CHARTER HALL GROUP

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Charter Hall Group Annual Report 2021

Charter Hall Group (CHC or the Group) believes the
best investments begin when people and businesses
work together towards shared goals.
That’s why over the past three decades, we’ve been
investing in the value of place and developing mutually
successful relationships with many of Australia’s
best-known companies.
Today, we’re a fully integrated property investment group,
managing 1,388 Ofce, Industrial & Logistics, Retail and
Social Infrastructure properties with a total portfolio value
of $52.3 billion.
Our integrated ofering and approach to partnership means
that as both investor and manager, we can build value and
deliver solutions designed for long-term success.
Experience
30 years’

Contents
Strategy
4
Purpose
6
FY21 Performance Highlights
8
Chair Message
10
Managing Director &
Group CEO Message
14
Capital Sources
20
Industrial & Logitics
22
Long WALE Retail
24
Ofce
26
Convenience Retail
28
Social Infrastructure
30
Charter Hall Direct
32
Sustainability
34
Board of Directors
40
Executive Commitee
42
Directors' Report and Financial Report
44
Securityholder Analysis
148
Investor Information
150
Contact Details
151
Corporate Directory
151

Cover, clockwise from top left: Drystone Industrial Estate, Truganina Vic; Charter Hall image of couple viewing investments on digital tablet; 1 Shelley Street, Sydney NSW; Pacific Square, Maroubra NSW. Above: No.1 Martin Place, Sydney NSW.

Contents | 3

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Charter Hall Group
Annual Report 2021
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Access Accessing equity from listed, wholesale and retail investors.	Deploy Creating value through atractive investment opportunities. Manage Fund and asset management, leasing and development services.	Deploy Creating value through atractive investment opportunities. Manage Fund and asset management, leasing and development services.	Invest Investing alongside our capital partners.
$5.3bn Gross equity raised	$10.1bn Gross transactions $2.1bn Divestments $8.0bn Acquisitions	$52.3bn Funds Under Management (FUM) $11.7bn FUM growth	$381m (↑18.8%) Increase in Property Investment (PI)
			15.0% Total PI return
$13.8bn Gross equity raised	$23.3bn Gross transactions $3.9bn Divestments $19.4bn Acquisitions	$29.1bn FUM growth	$703m (↑41.2%) Increase in PI
			11.3% Total PI return
$17.8bn Gross equity raised	$32.1bn Gross transactions $7.2bn Divestments $34.8bn FUM growth $24.9bn Acquisitions		$1.3bn (↑119.4%) Increase in PI
			13.4% Total PI return

Charter Hall Group Annual Report 2021

Purpose

We create better futures by driving value and mutual success. With partnership at the heart of our approach, we work closely with our tenant customers, investors, people and communities to unlock hidden value, provide superior returns and help businesses and individuals succeed.

Our community

Our tenant customers

Our goal is to stimulate positive impacts for communities. We foster meaningful employment in order to help build better futures for vulnerable young Australians and support healthier outcomes for all. We continue to work closely with a range of community partners through our long-standing commitment to the Pledge 1% movement, supporting more than 100 organisations by investing our spaces, profits and our people’s time.

We use our national reach and local market expertise to deliver inventive, sustainable solutions for businesses. As cross-sector specialists, we take an active partnership approach with our tenant customers, thinking laterally to solve their holistic needs, working together to create solutions that fulfil their requirements across office, retail, warehousing and distribution. Our commitment to tenant customers runs deep, and we continue to challenge ourselves to go above and beyond in our service.

Our investors

Our environment

Sustainability is a strategic priority for us, and is embedded across our platform. We continue to deliver sustainable outcomes with long-term impact, including making meaningful progress toward our Pathway to Net Zero by 2030 target. We partner with our customers, investors and capital partners to actively seek out opportunities to create environmental and social value, alongside financial outcomes, driving us to make decisions that have wide reaching benefits for our industry and the world.

We have built a reputation for innovative investment funds that enable investors to realise their aspirations. We work hard to create stable investments with greater potential to generate consistent, superior returns. We invest alongside our capital partners to achieve mutual success. Our focus on quality, well-located assets with long-term leases, delivers stability, returns and growth through market cycles.

Our people

Our people are the heart of our business and enable us to go above and beyond for our partners and customers. We support them to perform at their best, provide learning opportunities to accelerate their growth, and facilitate them in having multiple careers with us. Our open, flexible workplace fosters a collaborative environment and, together with our many benefits, enables people to flourish.

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Purpose | 7
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Right: Charter Hall Head Office, No.1 Martin Place, Sydney NSW.

Charter Hall Group Annual Report 2021

FY21 Performance

1 Highlights Funds management Property investments Balance sheet $ $ 52.3bn 2.4bn 14.8% Funds under management Property Investment NTA growth (FUM) ↑29.0% portfolio $ 10.1bn 15.0% 5.0% Gross transactions Total Property Investment Balance sheet gearing Return[3] $ 6.6% 6.1% 544m Property Funds Property Investment yield Investment capacity Management yield[2]

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Group returns
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28.2
% p.a.
10 year Total
Shareholder Return
12.3
% p.a.
10 year OEPS growth
8.3
% p.a.
10 year NTA growth
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Figures and statistics throughout this presentation are for the 12 months to 30 June 2021 unless otherwise stated.
Property Funds Management (PFM) yield is calculated as PFM operating earnings post tax per security (includes 50% allocation of net interest) divided by the opening NTA per security for the 12 months to 30 June 2021.
Total Property Investment (PI) return is calculated as distributions received from Funds plus growth in investment value divided by the opening investment value of the PI portfolio for the 12 months to 30 June 2021. This excludes investments in new vehicles held for less than a year and investments in Direct funds.

Right: Chifley Tower, Sydney NSW.

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FY21 Performance Highlights | 9
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Charter Hall Group Annual Report 2021

Chair

Message

A strong and adaptable strategy, clear purpose and, above all, the trust and partnerships we have built with our people, customers and communities, have enabled us to deliver record performance in an uncertain and challenging environment.

Dear Securityholder

This financial year, we continued to face challenges due to the COVID-19 pandemic. Despite some reprieve, much of the year saw disruptions for many businesses. While the pandemic itself is still far from over, I was impressed to see our people working closely with our customers and communities to navigate the challenges and create positive outcomes.

Our performance

Against this backdrop, I am delighted to report that Charter Hall achieved record growth, ending the year with $52.3 billion in funds under management (FUM), which now makes us the largest sector-diversified commercial property portfolio in Australia.

Throughout the year, we continued to partner with our customers across all our sectors to meet their evolving property needs.

Our focus on stability, growth and returns for our securityholders has also driven superior performance across our funds and continues to attract investor equity, with $5.3 billion of gross equity flows for the year.

Looking to the future

Charter Hall has grown considerably over the course of three decades, both in size and complexity. We now partner with some of Australia’s biggest corporates, with many of our engagements having evolved into multi-level and cross-sector relationships, driven largely by the trust developed over the course of our partnerships.

Our future success relies on the continued strength of these relationships, as well as our ability to harness the talent within our business to continue delivering outstanding results for our customers, partners, and investors.

We recognise that the breadth and depth of our leadership team serves as the basis to take the Group to the next level. That’s why, this year, we made it a priority to reset our remuneration structure with retention plans in place for our leadership team. By investing in our people, we are ensuring our path forward as the business ramps up its growth plans.

In line with our philosophy of mutual success, Charter Hall’s plans also include building future success for our partners. We firmly believe that by investing in the value of place, we are creating better outcomes for the long term.

Our current portfolio comprises 1,388 properties, with a lettable area of 9 million square metres and delivering almost $2.5 billion in net rental income per year.

We have always said that long-term performance is the true test of success. As we celebrate Charter Hall’s 30th anniversary, our current result is further evidence of our ability to consistently deliver superior returns to our securityholders, with a total shareholder return of 64.1% in FY21.

David Clarke

Chair MessageSection | 11

Charter Hall Group Annual Report 2021

Meaningful action on climate change

Each year, we go further in our commitment to our ESG objectives. In the wake of updated projections released by the International Panel on Climate Change, delivering on our climate initiatives has never been more important. We continue to make significant progress each year and believe that by partnering with our tenants and investors, we can unlock further opportunities to drive meaningful change and secure a better future for all.

We have actively aligned our climate resilience roadmap to the recommendations of the Task Force on Climate-Related Financial Disclosures (TCFD) to ensure meaningful steps from Board level to meet our objectives.

Pleasingly, we have made significant progress towards our Pathway to Net Zero by 2030 target, even accelerating that timeline where possible. Our Industrial & Logistics portfolio has committed to achieving Net Zero Carbon in operations by 2022 for Scope 1 and Scope 2 related emissions and our Retail portfolio recently announced that it will achieve Net Zero Carbon in operations by 2025.

We have also begun proactively working with contractors and suppliers to reduce impacts across our supply chain and engaged with our tenant customers to find solutions to mitigate their energy-related emissions. Currently, 54% of the 41MW of our installed solar supplies directly to our tenants.

As businesses around the country continue to plan their return to office, supporting healthier workplace assets is as important as ever. We have worked with the International WELL Building Institute to baseline human health and wellness, with a focus on measuring and improving the indoor environment in our workplace assets for our tenants. This year, we became one of the first groups globally to achieve a WELL Portfolio Score across 900,000 square metres of real estate.

As a signatory to the United Nations Global Compact, we continue to engage to advance the Sustainable Development Goals and embed its principles in our strategy and culture. We were proud this year to be recognised in the 2020 PRI Leaders Group for our work in climate reporting.

Creating social value

Our commitment to social investment in communities is driven largely through Pledge 1%. Through this philanthropic movement, Charter Hall has been investing in more than 100 charitable organisations to support communities in need.

We donated $739,000 through our community partnerships, and, in a year where volunteering was impacted by COVID-19, our people spent 1,200 hours in the community. We also donated over 41,000 square metres in space, valued at over $1.8 million, for community use.

We are passionate about building better futures for vulnerable youth within the community. We have established partnerships with four state-based social enterprises targeting 1,200 meaningful employment opportunities by 2030. Again, this is about taking actions that tackle employment impacts linked to COVID-19.

For the first time, we used our supply chain to create social value, contracting with Two Good Co. to supply our Office portfolio with soap. In turn, this creates employment outcomes for survivors of domestic violence and supplies meals and care packages to women in shelters across Australia.

We now require all employees to complete training on modern slavery on an annual basis in line with our obligations under the Modern Slavery Act. Our Modern Slavery and Human Rights Working Group monitors our modern slavery and human rights risk across our business and supply chain.

We have also developed a Reconciliation Action Plan (RAP), which is under review by Reconciliation Australia.

Serving customers and securityholders

Despite ongoing uncertainty, Charter Hall continues to gain momentum. Record equity flows demonstrate that our customer-centric approach continues to receive investor support.

One of our roles as your Board is to ensure that the team remains focused on delivering against the Group’s strategy, whilst ensuring all stakeholders are fairly treated and the culture of “doing the right thing” permeates throughout the Group. Our repeat tenant metrics, retention rates and customer interviews clearly show the Group has demonstrated an equal focus on both our tenants and investors.

While our results demonstrate our performance focus, front and centre for us is our role as guardians of other people’s capital over the long term. That’s why our purpose, developed with input from investors, tenants and employees, is about achieving better futures and mutual success through bringing aspirations to life.

The Board continues to comprise a majority of independent directors, in line with best practice. All Directors actively engage in the business to ensure the continued execution of the Group strategy. Our Non-Executive Directors apply a diverse mix of skills and expertise to provide a strong overall contribution to the success of the Group. This includes our continued commitment to gender diversity, where we now have 30% female participation in senior executive positions and 55% across our workplace. This approach puts the Group in a strong position to pursue further growth.

Our current portfolio comprises 1,388 properties, with a lettable area of 9 million square meters and delivers almost $2.5 billion in net rental income per year.

30 years on from when Charter Hall began, we are very proud of where we are as a company and we continue to have ambitious goals for the future.

Outlook

As many of the world’s biggest economies start to open up again, the outlook for economic growth in Australia remains uncertain due to ongoing pandemic-related challenges. Global interest rates are generally expected to remain low with inflation and wages growth in Australia forecast to continue to lag targets.

I would like to take this opportunity to thank tenants, investors and securityholders for your support, my fellow Directors and the Executive Committee for your dedication and our people for their passion and commitment in delivering this year’s record performance.

Our leadership team remains focussed on fostering strong partnerships and growing our platform in a sustainable way, delivering resilience for the business and returns for securityholders and capital partners. We are confident that our diverse portfolio, sector-leading lease duration and high-quality tenant covenants will enable us to deliver mutual success and better outcomes for all.

Director

& Group CEO

David Clarke Chair

In terms of opportunities, we have access to $6.7 billion in available investment capacity through existing cash balances and available lines in our funds and on our balance sheet. This capacity offers us resilience against any short-term volatility, and an ability to move quickly to capture opportunities, while also providing a meaningful avenue for growth.

Chair Message | 13

Right: GPO Exchange, Adelaide SA.

Charter Hall Group Annual Report 2021

Managing Director & Group CEO Message

Our growth over 30 years has been built on a foundation of partnership and mutual success. That continues to drive us today.

Dear Securityholder

Financial year 2021 (FY21) continued to challenge global economies and businesses, with the COVID-19 pandemic persisting as we closed out the year. Despite these challenges, Charter Hall generated record fund growth and equity inflows across the business.

We continued to drive market leading transaction volumes and outperform respective benchmarks across most of our funds and partnerships. At the same time, we maintained a razor-sharp focus on our customers, as evidenced by continued leasing and pre leasing of developments, results from our customer surveys and a leading volume of sale and leaseback transactions with corporate customers.

Overall, FUM grew by $11.7 billion or 29% for the year, deploying capital for our investors and generating FUM and earnings growth for securityholders.

This year, we celebrated an important milestone – 30 years since the founding of Charter Hall and our 16th financial year as a publicly listed Group. It was an incredible opportunity to connect with our people (past and present), tenant customers, partners and investors to reflect on the relationships that we’ve built, the impact that we've had, and to show our gratitude to everyone who has played a role in our success. Our growth over 30 years has been built on a foundation of partnership and mutual success. That continues to drive us today.

Since our ASX listing in 2005, we have grown from $1 billion in FUM to more than $52 billion. In FY21 alone, we generated record gross equity flows of $5.3 billion, achieved $11.7 billion of FUM growth and delivered total shareholder return for the Group of 64.1%.

It’s important to reflect on where we came from, but I am

most encouraged by where we are going. Our focus remains on delivering sustainable growth for securityholders and replenishing capital within funds and partnerships as we continue to deploy capital through develop-to-core strategies and selective acquisitions. With a curated portfolio of 1,388 high quality assets, we will continue to make enhancements through asset diversification and Long WALE and we continue to pick strategies and sectors that will outperform the return benchmarks expected by our investors.

Resilience in the face of economic setback

Our approach to resilience ensured that our business continued to grow despite significant setbacks for many parts of the Australian economy. I want to acknowledge that this simply could not have happened without our people, who took the evolving situation in their stride, ultimately delivering incredible results for our customers, partners and investors.

The Industrial & Logistics sector performed particularly well during the year. We first took the lead in this sector with the inception of our flagship wholesale industrial fund in 2007. Subsequent multiple strategies across all equity segments mean we have been well positioned to capitalise on the accelerating demand for modern, purpose-built, highly efficient facilities and warehouses. We’ve seen this through strong leasing demand for our 60-hectare MidWest Logistics Hub, attracting key tenant customers such as Coles, Uniqlo, Toll, Bridgestone and Inghams. At our recently completed Tradecoast Industrial Park in Brisbane, we attracted major customers such as Amazon, Australia Post and DHL.

David Harrison

Managing Director & Group CEO MessageSection | 15

Charter Hall Group Annual Report 2021

In our Office sector, our new developments and leasing activity remained strong because we were able to adapt and meet the evolving needs of our tenants. Our strong performance in Office, despite continued uncertainty in the sector, means we remain confident in the long-term outlook and firmly believe that modern workplaces will continue to play a critical role for the majority of businesses and the economy.

Our non-discretionary convenience Retail portfolio again demonstrated resilience, as we partnered with our tenants to ensure our retail centres remained open throughout the year. Similarly, within our Social Infrastructure portfolio, the essential nature of childcare was proven, with centres remaining open during the COVID-19 pandemic and associated restrictions and supported by government funding that further demonstrates its importance to the economy.

Long term performance

Financially, we continue to be disciplined and self funded from a growth perspective via a consistent 6% per annum distribution growth policy that has facilitated retained cash earnings to reinvest in the growth of the business.

Importantly, our growth in earnings comes after-tax. On a post-tax basis, we have delivered sector-leading 14.5% operating earnings per security (OEPS) growth rate (CAGR) annually over the last five years. Tax paid earnings also deliver valuable franking credits for our securityholders, which, when combined, provided total pre-tax OEPS of 74.2cps.

Over the 16 years since listing, Charter Hall generated a total shareholder return of 18.2% compounded annually versus the A-REIT Index S&P/ASX 200 (GICS) Property Accumulation Index return of 4.8% over the same period. We also outperformed the ASX100 and 200 Indices over this period.

Quality property funds management portfolio

Our property funds management portfolio is well-diversified comprising 1,388 properties, with a lettable area of 9 million square metres and delivering almost $2.5 billion in net rental income per year. Group FUM WALE has increased to 9.1 years and the weighted average capitalisation rate firmed to 4.8%, together with continued portfolio curation that has enhanced the low risk profile and high quality of our funds and partnerships.

Significant growth in FUM

Group FUM grew by a record $11.7 billion to $52.3 billion in 12 months, driven by net acquisitions, net valuation growth and development expenditure.

We have been active in acquiring and divesting assets. In FY21 we recorded $2.1 billion of divestments, more than double that of previous years. $8 billion of acquisitions also exceeded activity in prior years, resulting in net acquisition growth of $5.9 billion.

All our sectors have been active, led by our Industrial & Logistics and Office sectors. They accounted for one-third of our overall transaction activity, respectively. Long WALE Retail made up a further 24%, with Social Infrastructure at 10% and Shopping Centre Retail at 1%.

Our portfolio curation and delivery of strategy contributed to $4.1 billion of net valuation growth during the year, which equates to a 10% increase in the Group’s net FUM during FY21. Our Industrial & Logistics and Long WALE triple net lease portfolios have been stand-out net valuation growth performers. Of course, this growth also reflects the trust placed in us, as custodians of capital, to wisely manage and invest on behalf of our investors.

Active development pipeline

$1.8 billion of development capex during FY21 continued to make a meaningful contribution to both FUM growth and portfolio curation.

The Group is progressing various developments across its portfolios, creating modern investment grade properties and adding significant value through enhancing income yield and total returns. Our development completions for FY21 add significant incremental stabilised income to our portfolios. Our total development pipeline now stands at $8.8 billion, approximately half committed and under construction, providing for future portfolio curation and FUM growth.

Our $3 billion Industrial & Logistics development pipeline is predominantly pre-leased to high quality tenants and will generate institutional quality long-leased assets for our funds. It will provide attractive incremental FUM growth and enhance our ability to attract capital. The average lease term of pre-committed developments across Industrial & Logistics and Office is approximately 10 years by income and value.

Our Office pipeline also continues to deliver attractive development returns and new office buildings, despite uncertainty in the market due to COVID-19. This year, we commenced construction on our new office development at 555 Collins Street in Melbourne and announced a major pre-lease agreement with Amazon. The 60 King William Street, Adelaide project is 70% preleased to a commonwealth government tenant customer, whilst the Industrial & Logistics platform has secured major preleases to Coles, Australia Post, Ingham’s, Amazon and extended leases to major customers Woolworths, Metcash, Coles and Chemist Warehouse.

We also recently announced that Australia Post would become an anchor tenant at our new 32,000 square metre development 480 Swan Street, Richmond Vic, underpinning the strength of our cross-sector relationship and the value of our precinct approach in new office development projects.

Valued relationships with our tenant customers

Strong relationships with our tenant customers continue to be an essential strategic focus. We are always looking for new ways to support our customers and actively partner with them to provide inventive solutions to meet their needs.

Our success with our tenants is reflected in the high level of repeat business – in fact, 76% of our tenant customers lease more than one tenancy from us. We see these businesses as more than just tenants. We view our relationship as a partnership which allows us to better meet their property needs, driving increased tenant retention.

81% of tenants who had a lease expiring with us in the past 12 months are now re-leasing with us. Importantly, this benefits securityholders by producing earnings resilience across our property investment portfolio and feeds back into transactions, with our significant sale and leaseback activity providing off-market opportunities across sectors to grow our funds.

Resilient Property Investment portfolio

Our Property Investment portfolio provides a strong alignment of interest with our investor customers, while also ensuring that securityholders benefit from our property expertise. These earnings are characterised by the high quality of our tenants, the diversity of sectors, and the lack of concentration risk.

The portfolio has grown to $2.4 billion, or 19% over the year, reflecting our strategy to invest alongside our capital partners and the growth achieved in underlying asset values. The portfolio has delivered an attractive 6.1% Property Investment yield, with further capacity for new investments from retained earnings and recycling of capital from co-investment stakes into new growth opportunities.

Occupancy is broadly stable, and through active asset management, the property investment portfolio WALE has increased to 9.1 years. Our weighted average rent review remains attractive at 3.1%. The number of properties has also increased significantly to 1,322, as we continue to expand and diversify our investments. We believe the Group’s Property Investment portfolio is a very defensive, well diversified, core investment portfolio.

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Right from top: Only About Children, Northcote Vic; Arnott's Distribution Centre, Huntingwood NSW.

Charter Hall Group Annual Report 2021

Culture is our bedrock

Our greatest asset is the people who work here, along with the executives and non-executive directors that represent investors on our various Boards of listed and unlisted funds. We never underestimate the breadth of experience and talent our sector-diverse business provides to our customers.

Our culture has long been one of our key strengths. Many of our people faced challenges this year as the pandemic persisted and intermittent lockdowns were enforced. We continued to focus on ways to support them, improve wellbeing and remain connected.

Pleasingly, this was reflected in the continued strength of our employee engagement for FY21, with 95% of our people reporting that they would recommend Charter Hall as a good place to work. We do not take these scores for granted and are incredibly proud of the engagement we have seen across the business. We continue to prioritise maintaining a happy, healthy and engaged workforce.

When we look at our people, we see the next generation of leaders in property. Our role is to provide our people with the experience, training and tools they require to succeed.

This includes personalised learning to develop skills and capabilities aligned to their development goals and career aspirations, as well as providing diverse opportunities to move laterally within the business.

We were very proud this year to be named on the 2021 AFR BOSS Best Places to Work List, and ranked second overall on the Property, Construction and Transport list, from nearly 700 nominated organisations across Australia and New Zealand. This recognition is a testament to our diverse and inclusive culture, which enables our people to be their best self, and do their best work.

We continue to emphasise diversity and inclusion across the business and actively seek to attract and retain talented people from a wide range of experiences, backgrounds and perspectives to cultivate our inventive spirit.

As a Board and management team, we recognise that the importance of diversity and inclusion goes beyond hiring diverse candidates. It must involve celebrating diversity - ensuring a sense of belonging and creating value for all our people.

This year, Charter Hall was also named an Employee of Choice for Gender Equality citation holder by the Workplace Gender Equality Agency, recognising us as an industry leader for our efforts in career development, gender-balance recruitment, flexible work practices, degendered parental leave schemes and pay equity.

As members of Pride in Diversity and the property industry initiative Interbuild, we continue to grow our network of allies and LGBT+ employees nationally, at the same time as we have moved up the ranks in the Australian Workplace Equality Index.

We are proud of our achievements, and we will continue to prioritise making all our people feel supported and valued and ensure that they see a future for themselves at Charter Hall.

Accelerating our environmental goals

We know that ESG investment continues to be a key thematic for investors assessing their portfolios. Our continued and increasing focus on ESG positions the business for success and will be a source of competitive differentiation.

We continued to invest in renewables and have doubled onsite solar in the last year generating 58.9GWh of electricity. We have also secured 100% renewable electricity from offsite sources for assets within our operational control across our Industrial & Logistics and Office portfolios. This switch for Office will reduce Group Scope 2 emission by more than 65%, encompassing 1.5 million square metres of workplace assets and representing more than $19 billion in gross asset value.

Our transition away from fossil fuel energy sources is well underway. We are investing to future-proof our workplace developments through energy efficiency measures, including a shift toward all electric buildings powered by renewables, in line with our market transition strategies.

We believe these steps and the scale of our portfolio, position the Group well to continue making meaningful progress against our Net Zero Carbon in operations target for Scope 1 and Scope 2 emissions and address climate related risks and opportunities.

Outlook and guidance

Based on no material adverse change in current market conditions, FY22 earnings guidance is for post-tax OEPS of no less than 75cps. FY22 distribution per security guidance is for 6% growth over FY21.

My thanks, on behalf of the Executive Committee, to all our people for their hard work this year. I would also like to thank the Charter Hall Group Board for their continued strategic guidance along with the Independent Directors of our Fund Responsible Entity Boards.

Our strategy of using our property expertise to create value and generate superior returns for our customers underpins our ability to continue to deliver returns for securityholders.

Finally, thank you to all our investors and tenants for continuing to be part of our Charter Hall Group community.

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David Harrison Managing Director & Group CEO

Sustainability is central to how we conduct our business and always has been. Our goal is to be a role model in the Australian property sector by creating environmental and social value alongside sustainable growth and returns. This year, we have made demonstrable progress on our climate initiatives.

We’re always looking for new ways to support our tenants – actively partnering with them to provide innovative solutions to fulfill their exact needs.

Across the Group, we have reduced our carbon emission intensity (Scope 1 and 2) by 7% since FY17, despite a 37% increase in area over that time. As of 30 June 2021, we had 240 Green Star certified buildings across the portfolio, maintaining Australia’s largest Green Star footprint.

Managing Director & Group CEO Message | 19

Charter Hall Group Annual Report 2021

Capital Sources

Wholesale pooled and partnerships

$33.3bn

FUM

97.3%

Occupancy

4.62%

Capitalisation rate

26.3%

Gearing

8.3 yrs

WALE

$1.4bn

CHC investment

Listed

Charter Hall Direct

$10.8bn

$8.2bn

FUM

98.2%

98.6%

Occupancy

5.23%

4.89%

Capitalisation rate

25.4%

29.6%

Gearing WALE

Gearing

8.9 yrs

11.0 yrs

WALE

$0.7bn $0.3bn CHC investment[1] CHC investment

The diversity of our property portfolio and business model means we offer a wide range of investment options. Our approach to investment uses partnership and financial discipline to deliver stability and long-term growth.

Held at accounting value not market value. Right: 2 Market Street, Sydney NSW.

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Charter Hall Group
Annual Report 2021
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$ 15.5bn Total FUM 4.4% Capitalisation rate

Industrial &

226 Properties

Logistics

“Our sector continues to see surging demand for existing and newly developed industrial & logistics facilities. This has been driven by structural trends in consumer shopping towards online retail, the need to increase stock levels to sure up supply chains for COVID-19 disruptions and increasing automation in facilities for greater efficiency and lower labour costs. With one of the largest national portfolios and a multi-billion dollar development pipeline, we have a demonstrated track record in partnering with our tenant customers across the country to meet their needs and these ongoing structural trends.”

Richard Stacker

Industrial & Logistics CEO

11.0 yrs WALE

$ 3.0bn Development pipeline

Industrial & Logistics | 23

Clockwise from above: Woolworths Distribution Centre, Dandenong Vic; Australia Post, Chullora NSW.

$ 6.7bn Total FUM

4.7% Capitalisation rate

Long WALE Retail

“Our high quality portfolio of long WALE retail properties is leased to blue chip tenants including Bunnings, bp, Ampol and Endeavour Group. We continue to grow the portfolio to further enhance quality, focusing on acquisition via sale and leaseback and attractive triple net lease structures. These factors provide a secure and growing income stream and capital growth to investors.”

Avi Anger

Fund Manager, Charter Hall Long WALE REIT

634 Properties 13.5 yrs WALE

$ 0.1bn Development pipeline

Long WALE Retail | 25

Clockwise from above: Bunnings Warehouse, South Mackay Qld; bp, Forestville NSW.

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Office “Our approach to partnership has helped us maintain our position as one of the largest owners and managers of CBD office properties, working with many of Australia’s most iconic businesses to create the best workplace environments for their people. We have a long track record in delivering placemaking precincts that go beyond the workplace and offer our customers amenity-rich experiences.”

Carmel Hourigan Office CEO

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$
22.8bn
Total FUM
4.8%
Capitalisation rate
82
Properties
6.7
yrs
WALE
$
5.4bn
Development pipeline
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Office | 27
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Clockwise from above: Wesley Place, 130 Lonsdale Street, Melbourne Vic; 12 Shelley Street, Sydney NSW.

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Convenience

Retail

“As the leading owner and manager of property for convenience retailers, we have curated a portfolio that has demonstrated resilience and provides essential goods and services to local communities, providing a stable and growing income stream for investors. We have built deep, long-term relationships with many of Australia’s leading convenience retailers which will continue to provide resilience for our investors.”

Greg Chubb Retail CEO

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----- Start of picture text -----

$
3.8bn
Total FUM
6.1%
Capitalisation rate
51
Properties
5.5
yrs
WALE
$
0.1bn
Development pipeline
Convenience Retail | 29
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Clockwise from above: Secret Harbour Square, Secret Harbour WA; Secret Harbour Square, Secret Harbour WA; Bass Hill Plaza, NSW.

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Social Infrastructure

“As the largest owner of childcare centres in Australia, our social infrastructure portfolio facilitates the provision of essential social and community services. Our Social Infrastructure REIT (ASX: CQE) is well positioned, with resilient and growing income, low gearing and $207 million of investment capacity.”

Travis Butcher

Fund Manager, Charter Hall Social Infrastructure REIT

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----- Start of picture text -----

$
3.4bn
Total FUM
4.9%
Capitalisation rate
395
Properties
15.6
yrs
WALE
$
0.2bn
Development pipeline
Social Infrastructure | 31
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Clockwise from above: Only About Children Childcare Centre, Northcote Vic; Mater Corporate Headquarters and Training Facilities, Newstead Qld.

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Charter Hall Group
Annual Report 2021
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Direct funds net return since inception

Funds have returned an average[1] of 13.5% p.a., outperforming their respective benchmarks[2] by 6%

Australian Industrial & Logistics (%p.a.) Australian Diversified / Long WALE (%p.a.) Australian Office (%p.a.) Benchmark (% p.a.)

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----- Start of picture text -----

19.9% Funds open for investment
17.6%
15.8%
15.0% 15.3%
11.1%
10.4% 10.3%
8.6% 8.5% 8.4% 8.5%
6.7%
5.8% 6.2%
3.1%
DIF2 (WS) [3] DIF3 (WS) [3] BW Trust LWF [3] PFA (Ordinary) DOF (WSA) [3] DIF4 [3] WPS1 [4]
2013-2021 2014-2021 2014-2021 2017-2021 2017-2021 2014-2021 2016-2021 2020-2021
----- End of picture text -----

Based on simple average of returns.
Benchmark refers to the MSCI/IPD Unlisted Core Wholesale Property Fund Index as at June 2021. Past performance is not a reliable indicator of future performance. 3. DIF2, DIF3, DIF4, LWF, DOF – returns assume Bonus Units or Entitlement Offer as per respective PDS.

Charter Hall Direct

WPS1 is open to investment by Wholesale Clients only, being a person or entity who satisfies the requirements of section 761G of the Corporations Act..

Charter Hall Maxim Property Securities Fund (Maxim) returns Maxim exceeded the benchmark over all time periods[1]

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Maxim performance (%) [1] Benchmark performance (%) [2]
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“As one of Australia’s leading direct property fund managers, Charter Hall Direct features quality properties on long-term leases and delivers stable returns with potential for capital growth. Investing across sectors, the Direct business delivers outperformance against the benchmark and offers retail investors diversification benefits and access to regular income and returns.”

Steven Bennett Direct CEO

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----- Start of picture text -----

36.6
33.9
13.2
12.0
10.5
8.2 8.8
6.2
12 months 3 years 5 years 10 years
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Past performance is not a reliable indicator of future performance. Performance is calculated on an after fees basis but before tax.
Benchmark is the S&P / ASX 300 Accumulation Index.

Direct | 33

Charter Hall

Above: DHL, Altona Vic.

Charter Hall Group

Annual Report 2021

Sustainability

Three things drive our Group. Our commitment to mutual success underpins our goals; active partnership governs our relationships; and our insistence on being a sustainable business over the long term shapes our strategy and actions.

As we plan our journey to 2050, sustainability remains a strategic priority across our platforms. It’s integrated into how we think and work. It’s the lens we use to assess, manage and achieve our environmental, social and governance (ESG) goals. It’s also part of how we work in partnership with our customers, to create long-term risk adjusted returns for investors and healthier places for people and our planet.

