs, develop their capabilities, and evolve a new way of working for the long term.

Charter Hall’s focus on the environmental operations of our managed properties continues to produce results, with improvements in average National Australian Built Environment Ratings System (NABERS) Energy ratings across our managed funds.

We are committed to continuing our journey across our four focus areas – sustainable business, environment, community and workplace, and look forward to sharing the results from our initiatives through our investor communication.

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Capital markets ‘fundamentals’

Whilst labour markets remain subdued, investment drivers have been strong with historical spreads between the cost of debt and rental income yield from property, making selected property investments attractive. Provided interest rates remain near historic lows, as debt markets are expecting, Charter Hall anticipates firm demand from wholesale and retail investors.

Finally, I sincerely thank all Board members and the growing team of property professionals at Charter Hall and our investors for their continued support and commitment to Charter Hall over this past year and we look forward to the future together.

I now introduce the Joint Managing Directors, David Southon and David Harrison for an operational update.

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Charter Hall Group

2013 Annual General Meeting 12 November 2013

Board of Directors

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Anne Brennan Non-Executive Director

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David Deverall Non-Executive Director

Kerry Roxburgh Chairman and Non-Executive Director Philip Garling Non-Executive Director

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Peter Kahan Non-Executive Director

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Colin McGowan Non-Executive Director

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David Harrison Executive Director

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David Southon Executive Director

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Charter Hall Group 2013 AGM

Agenda

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1 Chairman’s address: Kerry Roxburgh

• 2 Joint Managing Directors’ address: David Harrison and David Southon

3 Formal business

4 Questions

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Charter Hall Group 2013 AGM

Chairman’s Address

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Kerry Roxburgh

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Our vision

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OUR VISION The smart property choice

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OUR PURPOSE

To grow investor wealth through smart property outcomes

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OUR VALUES

INTEGRITY ACCOUNTABILITY PASSION EXPERTISE

COLLABORATION

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OUR STRATEGY

To use our specialist property expertise to access, deploy, manage and co-invest equity alongside our partners in the core real estate sectors of office, retail and industrial to create value and provide superior income and capital returns for our clients and Charter Hall securityholders .

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PRODUCT PERFORMANCE PARTNER PEOPLE To provide innovative and sustainable To drive sustainable To be a trusted To be the products for our investors, customers returns for our and valued partner to place for people and the community investors and people all of our stakeholders in property

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OUR GOAL

To be Australia’s best and most highly regarded property investment and funds management business

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Charter Hall Group 2013 AGM

Our strategy in action

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ACCESS DEPLOY MANAGE INVEST Access to multiple Creating value through Property funds Investing alongside our equity sources attractive investment management, asset capital partners opportunities management, leasing & development services $1.2bn $2.1bn 301,924sqm $603m gross equity secured property assets acquired lettable area leased Charter Hall property during FY13 during FY13 during FY13 investments as at 30 June 2013

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Charter Hall Group 2013 AGM

Solid total securityholder returns

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• Charter Hall was the best performing A-REIT in FY13, with a total securityholder return of 80.6%

• Charter Hall has outperformed over 1, 3 & 5 years to 31 October 2013

Total return over 1, 3 and 5 years to 31 October 2013[1 ]

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35%
30% 28.5% 28.7% 28.3%
25.5%
25%
20%
15% 13.3% 13.2%
11.1%
10.1%
10%
7.1%
5%
0%
1 Year 3 Years 5 years
(%pa)
ASX 200 Accumulation Index
ASX 200 Property Accumulation Index
Charter Hall Group Securityholders
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1. UBS and S&P/ASX

2. Security price as at 31 October 2013 was $3.87

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Charter Hall Group 2013 AGM

Our people

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Charter Hall Group 2013 AGM

Investing in our brand

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Retail Signage

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Office Digital Screens

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Charter Hall Group 2013 AGM

Committed to corporate governance

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• Independent Chairman

• Board has majority of Non-Executive Directors

• Across the Group, Responsible Entity Boards and Fund Investment Committees are chaired by an Independent Director or Member, and have an independent Audit Committee chair

• Related party policies and conflicts protocols in place across the Group

• “Health check” of governance and fees was conducted by Ernst & Young in 2012

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Charter Hall Group 2013 AGM

Sustainability

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Sustainability continues to be a core part of how we manage risks and enhance value across our business

~~Sustainable~~ business

• To grow investor wealth by delivering smart property outcomes

Environment

• To actively work to reduce our consumption of natural resources

Community

• To make a positive contribution to the communities where we work operate

Workplace

• To create a safe and engaging work environment that attracts, develops, retains and supports high performing people

We recognise that responding to environmental and social factors builds stakeholder support and contributes to our commercial success

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Charter Hall Group 2013 AGM

Capital market ‘fundamentals’

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• Prime property looks very attractive compared to fixed interest and debt costs

• More importantly for Charter Hall, under performance from fixed income style investments is resulting in a reallocation of capital to property as a higher yielding alternative

• The JP Morgan Global Bond Index returned -2.2% over FY13

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Source: JLL, RBA, Westpac, Charter Hall Research

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Charter Hall Group 2013 AGM

Joint Managing Directors’ Address

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David Harrison and David Southon

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Key achievements for financial year 2013

OEPS growth 11.3%[1 ]

Investment yield +12% 6.7% to 7.5%

DPS growth 11.0%

$1.0 billion net equity inflows

$3.1 billion transactions $2.1bn of acquisitions $1.0bn of divestments

18% Australian FUM growth

1. FY12 is stated prior to specific items

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Charter Hall Group 2013 AGM

High quality earnings

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Operating earnings of $71.8m over 12 months to 30 June 2013, up 12.9% from $63.6m[1 ]

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18% growth in operating earnings 62% of operating earnings generated
from property funds investment from property investments
45.0 Direct property
investment
$39.6m
40.0 7%
Property funds
35.0 $33.4m management
38%
30.0
$27.3m
$24.1m
25.0
FY12
20.0 FY13
15.0
10.0
$6.1m
$4.9m Property funds
5.0
Investment
55%
-
Direct property Property funds Property funds
investment investment management
Property Investments 38% operating
62% operating earnings earnings
$m
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1. FY12 is stated prior to specific items

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Charter Hall Group 2013 AGM

Solid earnings and distribution growth

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Distribution per security growth

Operating earnings per security growth[1 ]

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20.20
18.20
16.50
12.55
FY10 FY11 FY12 FY13
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23.94
21.51
20.60
16.44
FY10 FY11 FY12 FY13
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1. FY12 OEPS pre-specific items and OEPS shown pre security based benefits expense

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Charter Hall Group 2013 AGM

Strong balance sheet

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• Group balance sheet gearing was 2.9% at 30 Sept 2013, and look through gearing was 36.1%

• Across the fund platform, $0.9bn of debt was either established or refinanced during FY13, and a further $1.4bn of new or refinanced debt has been secured since 30 June 2013, resulting in:

• Weighted average cost of debt[1] of 5.6% as at 30 September 2013 (was 6.2% FY13)

• Weighted average facility maturity[2] of 2.9 years as at 30 September 2013

• $4.2bn of drawn debt across platform, with a further $0.8bn available undrawn capacity

• CHC $75 million debt facility extended to August 2015 with a 10bps reduction in pricing

• Weighted average cost of debt on a look through basis

• Debt duration is on a look through basis based on facility limits

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Charter Hall Group 2013 AGM

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Australian FUM platform growth of 18% in FY13

• Group funds under management up 16% to $10.3bn at 30 June 2013

• Australian property FUM increased by $1.5bn over the last year to $9.9bn

Total Group FUM

Australian FUM by Equity Source

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12
$10.7bn
$10.2bn $10.3bn [1 ]
10
$8.9bn
8
6
$9.9bn
4 $3.4bn $7.2bn $8.5bn $8.4bn
2
$3.4bn
0
Jun-09 Jun-10 Jun-11 Jun-12 Jun-13
Australian FUM Offshore FUM
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12
10
$1.7bn
8 $1.5bn $1.5bn $1.8bn
$1.5bn $3.5bn $1.6bn
6 $6.5bn
$3.2bn
$5.4bn
4
$3.6bn
2
$2.5bn
0
Jun-10 Jun-11 Jun-12 Jun-13
Wholesale Listed Retail
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1. Includes CQR Poland portfolio contracted for sale as at 30 June but settled in October 2013.