Over the last 30 years, we’ve consistently delivered sustainable outcomes that have a positive impact and influence on our business, our sector and the wider world: from our first Green Star rating in 2006 to making meaningful progress towards our Net Zero Carbon target in 2021.

The 17 United Nations Sustainable Development Goals (SDGs) are the blueprint to achieve a better and more sustainable future. Charter Hall seeks to align our responses and targets to the UN Sustainable Development Goals.

Environment: Climate Resilience

We are working in partnership with our customers to deliver meaningful action on climate change.

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Focus areas Progress this year Looking forward
Carbon and climate – We became a signatory to the WGBC Net Zero Carbon We intend to:
change Commitment. This initiative aligns with our target of Net Zero
Develop a local
for Scope 1 and 2 emissions by 2030.
nature-based offset
– We recorded a 7% [1] reduction in our carbon emission intensity strategy for residual
(Scope 1 and 2) since FY17, despite a 37% [1] increase in area emissions during FY22.
over that time.
Develop a Scope 3
–
We were recognised for our work in climate reporting with emissions target aligned
two noteworthy awards: to science-based target
– 2020 PRI Leaders Group for climate related disclosure; and methodology during
FY23.
–
2020 GRESB Industrial Global Development Leader for our
industrial fund, CPIF.
Resilience – We completed physical risk assessments portfolio wide. We intend to:
and adaptation –
We commenced Climate Change and Adaptation Plans Continue implementing
(CCAP) for our Industrial & Logistics portfolio (now 70% CCAP for our Office and
complete by floor area) based on RCP8.5 as a worst case Retail sectors as well as
scenario. incorporating CCAP into
the onboarding of new
assets.
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Focus areas Progress this year Looking forward
Energy efficiency – We exceeded our FY25 NABERS Energy targets early by We intend to:
achieving:
Establish new NABERS
–
5.04 Star NABERS Energy weighted average rating for
targets at both portfolio
Office portfolio; and
and asset levels by FY22.
–
4.60 Star NABERS Energy weighted average for Retail sites
>15,000sqm. Expand our coverage of
– NABERS ratings to Retail
We saw six of our funds included in the Top 10 NABERS
sites <15,000sqm.
Energy Sustainable Portfolio Index.
–
We maintained Australia’s largest Green Star footprint, with
240 Green Star certified buildings.
Clean energy – We installed 41MW Solar PV with the potential to generate We intend to:
58.9GWh of electricity (equivalent to powering 8,305 homes).
Continue installing Solar
– We procured 100% offsite renewable electricity for our PV across our sectors
Industrial & Logistics portfolio. where it is commercially
feasible.
Achieve 100% offsite
renewables for the Office
portfolio by FY22 and for
the Retail portfolio
by FY25.
Water – We exceeded FY25/30 NABERS Water targets early by We intend to:
achieving:
Establish new NABERS
–
4.04 Star NABERS Water weighted average rating for Retail
targets at portfolio and
sites >15,000sqm; and
asset level by FY22.
–
4.61 Star NABERS Water average rating for Office portfolio.
Waste – We implemented waste management plans at all the sites We intend to:
where we manage waste.
Prepare a waste strategy
–
We increased our organics waste stream to include over 60% aligned to circular
of our Office assets, and piloted Anaerobic digestion systems economy principles by
at select Retail sites. FY22.
–
We improved waste data integrity through alignment with the
Better Buildings Partnership.
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Sustainability | 35

As at FY20, we will be reporting our FY21 environmental data in our 2021 Sustainability Report.

Charter Hall Group Annual Report 2021

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Social: Strong Communities

We are always looking for ways to increase the strengths of the communities in which we operate.

Focus areas Progress this year

Looking forward

We continued to lead with purpose in our quest to lift the futures of communities through our ongoing participation in the Pledge 1% initiative:

Social value: Through partnership, deliver positive impacts for the communities in which we operate

We intend to:

Continue to contribute 1% of our profits, space and people’s time to community partners each year to help them achieve positive social impacts.

We donated $739,000 to social enterprises and charitable organisations;

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We provided >41,000sqm of space, valued at over $1.8 million to community groups; and
35% of our employees volunteered a total of 1,200 hours in communities, in a year impacted by COVID-19 restrictions.

Increase our employee volunteering to 6,000 hours in the community by FY25.

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Employment opportunities We established state-based partnerships with four social enterprises to support employment for vulnerable youth. These partnerships will enable over 100 employment opportunities per year.

We intend to:

Continue to support disadvantaged youth by creating 400 meaningful youth employment outcomes by FY25. Those opportunities will increase to 1200 youth employment outcomes by 2030.

We supported 11 youths to receive employment training and at Kick Start cafes in NSW. Our support saw >4,500 hours of trainee hours worked. Since our partnership began, 12 trainees have graduated from the program.

We intend to:

We achieved 90% employee engagement. 95% of our people recommend Charter Hall as a good place to work.

Employee: Creating a diverse and inclusive culture and environment within our own community

Sustain levels of engagement that align with us being a global high performing culture.

We recorded not only strong results across all our culture measures but also a high performing employee experience compared to benchmarks.

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We achieved WGEA Employer of Choice for Gender Equality citation.
We continued to grow our LGBT+ network of allies and to improve our ranking in the Australian Workplace Equality Index.

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Ranked second in Property, Construction & Transport category in 2021 AFR BOSS Best Places to Work list.

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Focus areas Progress this year Looking forward Health, safety and – We were recognised by International WELL Building Institute We intend to: wellbeing (IWBI) as a being part of a small group of global leaders in Implement the adoption of the WELL portfolio as global pioneers of new incident human health and wellness in the workspace, achieving a WELL Portfolio[1] rating across more than 900,000sqm of management software so that we office space, benefiting >38,000 of our customers. can consistently – We cared for our customers through COVID-19 with rent capture data across relief, hygiene initiatives, adaptation of digital engagement the Group. and support with returning to workplace. – We achieved a 4.48 Star NABERS Indoor Environment Increase coverage of the WELL weighted average rating for the Office portfolio. portfolio rating to – We recorded a lost time injury and lost time injury frequency 1,200,000sqm by rate of zero, and a total recordable injury frequency rate of 1.11. FY22. First Nations engagement – We submitted our inaugural Reconciliation Action Plan (RAP) We intend to: for review with Reconciliation Australia. Launch our RAP – We partnered with indigenous author Maree Yoelu (McCarthy) in early FY22. We and local schools across our Retail communities to create a will then focus on children’s storybook, ‘Dancing for Country’ for NAIDOC Week. bringing our RAP to – We celebrated First Nations history and cultures with life in a meaningful art activations at a range of our Retail and Office assets and purposeful way. including No.1 Martin Place, NSW; 130 Lonsdale Street, Vic; Raine Square, WA; and GPO Exchange, SA.

We partnered with local WA indigenous group Blak Lash, to design digital acknowledgment of country for lift screens at our Office properties.
Included smoking ceremonies and Welcome to Country for each new Office development.

Nurturing wellbeing

This year, we provided our people with the wellbeing resources and tools they need to approach each day with confidence, safely adapt to new working conditions and help customers and stakeholders better navigate uncertainty.

What we did

What happened as a result

Introduced Black Dog Institute ‘Managing for Team Well-Being’ sessions focused on developing the skills needed to identify and address mental health challenges.

Work environment continues to be highly regarded by our people:

Introduced the Banksia Project ‘Connection Room’ program that allows people to join a safe space where they can share personal stories and tips on coping strategies.

83%

agree we promote a healthy work environment, 18% above the Australian norm.

Introduced ‘Financial Well-Being’ sessions focused on wealth creation and protection.
Produced ‘Managing for Team Productivity’ and ‘Well-Being for Kids’ resources and activities.

76%

favoured our wellbeing approach, 14% above the Australian norm.

Updated Domestic Violence and Mental Health disclosures to allow for alternate work location, increased flex in hours, ‘safe word’ communication and ‘critical worker’ access to sites during lockdown.
Implemented new space booking and utilisation technologies to support the safe return of our people to our offices.

35%

uptake of home-schooling leave.

Supported our people in Victoria through prolonged lockdown, with 10 days personal leave for home-schooling.

Sustainability | 37

WELL is administered by the International Well Building Institute. Its goal is to measure and advance human health and wellness in buildings.

Charter Hall Group Annual Report 2021

Governance: Responsible Business

We want our systems and practices to reflect a high standard of corporate governance and for our culture values to demonstrate exemplary ethical standards

Climate related risks and opportunities

Global climate change will generate impacts on the environment and in the communities in which we operate that will pose a serious challenge to our business. In response, we’ve initiated a range of actions and partnerships with our customers to create low carbon solutions across our Office, Industrial & Logistics, Retail and Social Infrastructure assets and funds.

These are some of the measures we’ve taken this year:

Focus areas

Ethics: Conduct business activities in line with the highest ethical standards

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Outcomes and progress

We made sure all our people:

Received learning on governance and risk management policies, including our Code of Conduct.
All employees undertook training relating to business ethics and management's approach to compliance and ethical business practice and our social license to operate. Scored over 90% in Group employee engagement.
Joined the Ethical Alliance (managed by The Ethics Centre). This community of organisations is committed to leading, inspiring and shaping better futures.

Looking forward

We intend to:

Continue to embed values-based decision making into everything we do.

Governance

Strategy

Our Board continued to oversee Group sustainability strategy and policies (including our approach to climate change and integrating ESG) through the Audit Risk and Compliance Committee (ARCC).
Our Executive and Non-Executive Directors engaged on Climate Change and Scenarios.

– Our Executive Committee continued to have strategic oversight of ESG strategy and implementation, bolstered by the establishment of an ESG Committee to drive platform wide alignment and implementation.

We established a cross-business TCFD Working Group that includes representation from the Chief Financial Officer, Chief Investment Officer, Chief Experience Officer, General Counsel and Company Secretary, and Group Head of Risk and Compliance.
We developed and disclosed our Scenarios.
We published our TCFD approach.

Data security: Actively protect the privacy of individuals and companies

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Responsible supply chain: Create an integrated sustainable supply chain strategy and ensure delivery on UNGC commitment

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We joined the Sustainable Digitalisation Project as a Silver Member to be part of an industry approach to responsible, ethical and sustainable digitalisation.
We actively engaged in the Property Council of Australia’s Cyber Security Roundtable to address emerging cyber threats as an industry.
We reported no major cyber security incidents for the year. Our cyber security strategy is modelled on the internationally recognised standard ISO27001 and audited annually.
We identified five suppliers for independent review to identify opportunities for improving their risk ratings.
We implemented a Supplier Code of Conduct outlining mandatory modern slavery compliance for all our suppliers.
All employees received modern slavery refresher training, including training on the process of reporting issues if employees find or suspect modern slavery in our operations or supply chains.

We intend to:

Embed and continuously evolve information security and privacy practices in our operations.

Continue to drive technology and innovation to enhance experience and wellbeing, operate efficiently and sustainably, and safeguard against risk.

We intend to:

In FY22 we will identify the next tranche of suppliers to be invited to complete the modern slavery pre-qualification, with a focus on suppliers in the industries identified as most high risk for Charter Hall, specifically cleaning, security and maintenance.

Publish our annual UN Global Compact and Modern Slavery Statement in FY22.

Risk management

Metrics and targets

Climate scenarios

We made a commitment to being Net Zero Carbon in operation by 2030 (Scope 1 & Scope 2).
We created a climate and carbon transaction framework for acquisition and investment strategies.
We completed physical risk assessments portfolio wide.
We commenced CCAP for Industrial & Logistics sector (70% complete by floor area) using RCP8.5 as our worst case scenario. CCAP for our Office and Retail sectors will commence in FY22.

Business Operations: Target: Established Net Zero Carbon Scope 1 & Scope 2 by 2030 Target: 100% renewables for Scope 2

New Projects:

We piloted Net Zero developments (embodied carbon and construction emissions) at two childcare centres located within Retail shopping centres in WA.

Achieved:

7%[1] reduction in carbon emission intensity (Scope 1 and 2) since FY17, despite a 37%[1] increase in area

We piloted Climate Active certified construction services on 140 Lonsdale Street, Melbourne development.
We are designing for Net Zero in operations at 60 King William Street, Adelaide development.

As a business our strategy has adopted two scenarios to test resilience and enable us to prepare for physical and transitional risks.

Business-as-usual (RCP8.5) scenario

Transition to a low carbon economy (RCP2.6) scenario

Outcome: Likely to exceed 4°C+ by 2100

Outcome:

Not likely to exceed 2°C by 2100 in accordance with the Paris Agreement

Sustainability | 39

As at FY20. We will be reporting our FY21 environmental data in our 2021 Sustainability Report.

Helping hold us accountable to our own aspirations are our Board of Directors, making use of their significant expertise spanning decades and industries.

David Harrison Managing Director & Group CEO

Board of Directors

From Left: Jacqueline Chow , Independent Non-Executive Director; Karen Moses , Independent Non-Executive Director; Philip Garling , Independent Non-Executive Director; David Clarke , Chair/Independent Non-Executive Director; David Harrison , Managing Director & Group CEO; David Ross , Independent Non-Executive Director; Greg Paramor AO , Independent Non-Executive Director; See pages 50-52 for Director bios.

Board of Directors | 41

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Executive

Committee

Carmel Hourigan

Greg Chubb

Office CEO

Retail CEO

BBus (Land Economics), FAPI

BBus (Land Economics), GradDip Finance and Investment

Carmel has over 29 years' industry experience, spanning key senior leadership positions and roles in funds management, research and advisory services.

Greg is Fund Manager of the Charter Hall Retail REIT and Charter Hall’s Retail CEO, having joined the Group in 2014 with 31 years’ property market experience. Greg is responsible for all management aspects of the retail funds management platform to deliver value creation within the retail portfolio and optimise returns for our investors.

Joining Charter Hall in 2020, Carmel is leading the $22 billion office sector from end to end including funds management, asset management, development and property management teams. She helps develop the overall strategy and objectives for the office funds in conjunction with the Charter Hall Fund Managers and investors, and guides the portfolio management, capital transactions, treasury and trust management teams to execute strategy.

Prior to joining Charter Hall, Greg was the Property Director at Coles Supermarkets Australia and Managing Director and Head of Retail for Sandalwood/Jones Lang LaSalle in Greater China. Greg has also held executive leadership roles at Mirvac and Lendlease.

Greg holds a Bachelor of Business Degree (Land Economics) from the University of Western Sydney, is a Fellow of the Australian Property Institute (FAPI) and is Joint Deputy Chair of the Shopping Centre Council of Australia.

Prior to joining Charter Hall, Carmel held the position of Global Head of Real Estate at AMP Capital, in addition to overseeing their strategic global real estate partnerships and real estate investment committees. Prior to AMP Capital, Carmel held senior positions at GPT Group, Lend Lease and Challenger Financial Services Group.

Carmel formerly sat on the Property Council of Australia Board of Directors and was Vice President. She also served as Special Advisor to the Property Male Champions of Change group and is a Fellow of the Australian Property Institute.

Above, from left: Greg Chubb, Retail CEO; Carmel Hourigan, Office CEO; Steven Bennett, Direct CEO; Sheridan Ware, Chief Information and Technology Officer; David Harrison, Managing Director & Group CEO; Russell Proutt, Chief Financial Officer; Richard Stacker, Industrial & Logistics CEO; Natalie Devlin, Chief Experience Officer; Sean McMahon, Chief Investment Officer.

Steven Bennett

Direct CEO BBA

Steven oversees more than $8 billion of assets under management across multiple award-winning unlisted property products supported by retail, SMSF and high net worth investors. Steven’s key responsibilities include all aspects of investment management from identifying and sourcing property assets, structuring, debt financing, creation and launching of new property funds, capital raising, investor relations, stakeholder engagement and ongoing management of the property portfolio.

Steven is an immediate past President of the Property Funds Association of Australia. In this position he worked to further the goals of the Association which included representing the interests of direct property investors and managers and providing a forum for research and education.

Prior to joining Charter Hall, Steven worked for Macquarie Bank for seven years in Sydney and London. Steven has 20 years of experience in funds management, banking, property, accounting and consultancy and is a member of the Institute of Chartered Accountants in Australia and New Zealand.

Sheridan Ware

Chief Information and Technology Officer BA, MBA

Sheridan joined Charter Hall in 2019 with 21 years’ experience helping companies drive commercial value and increased customer engagement through cultural and digital transformation. She has worked across a wide range of industries including commercial real estate, government and not-for-profit across multiple global markets.

Sheridan is responsible for all strategic and operational aspects of technology at Charter Hall, is Vice Chair of the Property Council of Australia’s Cyber Security Roundtable and an Associate Professor and Industry Advisory Committee member for the property economics undergraduate programs at UTS.

Prior to joining Charter Hall, Sheridan spent 11 years at Cushman & Wakefield in a variety of roles covering strategy, business transformation and technology; most recently as Chief Information Officer of their Asia Pacific business. She has won multiple awards for her contributions to thought leadership in the commercial real estate field.

David Harrison

Managing Director & Group CEO BBus (Land Economics), FAPI, GradDip Applied Finance See page 51.

Russell Proutt

Chief Financial Officer BCom (Hons), CA, CBV

Russell joined Charter Hall in 2017 and brings over 31 years’ finance experience to the Group, including property and infrastructure investment management in North America, Australia and broader Asia, as well as extensive M&A and financing capability across global markets.

Prior to joining Charter Hall, Russell was with Brookfield Asset Management for 12 years as a Managing Partner based in Canada and, most recently, Australia where he worked in property and infrastructure sectors throughout the Asian region. Prior to joining Brookfield, Russell spent 15 years in investment banking and the financial services sector in North America.

He has a breadth of knowledge across commercial property markets and broad experience across infrastructure and private equity investments, mergers and acquisitions, transactions and finance functions.

Richard Stacker

Industrial & Logistics CEO BBA (Accounting and Finance)

Richard has over 27 years of experience in real estate funds management, real estate finance, accounting and risk management. With experience across core property sectors, he has led the establishment, structuring and management of new funds, overseeing the transactional, development, asset and property management.

In 2018, Richard became CEO of Charter Hall’s Industrial & Logistics real estate business following his role as Head of Global Investor Relations. In this role, Richard leads a team of 60 industrial & logistics property specialists, including investment management, development, asset and property management professionals. Richard is also a Board member of Charter Hall’s unlisted retail investor business, Charter Hall Direct having previously headed this business.

Prior to joining Charter Hall, Richard held the roles of Division Director of Macquarie Group and CEO of Macquarie Direct Property Management Limited; General Manager with Lendlease Corporation; and senior manager with PricewaterhouseCoopers. He is a member of the Institute of Chartered Accountants in Australia.

Natalie Devlin

Chief Experience Officer BA, Postgrad Dip in MR Management

Natalie has 24 years' of experience across Asia Pacific, leading and implementing organisational development and transformational change. In her 10 years at Charter Hall, she has focused on defining and bringing to life its unique market proposition, built upon a philosophy of “better futures and mutual success” for its customers, employees and communities. Using the levers of capability, brand, culture and workplace, Natalie has been integral to how we scale and transform the Group, driving cross sector connectivity and ensuring we retain our inventive spirit as we grow. She has driven the Group’s ESG strategy, including its ongoing commitment to creating strong local communities and tangible outcomes for vulnerable Australians, as well as the development of our Pathway to Net Zero by 2030.

Passionate about continuous improvement, Natalie’s previous roles include Head of People and Development at Valad Property Group, where she established the human resources function during its rapid growth period, and Head of HR, Asia Pacific for a multinational publishing company, where she transformed its operating model.

Sean McMahon

Chief Investment Officer BBus (Property)

Sean has 31 years of property and investment banking experience in the real estate sector and has been active in the listed, wholesale and direct capital markets. Sean is responsible for the Group’s strategy and balance sheet investments, mergers and acquisitions, with oversight for multi-sector property transactions and corporate development.

He brings a wealth of experience across investment markets, diversified sectors and has been responsible for driving the development of corporate strategies, capital allocation and reinvestment programs.

Prior to joining Charter Hall, Sean worked at diversified property group Australand (now known as Frasers) as Chief Investment Officer and was previously responsible for investment and development for all office, industrial & logistics and retail property. Before this, Sean was a senior executive in the Property Investment Banking division for at Macquarie Bank.

Charter Hall Group Annual Report 2021

Directors’ report

For the year ended 30 June 2021

Directors’ Report and Financial Report

The Directors of Charter Hall Limited and the Directors of Charter Hall Funds Management Limited, the Responsible Entity (RE) of Charter Hall Property Trust, present their report together with the consolidated financial report of the Charter Hall Group (Group or CHC) and the consolidated financial report of the Charter Hall Property Trust Group (CHPT) for the year ended 30 June 2021, and the independent auditor’s report thereon. The financial report of the Group comprises Charter Hall Limited (Company or CHL) and its controlled entities, which include Charter Hall Funds Management Limited as the RE of Charter Hall Property Trust (Trust) and CHPT and its controlled entities. The financial report of the Charter Hall Property Trust Group comprises the Trust and its controlled entities.

Charter Hall Limited and Charter Hall Funds Management Limited have identical Boards of Directors. The term Board hereafter should be read as a reference to both these Boards.

The units in the Trust are ‘stapled’ to the shares in the Company. A stapled security comprises one Company share and one Trust unit. The stapled securities cannot be traded or dealt with separately.

For the year ended 30 June 2021

Contents

Directors' report	45
Auditor's independence declaration	82
Consolidated statements
of comprehensive income	83
Consolidated balance sheets	85

Consolidated statement of changes in equity - Charter Hall Group 86

Consolidated statement of
changes in equity
- Charter Hall Property Trust Group	87
Consolidated cash flow statements	88
Notes to the
consolidated fnancial statements	89
Directors' declaration to securityholders	138
Independent auditor's report	139

Directors

The following persons were Directors of the Group during the year and up to the date of this report.

David Clarke ‒ Chair and Independent Non-Executive Director
‒ Anne Brennan ‒ Independent Non-Executive Director (resigned 31 May 2021) ‒ Jacqueline Chow ‒ Independent Non-Executive Director (appointed 17 February 2021) ‒ Philip Garling ‒ Independent Non-Executive Director ‒ David Harrison ‒ Managing Director and Group CEO ‒ Karen Moses ‒ Independent Non-Executive Director ‒ Greg Paramor AO ‒ Independent Non-Executive Director ‒ David Ross ‒ Independent Non-Executive Director

Distributions/Dividends – Charter Hall Group

Distributions/dividends paid/payable to stapled securityholders during the year were as follows:

Distributions/Dividends – Charter Hall Group Distributions/dividends paid/payable to stapled securityholders during the year were as follows:
	2021
	$'m
Final ordinary distribution of 11.61 cents and ordinary dividend of 7.7 cents per stapled security for the
six months ended 30 June 2021 payable on 31 August 2021	90.0
Interim ordinary distribution of 11.10 cents and interim ordinary dividend of 7.45 cents per stapled
securityfor the six months ended 31 December 2020paid on 26 February2021	86.4
Total Distributions/Dividends paid and payable to stapled securityholders	176.4

Operating and financial review

The Group recorded a statutory profit after tax attributable to stapled securityholders for the year to 30 June 2021 of $476.8 million compared to a profit of $345.9 million for the year ended 30 June 2020.

Operating earnings amounted to $284.3 million for the year to 30 June 2021, compared to $322.8 million for the year ended 30 June 2020, a decrease of 11.9%. Operating earnings is a financial measure which represents statutory profit after tax adjusted for the items in the table below. Operating earnings is used by the Board to make strategic decisions and as a guide to assessing an appropriate distribution to declare.

distribution to declare.
	2021	2020
	$'m	$'m
Operating earnings attributable to stapled securityholders	284.3	322.8
Add: Net fair value movements on equity accounted investments1	228.0	67.8
Add: Net gain on disposal of property investments1	0.5	6.9
Less: Non-operating income tax benefit/(expense)	(1.5)	2.2
Less: Realised and unrealised net gains/(losses) on derivatives1	7.2	(14.9)
Less: Impairment of equity accounted investments	(6.9)	(13.6)
Less: Performance fees expense1	(15.9)	(6.0)
Less: Non-operating pursuit costs	(4.6)	(4.4)
Less: Amortisation of intangibles	(1.5)	(6.9)
Less: Other1	(12.8)	(8.0)
Statutory profit after tax attributable to stapled securityholders	476.8	345.9
1 Includes the Group's proportionate share of non-operating items of equity accounted investments on a look through basis.

Directors’ Report and Financial Report | 45

Charter Hall Group Annual Report 2021

Directors’ report

For the year ended 30 June 2021

Operating and financial review continued

The 30 June 2021 financial results with comparatives are summarised as follows:


Charter Hall Group Charter Hall Property Trust Group 2021 2020 2021 2020 Revenue ($ million)1 668.0 553.8 26.7 31.1 Statutory profit after tax for stapled securityholders ($ million) 476.8 345.9 310.5 144.5 Statutory earnings per stapled security (EPS) (cents) 102.4 74.3 66.7 31.0 Operating earnings for stapled securityholders ($ million) 284.3 322.8 n/a n/a Operating earnings per stapled security (cents) 61.0 69.3 n/a n/a Distribution/dividend per stapled security (cents) 37.9 35.7 22.7 18.2
Revenue ($ million)1 668.0 553.8 Statutory profit after tax for stapled securityholders ($ million) 476.8 345.9 Statutory earnings per stapled security (EPS) (cents) 102.4 74.3 Operating earnings for stapled securityholders ($ million) 284.3 322.8 Operating earnings per stapled security (cents) 61.0 69.3 Distribution/dividend per stapled security (cents) 37.9 35.7	26.7 31.1
	310.5 144.5
	66.7 31.0
	n/a n/a
	n/a n/a
	22.7 18.2
Property investment segment earnings ($ million)2 123.0 120.0 Development investment segment earnings ($ million)2 34.2 17.1 Propertyfunds management segment revenue($million)2 319.5 412.3	n/a n/a
	n/a n/a
	n/a n/a
Total assets ($ million) 3,284.7 2,759.7 Total liabilities ($ million) 775.9 614.0 Total net assets ($ million) 2,508.8 2,145.7 Net assets attributable to non-controlling interest ($ million)3 137.5 65.5 Net assets attributable to stapled securityholders ($ million) 2,371.3 2,080.2 Stapled securities on issue (million) 465.8 465.8 Net assets per stapled security ($) 5.09 4.47 Net tangible assets (NTA) attributable to stapled securityholders ($ million)4 2,286.5 1,992.4 NTA per stapled security ($)4 4.91 4.28 Balance sheet gearing5 5.0% 0.0% Funds under management (FUM) ($million) 52,288.9 40,549.3	2,658.5 2,217.3
	615.2 435.6
	2,043.3 1,781.7
	137.5 65.5
	1,905.8 1,716.2
	465.8 465.8
	4.09 3.68
	1,905.8 1,716.2 4.09 3.68
	n/a n/a
	n/a n/a

1 Gross revenue does not include the Group’s share of net profits of associates and joint ventures of $314.0 million (2020: $162.3 million).
2 Segment earnings and revenue is used by the Board in assessing the performance and allocating of resources to its operating segments.
3 Represents the 67.7% (2020: 60.4%) non-controlling interest share of the Charter Hall Direct Long WALE Fund (DLWF) formerly Charter Hall Direct Diversified Consumer Staples Fund (DCSF).
NTA attributable to stapled securityholders and NTA per stapled security ($) are calculated using assets less liabilities, net of intangible assets and related deferred tax and non-controlling interests in DLWF. NTA includes right of use assets.
4

5 Gearing is calculated as interest-bearing debt drawn (excluding hedged foreign exchange movements subsequent to the related debt drawing date and DLWF net of cash, divided by total assets net of cash, derivative assets and DLWF).

Property investment

Property investment provides the Group with yields from its co-investments in Group funds. During the year property investment contributed $123.0 million (2020: $120.0 million) in segment earnings to the Group.

The Group’s property investments are classified into the following real estate sectors:

Industrial & Logistics;
Long WALE Retail;
Office;
Social Infrastructure;
‒ Shopping Centre Retail; and
Diversified.

Directors’ report

For the year ended 30 June 2021

Operating and financial review continued

The following table summarises the key metrics for the property investments of the Group:

			FY2021	Weighted	Weighted	Weighted	Weighted	FY2021
			Charter Hall	average	average	average	average	Charter Hall
	Ownership	Charter Hall	investment	lease	market cap	discount	rental	investment
	stake	investment	income1	expiry	rate	rate	reviews	yield2
	(%)	($m)	($m)	(years)	(%)	(%)	(%)	(%)
Industrial & Logistics
Charter Hall Prime Industrial Fund (CPIF)	1.8	118.8	6.0	10.8	4.3	5.7	2.9	4.8
Core Logistics Partnership Trust (CLP)	4.8	76.2	4.2	9.1	4.2	5.9	3.0	6.0
Charter Hall PGGM Industrial Partnership (CHPIP)	12.0	25.7	0.9	10.6	4.5	5.7	2.5	5.5
Long WALE Retail
Long WALE Hardware Partnership (LWHP)	14.1	167.4	7.2	8.0	4.5	5.9	2.7	5.3
CH DJ Trust (CHDJT)	50.0	73.6	1.4	19.7	5.0	6.8	2.5	6.0
Charter Hall AP Fund (CHAPF)	5.0	39.7	1.1	18.6	4.7	5.2	1.0	4.8
Other Long WALE Retail investments		29.3	1.6	n/a	n/a	n/a	n/a	n/a
Office
Charter Hall Office Trust (CHOT)	15.7	270.8	17.4	6.6	4.6	6.0	3.6	6.3
Charter Hall Prime Office Fund (CPOF)	5.1	270.6	14.4	6.8	4.7	6.0	3.7	4.8
Charter Hall Direct Office Fund (DOF)	7.7	141.1	0.6	8.2	4.9	6.0	3.5	4.7
Charter Hall Direct PFA Fund (PFA)	7.9	104.0	1.1	7.3	5.2	6.3	3.3	7.9
Brisbane Square Wholesale Fund (BSWF)	16.8	102.4	9.0	7.4	5.4	6.5	3.5	8.6
Other Office investments		61.4	4.6	n/a	n/a	n/a	n/a	n/a
Social infrastructure
Charter Hall Social Infrastructure REIT (ASX: CQE)	8.8	98.9	5.1	15.2	5.5	n/a	2.9	5.6
Charter Hall Exchange Wholesale Trust (CHEWT)	13.9	59.4	3.3	19.1	3.8	5.6	3.1	6.6
Shopping Centre Retail
Charter Hall Retail REIT (ASX: CQR)	10.6	238.5	15.6	7.5	5.8	6.5	4.1	7.4
Other Shopping Centre Retail investments		0.3	4.3	n/a	n/a	n/a	n/a	n/a
Diversified
Charter Hall Long WALE REIT (ASX: CLW)	11.3	369.7	18.5	13.2	4.8	5.7	3.0	6.4
Charter Hall Direct Long WALE Fund (DLWF)3	32.3	51.3	3.4	6.8	5.4	6.2	2.6	6.1
Charter Hall DVP Fund (DVP)	11.5	49.0	1.5	6.6	4.9	5.9	3.4	4.0
Other investments		60.6	1.8	n/a	n/a	n/a	n/a	n/a
Property Investment Total		2,408.7	123.0	9.1	4.9	6.0	3.1	6.1

1 Charter Hall Group property investment segment earnings per segment information in Note 1(b) of the financial report.

Yield = Operating earnings divided by investment value at start of the year adjusted for investments/divestments during the year. Excludes MTM movements in NTA during the year.

2
3 DLWF adjusted for non-controlling interest share of 67.7%.

Development investment

Development investment provides the Group with development profits and interest income from its development assets held directly on balance sheet and through co-investments in development ventures. During the year development investment contributed $34.2 million (2020: $17.1 million) in segment earnings to the Group.

Property funds management

The property funds management business provides investment management, asset management, property management, development management and leasing and transaction services to the Group’s $52.3 billion funds management portfolio. The use of an integrated property services model, which earns fees from providing these services to the managed portfolio, enhances the Group’s returns from capital invested. The Group also provides services to segregated mandates looking to capitalise on its property and funds management expertise. During the year the property funds management business contributed $319.5 million (2020: $412.3 million) in segment revenue to the Group.

Directors’ Report and Financial Report | 47

Charter Hall Group Annual Report 2021

Directors’ report

For the year ended 30 June 2021

Operating and financial review continued

Significant changes in the state of affairs

In preparing its financial statements the Group has considered the current and ongoing impact that the COVID-19 pandemic has had on its business operations.

A $6.9m impairment was recorded for the Group’s investment in Charter Hall Long WALE REIT in the first half of FY21. Other than this impairment, the Group’s strategic focus on resilient property investments and funds management revenue streams has contributed to the COVID-19 pandemic having no identifiable material adverse impact on the Group’s financial result.

With the potential and uncertain economic impacts of COVID-19, future property valuations, investment and development activity and property funds management revenue could be adversely impacted.

Further disclosure is included in the following notes:

Investment in associates Note 2(b);
Revenue Note 4(a);
Intangibles Note 12(b);
Fair value measurement Note 23(d).

Directors’ report

For the year ended 30 June 2021

Principal activities

During the year, the principal activities of the Group consisted of:

(a) Investment in property funds;

(b) Development investment; and

No significant changes in the nature of the activities of the Group occurred during the year.

Matters subsequent to the end of the period

No matter or circumstance has arisen since 30 June 2021 that has significantly affected, or may significantly affect:

(a) The Group’s operations in future financial years; or

(b) The results of those operations in future financial years; or

Likely developments and expected results of operations

Business strategy and prospects

The Group’s strategy is to use its specialist property expertise to access, deploy and manage equity invested in office, industrial, retail, diversified and social infrastructure property portfolios. Charter Hall Group invests alongside equity partners to create value and provide superior returns for clients and the Group’s securityholders. Growth is driven by a strong development capability that adds value for fund/partnership investors, whilst deployment through acquisitions complements the development capability to deploy the equity raised from investors in line with each property strategy.

Charter Hall is well positioned to benefit from projected growth of capital inflows from investors seeking property investments driven by the attractive spreads between property yields and long-term interest rates. During the last 12 months, the Group has seen positive equity flows across all sectors from listed, wholesale and retail investors.

Various risks could impact the Group’s financial performance, and

the potential nature and impact of these risks can change over time. The Group actively manages risks in line with the Group’s Corporate Governance Framework and the Risk Management Policy. In addition to the business risks referenced below, key strategic and operational risks include breaches of cyber security and privacy, work, health and safety, as well as environmental (including climate change), social, governance and regulatory risks. The Group continues to progress its alignment with the Taskforce for Climate-related Financial Disclosures (TCFD) recommendations and in the reporting period management has created a dedicated ESG Committee to drive platform wide alignment and implementation against the TCFD. These frameworks and policies can be found at www.charterhall.com.au

Property investment portfolio

The property investment portfolio of the Group is primarily composed of co-investments in funds and partnerships where, typically, between 5-20% of the equity in a fund is contributed by

Charter Hall. The percentage stake may be higher than the longterm target at origination of the fund or partnership but will fall toward the long-term target over time with external equity flows.

The Group regularly reviews the performance of its property investment portfolio and may reduce its investment in funds to reinvest into new partnerships or funds to align with new partners. Sector diversification, industry diversification and earnings growth of each fund/partnership co-investment together with associated funds management earnings derived from each fund/partnership combine to provide a matrix from which the balance sheet capital is allocated. The material business risks faced by the property investment portfolio that may have an effect on financial performance of the Group include interest rate risk, refinancing risk, lease defaults or extended vacancies, portfolio concentration risks, development risk, joint venture risk and changes in economic or industry factors impacting tenants, property values or the ability to source suitable investment opportunities.

Development investment portfolio

The development investment portfolio comprises development assets held directly on balance sheet and co-investments in development associates and joint ventures. Primarily, development investments will drive stabilised investment opportunities made available to our funds.

The Group regularly reviews the performance of its development investments and relevant economic drivers to actively manage performance of each development.

The business risks faced by the development investment portfolio that may have an effect on financial performance of the Group include interest rate risk, refinancing risk, development risk, construction risk, joint venture risk and changes in economic or industry factors impacting customers, property values or the ability to source suitable investment opportunities.

Property funds management platform

The Group manages property investments on behalf of listed, wholesale and direct investors and has strict policies in place to ensure appropriate governance procedures are in place to meet fiduciary responsibilities and manage any conflicts of interest. Charter Hall provides a suite of services including investment management, asset management, property management, transaction services, development services, treasury, finance, legal and custodian services based on each fund’s individual requirements.

The Group regularly reviews investor requirements and preferences for an investment partner in the Australian core real estate sectors and transaction structures that would meet their requirements.

The material business risks faced by the property funds management platform that may have an effect on the financial performance of the Group include not delivering on investor expectations or organisational conduct leading to loss of FUM or management rights, loss of key personnel impacting service delivery, economic factors impacting fee streams or property valuations, development risk and access to capital.

Directors’ Report and Financial Report | 49

Charter Hall Group Annual Report 2021

Directors’ report

For the year ended 30 June 2021

Information on Directors David Clarke

Chair/Independent Non-Executive Director

Experience and expertise

David joined the Board of Charter Hall Group on 10 April 2014 and was appointed Chair of the Board on 12 November 2014.

David has over 35 years’ experience in investment banking, funds management, property finance and retail banking. David was Chief Executive Officer of Investec Bank (Australia) Limited from 2009 to 2013.

Prior to joining Investec Bank, David was the CEO of Allco Finance Group and a Director of AMP Limited, following five years at Westpac Banking Corporation where he held a number of senior roles including Chief Executive of the Wealth Management Business, BT Financial Group. David also was previously an Executive Director at Lendlease Corporation Limited, Chief Executive of MLC Limited, and prior to this was Chief Executive Officer of Lloyds Merchant Bank in London.

David holds a Bachelor of Laws degree.

Other current listed company directorships AUB Group Limited

Former listed company directorships in last three years Nil

Special responsibilities as at 30 June 2021 Chair of the Nominations Committee Member of the Audit, Risk and Compliance Committee Member of the Investment Committee

Interests in securities

45,875 stapled securities in Charter Hall Group via an indirect interest

Anne Brennan

Independent Non-Executive Director

Experience and expertise

Anne joined the Board of Charter Hall Group on 6 October 2010 and is on the board of a number of other companies. Anne is an experienced executive and has held senior management roles in both large corporates and professional services firms.

During her executive career, Anne was the CFO at CSR and the Finance Director of the Coates Group. Prior to her executive roles, Anne was a partner in three professional services firms: KPMG, Arthur Andersen and Ernst & Young. Anne has more than 35 years’ experience in audit, corporate finance and transaction services. Anne was also a member of the national executive team and a board member of Ernst & Young.

Anne holds a Bachelor of Commerce (Honours) degree, is a Fellow of the Institute of Chartered Accountants in Australia and New Zealand and a Fellow of the Australian Institute of Company Directors.

Anne retired from the Board on 31 May 2021.

Other current listed company directorships Argo Investments Limited Nufarm Limited Tabcorp Holdings Limited Spark Infrastructure RE Limited

Former listed company directorships in last three years Metcash Limited

Special responsibilities as at 31 May 2021 N/A

Interests in securities N/A

Jacqueline Chow

Independent Non-Executive Director

Experience and expertise

An experienced Non-Executive Director, Jacqueline is currently a Non-Executive Director of Coles Group and nib Holdings Limited and also consults to McKinsey as a Senior Advisor in their Transformation Group. Prior to commencing her Non-Executive career, Ms Chow held senior positions at Accenture, the Kellogg Company, Campbell’s and most recently, as the Chief Operating Officer, Global Consumer and Food Service for Fonterra.

Jacqueline holds a Bachelor of Science (Hons) from the University of NSW and holds a Master of Business Administration (Dean’s Distinguished Service Award) from the Kellogg School of Management at Northwestern University.

Jacqueline joined the Board 17 February 2021.

Other current listed company directorships Coles Group Limited nib Holdings Limited

Special responsibilities as at 30 June 2021 Member of the Audit, Risk and Compliance Committee

Interests in securities

500 stapled securities in Charter Hall Group

Directors’ report

For the year ended 30 June 2021

Information on Directors continued

Philip Garling

Independent Non-Executive Director

Experience and expertise

Philip joined the Board of the Charter Hall Group on 25 February 2013.

Philip has over 35 years' experience in property and infrastructure, development, operations and asset and investment management. His executive career included nine years as Global Head of Infrastructure at AMP Capital Investors and 22 years at Lendlease Corporation, including five years as CEO of Lendlease Capital Services.

Philip holds a Bachelor of Building from the University of NSW, and has completed the Advanced Management Program at the Australian Institute of Management and the Advanced Diploma at the Australian Institute of Company Directors. He is a Fellow of the Australian Institute of Company Directors, Australian Institute of Building and Institution of Engineers, Australia.

Other current listed company directorships Downer EDI Limited

Former listed company directorships in last three years Nil

Special responsibilities as at 30 June 2021

Member of the Nominations Committee

Member of the Remuneration and Human Resources Committee Chair of the Investment Committee

Interests in securities

18,351 stapled securities in Charter Hall Group via a direct interest

David Harrison

Managing Director and Group CEO

Experience and expertise

David has over 30 years’ property market experience across office, retail and industrial sectors in multiple geographies globally. As Charter Hall’s Managing Director and Group CEO, David is responsible for all aspects of the Charter Hall business, with specific focus on strategy and continuing the momentum of building an Investment Manager recognised as a multi-core sector market leader. David is an executive member of various Fund Boards and Partnership Investment Committees, and Chair of the Executive Property Valuation Committee and Executive Leadership Committee.

David has overseen the growth of the Charter Hall Group from $500 million to $52.3 billion of assets under management in 15 years.

David holds a Bachelor of Business Degree (Land Economy) from the University of Western Sydney, is a Fellow of the Australian Property Institute (FAPI) and holds a Graduate Diploma in Applied Finance from the Securities Institute of Australia.

David is the National President of the Property Council of Australia and chair of the Nominations and Financial Management Committees.

David is also a member of the Property Male Champions of Change.

Other current listed company directorships Charter Hall Retail REIT

Charter Hall Long WALE REIT Charter Hall Social Infrastructure REIT (Alternative Director)

Former listed company directorships in last three years Nil

Special responsibilities as at 30 June 2021 Member of the Investment Committee

Interests in securities

571,690 stapled securities in Charter Hall Group via direct interests and 841,773 stapled securities in Charter Hall Group via indirect interests.

David also holds 797,386 performance rights,114,902 service rights in the Charter Hall Performance Rights and Options Plan as well as 176,181 STI Service Rights.

Karen Moses

Independent Non-Executive Director

Experience and expertise

Karen joined the Board of Charter Hall Group on 1 September 2016 and was appointed Chair of the Audit, Risk and Compliance Committee on 9 November 2016. Karen has over 30 years’ corporate experience in the energy industry spanning oil, gas, electricity and coal commodities, gaining her experience both within Australia and overseas. During her executive career, Karen was a senior executive at Origin Energy including the roles of Executive Director, Finance and Strategy and Chief Operating Officer.

Karen holds a Bachelor of Economics and a Diploma of Education from the University of Sydney.

Other current listed company directorships

Orica Ltd

Boral Limited

Former listed company directorships in last three years Nil

Special responsibilities as at 30 June 2021 Chair of the Audit, Risk and Compliance Committee

Member of the Remuneration and Human Resources Committee

Interests in securities

23,137 stapled securities in Charter Hall Group via indirect interests

Directors’ Report and Financial Report | 51

Charter Hall Group Annual Report 2021

Directors’ report

For the year ended 30 June 2021

Information on Directors continued

Greg Paramor AO

Independent Non-Executive Director

Experience and expertise

Greg joined the Board of the Charter Hall Group on 30 November 2018.

Greg has been involved in the real estate and funds management industry for more than 40 years, and was the co-founder of Equity Real Estate Partners, Growth Equities Mutual, Paladin Australia and the James Fielding Group.

Greg was the CEO of Mirvac Group between 2004 and 2008. Greg is a past president of the Property Council of Australia and past president of Investment Funds Association, a Fellow of the Australian Property Institute and The Royal Institute of Chartered Surveyors. Greg is a board member of the Sydney Swans, the Sydney Swans Foundation and Eureka Group Holdings Limited. Greg was awarded an Officer in the General Division (AO) of the Order of Australia in January 2015 for his distinguished service to the community through executive roles in a range of fields, including breast cancer research, the not-forprofit sector and real estate and property investment industries.

Other current listed company directorships Eureka Group Holdings Limited

Former listed company directorships in last three years Folkestone Limited

Special responsibilities as at 30 June 2021 Member of the Remuneration and Human Resources Committee Member of the Investment Committee

Interests in securities

14,300 stapled securities in Charter Hall Group via indirect interests

David Ross

Independent Non-Executive Director

Experience and expertise

David joined the Board of the Charter Hall Group on 20 December 2016.

David has over 30 years’ corporate experience in the property industry and has gained his experience both within Australia and overseas, including a total of eight years as Chief Executive Officer of GPT and Global Chief Executive Officer, Real Estate Investments for Lendlease.

David is the Chair of Arena REIT, which owns, manages and develops property in the childcare and healthcare sectors. Previously, David held executive positions at GPT, Lendlease and Babcock & Brown. Prior board appointments include a nonexecutive directorship with Sydney Swans Foundation Limited.

David holds a Bachelor of Commerce from the University of Western Australia and an Associate Diploma in Valuation from Curtin University in Western Australia.

Other current listed company directorships Arena REIT

Former listed company directorships in last three years Nil

Special responsibilities as at 30 June 2021 Chair of the Remuneration and Human Resources Committee Member of the Nominations Committee Member of the Investment Committee Member of the Audit, Risk and Compliance Committee

Interests in securities

10,000 stapled securities in Charter Hall Group via indirect interests

Directors’ report

For the year ended 30 June 2021

Meetings of Directors

The number of meetings of the Group’s Board of Directors and of each Committee of the Board held during the year ended 30 June 2021, and the number of meetings attended by each Director were:

			Audit, Risk	and
	Full meetings	of the	Compliance		Investment		Nomination		Remuneration and
	Board of Directors		Committee		Committee		Committee		HR	Committee
	A	B	A	B	A	B	A	B	A	B
D Clarke	10	10	5	5	4	4	2	2	*	*
A Brennan1	9	9	4	4	*	*	*	*	5	5
J Chow2	2	2	1	1	*	*	*	*	*	*
P Garling	10	10	*	*	4	4	2	2	6	6
D Harrison	10	10	*	*	4	4	*	*	*	*
K Moses	10	10	5	5	*	*	*	*⁷	2	2⁵
G Paramor	10	10	4	4	4	4	*	*	2	2³
D Ross	10	10	1	1⁴	4	4	2	2⁸	6	6⁶

Not a member of the stated Committee.
A = Number of meetings attended.
B = Number of meetings held during the time the Director held office or was a member of the stated Committee during the year. 1 Anne Brennan resigned 31 May 2021.
2 Jacqueline Chow appointed 17 February 2021.
Greg Paramor appointed to the committee 1 April 2021.
3
David Ross appointed to the committee 1 April 2021.
4
Karen Moses appointed to the committee 1 April 2021.
5
David Ross appointed as Chair to the committee 26 March 2021.
6
Karen Moses appointed to the committee 1 July 2021. David Ross retired from the committee 1 July 2021.
7
8

Company Secretary

Mark Bryant was appointed as Company Secretary on 24 August 2015.

Mark holds a Bachelor of Business (Accounting), a Bachelor of Laws (Hons), a Graduate Certificate in Legal Practice, and is admitted as a lawyer of the Supreme Court of NSW. Mark has over 15 years’ experience as a lawyer, including advising on listed company governance, securities law, funds management, real estate and general corporate law.

Mark is the General Counsel and Company Secretary for the Charter Hall Group.

Directors’ Report and Financial Report | 53

Charter Hall Group Annual Report 2021

Directors’ report

For the year ended 30 June 2021

Directors’ report

For the year ended 30 June 2021

Remuneration Report

Dear Securityholders,

On behalf of the Board, we are pleased to present this Remuneration Report for Charter Hall which focuses on our executive remuneration strategy and outcomes, in addition to Charter Hall’s people and culture highlights for the financial year ended 30 June 2021 (FY2021).

From early in calendar year 2020 the Covid-19 pandemic has impacted communities, the economy and businesses. While the Charter Hall business finished FY2020 in good shape, in light of this external environment, the Board determined there would be no changes to the structure or increases to remuneration for the Group’s Executives in FY2021.

Despite the backdrop of challenging operating conditions and uncertainty, the Board is proud of the way management has continued to focus on creating an inclusive culture where people are able to perform at their best, delivering strong returns for investors and working in partnership with tenant customers to navigate through this period of uncertainty.

In FY2021 the Group achieved outperformance of the target Group Operating Earnings Per Security (OEPS) and shared this success with all employees through full payout of the Short Term Incentive (STI). Assessment of individual performance scorecards has resulted in 138.5% of the total target STI amount being awarded to eligible employees across the Group, including the three Reported Executives who were awarded the maximum STI payout at 150% of the target.

In addition, the FY2019 Long Term Incentive (LTI) reached the end of its three-year performance period on 30 June 2021 and will fully vest on 31 August 2021 (subject to a further one-year holding lock) due to:

the aggregate OEPS over the performance period equivalent to a 22.5% compound average growth rate (CAGR) exceeding the upper end of the required aggregate OEPS performance measure; and
the Relative Total Shareholder Return (TSR) measure achieving the top rank against the 16 REITs in the comparator group from the S&P/ASX200 A-REIT Accumulation Index with a TSR of 155.9% (an equivalent CAGR of 36.8%) over the three year performance period.

Our people have shown extraordinary resilience through this challenging year, and we have continued to look for ways to improve wellbeing and build a culture that our people are proud of. This is reflected in our people and culture highlights for the year:

90% Engagement result with a 95% participation rate

As a result, a Retention and Outperformance Plan is being introduced in FY2022, designed to enable meaningful participation in outperformance of returns to security holders, through Performance Rights earned over a 5 year period. Rewards will only be earned if Group TSR over the next five years strongly outperforms on a Relative TSR basis and achieves a minimum Absolute TSR and then vests for each participant only if they meet individual non-financial performance expectations and behaviour consistent with the Group’s purpose and values, to the satisfaction of the Board. The FY2022 Retention and Outperformance Plan is a one-off award in addition to the regular annual total target remuneration for FY2022 only.

In designing this Plan the Board considered its desire for the Managing Director to continue his successful long-term leadership of Charter Hall and to retain and incentivise the high performing team of other key senior management roles critical to continuing to:

partner with our tenant customers and communities to achieve their business objectives;
provide investment opportunities and competitive investment returns to our investors; and
deliver strong and competitive TSR outperformance for our Charter Hall securityholders.

Further details on the Retention and Outperformance Plan are included in this Remuneration Report and awards under this Plan proposed to be made to the Managing Director will be voted on by securityholders at the FY2021 AGM later this year. Details of the Plan will be included in the Notice of Meeting and Explanatory Memorandum.

Non-Executive Directors (NED) fees were last independently reviewed relative to market four years ago. Due to the growth of the Charter Hall Group since then, EY were engaged to provide market benchmarking data in relation to NED Board and Committee fees to assist with a review to take effect in FY2022. A summary of the changes is included in this Remuneration Report. Based upon the market data provided it is intended that the maximum aggregate NED fee pool of $1.7 million be increased to $2.0 million subject to the approval of securityholders at this year’s 2021 AGM.

We invite you to read Charter Hall’s Remuneration Report and trust you will find that it clearly articulates the links between the Group’s strategy, performance, and executive remuneration outcomes. The directors believe that the Group has regularly outperformed its competitors and our people, including our executive team, have shown exceptional resilience, and delivered consistent FUM growth in these uncertain times. The Board believes that the FY2021 remuneration outcomes are fair and justified in light of our financial performance and the value delivered to our securityholders in security price increase and dividends. We welcome your feedback on Charter Hall’s remuneration practices and disclosures and look forward to your continued support at the 2021 AGM.

97% of our people say ‘they would recommend Charter Hall as a good place to work”
Recognised as a finalist in the 2021 AFR Boss Best Place to Work List
Awarded an Employer of Choice for Gender Equality by the Workplace Gender Equality Agency (WGEA)
One of the first organisations globally to achieve a WELL Portfolio Score from the International WELL Building Institute (IWBI) for the work on enhancing wellness in buildings for Charter Hall’s employees and tenants
Recognised as a finalist in the Australian HR Awards for the 2021 Best Health and Wellbeing Program

Changes to FY2022 Remuneration

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David Clarke

Chair - Board

==> picture [190 x 42] intentionally omitted <==

David Ross

Chair – Remuneration and Human Resources Committee

Due to the significant growth in the Charter Hall business over the last two years and with no increase to remuneration in FY2021, Ferguson Partners were engaged to conduct a targeted peer group remuneration benchmarking analysis for key senior roles to ensure that their remuneration is at market. Over this period, Charter Hall’s market capitalisation has increased by 43% from $5.04 billion (as at 30 June 2019) to $7.23 billion (as at 30 June 2021) and the Group’s Funds Under Management (FUM) has increased by 72% from $30.4 billion (as at 30 June 2019) to $52.3 billion (as at 30 June 2021).

As a result of the benchmarking data provided in the Ferguson Partners report, changes are being introduced in FY2022 both in terms of quantum and mix of the fixed and variable remuneration components for the Managing Director and CEO (Managing Director) and Other Reported Executives. While the increases are material they reflect the growth and current position of the Group and are necessary to bring remuneration into line with market. The increase for the Managing Director is all in ‘at risk’ components and for the Other Reported Executives on average 88% is in ‘at risk’ components. The overall increase in ‘on target’ Total Remuneration for all employees in the Group as at 1 July 2021 for FY2022 is approximately 10%, including all three Reported Executives. The details of the changes to take effect in FY2022 for the Managing Director and Other Reported Executives are included in this Remuneration Report.

As the Group embarks on the next period of growth, the Board has also considered the leadership, expertise and experience critical to the ongoing outperformance of Charter Hall. While the Board and the Committee believe that the current executive remuneration framework is sound based upon market comparators, continuity of leadership and a high performing team as well as succession planning are critical in what is currently a highly competitive landscape for executive leadership and talent.

Directors’ Report and Financial Report | 55

Charter Hall Group Annual Report 2021

Directors’ report

For the year ended 30 June 2021

Summary of Remuneration Changes for FY2022

Changes to Total Target Remuneration

Remuneration for Charter Hall’s Group Executives was last independently reviewed, relative to the market, two years ago. Since then Charter Hall’s market capitalisation has increased by 43% from $5.04 billion (as at 30 June 2019) to $7.23 billion (as at 30 June 2021) and the Group’s FUM has increased by 72% from $30.4 billion (as at 30 June 2019) to $52.3 billion (as at 30 June 2021). Based on the findings of the remuneration benchmarking conducted by Ferguson Partners which included larger companies in the S&P/ASX 200 Australian Real Estate and Investment Trust (A-REIT) industry group, executive pay when compared to peer group companies does not reflect the growth in the Group and its current position. It should be noted that Ferguson Partners did not provide any remuneration recommendation for the purposes of the Corporations Act 2001 (Cth) ( Act ).

The changes approved by the Board for implementation in FY2022 intend to bring the remuneration of Reported Executives in line with the market. These changes include:

an increase in Total Target Remuneration (TTR) for the Managing Director of 28.6%, all of which is in ‘at risk’ components;
an increase in TTR for the CIO and CFO of 24% and 20% respectively, including a restructure of the fixed and ‘at risk’ variable components to that of peers (one-third fixed, one-third STI and one-third LTI). On average 88% of the increases are in the ‘at risk’ components; and
an overall increase of 10% in TTR for all employees in the Group as at 1 July 2021, effective FY2022, including the three Reported Executives.

The following table outlines the current and the approved FY2022 remuneration, at target, for the Reported Executives.

	Fixed Annual Remuneration (FAR)	Short Term Incentive (STI)	Long Term Incentive (LTI)	Total Target Remuneration (TTR)	% of TTR in ‘at risk’ components
Name	$	$	$	$
Managing Director
David Harrison
2022	1,500,000	2,250,000	3,000,000	6,750,000	77.8%
2021	1,500,000	1,500,000	2,250,000	5,250,000	71.4%
Chief Investment Officer
Sean McMahon
2022	925,000	925,000	925,000	2,775,000	66.7%
2021	850,000	719,070	671,132	2,240,202	62.1%
Chief Financial Officer
Russell Proutt
2022	865,000	865,000	865,000	2,595,000	66.7%
2021	820,000	641,000	705,100	2,166,100	62.1%

Retention and Outperformance Plan Award in FY2022

In FY2022, a Retention and Outperformance Plan is being introduced as a one-off award and as an additional retention mechanism to reward participants if Group TSR over the next five years strongly outperforms on a Relative TSR basis and achieves a minimum Absolute TSR. This award vests, for each participant, only if they meet individual non-financial performance expectations and behaviours consistent with the Group’s purpose and values, to the satisfaction of the Board.

The Retention and Outperformance Plan is in addition to regular annual remuneration.

The terms of the FY2022 Retention and Outperformance Plan are set out below and the purpose and rationale for elements of the Plan are provided following the table below.

Directors’ report

For the year ended 30 June 2021

FY2022 Retention and Outperformance Plan Terms

Performance Rights Pool	5.0 million Performance Rights Represents approximately 1% of issued and outstanding securities (465.8 million total securities outstanding as at1July2021)
Participants	Managing Director, Other Reported Executives and other senior executives across the Group
Performance Period	5-year period commencing 1 July 2021 and ending 30 June 2026
Performance Measures	Financial Performance Measures 1. Gateway Relative TSR performance measure: Top three TSR rank against the comparator group over the performance period. The comparator group consists of the S&P/ASX 200 A-REIT Accumulation Index constituents as at 1 July 2021 however, including Centuria Capital Group (which was added to the S&P/ASX 200 A-REIT Accumulation Index on 16 July 2021) and excluding Uniball-Rodamco-Westfield SE. 2. Absolute TSR performance measure: TSR performance range from a minimum TSR equivalent to a 12% CAGR to a TSR equivalent to a 15% CAGR over the performance period, with 40% vesting at a TSR equivalent to a 12% CAGR prorated straight-line to 100% vesting at a TSR equivalent to a 15% CAGR. For example Non-Financial Performance Measures Gateway Non-Financial performance measure: for each participant vesting only occurs if they meet individual non-financial performance expectations and behaviour consistent with the Group’s purpose and values, to the satisfaction of the Board. TSR % Achieved (5-year CAGR) 12% 13% 14% 15% Award % Achieved 40% 60% 80% 100%
Initial Price for determining TSR	$15.21 representing the VWAP for the month of June 2021.
Vesting	Subject to meeting the performance conditions (as noted above), the Performance Rights will vest following 30 June 2026, however, any securities allocated will remain subject to a holding lock for two years until 30 June 2028.
Distribution and Voting Rights	The allocated Performance Rights will not have any rights to vote or receive any distributions during the performance period. During the two-year holding lock period between 30 June 2026 and 30 June 2028, Plan participants will receive declared distributions on securities allocated to the participant on vesting of their Performance Rights.
Cessation of Employment	In the event of resignation (other than genuine retirement) or termination for cause or termination for poor performance (as determined by the Board), prior to the end of the holding lock period, all unvested rights and restricted securities will lapse, unless the Board determines otherwise. In any other circumstances unless the Board determines otherwise, a pro rata portion of rights (calculated based on the portion of the performance period that has elapsed up until the date of termination) and all restricted securities will continue to remain on foot and, subject to the original terms of the offer, as though the Executive had not ceased employment.
Preventing Inappropriate Benefits	The Board has discretion to reduce, including to nil, unvested rights in certain circumstances to ensure participants do not obtain any inappropriate benefit. The circumstances in which the Board may exercise this discretion include, for example, where the Board determines that an Executive has acted fraudulently, dishonestly, or has engaged in gross misconduct or has acted in a manner which brings the Group into disrepute.
Hedging	In accordance with the Corporations Act 2001, all participants are prohibited from hedging or otherwise protecting the value of unvested stapled securities.
Change of Control Provisions	The Board, in its absolute discretion, may determine the manner in which the rights will be dealt with.

Purpose of the Plan

As the Group embarks on the next period of growth continuity of leadership and retaining a high performing team are critical to the ongoing outperformance of Charter Hall in what is currently a highly competitive landscape for executive leadership and talent. The Plan is designed to complement the current annual remuneration framework by providing an additional retention mechanism and reward for outperformance.

It enables meaningful participation in outperformance of returns to security holders, through Performance Rights earned over a 5 year period. Rewards will only be earned if Group TSR performance over the next five years strongly outperforms on a Relative TSR basis and achieves a minimum Absolute TSR and then vests for each Participant only if they meet individual performance expectations and behaviours consistent with the Group’s purpose and values, to the satisfaction of the Board.

Directors’ Report and Financial Report | 57

Charter Hall Group Annual Report 2021

Directors’ report

For the year ended 30 June 2021

What is the average annual issue of Charter Hall securities under this Plan and the LTI Plan?

Under the FY2022 Retention & Outperformance Plan a maximum of 1.07% of securities on issue are issued at full vesting at the end of the 5-year performance period (or equivalent to 0.21% pa) and approximately 0.18% of securities on issue are currently issued at full vesting under the LTI Plan each year. This means on average approx. 0.39% of securities on issue are issued each year at 100% vesting across both plans.

Financial Performance Measures

The first performance measure is a relative performance gateway and requires a top-3 ranking in terms of TSR over the performance period against the comparator group. A top-3 position would be equivalent to an 89[th] percentile position. Across the peer group, for those REITs that have a Relative TSR measure in their LTI plans, 100% vesting typically occurs at a 75[th] percentile Relative TSR performance. The measure in this Retention and Outperformance Plan serves to ensure that the Absolute TSR performance (second measure) is sufficient on a Relative TSR performance basis.

If the first measure is achieved, the second performance measure has an Absolute TSR performance gateway measure equivalent to a 12% CAGR over the performance period. At this gateway threshold, 40% of the performance rights would vest (subject to holding lock period) with up to 100% vesting if the TSR over the performance period is equivalent to a 15% CAGR or greater; with vesting prorated between these performance hurdles based on actual TSR achieved.

The 12%-15% CAGR range for the TSR measure has been selected as it represents strong absolute performance and requires significant ongoing OEPS growth over the 5-year performance period, particularly in circumstances where there is no increase in Charter Hall’s price earnings multiple. While Charter Hall has achieved higher TSR over the last five years this has been as a result of both strong OEPS growth and a significant increase in its price earnings multiple in an environment of declining interest rates and real asset appreciation. If there continues to be increases in price earnings multiples that contribute materially to the TSR performance of Charter Hall then the relative TSR performance gateway measure will establish whether Charter Hall’s Absolute TSR is in the top three of the S&P/ASX 200 A-REIT Index constituents to qualify for vesting.

Directors’ report

For the year ended 30 June 2021

	2021	2022
Current NED Fees and changes to take effect in FY2022	$	$
Board
Chair	393,600	465,000
Member	157,590	175,000
Audit Risk and Compliance Committee
Chair	42,025	55,000
Member	21,010	25,000
Remuneration and Human Resources Committee
Chair	31,515	40,000
Member	15,755	18,500
Nomination Committee
Chair	3,150	5,000
Member	3,150	5,000
Investment Committee
Chair	15,755	17,000
Member	10,505	12,000

A review of the maximum aggregate NED fee pool was also undertaken relative to comparable companies. The current maximum aggregate NED fee pool is $1.7 million which was approved by securityholders at the 2017 AGM. Due to the increase in NED fees to take effect in FY2022 and to allow for future increases and the potential for an additional NED, it is intended that the current maximum aggregate NED fee pool of $1.7 million is increased to $2.0 million subject to the approval of securityholders at this year’s 2021 AGM.

When considered in combination with the Relative TSR measure, the structure requires both sector leading performance and absolute returns in excess of long-term market averages as measured by the S&P/ASX200 A-REIT Index.

Why is this a 5-year Plan with a 2-year holding lock?

The Plan is designed to complement the existing Remuneration structure. The 5 year performance period of the Plan is intentionally longer than the LTI Plan period and the 2 year holding lock is designed to act as an additional retention mechanism with participants having additional Charter Hall equity ownership.

Changes to NED Fees and Maximum Aggregate NED Fee Pool

NED fees were last independently reviewed relative to market four years ago. Since then Charter Hall’s market capitalisation has increased by 182% from $2.56 billion (as at 30 June 2017) to $7.23 billion (as at 30 June 2021) and the Group’s FUM has increased by 164% from $19.8 billion (as at 30 June 2017) to $52.3 billion (as at 30 June 2021). This growth has increased the operational intensity, accountability (both legal and financial) and the responsibilities of Board members towards securityholders. Accordingly, EY were engaged to provide current market benchmarking data in relation to NED Board and Committee fees to assist with a review to align NED fees with market for comparable companies. This review took into account the Group’s current market capitalisation, FUM, business complexity and intensity.

A summary of the current NED fees and the increased fees based upon the independent market benchmarking data review to take effect in FY2022 are set out below.