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Charter Hall Group 2013 AGM

Australian focused property platform

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As at 30 June 2013, Charter Hall managed a $10.3bn total property portfolio

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||||||
|---|---|---|---|---|
|No. of properties|No. of tenants|Lettable area (sqm)|Total assets ($m)|FY13 gross income ($m)|
|200|2,968|2.8m|10,323|909|
|Asset type diversification 30 June 2013|
|Industrial|
|$1.1bn (11%)|
|Retail|
|Residential|
|$3.0bn (29%)|
|$0.1bn (1%)|
|Office|
|$6.1bn (59%)|

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Charter Hall Group 2013 AGM

Group property investments

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• Charter Hall’s property investments total $616m at 30 September ($603m as at 30 June 2013)

• Delivered FY13 operating earnings of $44.5m, 62% of total operating earnings

• FY13 property funds investment yield of 7.5%, up from 6.7% as at 30 June 2012[1 ]

Portfolio characteristics Key metrics as at 30 Sept 13	Portfolio characteristics Key metrics as at 30 Sept 13
Group property investments	$616 million
Average ownership stake	14.3%
Weighted average cap rate	7.9%
Weighted average rent review	3.9%
Occupancy	96%
Weighted average lease expiry	5.7 years
FY13 investment income	$44.5 million
FY13 Group investment yield	7.5%

Lease expiry profile[1 ] (30 September 2013)

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50%
45%
40%
35%
30%
25%
20%
15%
10%
5%
0%
Vacant FY14 FY15 FY16 FY17 FY18 FY19+
Retail Industrial Office
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1. Charter Hall Group’s position based on the lease expiry profile and investment exposure in each fund / partnership (weighted on a passing gross income basis)

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Charter Hall Group 2013 AGM

Wholesale Partnerships – case study

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Core Logistics Partnerships (CLP)

• Core Logistics Partnership (CLP) established during FY13 with two Australian institutional investors to acquire and manage a core Australian logistics portfolio

• CLP acquires two seed assets totalling $103.1 million – 36,213sqm AMCOR logistics facility at Scoresby, Melbourne

• 50% interest in the Metcash Distribution Centre at Canning Vale, Perth for $63.5million

• CLP has since acquired the 130,000sqm Somerton Logistics Centre in Melbourne for $121m on a 7.7% yield

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Woolworth Distribution Centre, TAS (50% CLP/50% CPIF)

• Total equity committed increased to $356m and total investment capacity to $525m through an additional $98m of equity commitments

• CHC now has a 16.8% equity stake

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Charter Hall Group 2013 AGM

Wholesale Mandates – case study Bankwest Place & Raine Square, Perth

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• Core Plus Office Fund (CPOF), in partnership with a domestic super fund and a global institutional investor, acquired the $458 million Bankwest Place complex in Perth

• The recently completed property comprises a 45,000sqm office tower 100% leased to Bankwest (subsidiary of Commonwealth Bank) for 12 years, a 9,831sqm retail complex anchored by a 15 year lease to Coles and adjoining hotels

• Wholesale mandates business now over $1.0bn

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Bankwest Place, Perth WA

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Charter Hall Group 2013 AGM

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Direct business (retail investors) – case study

Direct Industrial Fund No.2

• Launched in December 2012 following the success of the Direct Industrial Fund No.1 (DIF1) and closed oversubscribed raising $135m within 10 months of launch

• Strong demand through advisors and self managed super funds

• Current portfolio of 5 assets with a weighted average lease term of 12.8 years and tenants include Australia Post, Coles and Toll

• Final portfolio expected to total approximately $220m and have targeted gearing of 45% and a targeted distribution yield of 8%+

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Australia Post Distribution Centre, Perth WA

• Charter Hall is now focused on bringing new investment product to market to meet the high level of demand

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Charter Hall Group 2013 AGM

FY14 activity to date

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• Completed the CPIF $150m equity raising target

• Successfully closed DIF2 capital raising oversubscribed at $135m

• CLP has increased total equity committed to $356m and total investment capacity to $525m through an additional $98m of equity commitments (including CHC’s $49m)

• About $300m of industrial acquisitions have been contracted or completed since year end

• CHOT acquired the remaining 50% interest in No.1 Martin Place, Sydney, funded via $103m equity raising (CHC contributed its $15m pro-rata stake)