Directors’ Report and Financial Report | 59

Charter Hall Group Annual Report 2021

Directors’ report

For the year ended 30 June 2021

FY2021 Remuneration Outcome Summary

Charter Hall Limited is pleased to present its Remuneration Report (Report) for the year ended 30 June 2021 (FY2021). The table below outlines the key remuneration changes made in FY2021 and outcomes achieved in FY2021. Remuneration at a Glance for FY2021

Delivery Outcome Fixed Annual The FAR for the Managing Director and Other Reported Executives remained unchanged in FY2021 Remuneration (FAR) and no increases were awarded to any of the Reported Executives. (Section 3.3)

‘On target’ Total

Remuneration and No changes were made to the ‘on target’ Total Remuneration and ‘at risk’ components for the Managing Remuneration Mix Director and the Other Reported Executives. (Section 3.2)

Group OEPS was 61 cents, which was approximately 20% above target FY2021 OEPS. Assessment of Short Term Incentive (STI) individual performance scorecards has resulted in 138.5% of the total target STI amount to be awarded (Section 3.4) to eligible employees across the Group. For all Group Executives (including the Reported Executives), STI is delivered in the form of cash (67%) and deferred service rights (33%).

The FY2018 grant vested in full on 31 August 2020 as a result of performance exceeding absolute and Relative TSR hurdles over the three years to 30 June 2020.

Long Term Incentive (LTI)

The FY2019 LTI grant reached the end of its three-year performance period on 30 June 2021 and as a (Section 3.5) result of performance exceeding Relative TSR and aggregate OEPS hurdles over the three years to 30 June 2021 will vest at 100% on 31 August 2021 and will be subject to a further one-year holding lock.

Non-Executive Directors (NED) There was no increase to the NED fee pool and individual NED fees in FY2021. (Section 5)

Directors’ report

For the year ended 30 June 2021

Remuneration Report Summary

Actual remuneration received in FY2021

The following table presents the actual remuneration that was received by Reported Executives during the financial year ended 30 June 2021. This voluntary disclosure is provided to increase transparency and includes:

fixed pay and other benefits for FY2021;
2020 cash STI paid during FY2021; and
the value of any LTI and STI award that vested during FY2021.

The actual remuneration presented in the table below is distinct from the disclosed remuneration (as required by section 308(C) of the Corporations Act 2001 (Cth) ( Act )) in section 4.1 of this Report, which is calculated in accordance with statutory obligations and accounting standards. The numbers in section 4.1 include accounting values for current and prior years’ LTI grants which have not been (or may not be) received, as they are dependent on performance hurdles and service conditions being met.

Corporations Act 2001(Cth) (Act)) in section 4.1 of this Report, which is calculated in accordance with statutory obligations and accounting standards. The numbers in section 4.1 include accounting values for current and prior years’ LTI grants which have not been (or may not be) received, as they are dependent on performance hurdles and service conditions being met.	Corporations Act 2001(Cth) (Act)) in section 4.1 of this Report, which is calculated in accordance with statutory obligations and accounting standards. The numbers in section 4.1 include accounting values for current and prior years’ LTI grants which have not been (or may not be) received, as they are dependent on performance hurdles and service conditions being met.
% of Salary Value of remuneration and other Short Term securities consisting of benefits1 Incentive2 vested3 Total rights Name $ $ $ $ %
Managing Director
D Harrison 1,501,373 – 4,772,519 6,273,892 76.1
Other Reported Executives S McMahon 851,373 359,537 1,702,744 2,913,654 58.4 R Proutt 821,373 – 2,138,515 2,959,888 72.2


Totals 3,174,119 359,537 8,613,778 12,147,434 70.9

1 Other benefits include superannuation and non-monetary benefits.
2 Values relate to STI paid in FY2021 in cash for FY2020 performance; D Harrison elected to voluntarily defer 100% of the cash component of his FY2020 STI into rights; S McMahon elected to voluntarily defer 50% of the cash component of his FY2020 STI into rights and R Proutt elected to voluntarily defer 100% of the cash component of his FY2020 STI into rights.

3 Values calculated using the two-day VWAP (volume-weighted average price) up until the vesting date applied to the number of rights vesting for LTI performance rights, STI deferred service rights and any sign-on service rights.

Directors’ Report and Financial Report | 61

Charter Hall Group Annual Report 2021

Directors’ report

For the year ended 30 June 2021

Remuneration Report

1. Key Management Personnel

This Report outlines the remuneration policies and practices that apply to Charter Hall’s Key Management Personnel (KMP) for the year ended 30 June 2021. The KMP include the Non-Executive Directors, Managing Director and Other Reported Executives.

Name	Role	Term as KMP
Non-Executive Directors
David Clarke	Chair	Full Year
Anne Brennan	Director	Part Year - retired 31 May 2021
Philip Garling	Director	Full Year
Karen Moses	Director	Full Year
David Ross	Director	Full Year
Greg Paramor AO	Director	Full Year
Jacqueline Chow	Director	Part Year - appointed 17 February2021
Managing Director
David Harrison	ManagingDirector and GroupCEO	Full Year
Other Reported Executives
Sean McMahon	Chief Investment Officer	Full Year
Russell Proutt	Chief Financial Officer	Full Year

The Report has been prepared and audited in accordance with the requirements of the Act.

Directors’ report

For the year ended 30 June 2021

Remuneration Report

2. Remuneration governance Charter Hall’s Board and the Remuneration and Human Resources Committee (the Committee) are responsible for overseeing remuneration policy for the Group.

The following diagram illustrates Charter Hall’s remuneration governance framework.

SECURITYHOLDERS

BOARD

The Board reviews, challenges and approves the recommendations of the Committee around policy, performance, the remuneration arrangements for all Group Executives (Executives) and Non-Executive Directors (NEDs) and the remuneration policies and processes for the wider Group.

Risk Management

Remuneration and Human Resources Committee

External Advisors

The Committee has access to the Group’s personnel including those in the Risk, Finance and People teams. The Committee considers updates from these teams, External and Internal Audit and other Board Committees , on relevant risk matters, including remuneration outcomes, adjustments, and alignment of remuneration with our strategy, values, risk appetite and expected standards of conduct. Risk is also managed at various points in the executive remuneration framework including throughout the performance management process and ultimately through Board and Committee intervention as and when required.

The Board and the Committee may seek advice from independent experts and advisors.

Members

David Ross (Chair)[1]
Anne Brennan[2]
Philip Garling

Philip Garling The Committee independently - Karen Moses[3] appoints its remuneration - Greg Paramor[3] consultants and external advisors and engages with Role them in a manner which Oversees our remuneration philosophy ensures that any information while considering strategic objectives, provided is not subject to culture and values, risk management undue influence by framework and long-term financial management. sustainability.

Reviews and provides guidance and, as appropriate, endorses management recommendations on remuneration matters (including FAR, STI and LTI for Executives), fees for the NEDs (of both Group and the Fund Boards) and submits these for Board approval.

Charter Specific responsibilities are detailed in the Committee’s Charter and reviewed annually.

Managing Director and Management

The Managing Director makes recommendations to the Committee regarding Executives’ remuneration. These recommendations take into account performance, culture and values. Together with management, the Managing Director also provides information and recommendations for deliberation and implements arrangements once they have been approved.

1 David Ross was appointed the Chair of the Remuneration and Human Resources Committee on 26 March 2021.
2
Anne Brennan stepped down from the role of Chair of the Remuneration and Human Resources Committee effective 26 March 2021. She remained a member until her retirement from the Board effective 31 May 2021.
3 Karen Moses and Greg Paramor were appointed to the Remuneration and Human Resources Committee effective 1 April 2021.

Specific responsibilities of the Board and the Committee are detailed in their respective Charters which are available on the Group website at www.charterhall.com.au.

Directors’ Report and Financial Report | 63

Charter Hall Group Annual Report 2021

Directors’ report

For the year ended 30 June 2021

Remuneration Report

3. Executive remuneration framework

Charter Hall’s remuneration framework is designed to attract and retain talented people by rewarding them for achieving performance outcomes that are aligned with our purpose, culture and values, business strategy, risk appetite and the long-term interests of our customers and securityholders.

3.1 Executive remuneration strategy

The below diagram illustrates the remuneration framework that applied to the Managing Director and Other Reported Executives in FY2021. It also outlines the link between Charter Hall’s business and remuneration strategies.

OUR PURPOSE

==> picture [485 x 196] intentionally omitted <==

----- Start of picture text -----

|||||
|---|---|---|---|
|We create better futures by bringing aspirations to life.|
|OUR VALUES|
|Active Partnership|Genuine Insight|Inventive Spirit|Powered by Drive|
|We believe that|We use expertise to|We create with|We put our passion|
|if everyone benefits, we benefit|unlock resilient growth|purpose and discipline|into action|
|OUR BUSINESS STRATEGY|
|To access, deploy, manage and invest equity in core real estate sectors, creating value and generating superior returns for our|
|customers and securityholders through:|
|-|
|optimising total return on invested capital;|
|-|
|growing sustainable earnings and maintaining resilience via long WALE portfolios and through strong customer relationships;|
|-|
|developing a scalable and efficient platform; and recruiting, retaining and motivating a high performing team.|
|OUR REMUNERATION PRINCIPLES|
|Deliver long term results for|Attract, retain and|Be simple, transparent|Drive appropriate risk culture|
|securityholders yholders holders|motivate top talent|and consistent|and employee conduct|

----- End of picture text -----

==> picture [485 x 204] intentionally omitted <==

----- Start of picture text -----

||||||||
|---|---|---|---|---|---|---|
|OUR REMUNERATION PRINCIPLES|
|Deliver long term results for|Attract, retain and|Be simple, transparent|Drive appropriate risk culture|
|securityholders yholders holders|motivate top talent|and consistent|and employee conduct|
|Component|Delivery|Current Year|Year 1|Year 2|Year 3|Year 4|
|Fixed Annual Remuneration comprises of|
|FAR|cash base salary, statutory superannuation|
|contributions and other nominated benefits.|
|‘At risk’ and subject to performance outcomes|
|(OEPS and financial and non-financial KPIs|STI cash|Deferred STI vests|
|STI|including evidence of behaviour in line with|
|delivered|in 2 equal tranches|
|values). 67% is paid as cash and 33% is|
|deferred as service rights.|over 2 years|
|‘At risk’ equity awards that are subject to|
|Vesting after 4 years, equal measures of|
|LTI|long-term performance conditions.|
|Relative TSR and OEPS growth|
|100% is delivered as performance rights.|

----- End of picture text -----

Directors’ report

For the year ended 30 June 2021

Remuneration Report

3.2 Remuneration mix

Executive remuneration is structured as a mixture of fixed and variable ‘at-risk’ STI and LTI components. While fixed annual remuneration is designed to provide a base level of remuneration, the ‘at-risk’ STI and LTI components reward executives when preagreed performance measures are met or exceeded.

The figures below for all Reported Executives show the percentage mix of fixed versus ‘at-risk’ remuneration components on target that apply for FY2021. All Reported Executives have the potential to earn up to 150% of target STI.

==> picture [486 x 204] intentionally omitted <==

3.3 Fixed Annual Remuneration

Composition FAR comprises cash base salary, statutory superannuation contributions and other nominated benefits.

Benchmarking and FAR is targeted at the median of the property market and is reviewed regularly and, benchmarked against Review equivalent roles in the market recognising: - individual performance; and - the market environment for each individual’s skills and capabilities. Comparator Group The entities in the S&P/ASX 200 Australian Real Estate and Investment Trust (A-REIT) industry group are included in the comparator Group used to determine the Reported Executives’ remuneration.

Charter Hall Managing The Managing Director’s FAR remained unchanged at $1,500,000 in FY2021. Director outcome

Other Reported Executives FAR for the CFO and the CIO remained unchanged in FY2021.

REMUNERATION OUTCOMES FY2021

FAR There was no change to Managing Director’s FAR in FY2021. FAR for Other Reported Executives did not change in FY2021. (Section 3.3).

The outperformance of 20% above target FY2021 OEPS has resulted in 138.5% of the total target STI amount to be awarded to eligible employees across the Group, based on the assessment of individual performance STI scorecards. Vesting of FY2019 (second tranche) and FY2020 (first tranche) deferred service rights in full.

FY2018 LTI award reached the end of its three-year performance period on 30 June 2020 and vested at 100% on 31 August 2020 and was subject to a further one-year holding lock. LTI

FY2019 LTI award reached the end of its three-year performance period on 30 June 2021 and will vest at 100% on 31 August 2021 and will be subject to a further one-year holding lock.

CEO and other Executives must accumulate Charter Hall securities equal to 100% of pre-tax Mandatory Security FAR over a four-year period from the date of adoption of this requirement or from the date of holding Requirement appointment as an Executive, as applicable and maintain it on an on-going basis.

Directors’ Report and Financial Report | 65

Charter Hall Group Annual Report 2021

Directors’ report

For the year ended 30 June 2021

Remuneration Report

3.4 Short Term Incentive

FY2021 STI Award – Key Features

Features	Approach
Purpose	STI is an ‘at-risk’ incentive awarded annually, subject to performance against agreed financial and non- financial Key Performance Indicators (KPIs) including evidence of behaviour in line with values.
Participants	All Executives
Gateway for STI	Group:A financial gateway of 95% of target OEPS must be met before any STI entitlement is available, with the Board retaining overall discretion on performance achievement. Individual:To help us maintain an effective risk management culture, all Executives must complete risk and compliance training during the performance year (including Code of Conduct training) to ensure they fully understand their role and comply with relevant legislative requirements. Both gateways need to be met for any STI to be awarded.
Determining and assessing achievement of STI Target	The percentage achievement of STI Target is determined by the Board, upon advice from the Committee, based on actual OEPS achieved relative to an OEPS target. The Board retains the discretion to increase or decrease the percentage of overall STI Target achieved, based on its assessment of the overall performance throughout theyear.
Individual Opportunity	The maximum STI potential for all employees is 150% of their STI target, enabling recognition for outperformance.
Performance Targets	Individual STI outcomes are determined on the basis of Group and individual performance through a Balanced Scorecard. The Scorecard is split into three elements: Financial; Customer; and Culture/Leadership/Collaboration with 50% financial and 50% non-financial split between Customer and Culture/Leadership/Collaboration. For each of these elements there are KPIs aligned to our core strategic objectives of Growth and Resilience. The Board believes that having a mix of financial and non-financial KPIs will provide measurable performance criteria strongly linked to year-on-year securityholder returns and encourage the achievement of individual goals consistent with the Group’s overall objectives. The scorecard elements of financial, customer and culture, leadership and collaboration have been chosen as KPI categories because they represent important elements of Charter Hall’s core strategic objectives. Each of these categories has measures of ‘Growth’ and ‘Resilience’. Whilst ‘Growth’ measures are focused on building the Group’s capability across all KPI categories, ‘Resilience’ measures drive sustainable growth and encourage risk management. Role Financial/Securityholder Customer Culture, Leadership and Collaboration Managing Director 50% 30% 20% CFO 50% 30% 20% CIO 50% 25% 25%
Determining and Assessing Performance	In consultation with the Committee, the Board assesses the Group’s financial performance and the performance of all Reported Executives against agreed KPIs. The Board applies the following general principles when determining and measuring performance goals and any STI incentive for the Executives: - STI outcomes should always align with the market reported results, with any adjustments being consistent with business performance and behaviour aligned to Group values; - ‘on target’ performance aligns with the Board approved target for the financial year; and - payout above Gateway for STI is up to a maximum (150% of STI target). These principles for assessing performance were chosen because they are, as far as practicable, objective and fair and the most appropriate way to assess the Executives’ individual contribution and determine remuneration outcomes in alignment with the financial performance of the Group.
Board Discretion	Once the Balanced Scorecard has been assessed and performance against KPIs has been determined, the outcome is subject to Board discretion. The Board may modify the performance outcomes upwards or downwards taking into account risk related matters, behaviour in line with values and expected standards of conduct.
Delivery	For all Executives, STI is delivered in the form of cash (67%) and deferred service rights (33%). Service rights are deferred over two years, with 50% vesting at the end of year one and 50% at the end of year two. The number of rights granted to an Executive is determined based on an independent value calculation prepared by Deloitte using the Black-Scholes-Merton valuation method, which discounts for dividends/distributionsforgone during the deferralperiod.

Directors’ report

For the year ended 30 June 2021

Remuneration Report

Features Voluntary Deferral of Cash Component of STI Cessation of Employment Preventing Inappropriate Benefits

Approach

Under the FY2021 STI Plan Executives and certain senior managers had an option to elect to receive up to 100% of their cash STI payment in the form of rights to acquire CHC securities. These rights will vest based on the employee’s elected deferral period of 3, 5 or 7 years from the date of grant. These rights will be subject to Charter Hall’s Performance Rights and Options Plan (PROP) however, will not be subject to performance conditions or forfeiture on termination of employment. The number of rights granted to an Executive or a senior manager is determined based on an independent value calculation prepared by Deloitte using the Black-Scholes-Merton valuation method, which discounts for dividends/distributions forgone during the deferral period.

In the event of resignation (other than genuine retirement) or termination for cause or termination for poor performance (as determined by the Board), all unvested mandatorily deferred STI in service rights will lapse, unless the Board determines otherwise. In any other circumstances unless the Board determines otherwise, the rights will continue to remain on foot and, subject to the original terms of the offer, as though the Executive had not ceased employment.

For the mandatorily deferred STI component, the Board has discretion to reduce, including to nil, unvested rights in certain circumstances to ensure Executives do not obtain an inappropriate benefit. The circumstances in which the Board may exercise this discretion include, for example, where the Board determines that an Executive has acted fraudulently, dishonestly, or has engaged in gross misconduct or has acted in a manner which brings the Group into disrepute.

Directors’ Report and Financial Report | 67

Charter Hall Group Annual Report 2021

Directors’ report

For the year ended 30 June 2021

Remuneration Report

STI Performance Outcomes for Financial Year Ending 30 June 2021 – Managing Director

Growth and resilience measures are assessed in each of the performance categories in the Managing Director’s scorecard.

Performance
Category and	Measure		Performance Outcome		Rating
Weighting
Financial 50%	- - - - -	Group OEPS growth Growth in funds under management Outperformance of Funds to relevant indices Maintaining Group investment capacity Securing and exceeding budgeted net equity flows	- - - - - -	OEPS growth to 61cps FUM growth of $11.8bn Fund outperformance in relevant indices Increase in investment capacity to $6.7bn Equity flows achieved were more than 100% above Budget Total platform return of	Outstanding
				23.6%
			-	Strong tenant and investor
Customer 30%	- - -	Customer and investor satisfaction surveys ESG focus and resourcing strategies Effectiveness of customer retention strategies	- -	customer relationships as evidenced through survey results 2020 PRI Leaders Group for climate reporting Investment in the capability and number of resources in	Outstanding
				GroupESG
			-	Key talent appointments and
				rotations at Executive and
Culture, Leadership and Collaboration	- - -	Succession planning Diversity and Inclusion Employee engagement and	-	Executive-1 levels WGEA Employer of choice for gender equality	Outstanding
20%		turnover	-	90% engagement result with
	-	Fund NED engagement levels		95% participation
			-	Positive Fund NED feedback
				across all funds

STI Performance Outcomes for Financial Year Ending 30 June 2021 – Other Reported Executives

KPIs for other Reported Executives are aligned to that of the Managing Director. These are focused on growth and resilience measures in individual areas of accountability.

Scorecard	KPI	Performance Rating
Financial	Including Group and Divisional financials and investment earnings; growth in funds under management; and divisional specific financial initiatives.	Outstanding
Customer and Strategy	Including customer experience, service and satisfaction measures for funds and tenants.	Outstanding
Culture, Leadership and Collaboration	Including leadership contribution, succession, talent, diversity and engagement.	Outstanding

Directors’ report

For the year ended 30 June 2021

Remuneration Report

Group FY2021 performance outcomes

In FY2021, Charter Hall’s OEPS was 61 cents, which was 13.2% above the FY2020 OEPS (excluding the CHOT performance fee). The table below shows Charter Hall’s OEPS (cps) over a five-year period:

==> picture [486 x 285] intentionally omitted <==

----- Start of picture text -----

69.3
61.0
46.3% incl.CHOT
Perf. Fee 15.4
25.5% incl. CHOT 47.4 13.2% ex-CHOT
Perf. Fee
Perf. Fee
8.0
37.7
35.9 5.0% incl. CHOT
Perf. Fee 3.9 36.8% ex-CHOT
Perf. Fee
61.0
(5.8%) ex-CHOT 53.9
Perf. Fee
16.6% ex-CHOT
Perf. Fee 39.4
35.9
33.8
FY2017 1 FY2018 FY2019 FY2020 FY2021 2
CHOT Perf. Fee Actual Ex-CHOT Perf. Fee Actual
----- End of picture text -----

1 The first year CHC recognised operating tax expense of 4.6 cps. 2 No CHOT Performance Fee recognised in FY2021

FY2021 STI outcomes

The outperformance of 20% above target FY2021 OEPS in FY2021 allows for 150% of the total target STI amount to be awarded similar to 150% in FY2020 and 128% in FY2019. Assessment of individual performance scorecards has resulted in 138.5% of the total target STI amount to be awarded, in September 2021, to eligible employees across the Group. The below table shows the STI outcomes for Reported Executives for 2021.

Reported Executives on average received an outcome of 150% of STI target for FY2021. This is based on individual achievement against KPIs including evidence of behaviour in line with values and overall leadership team contribution to the Group.

			Voluntary	Mandatory deferral	Target	STI earned	STI earned
			deferral into	into service	STI of	compared to	compared to
	STI earned	Paid in cash1	rights	rights	fixed pay	target	maximum
Name	$	$	$	$	%	%	%
Managing Director
D Harrison	2,250,000	1,500,000	–	750,000	100%	150%	100%
Other Reported Executives
S McMahon2	1,078,605	539,303	179,768	359,535	85%	150%	100%
R Proutt3	961,500	–	641,000	320,500	78%	150%	100%

1 To be paid on 15 September 2021

2 S McMahon has elected to voluntarily defer 25% of the cash component of his FY21 STI into rights for a 3-year period
3 R Proutt has elected to voluntarily defer 100% of the cash component of his FY21 STI into rights for a 3-year period

Directors’ Report and Financial Report | 69

Charter Hall Group Annual Report 2021

Directors’ report

For the year ended 30 June 2021

Remuneration Report

Directors’ report

For the year ended 30 June 2021

Remuneration Report

3.5 Long Term Incentive

FY2021 LTI Plan – Key Features

Features	Approach
Purpose	LTI is ‘at risk’ and aligns with the long-term interests of securityholders and business performance. It also plays an important role in employee retention.
Participants	All Executives
	The LTI is governed by the Performance Rights and Options Plan (PROP), under which rights to stapled
Type of equity	securities are granted to participants. Each performance right entitles the participant to one stapled security in
awarded	the Charter Hall Group for nil consideration at the time of vesting, subject to meeting the performance hurdles
	outlined below.
Performance	Performance Rights are subject to a four-year performance period commencing on 1 July 2020 and ending on
Period	30 June 2024.
	The number of rights granted to a participant is determined based on an independent value calculation
Valuation	prepared by Deloitte using the Black-Scholes-Merton valuation method, which discounts for
	dividends/distributions forgone during the deferral period.
	Performance Rights will vest subject to the satisfaction of the following performance conditions measured over
Vesting Conditions	the performance period: - 50% of Performance Rights are subject to an aggregate operating earnings per security (OEPS) growth
	hurdle; and
	- 50% of Performance Rights are subject to a relative total securityholder return (TSR) hurdle.
	The OEPS performance measure involves setting an aggregate total value of OEPS to be earned over the
	entire performance period (i.e. for a 4-year performance period, the aggregate total value of OEPS will be
	year one OEPS, plus year two OEPS, plus year three OEPS, plus year four OEPS). The aggregate OEPS
	performance measure has a minimum and stretch hurdle set by growing the commencement year OEPS (i.e.
	the actual OEPS for the financial year end prior to the performance period) by the OEPS growth rates of 5%
	per annum compound for the minimum aggregate OEPS hurdle and 7% per annum compound for the stretch
	aggregate OEPS hurdle. For FY2021 LTI, the Board has set the commencement OEPS as the FY2020
	adjusted OEPS of 53.9 cps (after tax) which is the FY2020 actual OEPS result of 69.3 cps (after tax) less the
	Charter Hall Office Trust (CHOT) performance fee of 15.4 cps (after tax) recognised during the period.

OEPS Performance Measure (50% of LTI Allocation)	If the aggregate OEPS achieved over the four-year performance period is: Percentage of Performance Rights subject to the aggregate OEPS performance measure which may vest
	Less than an aggregate OEPS (after tax) of 244.13 cps (based ona 5% CAGR) 0%
	Equal to aggregate OEPS (after tax) of 244.13 cps (based on a 5% CAGR) 50%
	More than an aggregate OEPS (after tax) of 244.13 cps (based on a 5% CAGR) but less than an aggregate OEPS (after tax) of 256.27 cps (based on a 7% CAGR) Pro rata straight line vesting between 50% - 100%
	Equal to or more than an aggregate OEPS (after tax) of 256.27 cps (based on a 7% CAGR) 100%

Relative TSR Performance Measure (50% of LTI Allocation)

Rationale for Performance Measures

Performance is determined based on the Group’s total ASX shareholder return (assuming distributions are reinvested) ranking against the members of the comparator group over the performance measurement period. The Board determines who is included in that comparator group and how the companies in that group are to be treated.

	Performance is determined based on the Group’s total ASX shareholder return (assuming distributions are reinvested) ranking against the members of the comparator group over the performance measurement period The Board determines who is included in that comparator group and how the companies in that group are to be treated.	Performance is determined based on the Group’s total ASX shareholder return (assuming distributions are reinvested) ranking against the members of the comparator group over the performance measurement period The Board determines who is included in that comparator group and how the companies in that group are to be treated.
	The Board has determined the following comparator group for the FY2021 LTI:
	Abacus Property Group (ABP)	Mirvac Group (MGR)
	BWP Trust (BWP)	National Storage REIT (NSR)
	Cromwell Property Group (CMW)	Scentre Group (SCG)
	Charter Hall Retail REIT (CQR)	GPT Group (GPT)
	Charter Hall Long Wale REIT (CLW)	Stockland (SGP)
	Dexus Property Group (DXS)	Vicinity Centres (VCX)
	Goodman Group (GMG)	Waypoint REIT (WPR)
	Growthpoint Properties Australia (GOZ)	Shopping Centres Australasia Property Group (SCP)
	If, over the relevant performance period the Charter
	Hall Group relative TSR when ranked to a	Percentage of Performance Rights subject to the
	comparator group of the S&P/ASX 200 A-REIT	relative TSR performance measure which may vest
	Accumulation Index is:
	Less than the comparator group 50th percentile	0%
	Equal to the comparatorgroup50thpercentile	50%
	More than the comparator group 50th percentile and less than 75th percentile	Pro rata straight line vesting between 50% - 100%
	Exceeds the comparator group 75th percentile	100%

During 2018, the Board reviewed the LTI performance measures to ensure they continue to align with securityholder expectations and with Charter Hall’s current strategy. Following the review, the Board determined in FY2019 to retain the Relative TSR performance measure and replace the Absolute TSR performance measure with an aggregate OEPS performance measure.

For FY2020 and FY2021, the Board agreed the same performance hurdles for Relative TSR and OEPS growth would apply.

The aggregate OEPS performance measure was selected because it is within the Executive’s ability to influence and is a key driver of securityholder returns and therefore aligns performance with returns to securityholders. The Board excluded the CHOT performance fee from the aggregate OEPS hurdles and actual OEPS performance in the FY2019, FY2020 and FY2021 LTI Plans, however, all other performance fees are included. The OEPS growth rates used to set the aggregate OEPS performance hurdles of 5% per annum compound for the minimum aggregate OEPS hurdle and 7% per annum compound for the stretch aggregate OEPS hurdle applied for the FY2019, FY2020 and FY2021 LTI plans and have been set with reference to:

average EPS growth of the constituents of the comparator group;
growth opportunities for the Group; and
the risk appetite of the Group for resilient and achievable long-term earnings growth.

The aggregate OEPS performance measure was selected because Charter Hall’s OEPS can fluctuate due to performance and transaction fee income, and the Board believes that aggregate OEPS allows for OEPS to be considered over the entire performance period.

TSR measures the overall returns that a company has provided for its securityholders, reflecting share price movements and reinvestment of dividends over a specified period. Relative TSR is the most widely used LTI performance measure used in Australia. It ensures that value is only delivered to participants if the investment return actually received by CHC securityholders is sufficiently high relative to the investment returns provided by the comparator group over the same period.

Directors’ Report and Financial Report | 71

Charter Hall Group Annual Report 2021

Directors’ report

For the year ended 30 June 2021

Remuneration Report

At the time of rights allocation, Executives can make an upfront election to apply a voluntary restricted period to 25%, 50%, 75% or 100% of stapled securities allocated to them on vesting of the Performance Rights. The following table sets out the three alternatives they can elect to apply as their voluntary restricted period. The periods identified below will commence at vesting date.

	Option Option	A B	3	years 20% 25%	4	years 20% 25%	5	years 20% 25%	6	years 20% 25%	7	years 20% -
	Option	C		33%		33%		34%		-		-

Voluntary Restriction Period

Following vesting of the Performance Rights, the restricted stapled securities allocated to participants will not be subject to forfeiture upon termination and participants will be entitled to receive declared distributions during the restricted period.

Distributions Distributions are not provided on Performance Rights as the number of rights allocated to each participant takes into account distributions foregone during the performance period

Cessation of In the event of resignation (other than genuine retirement) or termination for cause or termination for poor Employment performance, all unvested Performance Rights will lapse, unless the Board determines otherwise. In any other circumstances unless the Board determines otherwise, the Performance Rights will continue to remain on foot and, subject to the original terms of the offer, as though the Executive had not ceased employment.

Preventing The Board has discretion to reduce, including to nil, unvested rights in certain circumstances to ensure Inappropriate Executives do not obtain an inappropriate benefit. The circumstances in which the Board may exercise this Benefits discretion include for example, if the Board determines that an Executive has acted fraudulently or dishonestly or engaged in gross misconduct, or has acted in a manner which brings the Group into disrepute.

Directors’ report

For the year ended 30 June 2021

Remuneration Report

Group performance outcomes

Absolute TSR (FY2018 LTI) – The Group delivered a TSR (including stapled security price movements and distributions) over the three years to 30 June 2020 (FY2018 LTI performance period) of 89% equivalent to a 24% CAGR exceeding the upper end of the Absolute TSR performance hurdle which required a 12% CAGR over the three year performance period.

Relative TSR (FY2018 LTI) – The TSR for the three year performance period was 89% equivalent to a 23.6% CAGR achieving the 93[rd] percentile rank of the 16 REITs in the comparator group from the S&P/ASX200 A-REIT Accumulation Index.

OEPS (FY2019 LTI) – The Group delivered aggregate OEPS of 154.4 cents over the three years to 30 June 2021 (FY2019 LTI performance period) equivalent to a 22.5% CAGR exceeding the upper end of the performance hurdle aggregate OEPS of 116.4 cents based upon a 7% CAGR over the three year performance period.

Relative TSR (FY2019 LTI) – The TSR for the three year performance period was 155.9% equivalent to a 36.8% CAGR achieving the top rank of the 16 REITs in the comparator group from the S&P/ASX200 A-REIT Accumulation Index.

The following graphs illustrate the Group’s TSR compared with the comparator group’s 50th and 75th percentile throughout the FY2018 and FY2019 LTI performance periods.

FY2018 LTI performance period

==> picture [486 x 165] intentionally omitted <==

----- Start of picture text -----

190%
170% CHC 75th Comparator Group: 29%CHC: 89%
150% 50th Comparator Group: 10%
Comparator group 50th Percentile
130%
110% Comparator group 75th Percentile
90%
70%
50%
30%
10%
-10%
-30%
Jun-17 Dec-17 Jun-18 Dec-18 Jun-19 Dec-19 Jun-20
----- End of picture text -----

FY2019 LTI performance period

==> picture [486 x 165] intentionally omitted <==

----- Start of picture text -----

170% CHC: 155%
75th Comparator Group: 46%
150% CHC 50th Comparator Group: 29%
130%
Comparator group 50th percentile
110%
Comparator group 75th percentile
90%
70%
50%
30%
10%
-10%
-30%
Jun-18 Dec-18 Jun-19 Dec-19 Jun-20 Dec-20 Jun-21
----- End of picture text -----

Directors’ Report and Financial Report | 73

Charter Hall Group Annual Report 2021

Directors’ report

For the year ended 30 June 2021

Remuneration Report

Outcomes

The FY2018 LTI had a vesting date of 31 August 2020. As a result of the TSR performance over the three years to 30 June 2020, the absolute and relative TSR performance hurdles were exceeded and 100% of the performance rights vested and was subject to a further one-year holding lock.
The FY2019 LTI has a vesting date of 31 August 2021. As a result of the TSR performance and aggregate OEPS achieved over the three years to 30 June 2021, the relative TSR performance hurdles and aggregate OEPS hurdles were exceeded and 100% of the performance rights will vest and be subject to a further one-year holding lock.
Further details of the terms of these awards are set out in the relevant prior year remuneration reports.

TSR for Charter Hall versus comparable indices is outlined below

Charter Hall has outperformed its peer group with significant outperformance over the longer term. The following table compares the total securityholder return for Charter Hall against various indices.

Annualised TSR(p.a. compound)	1 Year	3 Years	5 Years	10 Years
CHC¹	64.1%	37.9%	30.3%	28.2%
S&P ASX 100	27.9%	9.9%	11.3%	9.5%
S&P ASX 200 A-REIT	33.2%	7.7%	5.8%	11.8%
MSCI World REITs	30.5%	9.6%	7.6%	8.2%

1 Source UBS. Annualised TSR of 36.8% for LTI purposes is calculated using June VWAP as opening and closing prices

3.6 Deferred STI and LTI Rights Awarded – Additional Terms and Conditions

Deferred STI and LTI Awards are subject to some additional terms and conditions as per below:

Change of control The Board, in its absolute discretion, may determine the manner in which the rights will be dealt with. provisions

Hedging and margin In accordance with the Corporations Act 2001, all participants are prohibited from hedging or otherwise lending prohibitions protecting the value of unvested stapled securities.

Directors’ report

For the year ended 30 June 2021

Remuneration Report

4. Executive remuneration in detail

4.1 Total remuneration of Reported Executives

The following table details the total remuneration of the Reported Executives of the Group for FY2020 and FY2021.

Name	Post- employ- Other ment Security-based long-term Short-term benefits benefits payments benefits Securities Mandatory options % of total Voluntarily security- and remun- Cash Non- deferred based perform- Long eration short-term Annual monetary Super- short-term short-term ance service consisting Salary incentive leave1 benefits2annuation incentive incentive rights leave1 Total of rights6 $ $ $ $ $ $ $ $ $ $ %
Managing Director D Harrison3 2021 1,478,306 1,500,000 (30,413) 1,373 21,694 – 750,000 1,681,249 26,251 5,428,460 45 2020 1,478,997 – 14,794 1,688 21,003 1,500,000 750,000 1,178,229(161,106) 4,783,605 72
Other Reported Executives S McMahon4 2021 828,306 539,303 (3,458) 1,373 21,694 179,768 359,535 516,163 14,876 2,457,559 43 2020 828,997 359,535 (9,391) 1,688 21,003 359,535 359,535 375,087 17,389 2,313,378 47 R Proutt5 2021 798,306 – (19,879) 1,373 21,694 641,000 320,500 545,050 14,351 2,322,395 65 2020 798,997 – 23,752 1,688 21,003 641,000 320,500 459,005 15,034 2,280,979 62
Total 2021 3,104,918 2,039,303 (53,750) 4,119 65,082 820,768 1,430,035 2,742,462 55,478 10,208,414 49
Total 2020 3,106,991 359,535 29,155 5,064 63,009 2,500,535 1,430,035 2,012,321(128,683) 9,377,962 63

1 Shows the movement in leave accruals for the year.
2 Non-monetary benefits for FY2021 is salary continuance insurance.

3.7 Group summary of performance and total remuneration outcomes

The table below provides information on Charter Hall’s performance against key metrics over the last five years.

Key performance metrics	2017	2018	2019	2020	2021
Statutory profit after tax for stapled securityholders ($m)	257.6	250.2	235.3	345.9	476.8
Statutory earnings per stapled security (EPS) (cents)	61.2	53.7	50.5	74.3	102.4
Operating earnings for stapled securityholders ($m)	151.2	175.8	220.7	322.8	284.3
Operating earnings per stapled security (cents)	35.9	37.7	47.4	69.3	61.0
Growth in OEPS %	18.1	5.0	25.5	46.3	-12.0
Operating earnings per stapled security (ex CHOT performance fee) (cents)	35.9	33.8	39.4	53.9	61.0
Growth in OEPS (ex CHOT performance fee) %	18.1	-6.0	16.6	36.8	13.2
Distribution per stapled security (cents)	30.0	31.8	33.7	35.7	37.9
Stapled security price at 30 June ($)1	5.50	6.52	10.83	9.69	15.52
CHC total securityholder return – Jul to Jun (%)	15.2	24.6	72.4	-7.4	64.1

3 D Harrison had elected to voluntarily defer 100% of the cash component of his FY2020 STI into rights; 50% is being deferred for a 3-year period and 50% for a 5-year period.
4 S McMahon has elected to voluntarily defer 25% of the cash component of his FY2021 STI into rights for a 3-year period; in FY2020 he had elected to defer 50% of the cash component of his FY2020 STI into rights for a 3-year period
5 R Proutt has elected to voluntarily defer 100% of the cash component of his FY2021 STI into rights for a 3-year period; in FY2020 he had elected to defer 100% of his FY2020 cash STI into rights (50% deferred for a 3-year period and 50% for a 5-year period).
6 Includes Voluntarily deferred short term incentive, Mandatory security based short term incentive and Securities options and performance rights.

1 The opening share price at 1 July 2017 was $5.50.

The table below provides information on Reported Executives’ total remuneration, both fixed and ‘at risk’ compared to target total remuneration. Charter Hall’s STI is weighted towards growth in OEPS and the LTI provides an important link between remuneration and TSR.

and TSR.
Reported Executives total remuneration summary	2020	2021
Fixed payments ($)	3,075,536	3,175,847
STI accounting expense ($)	4,290,105	4,290,105
LTI accountingexpense($)1	2,012,321	2,742,462
Earned remuneration($)2	9,377,962	10,208,414
On target total remuneration ($)	7,947,927	8,778,379
Earned remuneration relative to target remuneration – over/(under) (%)	18%	16%

1 The LTI expense attributed to the Reported Executives reflects the statutory accounting expense under AASB2.

2 Earned remuneration for the Reported Executives is the sum of their fixed payments, STI and LTI expenses recognised.

Directors’ Report and Financial Report | 75

Charter Hall Group Annual Report 2021

Directors’ report

For the year ended 30 June 2021

Remuneration Report - continued

4. Executive remuneration in detail continued

4.2 Key terms of employment

The remuneration and other terms of employment for Reported Executives are formalised in employment contracts. Each of these contracts provides for participation in the Group’s STI and LTI programs and payment of other benefits.

All Reported Executives’ contracts are ongoing in duration. The notice period for the Managing Director and Other Reported Executives are summarised below:

are summarised below:
		Minimum Notice Period1
Name	Position	Employee	Charter Hall
Managing Director David Harrison2 Other Reported Executives	ManagingDirector and GroupCEO	6 months	12 months
Sean McMahon	Chief Investment Officer	6 months	6 months
Russell Proutt	Chief Financial Officer	6 months	6 months

1 No notice period is required for termination by the Company for serious or wilful misconduct by the employee.

2 Where the Managing Director gives notice of his cessation of employment, he is entitled to a restraint payment of a maximum of six month equivalent fixed remuneration so long as he complies with the terms of his employment agreement for the period of six months following his cessation.

Other than as described above, the Reported Executives’ contracts do not provide for any termination benefits aside from payment in lieu of notice (where applicable).

5. Non-Executive Director remuneration

Policy	The Committee makes recommendations to the Board on the total level of remuneration of the Chair and other Non-Executive Directors, including any additional fees payable to Directors for membership of Board committees.
Benchmarking	Fees are set by reference to the following considerations:
	‒ industry practice and best principles of corporate governance; ‒ responsibilities and risks attaching to the role of NEDs;
	‒ the time commitment expected of NEDs on Group matters; and
	‒ reference to fees paid to NEDs of other comparable companies.
	NED fees are periodically reviewed to ensure they remain in line with general industry practice and
	reflect proper compensation for duties undertaken. External independent advice is sought in these
	circumstances.
Fee framework	NED fees, including committee fees, are set by the Board within the aggregate amount of $1.7 million
	per annum as approved by securityholders at the AGM in November 2017.
	Under the current framework, NEDs, other than the Chair receive (inclusive of superannuation):
	‒ Board base fee; and
	‒ Committee fees.
	The Chair receives an all-inclusive fee.

Directors’ report

For the year ended 30 June 2021

Remuneration Report - continued

5. Non-Executive Director remuneration continued

5. Non-Executive Director remunerationcontinued
	2021	2020
Summaryof fee frameworkper annum	$	$
Board
Chair	393,600	393,600
Member	157,590	157,590
Audit Risk and Compliance Committee
Chair	42,025	42,025
Member	21,010	21,010
Remuneration and Human Resources Committee
Chair	31,515	31,515
Member	15,755	15,755
Nomination Committee
Chair	3,150	3,150
Member	3,150	3,150
Investment Committee
Chair	15,755	15,755
Member	10,505	10,505
	2021 fees	2020 fees
Non-Executive Director remuneration	$	$
Non-Executive Directors
D Clarke	393,600	393,600
A Brennan1	189,998	210,115
P Garling	192,250	192,250
K Moses2	203,554	199,615
D Ross3	196,421	187,000
G Paramor4	187,791	189,105
Jacqueline Chow5	65,454	–
Total	1,429,068	1,371,685

1 Anne Brennan retired from the Board effective 31 May 2021.
2 Karen Moses was appointed as a member to the Remuneration and Human Resources Committee effective 1 April 2021 and the Nomination Committee effective 1 July 2021, in addition to her current committee memberships.
3 David Ross was appointed the Chair of the Remuneration and Human Resources Committee and a member to the Audit, Risk and Compliance Committee effective 26 March 2021 and 1 April 2021 respectively, in addition to his current committee memberships, and retired from the Nomination Committee effective 1 July 2021.
4 Greg Paramor retired from the Audit, Risk and Compliance Committee and was appointed as a member to the Remuneration and Human Resources Committee effective 1 April 2021, in addition to his current committee memberships.
Jacqueline Chow was appointed to the Board and as a member to the Audit, Risk and Compliance Committee effective 17 February 2021.
5

NEDs are also entitled to be reimbursed for all business-related expenses, including travel on Charter Hall business, incurred in the discharge of their duties in accordance with Charter Hall’s Constitution. In accordance with principles of good corporate governance, NEDs do not receive any benefits upon retirement under any retirement benefits schemes (other than statutory superannuation) and NEDs are not eligible to participate in any of Charter Hall’s employee incentive schemes. Remuneration outcomes The Chair and member committee fees remained unchanged in FY2021.

Minimum shareholding Minimum shareholding guidelines were increased in FY2019 requiring Independent Directors to hold guidelines CHC securities to the value of $90,000 (previously $50,000). This minimum shareholding guideline is approximately a year’s base fee (net of tax) and is to be purchased over a three-year period. The valuation is based on the value of the securities at the time of purchase.

Directors’ Report and Financial Report | 77

Charter Hall Group Annual Report 2021

Directors’ report

For the year ended 30 June 2021

Remuneration Report

6. Appendix – further detail

6.1 Securityholdings

Key management personnel securityholdings

	Opening	Stapled	Rights and	Stapled	Closing
	balance at	securities	options	securities	balance at
Name	30 Jun 2020	acquired	exercised	sold	30 Jun 2021
Directors of Charter Hall Limited
Ordinary stapled securities
D Clarke	45,875	–	–	–	45,875
A Brennan1	30,000	–	–	–	–
P Garling	16,759	1,592	–	–	18,351
K Moses	23,137	–	–	–	23,137
D Ross	10,000	–	–	–	10,000
G Paramor	14,300	–	–	–	14,300
J Chow2	–	500	–	–	500
Managing Director
D Harrison	1,378,977	70,000	377,764	(413,278)	1,413,463
Other Reported Executives
S McMahon	261,530	–	134,779	(84,016)	312,293
R Proutt	69,979	–	169,272	(61,091)	178,160

1 Anne Brennan retired from the Board on 31 May 2021

2 Jacqueline Chow was appointed to the Board on 17 February 2021

6.2 Performance Rights and Option Plan details

Performance rights and service rights outstanding under the PROP

Performance rights
Financialyear ofgrant	Securities	Exerciseprice	Vestingconditions
2019	979,346	Nil	OEPS and relative performance criteria
2020	698,325	Nil	OEPS and relative performance criteria
2021	838,798	Nil	OEPS and relativeperformance criteria
Total performance rights outstanding	2,516,469
Service rights
Financialyear ofgrant	Securities	Exerciseprice	Vestingconditions
2019	387,596	Nil	Service conditions
2020	89,448	Nil	Service conditions - Deferred STI
2020	260,000	Nil	Service conditions
2021	219,856	Nil	Service conditions - Deferred STI
2021	672,282	Nil	Voluntary Deferred STI
2021	100,000	Nil	Service conditions
Totalservicerightsissued	1,729,182

Directors’ report

For the year ended 30 June 2021

Remuneration Report - audited continued

6. Appendix – further detail continued

Valuation model

The Black-Scholes-Merton methodology which discounts for dividends/distributions foregone is used for allocation purposes for all rights and accounting purposes for non-market based performance rights. The Monte Carlo method is used for accounting purposes for market based performance rights. The accounting value determined using a Monte Carlo simulation valuation is in accordance with AASB 2.

Reported Executive rights – details by plan

			Rights						Fair value
		Rights	vested and	Rights			Fair value		to be
	Rights held	granted	exercised	forfeited	Rights held		per right		expensed
	at 30 June	during	during	during	at 30 June	Grant	at grant	Vesting	in future
Type of equity	2020	theyear	theyear	theyear	2021	date	date($)	date	years ($)1
Managing Director
D Harrison
LTI Performance Rights	294,664	-	294,664	-	–	23-Nov-17	2.65	31-Aug-20	–
LTI Performance Rights	304,238	-	–	-	304,238	28-Nov-18	5.09	31-Aug-21	81,534
LTI Performance Rights	113,706	-	-	-	113,706	25-Nov-19	7.10	31-Aug-22	297,012
LTI Performance Rights	113,705	-	-	-	113,705	25-Nov-19	7.01	31-Aug-23	413,711
LTI Performance Rights	-	265,737	-	-	265,737	26-Nov-20	10.33	31-Aug-24	2,084,374
STI Deferred Service Rights	49,120	-	49,120	-	–	28-Nov-18	6.54	31-Aug-20	-
STI Deferred Service Rights	33,980	-	33,980	-	–	25-Nov-19	10.44	31-Aug-20	-
STI Deferred Service Rights	33,980	-	-	-	33,980	25-Nov-19	10.11	31-Aug-21	-
STI Deferred Service Rights	-	40,461	-	-	40,461	26-Nov-20	12.85	31-Aug-21	-
STI Deferred Service Rights	-	40,461	-	-	40,461	26-Nov-20	12.51	31-Aug-22	-
STI Deferred Service Rights	-	84,918	-	-	84,918	15-Sep-20	11.37	31-Aug-23	-
STI Deferred ServiceRights	-	91,263	-	-	91,263	15-Sep-20	10.73	31-Aug-25	-
Other Reported Executives
S McMahon
LTI Performance Rights	100,763	-	100,763	-	–	23-Nov-17	2.65	31-Aug-20	–
LTI Performance Rights	98,287	-	-	-	98,287	28-Nov-18	5.09	31-Aug-21	26,340
LTI Performance Rights	33,917	–	-	-	33,917	25-Nov-19	7.10	31-Aug-22	88,596
LTI Performance Rights	33,916	–	-	-	33,916	25-Nov-19	7.01	31-Aug-23	123,401
LTI Performance Rights	-	79,264	-	-	79,264	26-Nov-20	10.33	31-Aug-24	621,727
STI Deferred Service Rights	19,854	-	19,854	-	–	28-Nov-18	6.54	31-Aug-20	-
STI Deferred Service Rights	14,162	-	14,162	-	–	25-Nov-19	10.44	31-Aug-20	-
STI Deferred Service Rights	14,161	–	-	-	14,161	25-Nov-19	10.11	31-Aug-21	-
STI Deferred Service Rights	-	19,396	-	-	19,396	26-Nov-20	12.85	31-Aug-21	-
STI Deferred Service Rights	-	19,396	-	-	19,396	26-Nov-20	12.51	31-Aug-22	-
STI Deferred Service Rights	-	40,708	-	-	40,708	15-Sep-20	11.37	31-Aug-23	-
R Proutt
LTI Performance Rights	108,181	-	108,181	-	–	23-Nov-17	2.65	31-Aug-20
LTI Performance Rights	104,689	-	-	-	104,689	28-Nov-18	5.09	31-Aug-21	28,056
LTI Performance Rights	35,633	-	-	-	35,633	25-Nov-19	7.10	31-Aug-22	93,078
LTI Performance Rights	35,633	-	-	-	35,633	25-Nov-19	7.01	31-Aug-23	129,650
LTI Performance Rights	-	83,276	-	-	83,276	26-Nov-20	10.33	31-Aug-24	653,196
LTI Service Rights	31,489	-	31,489	-	–	23-Nov-17	5.41	20-Jul-20	-
STI Deferred Service Rights	17,095	-	17,095	-	–	28-Nov-18	6.54	31-Aug-20	-
STI Deferred Service Rights	12,507	-	12,507	-	–	25-Nov-19	10.44	31-Aug-20	-
STI Deferred Service Rights	12,506	-	-	-	12,506	25-Nov-19	10.11	31-Aug-21	-
STI Deferred Service Rights	-	17,290	-	-	17,290	26-Nov-20	12.85	31-Aug-21	-
STI Deferred Service Rights	-	17,290	-	-	17,290	26-Nov-20	12.51	31-Aug-22	-
STI Deferred Service Rights	-	36,288	-	-	36,288	15-Sep-20	11.37	31-Aug-23	-
STI Deferred Service Rights	-	38,999	-	-	38,999	15-Sep-20	10.73	31-Aug-25	-

1 The maximum value of the grants yet to vest is the fair value amount at the grant date yet to be reflected in the Group's consolidated income statement. The minimum future value is $nil as the future performance and service conditions may not be met.

6.3 Other Transactions with KMP

There were no loans made, guaranteed or secured, directly or indirectly, by the Company and any of its subsidiaries to KMP or their related parties during the year. There were no other transactions between the Company or any of its subsidiaries and any KMP or their related parties during the year.

Directors’ Report and Financial Report | 79

Charter Hall Group Annual Report 2021

Directors’ report

For the year ended 30 June 2021

Directors’ report – continued

Indemnification and insurance of directors, officers and auditor

During the year, the Charter Hall Group contributed to the premium for a contract insuring all directors, secretaries, executive officers and officers of the Charter Hall Group and of each related body corporate of the Group, with the balance of the premium paid by funds managed by members of the Charter Hall Group. The insurance does not provide any cover for the independent auditor of the Charter Hall Group or of a related party of the Charter Hall Group. In accordance with usual commercial practice, the insurance contract prohibits disclosure of details of the nature of the liabilities covered by the insurance, the limit of indemnity and the amount of the premium paid under the contract.

So long as the officers of the Responsible Entity act in accordance with the Charter Hall Property Trust’s constitution and the Corporations Act 2001, the officers are indemnified out of the assets of the Charter Hall Property Trust against losses incurred while acting on behalf of the Charter Hall Property Trust. The Charter Hall Group indemnifies the auditor (PricewaterhouseCoopers Australia) against any liability (including legal costs) for third party claims arising from a breach by the Charter Hall Group of the auditor’s engagement terms, except where prohibited by the Corporations Act 2001.

Non-audit services

The Company may decide to employ the auditor on assignments additional to its statutory audit duties where the auditor's expertise and experience with the Group are important.

Details of the amounts paid or payable to the auditor (PricewaterhouseCoopers) for non-audit services provided during the year are set out below.

The Board of Directors has considered the position and, in accordance with the advice received from the Audit, Risk and Compliance Committee, is satisfied that the provision of the non-audit services is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001. The Directors are satisfied that the provision of non-audit services by the auditor, as set out below, did not compromise the auditor independence requirements of the Corporations Act 2001 for the following reasons:

all non-audit services have been reviewed by the Audit, Risk and Compliance Committee to ensure they do not impact the impartiality and objectivity of the auditor; and
none of the services undermine the general principles relating to auditor independence as set out in APES 110 Code of Ethics for Professional Accountants .

During the year, the following fees were paid or payable for non-audit services provided by the auditor and its related practices by the Charter Hall Group and Charter Hall Property Trust Group:

Charter Hall Group Charter Hall Property Trust Group 2021 2020 2021 2020 $ $ $ $ PricewaterhouseCoopers – Australian Firm Taxation services 9,300 98,800 – 9,100 PricewaterhouseCoopers – New Zealand Firm Taxation services for DLWF 1,472 5,944 1,472 5,944 Total remuneration for taxation services 10,772 104,744 1,472 15,044 Advisory services PricewaterhouseCoopers Australian firm Accountingadvice – 60,000 – – Total remuneration for advisory services – 60,000 – – Total remuneration for non-audit services 10,772 164,744 1,472 15,044	Charter Hall Group Charter Hall Property Trust Group 2021 2020 2021 2020 $ $ $ $ PricewaterhouseCoopers – Australian Firm Taxation services 9,300 98,800 – 9,100 PricewaterhouseCoopers – New Zealand Firm Taxation services for DLWF 1,472 5,944 1,472 5,944 Total remuneration for taxation services 10,772 104,744 1,472 15,044 Advisory services PricewaterhouseCoopers Australian firm Accountingadvice – 60,000 – – Total remuneration for advisory services – 60,000 – – Total remuneration for non-audit services 10,772 164,744 1,472 15,044
PricewaterhouseCoopers – Australian Firm Taxation services 9,300 98,800 PricewaterhouseCoopers – New Zealand Firm Taxation services for DLWF 1,472 5,944
	– 9,100

	1,472 5,944
Total remuneration for taxation services 10,772 104,744	1,472 15,044
Advisory services PricewaterhouseCoopers Australian firm Accountingadvice – 60,000

	– –
Total remuneration for advisory services – 60,000	– –
Total remuneration for non-audit services 10,772 164,744	1,472 15,044

Directors’ report

For the year ended 30 June 2021

Environmental regulation

The Charter Hall Group recognises that sustainability is more than protecting the natural environment; it is about responding to the needs of our customers, achieving our long-term commercial goals and working in partnership with our stakeholders to improve environmental and social outcomes. Our Group Sustainability Policy outlines our commitments to achieving a leading role in a sustainable future and can be found at: https://www.charterhall.com.au/About-Us/corporategovernance/corporate-governance-charter-hall-group.

The Group has processes in place to comply with applicable environmental standards and regulations. The Group reports its greenhouse gas emissions and energy use on an annual basis under the National Greenhouse and Energy Reporting Act 2007. The Group is actively addressing and managing environmental impacts to achieve the following commitments:

Net Zero Scope 1 and 2 emissions by 2030
50% diversion of waste from landfill by 2025
4.5 Star National Australian Built Environment Rating System (NABERS) Water weighted average portfolio rating for Office and Retail by 2030
5 Star NABERS Energy weighted average portfolio rating for Office by 2025
4.5 Star NABERS Energy weighted average portfolio rating for Retail by 2025

Charter Hall actively benchmarks our environmental performance through Green Star Performance, WELL portfolio and NABERS.

Charter Hall voluntarily reports annually to international organisations, such as the United Nations Principles for Responsible Investment (PRI), Dow Jones Sustainability Index (DJSI), and Global Real Estate Sustainability Benchmark (GRESB). This year we submitted the Annual Transparency Report to the PRI, responded to the DJSI Reports for the CHC, CQR and CLW Funds, GRESB Real Estate Asset Reports for CQR, RP1, RP2, RP6, CPOF, DOF, CHOT, PFA, BSWF,CHAIT, CCT, DIF4, DVP, CLW, CHPIP, CPIF, CPRF, CLP, DLWF and LWHP and GRESB Public Disclosure Statements for CLW, CQR, CHC, and CQE.

Labour practices

Charter Hall Group became a signatory to the UN Global Compact on 8 March 2019. The Human Rights Policy and the Charter Hall Supplier Code of Conduct can be found at https://www.charterhall.com.au/About-Us/corporategovernance/corporate-governance-charter-hall-group and outline our commitment to manage our operations in line with the UN Guiding Principles, the UN Global Compact and international and Australian Modern Slavery legislation, which reflects both our business needs and the expectations of our customers and key stakeholders.

Tax Governance Statement

Charter Hall Group has adopted the Board of Taxation's Tax Transparency Code (TTC) at 30 June 2017. As part of the TTC, Charter Hall has published a Tax Governance Statement (TGS) which details Charter Hall Group’s corporate structure and tax corporate governance systems. Charter Hall Group’s TGS can be found on our website at www.charterhall.com.au.

Proceedings on behalf of the Company

Section 237 of the Corporations Act 2001 allows for a person to apply to the Court to bring proceedings on behalf of the Company, or to intervene in any proceedings to which the Company is a party, in certain circumstances.

No person has made such an application and no proceedings have been brought or intervened in on behalf of the Company with the Court under this section.

Auditor’s independence declaration

A copy of the auditor’s independence declaration as required under section 307C of the Corporations Act 2001 is set out on page 82.

Rounding of amounts

The Company and the Trust is of a kind referred to in ASIC Corporations Instrument (Rounding in Financial/Directors’ Reports) 2016/191, relating to the ‘rounding off’ of amounts in the Directors’ Report. Amounts in the Directors’ Report have been rounded off in accordance with that instrument to the nearest hundred thousand dollars, or in certain cases, to the nearest dollar.

Directors’ authorisation

The Directors’ Report is made in accordance with a resolution of the Directors. The Financial Statements were authorised for issue by the Directors on 23 August 2021. The Directors have the power to amend and re-issue the Financial Statements.

==> picture [74 x 33] intentionally omitted <==

David Clarke

Chair

Sydney 23 August 2021

Directors’ Report and Financial Report | 81

Charter Hall Group Annual Report 2021

Auditor’s independence declaration

==> picture [69 x 53] intentionally omitted <==

Auditor’s Independence Declaration

As lead auditor for the audit of Charter Hall Limited and its controlled entities and Charter Hall Property Trust and its controlled entities (together “Charter Hall Group”) and Charter Hall Property Trust and its controlled entities (together “Charter Hall Property Trust Group”) for the year ended 30 June 2021, I declare that to the best of my knowledge and belief, there have been:

(a) no contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
(b) no contraventions of any applicable code of professional conduct in relation to the audit.

This declaration is in respect of Charter Hall Limited and the entities it controlled during the period and Charter Hall Property Trust and the entities it controlled during the period.

==> picture [65 x 35] intentionally omitted <==

E A Barron Sydney Partner 23 August 2021 PricewaterhouseCoopers

Consolidated statements of comprehensive income

For the year ended 30 June 2021

Charter Hall Group Charter Hall Property Trust Group 2021 2020 2021 2020 Note $'m $'m $'m $'m	Charter Hall Group Charter Hall Property Trust Group 2021 2020 2021 2020 Note $'m $'m $'m $'m
Income Revenue 4 668.0 553.8 Share of net profit from equity accounted investments method 2,3 314.0 162.3 Net gain on sale of investments 0.4 15.5 Other net fair value adjustments 29.0 –
	26.7 31.1
	297.1 145.0
	0.4 15.5
	29.0 –
Total income 1,011.4 731.6	353.2 191.6
Expenses Employee costs 5 (148.0) (152.3) Development costs (245.5) (66.1) Administration and other expenses 5 (31.0) (29.3) Finance costs (9.9) (14.5) Depreciation, amortisation and impairment 5 (16.2) (31.1) Fair value losses from derivative financial instruments – (2.8) Other net losses (2.6) (8.8)
	– –
	– –
	(7.4) (6.2)
	(9.6) (13.5)
	(6.9) (13.6)
	– (2.8)
	– (8.8)
Total expenses (453.2) (304.9)	(23.9) (44.9)
Profit before tax 558.2 426.7 Income tax expense 6 (62.6) (78.6)	329.3 146.7
	– –
Profit for the year 495.6 348.1	329.3 146.7
Profit for the year attributable to: Equity holders of Charter Hall Limited 166.3 201.4 Equity holders of Charter Hall Property Trust (non-controllinginterest) 310.5 144.5
	– –
	310.5 144.5
Profit attributable to stapled securityholders of Charter Hall Group 476.8 345.9 Net profit attributable to Charter Hall Direct Long WALE Fund (non-controllinginterest) 19 18.8 2.2	310.5 144.5
	18.8 2.2
Profit for the year 495.6 348.1	329.3 146.7

PricewaterhouseCoopers, ABN 52 780 433 757

One International Towers Sydney, Watermans Quay, Barangaroo, GPO BOX 2650, SYDNEY NSW 2001 T: +61 2 8266 0000, F: +61 2 8266 9999, www.pwc.com.au

Level 11, 1PSQ, 169 Macquarie Street, Parramatta NSW 2150, PO Box 1155 Parramatta NSW 2124 T: +61 2 9659 2476, F: +61 2 8266 9999, www.pwc.com.au

Liability limited by a scheme approved under Professional Standards Legislation.

Directors’ Report and Financial Report | 83

Charter Hall Group Annual Report 2021

Consolidated statements of comprehensive income continued

For the year ended 30 June 2021

Charter Hall Group Charter Hall Property Trust Group 2021 2020 2021 2020 Note $'m $'m $'m $'m Profit for the year 495.6 348.1 329.3 146.7	Charter Hall Group Charter Hall Property Trust Group 2021 2020 2021 2020 Note $'m $'m $'m $'m Profit for the year 495.6 348.1 329.3 146.7	Charter Hall Group Charter Hall Property Trust Group 2021 2020 2021 2020 Note $'m $'m $'m $'m Profit for the year 495.6 348.1 329.3 146.7
Profit for the year 495.6 348.1	329.3 146.7
Other comprehensive income Items that may be reclassified to profit or loss Exchange differences on translation of foreign operations 0.1 (0.2) Changes in the fair value of cash flow hedges (4.4) 1.5 Equityaccounted fair value movements – (1.3)

	0.1 (0.1)
	(4.4) 1.5
	– (1.3)
Other comprehensive income/(loss) for the year (4.3) –	(4.3) 0.1
Total comprehensive income for the year 491.3 348.1	325.0 146.8
Total comprehensive income for the year is attributable to: Equity holders of Charter Hall Limited 166.3 201.3 Equity holders of Charter Hall Property Trust (non-controlling interest) 306.2 144.6
	– –
	306.2 144.6
Total comprehensive income attributable to stapled securityholders of Charter Hall Group 472.5 345.9 Total comprehensive income attributable to Charter Hall Direct LongWALE Fund(non-controllinginterest) 19 18.8 2.2	306.2 144.6
	18.8 2.2
Total comprehensive income for the year 491.3 348.1	325.0 146.8
Basic earnings per security (cents) attributable to: Equity holders of Charter Hall Limited 35.7 43.3 Equity holders of Charter Hall Property Trust (non-controllinginterest) 66.7 31.0
	n/a n/a
	66.7 31.0
Basic earnings per stapled security (cents) attributable to stapled securityholders of Charter Hall Group 8(a) 102.4 74.3	n/a n/a
Diluted earnings per security (cents) attributable to: Equity holders of Charter Hall Limited 35.4 42.9 Equity holders of Charter Hall Property Trust (non-controllinginterest) 66.1 30.8
	n/a n/a
	66.1 30.8
Diluted earnings per stapled security (cents) attributable to stapled securityholders of Charter Hall Group 8(b) 101.5 73.7	n/a n/a

The above consolidated statements of comprehensive income should be read in conjunction with the accompanying notes.