• Completed or contracted asset sales realising $49m of Charter Hall equity (44% of 1 July 2013 target), recycled into CLP

• CQR completed the €174.5m sale of its Polish portfolio and redeployed $60m proceeds into the acquisition of Southgate Plaza Shopping Centre, SA acquired on a 7.5% yield

• $1.4bn new and refinanced debt since 30 June 2013

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Charter Hall Group 2013 AGM

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$331m of gross equity in funds secured FY14 to date

$77m Direct Industrial Fund 2

$16m Charter Hall Retail REIT DRP

$6m Core Plus Office Fund IRP

$31m $103m Core Plus Charter Hall Office Trust Industrial Fund Acquisition of remaining Completed equity raise 50% No.1 Martin Place

$98m Core Logistics Partnership Additional equity commitment

Notes:

• Represents equity invested and not undrawn equity commitments

• • Excludes $14m raised through the CHC DRP

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Charter Hall Group 2013 AGM

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Solid earnings growth expected in FY14

CHC is well positioned to continue to capitalise on our ability to access, deploy, manage and coinvest across core property sectors of office, retail and industrial

We confirm guidance provided to the market in August 2013 and barring unexpected events, continue to forecast:

• Growth in FY14 operating earnings per security of approximately 7%[1 ]

• The distribution payout ratio is expected to be between 85% and 95% of operating earnings per security[2 ]

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1. This growth guidance applies to both the existing operating earnings measure and amended operating earnings (including security based benefit expense)

2. Payout ratio has increased from 80-90% in FY13, due to a change in accounting for security based benefit expense effective FY14. Expected FY14 operating cash flow and distributions are not impacted by this non-cash item.

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Charter Hall Group 2013 AGM

Formal Business

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Formal Business

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• If there are Securityholders who are eligible to vote who have not received their yellow voting card, please see a representative from Link Market Services at the registration desk

• Securityholders holding a red card are not eligible to vote but can speak at the meeting

• Visitors holding a blue card are not eligible to vote or speak at the meeting

• Copies of the Notice of Meeting, Explanatory Memorandum, and Annual Report are available from the front desk

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Charter Hall Group 2013 AGM

Item 1

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• Item 1 – Annual Report

• To receive and consider the Annual Report, consisting of the Financial Report, Directors’ Report and Auditors Report for the financial year ended 30 June 2013.

• Note: There is no requirement for Securityholders to approve these reports

• Mr James / Mr Rob Baker of PwC will answer any questions relating to the conduct of the 30 June 2013 audit, the preparation of the financial statements, and the independence of PwC as auditor

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Charter Hall Group 2013 AGM

Resolutions

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Resolutions:

Resolutions 2.1, 2.2, 2.3, and 3 are proposed as ordinary resolutions of Charter Hall Limited ( CHL ) and will be approved if passed by at least 50% of votes cast by securityholders entitled to vote on the resolution.

Resolutions 4.1 and 4.2, 5.1 and 5.2, 6.1 and 6.2 are proposed as ordinary resolutions of CHL and Charter Hall Property Trust ( CHPT ) and will be approved if passed by at least 50% of votes cast by securityholders entitled to vote on the resolution.

Voting on resolutions 2.1, 2.2, and 2.3 will take place on a show of hands (unless a poll is demanded in accordance with CHL’s Constitution, the Corporations Act 2001 (Cth) (Corporations Act) or the ASX Listing Rules (Listing Rules)).

Your Directors’ support the resolutions being put to Securityholders, except for situations where they have an interest in that resolution, in which case, they individually make no recommendation.

Where permitted to do so, the Chairman of the Meeting will vote all available proxies ‘for’ each item of business

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Charter Hall Group 2013 AGM

Resolution 2.1

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To consider, and if thought fit, pass the following ordinary resolution of CHL:

“That Ms Anne Brennan, a Director of CHL retiring in accordance with the CHL Constitution, is re-elected as a Director of CHL”

Resolution 2.1 is an ordinary resolution of CHL, and will be approved if passed by at least 50% of the votes cast by securityholders entitled to vote on the resolution.