Consolidated balance sheets

As at 30 June 2021

Charter Hall Group Charter Hall Property Trust Group 2021 2020 2021 2020 Note $'m $'m $'m $'m Assets Current assets Cash and cash equivalents 351.9 238.9 71.3 12.7 Receivables and other assets 9 119.3 79.3 42.9 36.6 Development assets 0.4 – – – Derivative financial instruments 16 4.4 3.6 4.4 3.6 Assets classified as held for sale 10 23.1 – 23.1 – Total current assets 499.1 321.8 141.7 52.9 Non-current assets Receivables and other assets 9 5.9 12.3 12.3 – Derivative financial instruments 16 30.5 70.0 30.5 70.0 Financial assets at fair value through profit or loss – 101.2 – 101.2 Investments in associates at fair value through profit or loss 2 46.2 25.9 46.2 25.9 Development assets 49.8 29.6 – – Investments accounted for using the equity method 2,3 2,321.6 1,875.4 2,234.6 1,793.5 Investment properties 11 193.2 173.8 193.2 173.8 Intangible assets 12 114.7 118.9 – – Property, plant and equipment 14.4 20.8 – – Right-of-use assets 9.3 8.5 – – Deferred tax assets 13 – 1.5 – – Total non-current assets 2,785.6 2,437.9 2,516.8 2,164.4 Total assets 3,284.7 2,759.7 2,658.5 2,217.3 Liabilities Current liabilities Trade and other liabilities 14 170.4 150.1 66.0 43.0 Development liabilities 1.4 – – – Current tax liabilities 17.6 38.9 – – Borrowings 15 – 15.9 – – Lease liabilities 4.5 4.0 – – Derivative financial instruments 16 – 0.1 – 0.1 Total current liabilities 193.9 209.0 66.0 43.1 Non-current liabilities Trade and other liabilities 14 3.8 3.8 – 20.6 Derivative financial instruments 16 – 7.7 – 7.7 Borrowings 15 549.2 364.2 549.2 364.2 Lease liabilities 10.7 11.1 – – Deferred tax liabilities 13 18.3 18.2 – – Total non-current liabilities 582.0 405.0 549.2 392.5 Total liabilities 775.9 614.0 615.2 435.6 Net assets 2,508.8 2,145.7 2,043.3 1,781.7 Equity Equity holders of Charter Hall Limited Contributed equity 17(a) 290.8 289.1 – – Reserves 18 (24.4) (33.3) – – Accumulatedprofit 199.1 108.2 – – Parent entity interest 465.5 364.0 – – Equity holders of Charter Hall Property Trust Contributed equity 17(a) 1,426.0 1,436.8 1,426.0 1,436.8 Reserves 18 (1.5) 2.8 (1.5) 2.8 Accumulatedprofit 481.3 276.6 481.3 276.6 Equity holders of Charter Hall Property Trust (non-controlling interest) 1,905.8 1,716.2 1,905.8 1,716.2 Non-controlling interest in Charter Hall Direct Long WALE Fund 19 137.5 65.5 137.5 65.5 Total equity 2,508.8 2,145.7 2,043.3 1,781.7	Charter Hall Group Charter Hall Property Trust Group 2021 2020 2021 2020 Note $'m $'m $'m $'m Assets Current assets Cash and cash equivalents 351.9 238.9 71.3 12.7 Receivables and other assets 9 119.3 79.3 42.9 36.6 Development assets 0.4 – – – Derivative financial instruments 16 4.4 3.6 4.4 3.6 Assets classified as held for sale 10 23.1 – 23.1 – Total current assets 499.1 321.8 141.7 52.9 Non-current assets Receivables and other assets 9 5.9 12.3 12.3 – Derivative financial instruments 16 30.5 70.0 30.5 70.0 Financial assets at fair value through profit or loss – 101.2 – 101.2 Investments in associates at fair value through profit or loss 2 46.2 25.9 46.2 25.9 Development assets 49.8 29.6 – – Investments accounted for using the equity method 2,3 2,321.6 1,875.4 2,234.6 1,793.5 Investment properties 11 193.2 173.8 193.2 173.8 Intangible assets 12 114.7 118.9 – – Property, plant and equipment 14.4 20.8 – – Right-of-use assets 9.3 8.5 – – Deferred tax assets 13 – 1.5 – – Total non-current assets 2,785.6 2,437.9 2,516.8 2,164.4 Total assets 3,284.7 2,759.7 2,658.5 2,217.3 Liabilities Current liabilities Trade and other liabilities 14 170.4 150.1 66.0 43.0 Development liabilities 1.4 – – – Current tax liabilities 17.6 38.9 – – Borrowings 15 – 15.9 – – Lease liabilities 4.5 4.0 – – Derivative financial instruments 16 – 0.1 – 0.1 Total current liabilities 193.9 209.0 66.0 43.1 Non-current liabilities Trade and other liabilities 14 3.8 3.8 – 20.6 Derivative financial instruments 16 – 7.7 – 7.7 Borrowings 15 549.2 364.2 549.2 364.2 Lease liabilities 10.7 11.1 – – Deferred tax liabilities 13 18.3 18.2 – – Total non-current liabilities 582.0 405.0 549.2 392.5 Total liabilities 775.9 614.0 615.2 435.6 Net assets 2,508.8 2,145.7 2,043.3 1,781.7 Equity Equity holders of Charter Hall Limited Contributed equity 17(a) 290.8 289.1 – – Reserves 18 (24.4) (33.3) – – Accumulatedprofit 199.1 108.2 – – Parent entity interest 465.5 364.0 – – Equity holders of Charter Hall Property Trust Contributed equity 17(a) 1,426.0 1,436.8 1,426.0 1,436.8 Reserves 18 (1.5) 2.8 (1.5) 2.8 Accumulatedprofit 481.3 276.6 481.3 276.6 Equity holders of Charter Hall Property Trust (non-controlling interest) 1,905.8 1,716.2 1,905.8 1,716.2 Non-controlling interest in Charter Hall Direct Long WALE Fund 19 137.5 65.5 137.5 65.5 Total equity 2,508.8 2,145.7 2,043.3 1,781.7
Assets
Current assets
Cash and cash equivalents 351.9 238.9	71.3 12.7
Receivables and other assets 9 119.3 79.3	42.9 36.6
Development assets 0.4 –	– –
Derivative financial instruments 16 4.4 3.6	4.4 3.6
Assets classified as held for sale 10 23.1 –	23.1 –
Total current assets 499.1 321.8	141.7 52.9
Non-current assets
Receivables and other assets 9 5.9 12.3	12.3 –
Derivative financial instruments 16 30.5 70.0 Financial assets at fair value through profit or loss – 101.2 Investments in associates at fair value through profit or loss 2 46.2 25.9 Development assets 49.8 29.6 Investments accounted for using the equity method 2,3 2,321.6 1,875.4 Investment properties 11 193.2 173.8 Intangible assets 12 114.7 118.9 Property, plant and equipment 14.4 20.8 Right-of-use assets 9.3 8.5 Deferred tax assets 13 – 1.5	30.5 70.0
	– 101.2
	46.2 25.9
	– –
	2,234.6 1,793.5
	193.2 173.8
	– –
	– –
	– –
	– –
Total non-current assets 2,785.6 2,437.9	2,516.8 2,164.4
Total assets 3,284.7 2,759.7	2,658.5 2,217.3
Liabilities Current liabilities Trade and other liabilities 14 170.4 150.1 Development liabilities 1.4 – Current tax liabilities 17.6 38.9 Borrowings 15 – 15.9 Lease liabilities 4.5 4.0 Derivative financial instruments 16 – 0.1

	66.0 43.0
	– –
	– –
	– –
	– –
	– 0.1
Total current liabilities 193.9 209.0	66.0 43.1
Non-current liabilities Trade and other liabilities 14 3.8 3.8 Derivative financial instruments 16 – 7.7 Borrowings 15 549.2 364.2 Lease liabilities 10.7 11.1 Deferred tax liabilities 13 18.3 18.2
	– 20.6
	– 7.7
	549.2 364.2
	– –
	– –
Total non-current liabilities 582.0 405.0	549.2 392.5
Total liabilities 775.9 614.0	615.2 435.6
Net assets 2,508.8 2,145.7	2,043.3 1,781.7
Equity Equity holders of Charter Hall Limited Contributed equity 17(a) 290.8 289.1 Reserves 18 (24.4) (33.3) Accumulatedprofit 199.1 108.2

	– –
	– –
	– –
Parent entity interest 465.5 364.0	– –
Equity holders of Charter Hall Property Trust Contributed equity 17(a) 1,426.0 1,436.8 Reserves 18 (1.5) 2.8 Accumulatedprofit 481.3 276.6
	1,426.0 1,436.8
	(1.5) 2.8
	481.3 276.6
Equity holders of Charter Hall Property Trust (non-controlling interest) 1,905.8 1,716.2	1,905.8 1,716.2
Non-controlling interest in Charter Hall Direct Long WALE Fund 19 137.5 65.5	137.5 65.5
Total equity 2,508.8 2,145.7	2,043.3 1,781.7

The above consolidated balance sheets should be read in conjunction with the accompanying notes.

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Charter Hall Group Annual Report 2021

Consolidated statement of changes in equity – Charter Hall Group

For the year ended 30 June 2021

		Attributable to	Attributable to	the owners of			Charter Hall
			Charter Hall Limited				Group
						Non-
		Contributed		Accumulated		controlling	Total
		equity	Reserves	profit/(losses)	Total	interest	equity
	Note	$'m	$'m	$'m	$'m	$'m	$'m
Balance at 1 July 2019		286.7	(34.8)	(11.0)	240.9	1,719.0	1,959.9
Change in accounting policy		–	–	(0.7)	(0.7)	–	(0.7)
Adjusted balance at 1 July 2019		286.7	(34.8)	(11.7)	240.2	1,719.0	1,959.2
Profit for the year		–	–	201.4	201.4	146.7	348.1
Other comprehensive income/(loss)		–	(0.1)	–	(0.1)	0.1	–
Total comprehensive income/(loss)		–	(0.1)	201.4	201.3	146.8	348.1
Transactions with equity holders in their
capacity as equity holders:
Contributions of equity, net of issue costs		–	–	–	–	17.1	17.1
Buyback and issuance of securities for
exercised performance rights		(1.6)	(6.7)	–	(8.3)	(11.7)	(20.0)
Tax recognised direct to equity	6(c)	4.0	(3.5)	–	0.5	–	0.5
Transfer due to deferred compensation payable
in service rights		–	2.1	–	2.1	–	2.1
Security-based benefit expense		–	9.7	–	9.7	–	9.7
Dividend/distribution provided for or paid	7	–	–	(81.5)	(81.5)	(89.1)	(170.6)
Transactions with non-controllinginterests		–	–	–	–	(0.4)	(0.4)
		2.4	1.6	(81.5)	(77.5)	(84.1)	(161.6)
Balance at 30 June 2020		289.1	(33.3)	108.2	364.0	1,781.7	2,145.7
Balance at 1 July 2020		289.1	(33.3)	108.2	364.0	1,781.7	2,145.7
Change in accounting policy	33(a)	–	–	(4.8)	(4.8)	–	(4.8)
Adjusted balance at 1July 2020		289.1	(33.3)	103.4	359.2	1,781.7	2,140.9

Profit for the year		–	–	166.3	166.3	329.3	495.6
Other comprehensive loss		–	–	–	–	(4.3)	(4.3)
Total comprehensive income		–	–	166.3	166.3	325.0	491.3
Transactions with equity holders in their
capacity as equity holders:
Contributions of equity, net of issue costs		–	–	–	–	58.6	58.6
Buyback and issuance of securities for
exercised performance rights		(2.3)	(7.3)	–	(9.6)	(10.8)	(20.4)
Tax recognised direct to equity	6(c)	4.0	1.2	–	5.2	–	5.2
Transfer due to deferred compensation payable
in service rights		–	8.0	–	8.0	–	8.0
Security-based benefit expense		–	7.0	–	7.0	–	7.0
Dividend/distribution provided for or paid	7	–	–	(70.6)	(70.6)	(110.8)	(181.4)
Transactions with non-controllinginterests		–	–	–	–	(0.4)	(0.4)
		1.7	8.9	(70.6)	(60.0)	(63.4)	(123.4)
Balance at 30 June 2021		290.8	(24.4)	199.1	465.5	2,043.3	2,508.8

Consolidated statement of changes in equity – Charter Hall Property Trust Group

For the year ended 30 June 2021

		Attributable to the owners of the	Attributable to the owners of the	Attributable to the owners of the
		Charter	Hall Property Trust Group
						Non-
		Contributed		Accumulated		controlling	Total
		equity	Reserves	profit/(losses)	Total	interest	equity
	Note	$'m	$'m	$'m	$'m	$'m	$'m
Balance at 1 July 2019		1,448.5	3.2	217.0	1,668.7	50.3	1,719.0
Profit for the year		–	–	144.5	144.5	2.2	146.7
Other comprehensive income		–	0.1	–	0.1	–	0.1
Total comprehensive income		–	0.1	144.5	144.6	2.2	146.8
Transactions with equity holders in their
capacity as equity holders:
Contributions of equity, net of issue costs	17(b)	–	–	–	–	17.1	17.1
Buyback and issuance of securities for
exercised performance rights		(11.7)	–	–	(11.7)	–	(11.7)
Dividend/distribution provided for or paid	7	–	–	(84.9)	(84.9)	(4.2)	(89.1)
Transactions with non-controllinginterests		–	(0.5)	–	(0.5)	0.1	(0.4)
		(11.7)	(0.5)	(84.9)	(97.1)	13.0	(84.1)
Balance at 30 June 2020		1,436.8	2.8	276.6	1,716.2	65.5	1,781.7
Balance at 1 July 2020		1,436.8	2.8	276.6	1,716.2	65.5	1,781.7
Profit for the year		–	–	310.5	310.5	18.8	329.3
Other comprehensive loss		–	(4.3)	–	(4.3)	–	(4.3)
Total comprehensive income/(loss)		–	(4.3)	310.5	306.2	18.8	325.0
Transactions with equity holders in their
capacity as equity holders:
Contributions of equity, net of issue costs		–	–	–	–	58.6	58.6
Buyback and issuance of securities for
exercised performance rights		(10.8)	–	–	(10.8)	–	(10.8)
Dividend/distribution provided for or paid	7	–	–	(105.8)	(105.8)	(5.0)	(110.8)
Transactions with non-controllinginterests		–	–	–	–	(0.4)	(0.4)
		(10.8)	–	(105.8)	(116.6)	53.2	(63.4)
Balance at 30 June 2021		1,426.0	(1.5)	481.3	1,905.8	137.5	2,043.3

The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.

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Charter Hall Group Annual Report 2021

Consolidated cash flow statements

For the year ended 30 June 2021

Charter Hall Group Charter Hall Property Trust Group 2021 2020 2021 2020 Note $'m $'m $'m $'m Cash flows from operating activities Receipts from customers (inclusive of GST) 700.5 650.3 28.5 21.8 Payments to suppliers and employees (inclusive of GST) (497.1) (293.9) (10.9) (8.5) Tax paid (75.1) (57.7) 0.4 – Interest received 1.0 2.1 0.1 1.1 Interest paid (7.8) (12.6) (7.1) (12.2) Distributions and dividends from investments 104.1 114.4 98.7 102.5 Net cash inflow from operating activities 21 225.6 402.6 109.7 104.7 Cash flows from investing activities Payments for property, plant and equipment (net of lease incentive received) (5.6) (6.9) – – Payments for investment properties (22.7) (55.9) (22.7) (55.9) Investments in associates, joint ventures and financial assets (557.7) (529.0) (553.2) (514.8) Proceeds on disposal and return of capital from investments in associates and joint ventures 401.5 400.1 391.7 390.4 Loans to associates, joint ventures and related parties (1.7) (4.3) (612.5) (375.1) Repayments of loans from associates, joint ventures and related parties 5.9 51.4 587.3 485.2 Net cash outflow from investing activities (180.3) (144.6) (209.4) (70.2) Buy back of stapled securities (20.5) (20.1) (16.7) (17.4) Borrowing costs paid (1.7) (0.9) (1.7) (0.8) Proceeds from borrowings (net of borrowing costs) 269.0 331.1 269.0 321.0 Repayment of borrowings (45.5) (290.3) (45.5) (286.7) Payment for settlement of derivatives (8.3) (1.6) (8.3) (1.6) Principal elements of lease payments (3.3) (1.9) (0.1) – Proceeds on disposal of partial interest in a subsidiary that does not involve loss of control 54.3 16.5 54.3 16.5 Distributions to non-controlling interests (5.0) (4.2) (5.0) (4.2) Dividends/distributionspaid to stapled securityholders (171.3) (161.6) (87.7) (98.6) Net cash inflow/(outflow) from financing activities 67.7 (133.0) 158.3 (71.8) Net increase/(decrease) in cash and cash equivalents 113.0 125.0 58.6 (37.3) Cash and cash equivalents at the beginningof theyear 238.9 113.9 12.7 50.0 Cash and cash equivalents at the end of the year 351.9 238.9 71.3 12.7	Charter Hall Group Charter Hall Property Trust Group 2021 2020 2021 2020 Note $'m $'m $'m $'m Cash flows from operating activities Receipts from customers (inclusive of GST) 700.5 650.3 28.5 21.8 Payments to suppliers and employees (inclusive of GST) (497.1) (293.9) (10.9) (8.5) Tax paid (75.1) (57.7) 0.4 – Interest received 1.0 2.1 0.1 1.1 Interest paid (7.8) (12.6) (7.1) (12.2) Distributions and dividends from investments 104.1 114.4 98.7 102.5 Net cash inflow from operating activities 21 225.6 402.6 109.7 104.7 Cash flows from investing activities Payments for property, plant and equipment (net of lease incentive received) (5.6) (6.9) – – Payments for investment properties (22.7) (55.9) (22.7) (55.9) Investments in associates, joint ventures and financial assets (557.7) (529.0) (553.2) (514.8) Proceeds on disposal and return of capital from investments in associates and joint ventures 401.5 400.1 391.7 390.4 Loans to associates, joint ventures and related parties (1.7) (4.3) (612.5) (375.1) Repayments of loans from associates, joint ventures and related parties 5.9 51.4 587.3 485.2 Net cash outflow from investing activities (180.3) (144.6) (209.4) (70.2) Buy back of stapled securities (20.5) (20.1) (16.7) (17.4) Borrowing costs paid (1.7) (0.9) (1.7) (0.8) Proceeds from borrowings (net of borrowing costs) 269.0 331.1 269.0 321.0 Repayment of borrowings (45.5) (290.3) (45.5) (286.7) Payment for settlement of derivatives (8.3) (1.6) (8.3) (1.6) Principal elements of lease payments (3.3) (1.9) (0.1) – Proceeds on disposal of partial interest in a subsidiary that does not involve loss of control 54.3 16.5 54.3 16.5 Distributions to non-controlling interests (5.0) (4.2) (5.0) (4.2) Dividends/distributionspaid to stapled securityholders (171.3) (161.6) (87.7) (98.6) Net cash inflow/(outflow) from financing activities 67.7 (133.0) 158.3 (71.8) Net increase/(decrease) in cash and cash equivalents 113.0 125.0 58.6 (37.3) Cash and cash equivalents at the beginningof theyear 238.9 113.9 12.7 50.0 Cash and cash equivalents at the end of the year 351.9 238.9 71.3 12.7
Cash flows from operating activities Receipts from customers (inclusive of GST) 700.5 650.3 Payments to suppliers and employees (inclusive of GST) (497.1) (293.9) Tax paid (75.1) (57.7) Interest received 1.0 2.1 Interest paid (7.8) (12.6) Distributions and dividends from investments 104.1 114.4
	28.5 21.8
	(10.9) (8.5)
	0.4 –
	0.1 1.1
	(7.1) (12.2)
	98.7 102.5
Net cash inflow from operating activities 21 225.6 402.6	109.7 104.7
Cash flows from investing activities Payments for property, plant and equipment (net of lease incentive received) (5.6) (6.9) Payments for investment properties (22.7) (55.9) Investments in associates, joint ventures and financial assets (557.7) (529.0) Proceeds on disposal and return of capital from investments in associates and joint ventures 401.5 400.1 Loans to associates, joint ventures and related parties (1.7) (4.3) Repayments of loans from associates, joint ventures and related parties 5.9 51.4
	– –
	(22.7) (55.9)
	(553.2) (514.8)
	391.7 390.4
	(612.5) (375.1)
	587.3 485.2
Net cash outflow from investing activities (180.3) (144.6)	(209.4) (70.2)
Buy back of stapled securities (20.5) (20.1) Borrowing costs paid (1.7) (0.9) Proceeds from borrowings (net of borrowing costs) 269.0 331.1 Repayment of borrowings (45.5) (290.3) Payment for settlement of derivatives (8.3) (1.6) Principal elements of lease payments (3.3) (1.9) Proceeds on disposal of partial interest in a subsidiary that does not involve loss of control 54.3 16.5 Distributions to non-controlling interests (5.0) (4.2) Dividends/distributionspaid to stapled securityholders (171.3) (161.6)	(16.7) (17.4)
	(1.7) (0.8)
	269.0 321.0
	(45.5) (286.7)
	(8.3) (1.6)
	(0.1) –
	54.3 16.5
	(5.0) (4.2)
	(87.7) (98.6)
Net cash inflow/(outflow) from financing activities 67.7 (133.0)	158.3 (71.8)
Net increase/(decrease) in cash and cash equivalents 113.0 125.0 Cash and cash equivalents at the beginningof theyear 238.9 113.9	58.6 (37.3)
	12.7 50.0
Cash and cash equivalents at the end of the year 351.9 238.9	71.3 12.7

The above consolidated cash flow statements should be read in conjunction with the accompanying notes.

Notes to the consolidated financial statements

For the year ended 30 June 2021

The notes to these consolidated financial statements include additional information to assist the reader in understanding the operations, performance and financial position of the Charter Hall Group and the Charter Hall Property Trust Group.

Critical accounting estimates and judgements

The preparation of the consolidated financial statements in conformity with Australian Accounting Standards requires the use of certain critical accounting estimates and judgements in the process of applying accounting policies.

Estimates and judgements are continually evaluated and are based on experience and other factors, including expectations of future events that may have a financial impact on the entity and that are believed to be reasonable under the circumstances. The estimates or assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities are described in their respective notes:

‒	Note	2	Investments in associates
‒	Note	3	Investments in joint ventures
‒	Note	4	Revenue
‒	Note	12	Intangible assets
‒	Note	25	Controlled entities

In preparing its financial statements the Group has considered the current and ongoing impact that the COVID-19 pandemic has had on its business operations. A $6.9m impairment was recorded for the Group’s investment in Charter Hall Long WALE REIT. Other than this impairment, the Group’s strategic focus on resilient property investments and funds management revenue streams has contributed to the COVID-19 pandemic having no identifiable material adverse impact on the Group’s financial result.

With the potential and uncertain economic impacts of COVID-19, future property valuations, investment and development activity and property funds management revenue could be adversely impacted.

Further disclosure is included in the following notes;

Investments in associates Note 2(b);
Revenue Note 4(a);
Intangibles Note 12(b);
Fair value measurement Note 23(d).

1 Segment information

(a) Description of segments

The operating segments disclosed are based on the reports reviewed by the Board to make strategic decisions. The Board is responsible for allocating resources and assessing performance of the operating segments.

Operating earnings is a financial measure which represents statutory profit after tax adjusted for the items in Note 1(c). Operating earnings is the primary measure of the Group’s underlying and recurring earnings. Operating earnings is used by the Board to make strategic decisions and as a guide to assessing an appropriate distribution to declare.

Net operating expenses excluding costs of sales are primarily related to the Property Funds Management segment. The Board has identified the following three reportable segments, the performance of which it monitors separately.

Property investments

This segment comprises investments in property funds.

Development investments This segment comprises investments in developments.

Property funds management

This segment comprises investment management services and property management services.

Charter Hall Property Trust Group

The Board allocates resources and assesses the performance of operating segments for the entire Charter Hall Group. Results are not separately identified and reported according to the legal structure of the Charter Hall Group and therefore segment information for CHPT is not prepared and provided to the Board.

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Charter Hall Group Annual Report 2021

Notes to the consolidated financial statements

For the year ended 30 June 2021

1 Segment information continued

(b) Operating segments

The operating segments reported to the Board for the year ended 30 June 2021 are as follows:

1 Segment informationcontinued (b) Operating segments The operating segments reported to the Board for the year ended 30 June 2021 are as follows:
	2021 $'m	2020 $'m
Property investment segment earnings	123.0	120.0
Development Investment
Development investment revenue	275.2	70.2
Development costs	(245.5)	(66.1)
Other	4.5	13.0
Total development investment segment earnings Property funds management	34.2	17.1
Investment management revenue	254.6	357.1
Propertyservices revenue	64.9	55.2
Total property funds management segment revenue	319.5	412.3
Total segment income	476.7	549.4
Net operating expenses Corporate expenses	(85.3) (29.8)	(90.1) (33.2)
EBITDA Depreciation	361.6 (7.8)	426.1 (10.6)
Net interest expense	(8.4)	(11.9)
Operating earnings before tax Income tax expense	345.4 (61.1)	403.6 (80.8)
Operating earnings attributable to stapled securityholders Basic weighted average number of securities('m)	284.3 465.8	322.8 465.8
Operating earnings per stapled security (cents)	61.0	69.3

Refer to Note 8 for statutory earnings per stapled security figures.

(c) The reconciliation of operating earnings to statutory profit after tax attributable to stapled securityholders is shown below:

	2021	2020
	$'m	$'m
Operating earnings attributable to stapled securityholders	284.3	322.8
Add: Net fair value movements on equity accounted investments1	228.0	67.8
Add: Net gain on disposal of property investments1	0.5	6.9
Less: Non-operating income tax benefit/(expense)	(1.5)	2.2
Less: Realised and unrealised net gains/(losses) on derivatives1	7.2	(14.9)
Less: Impairment of equity accounted investments	(6.9)	(13.6)
Less: Performance fees expense1	(15.9)	(6.0)
Less: Non-operating pursuit costs	(4.6)	(4.4)
Less: Amortisation of intangibles	(1.5)	(6.9)
Less: Other1	(12.8)	(8.0)
Statutory profit after tax attributable to stapled securityholders	476.8	345.9

Notes to the consolidated financial statements

For the year ended 30 June 2021

1 Segment information continued

(d) Reconciliation of earnings from the property and development investment segments to the share of net profit of equity accounted investments

equity accounted investments
	2021	2020
	$'m	$'m
Segment earnings – property investments	123.0	120.0
Add: Non-operating equity accounted profit	191.9	38.9
Less: Net rental income	(3.5)	(3.3)
Less: Distributions in operating income	(0.9)	(3.6)
	310.5	152.0
Segment earnings – development investments	34.2	17.1
Less: Development revenue	(275.2)	(70.2)
Add: Development costs	245.5	66.1
Less: Interest income on development investments	(1.0)	(2.7)
	3.5	10.3
Share of net profit of investments accounted for using the equity method	314.0	162.3
(e) Reconciliation of property funds management earnings stated above to revenue per the statement of comprehensive
income
	2021	2020
	$'m	$'m
Investment management revenue	254.6	357.1
Property services revenue	64.9	55.2
Segment revenue – property funds management	319.5	412.3
Add: recovery of property and fund-related expenses	57.5	53.4
Add: development revenue	275.2	70.2
Add: rental income	12.9	10.9
Add: interest income	2.0	3.4
Add: distributions received for investments accounted for at fair value	0.9	3.6
Revenue per statement of comprehensive income	668.0	553.8

Geographical segments are immaterial as the vast majority of the Group’s income is from Australian sources. Assets and liabilities have not been reported on a segmented basis as the Board is focused on the consolidated balance sheet.

1 Includes the Group's proportionate share of non-operating items of equity accounted investments on a look through basis.

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Charter Hall Group Annual Report 2021

Notes to the consolidated financial statements

For the year ended 30 June 2021

2 Investment in associates

Notes to the consolidated financial statements

For the year ended 30 June 2021

2 Investment in associates continued

(a) Carrying amounts

All associates are incorporated and operate in Australia. Refer to Note 33(e) for accounting policy information relating to associates.

		Ownership	interest	Carrying amount	Carrying amount
Charter Hall Group		2021	2020	2021	2020
Name of entity	Principal activity	%	%	$'m	$'m
Accounted for at fair value through
profit or loss:1
Unlisted
Charter Hall Maxim Property Securities Fund	Property investment	12.5	15.1	27.3	20.4
CH Deep Value AREIT Partnership Trust	Property investment	9.0	9.0	18.5	5.0
Other associates				0.4	0.5
				46.2	25.9
Equity accounted
Unlisted
Charter Hall Prime Office Fund	Property investment	5.1	6.2	270.6	312.9
Charter Hall Office Trust2	Property investment	15.7	15.7	270.8	293.5
Charter Hall Prime Industrial Fund	Property investment	1.8	3.6	118.8	131.4
Core Logistics Partnership	Property investment	4.8	6.9	76.2	85.0
Charter Hall Exchange Wholesale Trust	Property investment	13.9	21.8	59.4	70.1
Charter Hall AP Fund	Property investment	5.0	–	39.7	–
Deep Value Partnership	Property investment	11.5	13.0	49.0	35.5
Charter Hall Direct PFA Fund	Property investment	7.9	–	104.0	–
Charter Hall Direct Office Fund	Property investment	7.7	–	141.1	–
Other associates				63.2	50.1
Listed
Charter Hall Retail REIT3	Property investment	10.6	9.9	238.5	207.9
Charter Hall Long WALE REIT4	Property investment	11.3	12.2	369.7	271.4
Charter Hall Social Infrastructure REIT5	Property investment	8.8	8.9	98.9	90.8
				1,899.9	1,548.6
Total investments in associates				1,946.1	1,574.5

1 These investments comprise units in certain unlisted Charter Hall managed funds which have been designated at fair value through profit or loss. Changes in fair values of investments in associates at fair value through profit or loss are recorded in fair value adjustments in the consolidated statement of comprehensive income. Information about the Charter Hall Group’s material exposure to share and unit price risk is provided in Note 22.

2 The entity has a 31 December balance date.
3 Fair value at the ASX closing price as at 30 June 2021 was $230.3 million (30 June 2020: $189.3 million).

2 Investment in associatescontinu	ed
		Ownership	interest	Carrying amount
Charter Hall Property Trust Group		2021	2020	2021	2020
Name of entity	Principal activity	%	%	$'m	$'m
Accounted for at fair value through
profit or loss:1
Unlisted
Charter Hall Maxim Property Securities Fund	Property investment	12.5	15.1	27.3	20.4
CH Deep Value AREIT Partnership Trust	Property investment	9.0	9.0	18.5	5.0
Other associates				0.4	0.5
				46.2	25.9
Equity accounted
Unlisted
Charter Hall Prime Office Fund	Property investment	4.8	5.9	254.0	297.1
Charter Hall Office Trust2	Property investment	15.7	15.7	270.8	293.5
Core Logistics Partnership	Property investment	4.8	6.9	76.2	85.0
Charter Hall Exchange Wholesale Trust	Property investment	13.9	21.8	59.4	70.1
Charter Hall AP Fund	Property investment	5.0	–	39.7	–
Charter Hall Prime Industrial Fund	Property investment	0.6	1.7	37.3	62.2
Deep Value Partnership	Property investment	11.5	13.0	49.0	35.5
Charter Hall Direct PFA Fund	Property investment	7.9	–	104.0	–
Charter Hall Direct Office Fund	Property investment	7.7	–	141.1	–
Other associates				67.4	48.5
Listed
Charter Hall Retail REIT3	Property investment	10.6	9.9	238.5	207.9
Charter Hall Long WALE REIT4	Property investment	11.3	12.2	369.7	271.4
Charter Hall Social Infrastructure REIT5	Property investment	8.8	8.9	123.8	115.7
				1,830.9	1,486.9
Total investments in associates				1,877.1	1,512.8

1 These investments comprise units in certain unlisted Charter Hall managed funds which have been designated at fair value through profit or loss. Changes in fair values of investments in associates at fair value through profit or loss are recorded in fair value adjustments in the consolidated statement of comprehensive income. Information about the Charter Hall Property Trust Group’s material exposure to share and unit price risk is provided in Note 22.

2 The entity has a 31 December balance date.
3 Fair value at the ASX closing price as at 30 June 2021 was $230.3 million (30 June 2020: $189.3 million).
Fair value at the ASX closing price as at 30 June 2021 was $335.8 million (30 June 2020: $255.5 million).
4
- Fair value at the ASX closing price as at 30 June 2021 was $111.2 million (30 June 2020: $75.1 million).
5
4 Fair value at the ASX closing price as at 30 June 2021 was $335.8 million (30 June 2020: $255.5 million).

5 Fair value at the ASX closing price as at 30 June 2021 was $111.2 million (30 June 2020: $75.1 million).

(b) Critical judgements

Investments in associates are accounted for at either fair value through profit or loss or by using the equity method. CHPT designates investments in associates as fair value through profit or loss or equity accounted on a case by case basis taking the investment strategy into consideration.

Management regularly reviews equity accounted investments for impairment and remeasures investments carried at fair value through profit or loss by reference to changes in circumstances or contractual arrangements, external independent property valuations and market conditions, using generally accepted market practices. When a recoverable amount is estimated through a value in use calculation, critical judgements and estimates are made regarding future cash flows and an appropriate discount rate. When a fair value is estimated through an earnings valuation, critical judgements and estimates are made in relation to the earnings measure and appropriate multiple.

Due to the difference in the fair value and carrying amounts, the recoverable amount for the Charter Hall Long WALE REIT investment was estimated through a value in use calculation with the following critical judgements and estimates:

base case cash flow projections covering a 3-5 year period based on financial budgets approved by management. Cash flows beyond the 3-5 year period are extrapolated using estimated growth rates appropriate for the business;
‒ pre-tax discount rate 11%;
growth after 5 years of 1% per annum; and
terminal value multiple of 14 times earnings.

As a result of these estimates, impairment of $6.9m was recorded for Charter Hall Long WALE REIT in the first half of FY21. If the terminal value multiplier assumptions were to increase/decrease by 1x, value in use would increase/decrease by 5.1%.

With the potential and uncertain economic impacts of COVID-19, future equity accounted investment values are sensitive to future property valuations of the underlying investment properties, and could be adversely impacted. The impacts of the estimates and assumptions for investments in associates are outlined in Note 23(d).