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Charter Hall Group 2013 AGM

Resolution 2.1 - Proxies

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FOR: 249,467,183 97.25%

OPEN: 181,492 0.07%

AGAINST: 6,874,408 2.68%

ABSTAIN: 2,034

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Charter Hall Group 2013 AGM

Resolution 2.2

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To consider, and if thought fit, pass the following ordinary resolution of CHL:

“That Mr Colin McGowan, a Director of CHL retiring in accordance with the CHL Constitution, is re-elected as a Director of CHL”

Resolution 2.2 is an ordinary resolution of CHL, and will be approved if passed by at least 50% of the votes cast by securityholders entitled to vote on the resolution.

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Charter Hall Group 2013 AGM

Resolution 2.2 - Proxies

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FOR: 256,195,798 99.88%

OPEN: 181,492 0.07%

AGAINST: 131,480 0.05%

ABSTAIN: 16,347

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Charter Hall Group 2013 AGM

Resolution 2.3

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To consider, and if thought fit, pass the following ordinary resolution of CHL:

“That Mr Philip Garling, appointed as an additional Director of CHL by the Board, is elected as a Director of CHL”

Resolution 2.3 is an ordinary resolution of CHL, and will be approved if passed by at least 50% of the votes cast by securityholders entitled to vote on the resolution.

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Charter Hall Group 2013 AGM

Resolution 2.3 - Proxies

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FOR: 256,113,962 99.85%

OPEN: 181,492 0.07%

AGAINST: 213,316 0.08%

ABSTAIN: 16,347

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Charter Hall Group 2013 AGM

Resolution 3

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To consider, and if thought fit, pass the following ordinary resolution of CHL:

"That the Remuneration Report included in the Annual Report for the year ended 30 June 2013 be adopted.“

Resolution 3 is an ordinary resolution of CHL, and will be approved if passed by at least 50% of the votes cast by securityholders entitled to vote on the resolution.

Note: The vote on this resolution is advisory only and does not bind Charter Hall Group of the Directors of CHL.

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Charter Hall Group 2013 AGM

Resolution 3 - Proxies

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FOR: 253,333,885 99.05%

OPEN: 131,492 0.05%

AGAINST: 2,297,952 0.90%

ABSTAIN: 282,273

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Charter Hall Group 2013 AGM

Resolution 4.1

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To consider, and if thought fit, pass the following ordinary resolution of CHL and CHPT:

"That approval is given for all purposes under the Corporations Act and the Listing Rules (in particular Listing Rule 10.14) for the issue of 201,220 performance rights to Mr David Southon as described in the Explanatory Memorandum.”

Resolution 4.1 is an ordinary resolution of CHL and CHPT, and will be approved if passed by at least 50% of the votes cast by securityholders entitled to vote on the resolution.

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Charter Hall Group 2013 AGM

Resolution 4.1 - Proxies

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FOR: 255,108,204 99.75%

OPEN: 121,785 0.05%

AGAINST: 514,306 0.20%

ABSTAIN: 295,919

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Charter Hall Group 2013 AGM

Resolution 4.2

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To consider, and if thought fit, pass the following ordinary resolution of CHL and CHPT:

"That approval is given for all purposes under the Corporations Act and the Listing Rules (in particular Listing Rule 10.14) for the issue of 231,707 performance rights to Mr David Harrison as described in the Explanatory Memorandum.”

Resolution 4.2 is an ordinary resolution of CHL and CHPT, and will be approved if passed by at least 50% of the votes cast by securityholders entitled to vote on the resolution.

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Charter Hall Group 2013 AGM

Resolution 4.2 - Proxies

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FOR: 255,104,733 99.75%

OPEN: 121,785 0.05%

AGAINST: 517,758 0.20%

ABSTAIN: 295,919

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Charter Hall Group 2013 AGM

Resolution 5.1

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To consider, and if thought fit, pass the following ordinary resolution of CHL and CHPT:

"That approval is given for all purposes under the Corporations Act and the Listing Rules (in particular Listing Rule 10.14) for the issue of 58,511 service rights (being a deferred proportion of the STI for FY13) to David Southon.”

Resolution 5.1 is an ordinary resolution of CHL and CHPT, and will be approved if passed by at least 50% of the votes cast by securityholders entitled to vote on the resolution.

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Charter Hall Group 2013 AGM

Resolution 5.1 - Proxies

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FOR: 254,311,111 99.44%

OPEN: 121,785 0.05%

AGAINST: 1,316,380 0.51%

ABSTAIN: 290,919

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Charter Hall Group 2013 AGM

Resolution 5.2

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To consider, and if thought fit, pass the following ordinary resolution of CHL and CHPT:

"That approval is given for all purposes under the Corporations Act and the Listing Rules (in particular Listing Rule 10.14) for the issue of 59,649 service rights to David Harrison (being a deferred proportion of the STI for FY13.”

Resolution 5.2 is an ordinary resolution of CHL and CHPT, and will be approved if passed by at least 50% of the votes cast by securityholders entitled to vote on the resolution

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Charter Hall Group 2013 AGM

Resolution 5.2 - Proxies

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FOR: 254,311,111 99.44%

OPEN: 121,785 0.05%

AGAINST: 1,316,380 0.51%

ABSTAIN: 290,919

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Charter Hall Group 2013 AGM

Resolution 6.1

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To consider, and if thought fit, pass the following ordinary resolution of CHL and CHPT:

"That approval is given for all purposes under the Corporations Act and the Listing Rules (in particular Listing Rule 10.14) for the issue of issue of 100,000 additional performance rights to David Southon (being a special allocation under the performance rights and options plan.”

Resolution 6.1 is an ordinary resolution of CHL and CHPT, and will be approved if passed by at least 50% of the votes cast by securityholders entitled to vote on the resolution.

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Charter Hall Group 2013 AGM

Resolution 6.1 - Proxies

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FOR: 253,266,750 99.03%

OPEN: 120,338 0.05%

AGAINST: 2,362,188 0.92%

ABSTAIN: 290,919

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Charter Hall Group 2013 AGM

Resolution 6.2

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To consider, and if thought fit, pass the following ordinary resolution of CHL and CHPT:

"That approval is given for all purposes under the Corporations Act and the Listing Rules (in particular Listing Rule 10.14) for the issue of issue of 300,000 additional performance rights to David Harrison (being a special allocation under the performance rights and options plan.”

Resolution 6.2 is an ordinary resolution of CHL and CHPT, and will be approved if passed by at least 50% of the votes cast by securityholders entitled to vote on the resolution.

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Charter Hall Group 2013 AGM

Resolution 6.2 - Proxies

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FOR: 253,266,750 99.03%

OPEN: 120,338 0.05%

AGAINST: 2,362,188 0.92%

ABSTAIN: 290,919

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Charter Hall Group 2013 AGM

Questions

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Disclaimer

This presentation has been prepared by Charter Hall Group (being Charter Hall Limited (ABN 57 113 531 150) and Charter Hall Funds Management Limited (ABN 31 082 991 786) (AFSL 262861) as the responsible entity for Charter Hall Property Trust (ARSN 113 339 147)) (the “Group”). It is a presentation of general background information about the Group’s activities as at 30 June 2013 unless otherwise stated. It is a summary and does not purport to be complete. It is to be read in conjunction with the Charter Hall Preliminary Financial Report filed with the Australian Securities Exchange on 28 August 2013. It is not intended to be relied upon as advice to investors or potential investors and does not take into account the investment objectives, financial situation or needs of any particular investor. A reader should, before making any decisions in relation to their investment or potential investment in the Group, seek their own professional advice. This presentation is not an offer or invitation or recommendation for subscription or purchase of securities or other financial products.

This presentation includes “forward-looking statements” within the meaning of securities laws of applicable jurisdictions. Forward-looking statements can generally be identified by the use of forward-looking words such as “may”, “will”, “expect”, “intend”, “plan”, “estimate”, “anticipate”, “believe”, “continue”, “objectives”, “outlook”, “guidance” or other similar words, and include statements regarding certain plans, strategies and objectives of management and expected financial performance. These forward-looking statements involve known and unknown risks, uncertainties and other factors, many of which are outside the control of the Group, and its officers, employees, agents or associate. Actual results, performance or achievements may vary materially from any projections and forward looking statements and the assumptions on which those statements are based. Readers are cautioned not to place undue reliance on forward-looking statements and the Group assumes no obligation to update such information.

All information contained herein is current as at 30 June 2013 unless otherwise stated, and all references to dollars ($) or A$ are Australian Dollars unless otherwise stated.

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Charter Hall Group 2013 AGM

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