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Charter Hall Group Annual Report 2021

Notes to the consolidated financial statements

For the year ended 30 June 2021

2 Investment in associates continued

(c) Summarised movements in carrying amounts of associates accounted for at fair value through profit or loss

			Charter Hall Property	Charter Hall Property
	Charter Hall Group		Trust Group
	2021	2020	2021	2020
	$'m	$'m	$'m	$'m
Opening balance	25.9	26.0	25.9	26.0
Investment	10.0	5.2	10.0	5.2
Net gain/(loss) on investment in associates at fair value	10.3	(5.1)	10.3	(5.1)
Disposal of units	–	(0.2)	–	(0.2)
Closing balance	46.2	25.9	46.2	25.9

(d) Summarised movements in carrying amounts of equity accounted associates

			Charter Hall	Property
	Charter Hall	Group	Trust Group
	2021	2020	2021	2020
	$'m	$'m	$'m	$'m
Opening balance	1,548.6	1,438.5	1,486.9	1,376.5
Investment	404.2	293.5	404.2	293.4
Share of profit after income tax	263.8	146.4	249.1	137.8
Distributions received/receivable	(92.0)	(84.9)	(85.3)	(79.9)
Share of movement in reserves	(0.6)	(0.6)	(0.6)	(0.6)
Impairment of carrying amount	(6.9)	(13.6)	(6.9)	(13.6)
Divestments	(183.8)	(203.7)	(183.1)	(199.7)
Return of Capital	(33.4)	(27.0)	(33.4)	(27.0)
Closing balance	1,899.9	1,548.6	1,830.9	1,486.9

(e) Summarised financial information for material associates

The tables below provide summarised financial information for the associates that are material to CHC and CHPT. Materiality is assessed on the investments’ contribution to Group income and net assets. The information presented reflects the amounts in the financial statements of the associates, not the Group’s proportionate share.

			Charter Hall	Charter Hall
	Charter Hall	Charter Hall	Prime Office	Long WALE
	Office Trust	Retail REIT	Fund	REIT
	$'m	$'m	$'m	$'m
2021
Summarised balance sheet:
Current assets	50.6	46.9	419.7	113.2
Non-current assets	3,409.0	3,294.1	6,537.4	4,574.2
Current liabilities	51.0	113.8	117.2	71.4
Non-current liabilities	1,688.9	922.0	1,504.0	1,336.9
Net assets	1,719.7	2,305.2	5,335.9	3,279.1
Summarised statement of comprehensive income:
Revenue	100.0	191.6	345.4	154.6
Profit for the year from continuing operations	151.8	291.2	527.8	618.3
Other comprehensive loss	–	(5.9)	(4.6)	(0.4)
Total comprehensive income	151.8	285.3	523.2	617.9
2020
Summarised balance sheet:
Current assets	143.0	104.7	165.4	59.6
Non-current assets	3,463.9	3,005.4	6,641.9	3,026.9
Current liabilities	43.1	98.4	101.2	50.6
Non-current liabilities	1,700.1	869.6	1,655.9	850.0
Net assets	1,863.7	2,142.1	5,050.2	2,185.9
Summarised statement of comprehensive income:
Revenue	110.5	206.1	310.9	126.7
Profit for the year from continuing operations	377.3	44.2	283.5	122.4
Other comprehensive income	–	1.2	1.0	–
Total comprehensive income	377.3	45.4	284.5	122.4

Notes to the consolidated financial statements

For the year ended 30 June 2021

2 Investment in associates continued

(f) Reconciliation of net assets of associates to carrying amounts of equity accounted investments

			Charter Hall	Charter Hall
	Charter Hall	Charter Hall	Prime Office	Long WALE
	Office Trust	Retail REIT	Fund	REIT
Charter Hall Group	$'m	$'m	$'m	$'m
2021
Net assets of associate	1,719.7	2,305.2	5,335.9	3,279.1
Group's share in %	15.7%	10.6%	5.1%	11.3%
Group's share in $	270.0	244.4	272.1	370.5
Other movements not accounted for under the equity
method1	0.8	(5.9)	(1.5)	(0.8)
Carrying amount	270.8	238.5	270.6	369.7
Movements in carrying amounts:
Opening balance	293.5	207.9	312.9	271.4
Investment	–	15.1	9.8	53.6
Share of profit after income tax	23.8	29.8	29.1	70.8
Other comprehensive income/(loss)	–	(0.4)	(0.3)	0.1
Distributions received/receivable	(13.1)	(13.8)	(14.4)	(18.8)
Divestment	–	(0.1)	(66.5)	(7.4)
Return of capital	(33.4)	–	–	–
Closing balance	270.8	238.5	270.6	369.7
2020
Net assets of associate	1,863.7	2,142.1	5,050.2	2,185.9
Group's share in %	15.7%	9.9%	6.2%	12.2%
Group's share in $	292.6	212.1	313.1	266.7
Other movements not accounted for under the equity
method1	0.9	(4.2)	(0.2)	4.7
Carrying amount	293.5	207.9	312.9	271.4
Movements in carrying amounts:
Opening balance	263.7	299.6	291.1	200.8
Investment	–	2.5	17.5	56.7
Share of profit after income tax	59.3	8.8	19.6	20.4
Other comprehensive income	–	0.5	0.2	–
Impairment of carrying amount	–	(9.5)	–	–
Distributions received/receivable	(12.2)	(15.5)	(14.5)	(16.2)
Divestment	–	(78.5)	(1.0)	9.7
Return of capital	(17.3)	–	–	–
Closing balance	293.5	207.9	312.9	271.4

1 Other movements are primarily due to the funds issuing new units to external investors at a price above or below the underlying net assets of the fund, or where the Group has acquired units on-market at a price different to the fund's NTA (for listed investments), or where the Group has recorded an impairment to the investment in associate.

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Charter Hall Group Annual Report 2021

Notes to the consolidated financial statements

For the year ended 30 June 2021

2 Investment in associates continued

2 Investment in associatescontinued
			Charter Hall	Charter Hall
	Charter Hall	Charter Hall	Prime Office	Long WALE
	Office Trust	Retail REIT	Fund	REIT
Charter Hall Property Trust Group	$'m	$'m	$'m	$'m
2021
Net assets of associate	1,719.7	2,305.2	5,335.9	3,279.1
Group's share in %	15.7%	10.6%	4.8%	11.3%
Group's share in $	270.0	244.4	256.1	370.5
Other movements not accounted for under the equity
method1	0.8	(5.9)	(2.1)	(0.8)
Carrying amount	270.8	238.5	254.0	369.7
Movements in carrying amounts:
Opening balance	293.5	207.9	297.1	271.4
Investment	–	15.1	9.8	53.6
Share of profit after income tax	23.8	29.8	27.4	70.8
Other comprehensive income/(loss)	–	(0.4)	(0.2)	0.1
Distributions received/receivable	(13.1)	(13.8)	(13.6)	(18.8)
Divestment	–	(0.1)	–	(7.4)
Return of capital	(33.4)	–	(66.5)	–
Closing balance	270.8	238.5	254.0	369.7
2020
Net assets of associate	1,863.7	2,142.1	5,050.2	2,185.9
Group's share in %	15.7%	9.9%	5.9%	12.2%
Group's share in $	292.6	212.1	298.0	266.7
Other movements not accounted for under the equity
method1	0.9	(4.2)	(0.9)	4.7
Carrying amount	293.5	207.9	297.1	271.4
Movements in carrying amounts:
Opening balance	263.7	299.6	275.6	200.8
Investment	–	2.5	17.5	56.7
Share of profit after income tax	59.3	8.8	18.6	20.4
Other comprehensive income	–	0.5	0.2	–
Impairment of carrying amount	–	(9.5)	–	–
Distributions received/receivable	(12.2)	(15.5)	(13.8)	(16.2)
Divestment	–	(78.5)	1.4	9.7
Return of capital	(17.3)	–	(2.4)	–
Closing balance	293.5	207.9	297.1	271.4

Notes to the consolidated financial statements

For the year ended 30 June 2021

3 Investments in joint ventures

(a) Carrying amounts

All joint ventures are incorporated and operate in Australia. Refer to Note 33(c) for accounting policy information relating to joint ventures.

Unless otherwise noted all joint ventures have a 30 June year end.

		Ownership	interest	Carrying amount	Carrying amount
Charter Hall Group		2021	2020	2021	2020
Name of entity	Principal activity	%	%	$'m	$'m
Equity accounted
Unlisted
Brisbane Square Wholesale Fund	Property investment	16.8	16.8	102.4	101.8
Long WALE Hardware Partnership1	Property investment	14.1	13.4	167.4	123.6
Charter Hall Prime Retail Fund	Property investment	–	29.4	–	47.3
Charter Hall PGGM Industrial Partnership	Property investment	12.0	12.0	25.7	6.1
CH DJ Trust	Property investment	50.0	–	73.6	–
Otherjoint ventures				52.6	48.0
				421.7	326.8
Total investments injoint ventures				421.7	326.8

1 Ownership interest as at 30 June 2021 is calculated as the weighted average holding of BP Fund 1 and BP Fund 2 (2020: calculated as the weighted average holding of BP Fund 1, BP Fund 2 and TTP Wholesale Fund).

		Ownership	interest	Carrying amount	Carrying amount
Charter Hall Property Trust Group		2021	2020	2021	2020
Name of entity	Principal activity	%	%	$'m	$'m
Equity accounted
Unlisted
Brisbane Square Wholesale Fund	Property investment	16.8	16.8	102.4	101.8
Long WALE Hardware Partnership1	Property investment	14.1	13.4	167.4	123.6
Charter Hall Prime Retail Fund	Property investment	–	29.4	–	47.3
Charter Hall PGGM Industrial Partnership	Property investment	12.0	12.0	25.7	6.1
CH DJ Trust	Property investment	50.0	–	73.6	–
Otherjoint ventures				34.6	27.8
				403.7	306.6
Total investments in joint ventures				403.7	306.6

1 Ownership interest as at 30 June 2021 is calculated as the weighted average holding of BP Fund 1 and BP Fund 2 (2020: calculated as the weighted average holding of BP Fund 1, BP Fund 2 and TTP Wholesale Fund).

(g) Commitments and contingent liabilities of associates

Below are commitments and contingent liabilities of associates material to the Group’s balance sheet.

Charter Hall Prime Office Fund’s capital expenditure contracted for at the reporting date but not recognised as liabilities was $602.6 million (2020: $129.5 million) relating to investment properties and development commitments.

Charter Hall Office Trust’s (CHOT) capital expenditure contracted for at the reporting date but not recognised as liabilities was $187.9 million (2020: $199.1 million) relating to investment properties and development commitments.

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Charter Hall Group Annual Report 2021

Notes to the consolidated financial statements

For the year ended 30 June 2021

3 Investments in joint ventures continued

(b) Critical judgements

Investments in joint ventures are accounted for at either fair value through profit or loss or by using the equity method. CHPT designates investments in joint ventures as fair value through profit or loss or equity accounted on a case by case basis taking the investment strategy into consideration.

(c) Summarised financial information and movements in carrying amounts

			Charter Hall Property	Charter Hall Property
	Charter Hall	Group	Trust Group
	2021	2020	2021	2020
	$'m	$'m	$'m	$'m
Movements in aggregate carrying amount:
Opening balance	326.8	315.8	306.6	304.7
Investment	148.6	73.0	145.6	60.0
Share of profit after income tax	50.2	15.0	48.0	7.3
Distributions received/receivable	(22.9)	(28.0)	(22.9)	(18.0)
Return of capital	(81.0)	(49.0)	(73.6)	(47.4)
Closing balance	421.7	326.8	403.7	306.6

(d) Commitments and contingent liabilities of joint ventures

There are no commitments and contingent liabilities of joint ventures material to the Group's balance sheet.

Notes to the consolidated financial statements

For the year ended 30 June 2021

4 Revenue

4 Revenue
			Charter Hall Property
	Charter Hall Group		Trust Group
	2021	2020	2021	2020
	$'m	$'m	$'m	$'m
Investment management revenue1,2	254.6	357.1	–	–
Property services revenue1	64.9	55.2	0.1	(0.1)
Development revenue3	275.2	70.2	–	–
Gross rental income	12.9	10.9	12.9	10.9
	607.6	493.4	13.0	10.8
Other revenue
Recovery of property and fund-related expenses	57.5	53.4	–	–
Interest	2.0	3.4	2.0	4.2
Distributions/Dividends4	0.9	3.6	1.0	4.7
Other investment-related revenue	–	–	10.7	11.4
Total other revenue	60.4	60.4	13.7	20.3
Total revenue5	668.0	553.8	26.7	31.1

1 Revenue from the Group’s property and funds management business is categorised into the two main lines of operations being investment management and property services.

2 Investment management revenue in the year ended 30 June 2020 includes $98.2 million for CHOT performance fee.

Revenue from the Group’s development investments forms part of the development segment earnings.

Represents the distribution of income from investments accounted for at fair value by the Group and Charter Hall Property Trust Group.

Revenue excludes share of net profits of equity accounted associates and joint ventures.

(a) Critical judgements

Critical judgements and estimates are made by the Group in respect of recognising performance fee revenue. Detailed calculations and an assessment of the risks associated with the recognition of the fee are completed to inform the assessment of the appropriate revenue to recognise. Key risks include the period remaining from balance sheet date to performance fee crystallisation date and the degree of probability that any potential fee may unwind during that period. Key drivers of performance fees are assessed based on historic data and prevailing economic conditions to inform judgements on the extent to which the fee can be reliably estimated. Critical judgements are also made by the Group in respect of recognising development revenue. Detailed forecasts of total development costs are inputs that are used to estimate the satisfaction of the development performance obligation over time.

5 Expenses

5 Expenses
			Charter Hall Property
	Charter Hall Group		Trust Group
	2021	2020	2021	2020
	$'m	$'m	$'m	$'m
Profit before income tax includes the following specific
expenses:
Employee costs
Employee benefit expenses	133.7	134.5	–	–
Security-based benefits expense	6.8	9.7	–	–
Payroll tax	7.5	8.1	–	–
Total employee costs	148.0	152.3	–	–
Administration and other expenses
Advertising, marketing and promotion	3.7	3.4	–	–
Occupancy costs	2.0	1.5	–	–
Accounting, professional and other costs	10.7	10.1	4.8	3.7
Communication and IT expenses	8.9	8.5	–	–
Administration expenses	5.7	5.8	2.6	2.5
Total administration and other expenses	31.0	29.3	7.4	6.2
Depreciation, amortisation and impairment
Depreciation	7.8	10.6	–	–
Amortisation	1.5	6.9	–	–
Impairment	6.9	13.6	6.9	13.6
Total depreciation, amortisation and impairment	16.2	31.1	6.9	13.6

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Charter Hall Group Annual Report 2021

Notes to the consolidated financial statements

For the year ended 30 June 2021

6 Income tax expense

6 Income tax expense
			Charter Hall Property
	Charter Hall	Group	Trust Group
	2021	2020	2021	2020
Note	$'m	$'m	$'m	$'m
(a) Income tax expense
Current tax expense	57.8	99.4	–	–
Deferred income tax expense/(benefit)	4.9	(20.8)	–	–
Under-provided inprioryears	(0.1)	–	–	–
	62.6	78.6	–	–
Deferred income tax expense/(benefit)
(Increase)/decrease in deferred tax assets for the tax
consolidated group	(2.1)	(3.8)	–	–
Decrease/(increase) in deferred tax liabilities for the tax
consolidated group	5.5	(17.0)	–	–
Decrease in deferred tax assets for entities outside the tax
consolidatedgroup	1.5	–	–	–
	4.9	(20.8)	–	–
(b) Reconciliation of income tax expense to prima facie tax
payable
Profit before income tax expense	558.2	426.7	329.3	146.7
Prima facie tax expense at the Australian tax rate of 30%	167.5	128.0	98.8	44.0
Tax effect of amounts which are not deductible/(taxable)
in calculating taxable income:
Charter Hall Property Trust income	(98.8)	(44.0)	(98.8)	(44.0)
Recognition of previously unrecognised tax losses	(7.7)	–	–	–
Other adjustments	1.6	(5.4)	–	–
Income taxexpense	62.6	78.6	–	–
(c) Amounts recognised directly in equity
Aggregate current and deferred tax arising in the reporting
period and not recognised in net profit or loss or other
comprehensive income but directly debited or credited to equity:
Current tax: Deduction for rights vesting in excess of the
cumulative fair value expense	(4.0)	(4.0)	–	–
Deferred tax: Estimated future deduction for rights vesting, in
excess of the cumulative fair value expense	(1.2)	3.5	–	–
	(5.2)	(0.5)	–	–

(d) Tax consolidation legislation

Charter Hall Limited and its wholly owned Australian controlled entities have implemented the tax consolidation legislation with effect from 1 July 2003. The accounting policy in relation to this legislation is set out below in Note 6(g).

On adoption of the tax consolidation legislation, the entities in the tax consolidated group entered into a tax sharing agreement which, in the opinion of the Directors, limits the joint and several liability of the wholly owned entities in the case of a default by the head entity, Charter Hall Limited.

The entities have also entered into a tax funding agreement under which the wholly owned entities fully compensate Charter Hall Limited for any current tax payable assumed and are compensated by Charter Hall Limited for any current tax receivable and deferred tax assets relating to unused tax losses or unused tax credits that are transferred to Charter Hall Limited under the tax consolidation legislation. The funding amounts are determined by reference to the amounts recognised in the wholly owned entities’ financial statements.

(e) Charter Hall Property Trust

Under current Australian income tax legislation, the Trust is not liable for income tax on its taxable income (including any assessable component of capital gains) provided that the unitholders are presently entitled to the income of the Trust.

(f) Tax losses – Charter Hall Group

Notes to the consolidated financial statements

For the year ended 30 June 2021

6 Income tax expense continued

(g) Income tax

The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the end of the reporting period. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation and establishes provision, where appropriate, on the basis of amounts expected to be paid to the tax authorities.

Deferred tax assets and liabilities are recognised for temporary differences at the tax rates expected to apply when the assets are recovered or liabilities are settled, based on those tax rates which are enacted or substantively enacted for each jurisdiction. The relevant tax rates are applied to the cumulative amounts of deductible and taxable temporary differences to measure the deferred tax asset or liability. No deferred tax asset or liability is recognised in relation to these temporary differences if they arose in a transaction, other than a business combination, that at the time of the transaction did not affect either accounting profit or taxable profit or loss.

Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable that future taxable amounts will be available to utilise those temporary differences and losses.

Deferred tax liabilities and assets are not recognised for temporary differences between the carrying amount and tax bases of investments in controlled entities where the parent entity is able to control the timing of the reversal of the temporary differences and it is probable that the differences will not reverse in the foreseeable future.

Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets and liabilities and when the deferred tax balances relate to the same taxation authority. Current tax assets and tax liabilities are offset where the entity has a legally enforceable right to offset and intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

Current and deferred tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, the tax is also recognised in other comprehensive income or directly in equity, respectively.

7 Distributions/Dividends paid and payable

			Charter Hall Property	Charter Hall Property
	Charter Hall Group		Trust Group
	2021	2020	2021	2020
	$'m	$'m	$'m	$'m
Ordinary stapled securities
Final ordinary distribution of 11.61 cents and ordinary dividend of
7.7 cents per stapled security for the six months ended 30 June
2021 payable on 31 August 2021	90.0	–	54.1	–
Interim ordinary distribution of 11.10 cents and interim ordinary
dividend of 7.45 cents per stapled security for the six months
ended 31 December 2020 paid on 26 February 2021	86.4	–	51.7	–
Final ordinary distribution of 7.72 cents and ordinary dividend of
10.5 cents per stapled security for the six months ended 30 June
2020 paid on 31 August 2020	–	84.9	–	36.0
Interim ordinary distribution of 10.5 cents and interim ordinary
dividend of 7 cents per stapled security for the six months ended
31 December 2019 paid on 28 February 2020	–	81.5	–	48.9
Total Distributions/Dividends paid and payable to stapled
securityholders	176.4	166.4	105.8	84.9
Distributions paid and payable to Charter Hall Direct Long WALE
Fund non-controllinginterests	5.0	4.2	5.0	4.2
Total Distributions/Dividends paid and payable	181.4	170.6	110.8	89.1

A liability is recognised for the amount of any distribution/dividend declared by the Group on or before the end of the reporting period but not paid at balance date.

Franking credits available in the parent entity (Charter Hall Limited) for dividends payable in subsequent financial years based on a tax rate of 30% (2020: 30%) are $137.1 million (2020: $112.6 million). These amounts are calculated from the balance of the franking account as at the end of the reporting period, adjusted for franking credits and debits that will arise from the settlement of liabilities or receivables for income tax and dividends after the end of the year.

At 30 June 2021, the Group has nil (2020: $7.7 million) tax effected unrecognised income tax losses.

At 30 June 2021, the Group has approximately $22.9 million (2020: $21.5 million) of tax effected unrecognised capital tax losses.

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Charter Hall Group Annual Report 2021

Notes to the consolidated financial statements

For the year ended 30 June 2021

8 Earnings per stapled security

8 Earnings per stapled security
			Charter Hall Property
	Charter Hall Group		Trust Group
	2021	2020	2021	2020
	Cents	Cents	Cents	Cents
(a) Basic earnings per security attributable to:
Equity holders of Charter Hall Limited	35.7	43.3	n/a	n/a
Equity holders of Charter Hall Property Trust (non-controlling
interest)	66.7	31.0	66.7	31.0
Stapled securityholders of Charter Hall Group	102.4	74.3	n/a	n/a
(b) Diluted earnings per security attributable to:
Equity holders of Charter Hall Limited	35.4	42.9	n/a	n/a
Equity holders of Charter Hall Property Trust (non-controlling
interest)	66.1	30.8	66.1	30.8
Stapled securityholders of Charter HallGroup	101.5	73.7	n/a	n/a
Basic earnings per stapled security is determined by dividing profit	attributable to the stapled security		holders by the weighted
number of ordinary stapled securities on issue during the year.

Diluted earnings per stapled security is determined by dividing profit attributable to the stapled securityholders by the weighted average number of ordinary stapled securities and dilutive potential ordinary stapled securities on issue during the year.

	2021	2020	2021	2020
	$'m	$'m	$'m	$'m
(c) Reconciliations of earnings used in calculating earnings
per stapled security
Equity holders of Charter Hall Limited	166.3	201.3	n/a	n/a
Profit attributable to the ordinary stapled securityholders of the
Group used in calculating basic and diluted earnings per stapled
security	476.8	345.9	310.5	144.5
	2021	2020	2021	2020
	Number	Number	Number	Number
(d) Weighted average number of stapled securities
used as the denominator
Weighted average number of ordinary stapled securities used
as the denominator in calculating basic earnings per stapled
security	465,777,131	465,777,131	465,777,131	465,777,131
Adjustments for calculation of diluted earnings per stapled
security:
Performance rights	2,313,656	2,366,433	2,313,656	2,366,433
Service rights	1,683,436	1,471,057	1,683,436	1,471,057
Weighted average number of ordinary stapled securities and
potential ordinary stapled securities used as the denominator in
calculatingdiluted earningsper stapled security	469,774,223	469,614,621	469,774,223	469,614,621

(e) Information concerning the classification of securities

Performance rights, service rights issued under the Charter Hall Performance Rights and Options Plan

The performance and service rights are unquoted securities. Conversion to stapled securities and vesting to executives is subject to performance and/or service conditions.

Notes to the consolidated financial statements

For the year ended 30 June 2021

9 Receivables and other assets

9 Receivables and other assets
				Charter Hall Property
		Charter Hall Group		Trust Group
		2021	2020	2021	2020
	Note	$'m	$'m	$'m	$'m
Current
Trade receivables		59.4	35.4	6.6	7.8
Contract assets		6.7	–	–	–
Loans to associates and joint ventures	24(e)	4.3	7.3	–	–
Distributions receivable		35.4	30.2	34.1	28.8
Other receivables and assets		13.5	6.4	2.2	–
		119.3	79.3	42.9	36.6
Non-current
Loans to associates and joint ventures	24(e)	5.8	10.2	–	–
Loan receivable from Charter Hall Limited	24(e)	–	–	12.3	–
Other receivables and assets		0.1	2.1	–	–
		5.9	12.3	12.3	–

(a) Bad and doubtful trade receivables

During the year, the Charter Hall Group and Charter Hall Property Trust Group incurred $nil expense (2020: $nil) in respect of provisions for expected credit losses.

(b) Fair values

Receivables are carried at amounts that approximate their fair value.

(c) Credit risk

There is a limited concentration of credit risk as the majority of current and non-current receivables are due from related parties of Charter Hall Group and Charter Hall Property Trust Group. Refer to Note 22 for more information on the risk management policy of the Charter Hall Group and Charter Hall Property Trust Group.

The ageing of trade receivables at the reporting date was as follows:

Charter Hall Group and Charter Hall Property Trust Group. The ageing of trade receivables at the reporting date was as follows:
			Charter Hall Property
	Charter Hall Group		Trust Group
	2021	2020	2021	2020
	$'m	$'m	$'m	$'m
Current	58.4	34.9	6.6	7.8
1 to 3 months	1.0	0.5	–	–
3 to 6 months	–	–	–	–
More than 6 months	–	–	–	–
	59.4	35.4	6.6	7.8

As at 30 June 2021, Charter Hall Group had trade receivables of $nil (2020: $nil) past due but not impaired. Charter Hall Property Trust Group had $nil (2020: $nil) receivables past due but not impaired.

Collectability of trade receivables is reviewed on an ongoing basis. Debts which are known to be uncollectible are written off in the year in which they are identified. A provision for expected credit losses is processed based on historical default percentages and current observable data including forecasts of economic conditions. The amount of the provision is the difference between the carrying amount and estimated future cash flows. Cash flows relating to current receivables are not discounted.

Stapled securities issued under the General Employee Securities Plan (GESP)

Stapled securities issued under the GESP are purchased on market on behalf of eligible employees but held in trust until the earlier of the completion of three years’ service or termination. No adjustment to diluted earnings per stapled security is required under the GESP.

Directors’ Report and Financial Report | 103

Charter Hall Group Annual Report 2021

Notes to the consolidated financial statements

For the year ended 30 June 2021

10 Assets classified as held for sale

In June 2021, two investment properties with a combined carrying amount of $23.1m held by Charter Hall Direct Long WALE Fund (DLWF), met the criteria to be reclassified as held for sale assets. Sale of these properties is expected to occur in August 2021.

			Charter Hall Property	Charter Hall Property
	Charter Hall Group		Trust Group
	2021	2020	2021	2020
	$'m	$'m	$'m	$'m
DLWF Properties	23.1	–	23.1	–
	23.1	–	23.1	–

11 Investment properties

(a) Carrying amounts

The Group’s controlled entity investment fund, Charter Hall Direct Long WALE Fund (DLWF), has a portfolio of investment properties which are consolidated into the Group’s balance sheet.

A reconciliation of the carrying amount of investment properties at the beginning and end of the year is set out below:

			Charter Hall Property	Charter Hall Property
	Charter Hall	Group	Trust Group
	2021	2020	2021	2020
	$'m	$'m	$'m	$'m
Opening balance	173.8	118.5	173.8	118.5
Additions including acquisition costs	22.1	55.8	22.1	55.8
Fair value and other adjustments	20.4	(0.5)	20.4	(0.5)
Reclass to assets held for sale	(23.1)	–	(23.1)	–
Closing balance	193.2	173.8	193.2	173.8

Notes to the consolidated financial statements

For the year ended 30 June 2021

12 Intangible assets

12 Intangible assets
			Charter Hall Property
	Charter Hall	Group	Trust Group
	2021	2020	2021	2020
	$'m	$'m	$'m	$'m
Indefinite life intangibles – management rights
Charter Hall Retail REIT	42.3	42.3	–	–
Charter Hall Social Infrastructure REIT	46.4	46.4	–	–
Other indefinite life intangibles	15.3	15.3	–	–
Disposals	(2.7)	–	–	–
Total closing indefinite life intangibles	101.3	104.0	–	–
Finite life intangibles – management rights
Opening balance	5.0	11.9	–	–
Amortisation charge	(1.5)	(6.9)	–	–
Closing balance	3.5	5.0	–	–
At balance date – finite life intangibles
Cost	58.5	58.5	–	–
Accumulated amortisation	(55.0)	(53.5)	–	–
Total finite life intangibles	3.5	5.0	–	–
Goodwill
Openingand closingbalance	9.9	9.9	–	–
Total intangible assets	114.7	118.9	–	–

(a) Critical judgements

Critical judgements and estimates are made by the Group in assessing the recoverable amount of intangibles acquired, where the funds to which those intangibles relate have an indefinite life. Intangibles are considered to have an indefinite useful life if there is no foreseeable limit to the period over which the asset is expected to generate net cash inflows for the entity.

(b) Intangibles – indefinite life assets

Key valuation assumptions used in the determination of the investment properties’ fair value and the Group’s valuation policy are disclosed Note 23(d).

(b) Leasing arrangements

The investment properties, excluding development properties, are leased to tenants under long-term operating leases with rentals payable monthly. Minimum lease payments under non-cancellable operating leases of investment properties not recognised in the financial statements are receivable as follows:

financial statements are receivable as follows:
			Charter Hall Property
	Charter Hall Group		Trust Group
	2021	2020	2021	2020
	$'m	$'m	$'m	$'m
Due within one year	13.0	9.3	13.0	9.3
Due between one and five years	54.2	37.1	54.2	37.1
Over fiveyears	23.6	30.8	23.6	30.8
	90.8	77.2	90.8	77.2

Intangibles with no fixed life are not amortised as they have an indefinite life. Intangibles with an indefinite life are tested for impairment annually, or more frequently if events or changes in circumstances indicate that they might be impaired; and are carried at cost less accumulated impairment losses. Intangibles are allocated to cash generating units for the purpose of impairment testing.

All indefinite life intangible assets recognised on the consolidated balance sheet are subject to an annual impairment assessment. The impairment assessments support the carrying values and the methodology applied is an assessment of value in use based on discounted cash flows.

Key assumptions used for the indefinite life intangible impairment calculations are as follows:

base case cash flow projections covering a three-year period based on financial budgets approved by management. Cash flows beyond the three-year period are extrapolated using estimated growth rates appropriate for the business;
pre-tax discount rate of 12.5% (2020: 8.5-11.5%);
growth after three years of 2.0% (2020: 1.9-2.3%) per annum;
terminal value multiple of 10 times earnings (2020: 7.5 times).

With the potential and uncertain economic impacts of COVID-19, future property valuations, cash flow projections, and estimates of recoverable amounts could be adversely impacted.

(c) Management Rights – finite life assets

Management rights with a fixed life are amortised using the straight line method over their useful life ranging from one to ten years.

Directors’ Report and Financial Report | 105

Charter Hall Group Annual Report 2021

Notes to the consolidated financial statements

For the year ended 30 June 2021

13 Deferred tax assets and liabilities

13 Deferred tax assets and liabilities
			Charter Hall Property
	Charter Hall	Group	Trust Group
	2021	2020	2021	2020
	$'m	$'m	$'m	$'m
Deferred tax assets comprises temporary differences attributable
to:
Tax losses carriedforward1	–	1.5	–	–
Deferred tax assets comprises temporary differences attributable
to:
Employee benefits	24.8	21.5	–	–
Other	6.0	4.0	–	–
	30.8	25.5	–	–
Deferred tax liabilities comprises temporary differences
attributable to:
Intangible assets	29.9	31.1	–	–
Investment in associates	16.4	11.9	–	–
Other	2.8	0.7	–	–
Net deferred tax liabilities	49.1 (18.3)	43.7 (18.2)	– –	– –

1 30 June 2020: Tax losses are held by Charter Hall Opportunity Fund No. 5 (CHOF5), a wholly owned entity. CHOF5 does not form part of the Charter Hall tax consolidated group and therefore is not included in the net deferred tax liability balance on the balance sheet.

Notes to the consolidated financial statements

For the year ended 30 June 2021

14 Trade and other liabilities

14 Trade and other liabilities
				Charter Hall Property
		Charter Hall Group		Trust Group
		2021	2020	2021	2020
		$'m	$'m	$'m	$'m
Current
Trade and other liabilities		35.1	19.2	11.9	7.0
Long service leave provision		2.7	2.3	–	–
Dividend/Distribution payable		90.0	84.9	54.1	36.0
Employee benefits liability		42.6	43.7	–	–
		170.4	150.1	66.0	43.0
Non-current
Loan payable to Charter Hall Limited	24(e)	–	–	–	20.6
Long service leave provision		2.5	2.6	–	–
Lease incentive liability		1.3	1.2	–	–
		3.8	3.8	–	20.6

Liabilities are recognised for amounts to be paid in the future for goods and services received, whether or not billed to the Group. The amounts are unsecured and are usually paid within 30 days of recognition. Trade and other payables are presented as current liabilities unless payment is not due or expected to be settled within 12 months after the reporting period. They are recognised initially at their fair value and subsequently measured at amortised cost using the effective interest method.

15 Borrowings

15 Borrowings
			Charter Hall Property
	Charter Hall	Group	Trust Group
	2021	2020	2021	2020
	$'m	$'m	$'m	$'m
Current liabilities
Loans– related parties	–	15.9	–	–
Non-current liabilities
Bonds	259.3	300.2	259.3	300.2
Cash advance facilities (DLWF)	40.0	66.5	40.0	66.5
Medium term notes	253.5	–	253.5	–
Less: unamortised transaction costs	(3.6)	(2.5)	(3.6)	(2.5)
	549.2	364.2	549.2	364.2

Directors’ Report and Financial Report | 107

Charter Hall Group Annual Report 2021

Notes to the consolidated financial statements

For the year ended 30 June 2021

15 Borrowings continued

(a) Borrowings

Charter Hall Group

The Group’s debt platform includes the following:

An unsecured $200.0 million credit facility plus an additional $30.0 million (2020: $20.0 million) unsecured facility to support the bank guarantees with maturity in May 2026. At 30 June 2021, drawn borrowings of $nil (2020: $nil) and bank guarantees of $22.6 million (2020: $19.3 million) had been utilised under these facilities, which under the terms of the agreements reduce the available facilities. No liability is recognised for bank guarantees.
US$175 million (A$231.5 million at issue date) bonds issued through a US Private Placement which was fully funded in August 2018 and matures in August 2028.
The Group has entered into A$/US$ cross currency interest rate swap agreements that hedge the Group’s exposure to foreign currency. The swap agreements entitle the Group to repay the bonds at A$231.5 million in August 2028. At 30 June 2021, the carrying amount of the bonds at the prevailing spot rate was A$259.3 million (2020: A$300.2 million) including a fair value adjustment of A$25.9 million (2020: A$46.8 million). The carrying amount is offset by the fair value of the swap.
The swap agreements also entitle the Group to receive interest, at semi-annual intervals, at a fixed rate on a notional principal amount of US$175.0 million and oblige it to pay, at quarterly intervals, at a floating rate on a notional principal amount of A$231.5 million. The swap agreements mature in August 2028.
A$250 million fixed rate unsecured medium term note (MTN) was issued in April 2021 and matures in April 2031.
The Group has entered into an interest rate swap agreement that hedges the Group’s exposure to changes in fair value of the MTN due to interest rate movements. The swap agreement entitles the Group to receive a fixed coupon rate equal to the fixed coupon rate payable and pays a rate at the Bank Bill Swap Rate plus a margin. At 30 June 2021, the carrying amount of the note was A$253.5 million, including a fair value adjustment of A$3.5 million. The carrying amount is offset by the fair value of the swap.

DLWF Facility

The fund has two revolving debt facilities of A$80.0 million (2020: A$80.0 million) and NZ$7.0 million (2020: NZ$7.0 million), secured against the fund’s investment properties (see Note 11). The facilities have a maturity date of July 2024. At 30 June 2021, drawn borrowings of A$33.5 million (2020: A$61.0 million) and NZ$7.0 million (2020: NZ$6.0 million) had been utilised under these facilities respectively.

(b) Gearing

Gearing is a measure used to monitor levels of debt capital used by the business to fund its operations. This ratio is calculated as interest bearing debt drawn (excluding hedged foreign exchange movements subsequent to the related debt drawing date and DLWF) net of cash, divided by total assets net of cash, derivative assets and DLWF.

Notes to the consolidated financial statements

For the year ended 30 June 2021

15 Borrowings continued

(c) Net debt reconciliation

This section sets out an analysis of net debt and the movements in net debt for each of the periods presented.

		Movement
		in derivates	Movement
	Opening	and foreign	in borrowing	Movement	Closing
	balance $'m	exchange $'m	costs $'m	in cash $'m	balance $'m
Charter Hall Group
2021
Borrowings	366.7	–	–	186.1	552.8
Loans – related parties	15.9	–	–	(15.9)	–
Derivative financial instruments hedging debt	(65.8)	30.9	–	–	(34.9)
Borrowing costs	(2.5)	–	(1.1)	–	(3.6)
Cash	(238.9)	–	–	(113.0)	(351.9)
	75.4	30.9	(1.1)	57.2	162.4
2020
Borrowings	300.5	–	–	66.2	366.7
Loans - related parties	7.5	–	–	8.4	15.9
Derivative financial instruments hedging debt	(34.2)	(31.6)	–	–	(65.8)
Borrowing costs	(3.0)	–	0.5	–	(2.5)
Cash	(113.9)	–	–	(125.0)	(238.9)
	156.9	(31.6)	0.5	(50.4)	75.4
Charter Hall Property Trust Group
2021
Borrowings	366.7	–	–	186.1	552.8
Derivative financial instruments hedging debt	(65.8)	30.9	–	–	(34.9)
Borrowing costs	(2.5)	–	(1.1)	–	(3.6)
Funding received from/(paid) to Charter Hall Limited	20.6	–	–	(32.9)	(12.3)
Cash	(12.7)	–	–	(58.6)	(71.3)
	306.3	30.9	(1.1)	94.6	430.7
2020
Borrowings	300.5	–	–	66.2	366.7
Derivative financial instruments hedging debt	(34.2)	(31.6)	–	–	(65.8)
Borrowing costs	(3.0)	–	0.5	–	(2.5)
Funding to (paid)/received from Charter Hall Limited	(42.1)	–	–	62.7	20.6
Cash	(50.0)	–	–	37.3	(12.7)
	171.2	(31.6)	0.5	166.2	306.3

The gearing ratio of the Charter Hall Group and Charter Hall Property Trust Group at 30 June 2021 was 5.0% (30 June 2020: nil). Debt covenants are monitored regularly to ensure compliance and reported to the debt provider on a six-monthly basis. The Group Treasurer is responsible for negotiating new debt facilities and monitoring compliance with covenants.

Directors’ Report and Financial Report | 109

Charter Hall Group Annual Report 2021

Notes to the consolidated financial statements

For the year ended 30 June 2021

16 Derivative financial instruments

16 Derivative financial instruments
			Charter Hall Property
	Charter Hall Group		Trust Group
	2021	2020	2021	2020
	$'m	$'m	$'m	$'m
Current assets
Cross currency interest rate swaps - cash flow hedge	3.3	3.6	3.3	3.6
Interest rate swaps - fair value hedge	1.1	–	1.1	–
	4.4	3.6	4.4	3.6
Non-current assets
Cross currency interest rate swaps - cash flow hedge	27.9	70.0	27.9	70.0
Interest rate swaps - fair value hedge	2.6	–	2.6	–
	30.5	70.0	30.5	70.0
Current liabilities
Interest rate swaps - fair value hedge	–	0.1	–	0.1
	–	0.1	–	0.1
Non-current liabilities
Interest rate swaps - non-hedge accounting	–	7.7	–	7.7
	–	7.7	–	7.7

Key valuation assumptions used in the determination of the fair value of derivative financial instruments and the Group’s valuation policy are disclosed note 23(c).

17 Contributed equity

(a) Movements in ordinary stapled security capital

		Weighted		Charter Hall
	Number of	average	Charter Hall	Property
	securities	issue price	Limited	Trust	Total
Details			$'m	$'m	$'m
Opening balance at 1 July 2019	465,777,131		286.7	1,448.5	1,735.2
Buyback and issuance of securities for exercised
performance and service rights1	–	$3.98	(1.6)	(11.7)	(13.3)
Tax recognised directlyin equity	–		4.0	–	4.0
Closingbalance at 30 June 2020	465,777,131		289.1	1,436.8	1,725.9
Closing balance per accounts at 30 June 2020	465,777,131		289.1	1,436.8	1,725.9
Buyback and issuance of securities for exercised
performance and service rights2	–	$4.63	(2.3)	(10.8)	(13.1)
Tax recognised directlyin equity	–		4.0	–	4.0
Closingbalance at 30 June 2021	465,777,131		290.8	1,426.0	1,716.8
Closing balance per accounts at 30 June 2021	465,777,131		290.8	1,426.0	1,716.8

1 1,641,582 stapled securities bought on-market at an average value of $12.11, offset by the exercise of 797,578 performance rights with a fair value of $1.41 and 844,004 service rights with an average value of $6.40.

2 1,549,587 stapled securities bought on-market at an average value of $13.11, offset by the exercise of 821,840 performance rights with a fair value of $2.65 and 727,747 service rights with an average value of $6.85.

(b) Ordinary stapled securities

Ordinary stapled securities are classified as equity. Incremental costs directly attributable to the issue of new stapled securities or options are shown in equity as a deduction, net of tax, from the proceeds.

Ordinary stapled securities entitle the holder to participate in Distributions/Dividends and the proceeds on winding up of the Company/Trust in proportion to the number of and amounts paid on the stapled securities held.

Notes to the consolidated financial statements

For the year ended 30 June 2021

18 Reserves

18 Reserves
			Charter Hall Property
	Charter Hall	Group	Trust Group
	2021	2020	2021	2020
	$'m	$'m	$'m	$'m
Business combination reserve	(52.0)	(52.0)	–	–
Security-based benefits reserve	24.0	16.2	–	–
Cash flow hedge reserve	0.8	4.8	0.8	4.8
Foreign currency basis reserve	(1.4)	(1.0)	(1.4)	(1.0)
Transactions with non-controlling interests	0.3	0.3	0.3	0.3
Other reserves	2.4	1.2	(1.2)	(1.3)
	(25.9)	(30.5)	(1.5)	2.8
Charter Hall Limited	(24.4)	(33.3)	–	–
Charter Hall PropertyTrust	(1.5)	2.8	(1.5)	2.8
	(25.9)	(30.5)	(1.5)	2.8

(a) Business combination reserve

This reserve relates to the reverse acquisition at the initial public offering (IPO) in 2005. This is the amount that relates to the investment in CHH that is not eliminated by paid-in capital. No goodwill is recognised as this transaction is the result of a reverse acquisition.

(b) Security-based benefits reserve

The security based benefits reserve is used to recognise the fair value of rights and options issued under the PROP.

19 Non-controlling interests

During the year, the Group decreased its holding in the Charter Hall Direct Long WALE Fund, formerly Charter Hall Direct Diversified Consumer Staples Fund (DCSF), from 39.6% to 32.3% (2020: from 41.9% to 39.6%), increasing the non-controlling interest from 60.4% to 67.7%. The net subscriptions for units were $14.5 million (2020: $2.0 million proceeds on redemption), paid in cash. There is no difference between the redemption proceeds and amount transferred to non-controlling interests (2020: $0.5 million has been recognised directly in equity).

been recognised directly in equity).
			Charter Hall Property
	Charter Hall Group		Trust Group
	2021	2020	2021	2020
Summarised balance sheet	$'m	$'m	$'m	$'m
Current assets	36.9	3.0	36.9	3.0
Current liabilities	4.0	1.0	4.0	1.0
Current net assets	32.9	2.0	32.9	2.0
Non-current assets	209.9	173.8	209.9	173.8
Non-current liabilities	39.7	67.3	39.7	67.3
Non-current net assets	170.2	106.5	170.2	106.5
Net assets	203.1	108.5	203.1	108.5
Accumulated non-controlling interest	137.5	65.5	137.5	65.5
	2021	2020	2021	2020
Summarised statement of comprehensive income	$'m	$'m	$'m	$'m
Revenue	13.6	10.9	13.6	10.9
Profit for the period	30.1	3.2	30.1	3.2
Other comprehensive loss	–	(0.1)	–	(0.1)
Total comprehensive income	30.1	3.1	30.1	3.1
Comprehensive income allocated to non-controlling	18.8	2.2	18.8	2.2

On a show of hands, every holder of ordinary stapled securities present at a meeting in person or by proxy is entitled to one vote and upon a poll, each holder is entitled to one vote per security that they hold.

(c) Distribution Re-investment Plan

The Group has established a Distribution Re-investment Plan (DRP) under which holders of ordinary stapled securities may elect to have all or part of their distribution satisfied by the issue of new ordinary stapled securities rather than by being paid in cash. The DRP was suspended for the distribution paid on 25 August 2016 and subsequent distributions.

Directors’ Report and Financial Report | 111

Charter Hall Group Annual Report 2021

Notes to the consolidated financial statements

For the year ended 30 June 2021

20 Remuneration of auditors

During the year, the following fees were paid or payable for services provided by the auditors of the Charter Hall Group and Charter Hall Property Trust Group, their related practices and non-related audit firms:

			Charter Hall Property	Charter Hall Property
	Charter Hall Group		Trust Group
	2021	2020	2021	2020
	$	$	$	$
(a) Audit services
PricewaterhouseCoopers – Australian Firm
Audit and review of financial reports Audit and review of financial reports for DLWF	457,970 48,153	585,126 30,259	11,310 48,153	8,529 30,259
Other assurance services	12,550	7,721	–	–
Total remuneration for audit services	518,673	623,106	59,463	38,788
(b) Taxation services
PricewaterhouseCoopers – Australian Firm
Taxation services	9,300	98,800	–	9,100
PricewaterhouseCoopers – New Zealand Firm
Taxation services for DLWF	1,472	5,944	1,472	5,944
Total remuneration for taxation services	10,772	104,744	1,472	15,044
(c) Advisory services
PricewaterhouseCoopers – Australian Firm
Accountingadvice	–	60,000	–	–
Total remuneration for advisory services	–	60,000	–	–

21 Reconciliation of profit after tax to net cash inflow from operating activities

			Charter Hall Property	Charter Hall Property
	Charter Hall	Group	Trust Group
	2021	2020	2021	2020
	$'m	$'m	$'m	$'m
Profit after tax for the year	495.6	348.1	329.3	146.7
Non-cash items:
Amortisation of intangibles	1.5	6.9	–	–
Impairment of associates	6.9	13.6	6.9	13.6
Depreciation and amortisation	7.8	11.9	1.5	1.3
Non-cash security-based benefits expense	7.0	9.9	–	–
Net gain on sale of investments, property and derivatives	(0.4)	(15.5)	(0.4)	(15.5)
Fair value adjustments	(30.9)	8.5	(30.9)	8.5
Unrealised net loss on derivative financial instruments	2.0	2.8	2.0	2.8
Foreign exchange movements	–	0.3	(0.9)	0.3
Change in assets and liabilities, net of effects from purchase of
controlled entity:
(Increase)/decrease in trade debtors and other receivables	(16.6)	48.4	0.2	(6.4)
Increase/(decrease) in trade creditors and accruals	26.2	13.9	1.0	(0.6)
Increase in development assets	(42.8)	(11.8)	–	–
Share of net profits from equity accounted investments in associates
and joint ventures	(211.2)	(51.4)	(199.0)	(46.0)
(Increase)/decrease for net deferred income tax	(19.5)	17.0	–	–
Net cash inflow from operating activities	225.6	402.6	109.7	104.7

Notes to the consolidated financial statements

For the year ended 30 June 2021

22 Capital and financial risk management

(a) Capital risk management

The key capital risk management objective of the Group and CHPT is to optimise returns through the mix of available capital sources whilst complying with statutory and constitutional capital requirements and complying with the covenant requirements of the finance facility. The capital management approach is regularly reviewed by management and the Board as part of the overall strategy. The capital mix can be altered by issuing new units, electing to have the DRP underwritten, adjusting the amount of distributions paid, activating a stapled security buyback program or selling assets.

(b) Financial risk management

Both the Group and CHPT activities expose it to a variety of financial risks: market risk (price risk, interest rate risk and foreign exchange risk), credit risk and liquidity risk. The Group’s overall risk management framework focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the financial performance of the Group. From time to time, the Group uses derivative financial instruments such as interest rate swaps and option contracts to hedge certain risk exposures.

Risk management is carried out by the Group Treasurer, the Chief Financial Officer and the Managing Director and Group CEO in consultation with senior management, the Audit, Risk and Compliance Committee and the Board of Directors. The Group Treasurer identifies, evaluates and hedges financial risks in close co-operation with the Chief Financial Officer. The Board provides guidance for overall risk management, as well as covering specific areas, such as mitigating price, interest rate and credit risks, the use of derivative financial instruments and investing excess liquidity.

(i) Market risk

Unlisted unit price risk

The Group is exposed to unlisted unit price risk. This arises from investments in unlisted property funds managed by the Group. These funds invest in direct property. Charter Hall manages all the funds that the Group invests in and its executives have a sound understanding of the underlying property values and trends that give rise to price risk. The carrying value of investments in associates at fair value through profit or loss is measured with reference to the funds’ unit prices which are determined in accordance with the funds’ respective constitutions. The key determinant of the unit price is the underlying property values which are approved by the respective fund board or investment committee and the Executive Property Valuation Committee.

Distributions and interest income received on investments has been classified as cash flow from operating activities.

Directors’ Report and Financial Report | 113

Charter Hall Group Annual Report 2021

Notes to the consolidated financial statements

For the year ended 30 June 2021

22 Capital and financial risk management continued

The following table illustrates the potential impact a change in unlisted unit prices by +/–10% would have on the Group and CHPT’s profit and equity. The movement in the price variable has been determined based on management’s best estimate, having regard to a number of factors, including historical levels of price movement, historical correlation of the Group’s investments with the relevant benchmark and market volatility. However, actual movements in the price may be greater or less than anticipated due to a number of factors. As a result, historic price variations are not a definitive indicator of future price variations.

		10%
		Impact on
	Carrying	Profit
	amount	and Equity
	$'m	$'m
Charter Hall Group
2021
Assets – Charter Hall Group
Investments in associates at fair value through profit or loss	46.2	4.6
Investments in financial assets at fair value through profit or loss	–	–
2020
Assets – Charter Hall Group
Investments in associates at fair value through profit or loss	25.9	2.6
Investmentsin financialassets atfair value throughprofit or loss	101.2	10.1
Charter Hall Property Trust Group
2021
Assets – Charter Hall Property Trust Group
Investments in associates at fair value through profit or loss	46.2	4.6
Investments in financial assets at fair value through profit or loss	–	–
2020
Assets – Charter Hall Property Trust Group
Investments in associates at fair value through profit or loss	25.9	2.6
Investments in financial assets at fair value through profit or loss	101.2	10.1

The impact on equity is the same as the impact on profit. The impact of a -10% change is the reverse of the impact shown for a +10% change.

Cash flow and fair value interest rate risk

The Group has long-term interest-bearing assets from unsecured loans receivable to development partners of $10.1 million. This exposure is not considered to be material to the Group.

CHPT and Charter Hall Limited are part of an unsecured stapled loan arrangement maturing on 30 June 2023 with interest charged on an arm’s length basis. Refer to Note 24(e) for further details.

The Group’s and CHPT’s external interest rate risk arises from the debt facilities disclosed in Note 15. Borrowings drawn at variable rates expose both the Group and CHPT to cash flow interest rate risk. Borrowings drawn at fixed rates expose both the Group and CHPT to fair value interest rate risk. The Group’s and CHPT’s policy is to mitigate interest rate risk by ensuring that interest rates on core borrowings for the anticipated debt term match the use of those funds. Core borrowings are defined as being the level of borrowings that are expected to be held for a period of more than two years.

(ii) Interest rate risk exposure

The Group’s and CHPT’s external interest rate risk arises from the debt facilities disclosed in Note 15 bearing a variable interest rate.

In addition, CHPT’s exposure arises from an unsecured stapled loan maturing on 30 June 2023 payable to Charter Hall Limited bearing a variable interest rate.

Notes to the consolidated financial statements

For the year ended 30 June 2021

22 Capital and financial risk management continued

Interest rate sensitivity analysis

The following tables illustrate the potential impact a change in interest rates of +/–1% would have on the Group and CHPT’s profit and equity, resulting from changes in Australian interest rates applicable at 30 June 2021, with all other variables remaining constant.

				1%
				Impact on
	Effective		Carrying	Profit
	interest rate	Fair value	amount	and Equity
		$'m	$'m	$'m
Charter Hall Group
2021
Financial assets
Cash and cash equivalents	0.3%	351.9	351.9	3.5
Financial liabilities
Borrowings	1.3%	552.8	552.8	(5.0)
Total increase/(decrease)			(200.9)	(1.5)
2020
Financial assets
Cash and cash equivalents	1.0%	238.9	238.9	2.4
Financial liabilities
Borrowings	3.0%	366.7	366.7	–
Total increase/(decrease)			(137.8)	2.4
Charter Hall Property Trust Group
2021
Financial assets
Cash and cash equivalents	0.3%	71.3	71.3	0.7
Loan receivable from Charter Hall Ltd	4.4%	12.3	12.3	0.1
Financial liabilities
Borrowings	1.3%	552.8	552.8	(5.0)
Total increase/(decrease)			(469.2)	(4.2)
2020
Financial assets
Cash and cash equivalents	1.0%	12.7	12.7	0.1
Financial liabilities
Loan payable to Charter Hall Ltd	6.6%	20.6	20.6	0.2
Borrowings	3.0%	366.7	366.7	–
Total increase/(decrease)			–	0.1

The impact on equity is the same as the impact on profit. The impact of a -1% change is the reverse of the impact shown for a +1% change.

The fair value of interest-bearing liabilities is inclusive of costs which would be incurred on settlement of a liability, and is based upon market prices, where a market exists, or by discounting the expected future cash flows by the current interest rates for liabilities with similar risk profiles.

The effect of changes in interest rates on the Group’s and CHPT’s profit and equity shown in the table above is mainly impacted by a change in interest payable on floating rate interest, offset by changes in the fair value of derivative financial instruments hedging this exposure.

(iii) Foreign exchange risk

The Group and CHPT’s principal exposure to foreign exchange risk arises from its investments in foreign subsidiaries and exposure to bond issuances denominated in US dollars. The major asset held by foreign subsidiaries is cash in foreign denominated bank accounts. Cross currency swaps are used to convert US dollar borrowings into Australian dollar exposure.

Directors’ Report and Financial Report | 115

Charter Hall Group Annual Report 2021

Notes to the consolidated financial statements

For the year ended 30 June 2021

22 Capital and financial risk management continued

(iv) Hedge accounting of derivatives

Where all relevant criteria are met, hedge accounting is applied to remove the accounting mismatch between the hedging instrument and the hedged item. See Note 16 for derivatives held by the Group.

The Group’s accounting policy for its fair value and cash flow hedges is set out in Note 33(l).

Hedge effectiveness is determined at the inception of the hedge relationship, and through periodic prospective effectiveness assessments to ensure that an economic relationship exists between the hedged item and hedging instrument.

The Group hedges 100% of its foreign denominated debt and fixed rate medium term note. The Group enters into cross currency interest rate swaps and interest rate swaps that have critical terms that match the hedged item, such as payment dates, maturities and notional amount. The Group uses the hypothetical derivative method to assess effectiveness. Hedge ineffectiveness may occur due to credit/debit value adjustments and differences in critical terms between the hedging instrument and the hedged item.

Hedging instruments used by the Group

Cross currency interest rate swaps currently in place cover 100% (2020: 100%) of the foreign denominated debt outstanding. The payable variable AUD interest rates of the swaps are 2.0% (2020: 2.0%) above the 90-day bank bill swap rate which at the end of the reporting period was 0.1% (2020: 0.2%) and the receivable USD fixed rates of the loans are 4.6% (2020: 4.6%).

Interest rate swaps currently in place for the medium term note cover 100% of debt outstanding. The receivable fixed interest rate of the swaps currently in place is 3.1% and the payable is the 90-day bank bill swap rate plus 1.50% margin.

See Note 15(a) for further details of swaps held by the Group.

Effects of hedge accounting on the financial position and performance

The effects of the cross currency interest rate swaps and interest rate swaps on the Group’s financial position and performance are as follows:

			Charter Hall	Property
	Charter Hall Group		Trust Group
	2021	2020	2021	2020
Cross currency interest rate swaps
Carrying amount	31.2	73.6	31.2	73.6
Notional amount	231.5	231.5	231.5	231.5
Maturity date	August-2028	August-2028	August-2028	August-2028
Hedge ratio¹	1:1	1:1	1:1	1:1
Change in fair value of outstanding hedging instruments since 1 July	(42.4)	33.3	(42.4)	33.3
Change in value of hedged item used to determine hedge effectiveness	41.0	(32.0)	41.0	(32.0)
Interest rate swaps
Carrying amount	3.7	–	3.7	–
Notional amount	250.0	–	250.0	–
Maturity date	April-2031	n/a	April-2031	n/a
Hedge ratio¹	1:1	n/a	1:1	n/a
Change in fair value of outstanding hedging instruments since 1 July	3.7	–	3.7	–
Change in value of hedged item used to determine hedge effectiveness	(3.5)	–	(3.5)	–

Notes to the consolidated financial statements

For the year ended 30 June 2021

22 Capital and financial risk management continued

(c) Credit risk

The Group and CHPT have policies in place to ensure that sales of services are made to customers with appropriate credit histories to minimise risk of default. A default is when the counterparty fails to fulfil its obligations under the terms of the financial asset causing financial loss to the Group and CHPT.

The Group derives 64.5% of its income from management fees, development revenue, transaction and other fees from related parties. A further 31.1% of the Group’s income is derived from equity accounted investments in property funds and distributions from investments in property funds held at fair value through the profit and loss.

CHPT derives 84.4% of its income from equity accounted investments in property funds and distributions from investments in property funds held at fair value through profit and loss.

Where appropriate, tenants in the underlying property funds for the Group and CHPT are assessed for creditworthiness, taking into account their financial position, past experience and other factors. Refer to Note 9(c) for more information on credit risk.

Derivative counterparties and cash transactions are limited to high credit quality financial institutions. The Group and CHPT have policies that limit the amount of credit exposure to any one financial institution.

The Group and CHPT applies the AASB 9 simplified approach to measuring expected credit losses which involves a lifetime expected loss allowance for all trade and other financial assets. The Group considers its financial asset balances to be low risk and thus the methodology has not resulted in the recognition of an impairment of any financial assets.

The loss allowances for trade and other financial assets are based on assumptions about risk of default and expected loss rates. The Group uses judgement in making these assumptions, based on the Group’s history, existing market conditions and forward looking estimates at the end of each reporting period.

(d) Liquidity risk

Prudent liquidity risk management implies maintaining sufficient cash, the availability of funding through an adequate amount of committed credit facilities and the ability to close out market positions. Due to the dynamic nature of the underlying businesses, the Group and CHPT aim at maintaining flexibility in funding by keeping committed credit lines available.

Maturities of financial liabilities

The following table provides the contractual maturity of the Group’s and CHPT’s financial liabilities. The amounts presented represent the future contractual undiscounted principal and interest cash flows and therefore do not equate to the value shown in the balance sheet. Repayments which are subject to notice are treated as if notice were given immediately.

1 The underlying rate on interest rate swaps is the same as the rate exposure on the debt, therefore the hedge ratio is 1:1.

Directors’ Report and Financial Report | 117

Charter Hall Group Annual Report 2021

Notes to the consolidated financial statements

For the year ended 30 June 2021

22 Capital and financial risk management continued

22 Capital and financial risk management	continued
			Between
	Carrying	Less than	one and	Over	Total cash
	amount	one year	five years	five years	flows
	$'m	$'m	$'m	$'m	$'m
Charter Hall Group
2021
Trade and other payables	174.2	170.4	0.2	3.6	174.2
Borrowings	552.8	–	40.0	512.8	552.8
Total financial liabilities	727.0	170.4	40.2	516.4	727.0
2020
Trade and other payables	153.9	150.1	0.1	3.7	153.9
Borrowings	382.6	15.9	66.5	300.2	382.6
Derivative financial instruments
Net contractual amountspayable/(receivable)	7.8	2.3	5.7	–	8.0
Total financial liabilities	544.3	168.3	72.3	303.9	544.5
Charter Hall Property Trust Group
2021
Trade and other payables	66.0	66.0	–	–	66.0
Borrowings	552.8	–	40.0	512.8	552.8
Total financial liabilities	618.8	66.0	40.0	512.8	618.8
2020
Trade and other payables	63.6	43.0	20.6	–	63.6
Borrowings	366.7	–	66.5	300.2	366.7
Derivative financial instruments
Net contractual amountspayable/(receivable)	7.8	2.3	5.7	–	8.0
Total financial liabilities	438.1	45.3	92.8	300.2	438.3

Offsetting financial assets and liabilities

Notes to the consolidated financial statements

For the year ended 30 June 2021

23 Fair value measurement

The fair value of financial assets and financial liabilities must be estimated for recognition and measurement or for disclosure purposes. A fair value measurement of a non-financial asset takes into account the Group’s ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use.

The fair value of financial instruments traded in active markets is determined using quoted market prices at the balance date. The quoted market price used for financial assets held by the Group is the current bid price; the appropriate quoted market price for financial liabilities is the current ask price.

The fair value of financial instruments that are not traded in an active market is determined using valuation techniques. The Group uses a variety of methods and makes assumptions that are based on market conditions existing at each balance date. Other techniques, such as estimated discounted cash flows, are used to determine fair value for the remaining financial instruments.

(a) Recognised fair value measurement

The Charter Hall Group and the Charter Hall Property Trust Group measure and recognise the following assets and liabilities at fair value on a recurring basis:

Investments in associates at fair value through profit and loss (Note 2)
Assets held for sale (Note 10)
Investment properties (Note 11)
Derivatives (Note 16)

AASB 13 Fair Value Measurement requires disclosure of fair value measurements by level of the following fair value measurement hierarchy:

(i) Level 1 – Quoted prices (unadjusted) in active markets for identical assets or liabilities;
(ii) Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (as prices) or indirectly (derived from prices); and
(iii) Level 3 – Inputs for the asset or liability that are not based on observable market data (unobservable inputs).

The Group is a party to the master agreement as published by International Swaps and Derivative Associates, Inc. (ISDA) which allows the Group’s counterparties, under certain conditions (i.e. event of default), to set off the position owing/receivable under a derivative contract to a net position outstanding. As at 30 June 2021, there was a gross liability position of $nil (2020: $nil) with no amounts subject to offset.

As the Group does not have a legally enforceable right to set off, none of the financial assets or financial liabilities are offset on the balance sheet of the Group.

Directors’ Report and Financial Report | 119

Charter Hall Group Annual Report 2021

Notes to the consolidated financial statements

For the year ended 30 June 2021

23 Fair value measurement continued

The following table presents the Charter Hall Group’s and Charter Hall Property Trust Group’s assets and liabilities measured and recognised at fair value:

	Level 1	Level 2	Level 3	Total
	$'m	$'m	$'m	$'m
Charter Hall Group
2021
Investments in associates at fair value through profit and
loss	–	–	46.2	46.2
Investment properties	–	–	193.2	193.2
Derivative financial instruments	–	34.9	–	34.9
Assets classified as held for sale	–	–	23.1	23.1
Total assets	–	34.9	262.5	297.4
2020
Investments in financial assets at fair value through profit
and loss	101.2	–	–	101.2
Investments in associates at fair value through profit and
loss	–	–	25.9	25.9
Investment properties	–	–	173.8	173.8
Derivative financial instruments	–	73.6	–	73.6
Total assets	101.2	73.6	199.7	374.5
Derivative financial instruments	–	(7.8)	–	(7.8)
Total liabilities	–	(7.8)	–	(7.8)
Charter Hall Property Trust Group
2021
Investments in associates at fair value through profit and
loss	–	–	46.2	46.2
Investment properties	–	–	193.2	193.2
Derivative financial instruments	–	34.9	–	34.9
Assets classified as held for sale	–	–	23.1	23.1
Total assets	–	34.9	262.5	297.4
2020
Investments in financial assets at fair value through profit
and loss	101.2	–	–	101.2
Investments in associates at fair value through profit and
loss	–	–	25.9	25.9
Investment properties	–	–	173.8	173.8
Derivative financial instruments	–	73.6	–	73.6
Total assets	101.2	73.6	199.7	374.5
Derivative financial instruments	–	(7.8)	–	(7.8)
Total liabilities	–	(7.8)	–	(7.8)

There have been no transfers between Level 1, Level 2 and Level 3 during the period.

(b) Disclosed fair values

The carrying amounts of current trade receivables and payables approximate their fair values due to their short-term nature. The fair value of financial liabilities for disclosure purposes is estimated by discounting the future contractual cash flows at the current market interest rate that is available to the Charter Hall Group and Charter Hall Property Trust Group for similar financial instruments. The fair value of current borrowings approximates the carrying amount, as the impact of discounting is not significant.

(c) Valuation techniques used to derive Level 2 fair values

Derivatives

Derivatives are classified as Level 2 on the fair value hierarchy as the inputs used to determine fair value are observable market data but not quoted prices.

The fair value of cross currency interest rate swaps is determined using forward foreign exchange market rates and the present value of the estimated future cash flows at the balance date.

The fair value of interest rate swaps is determined using forward interest rates and the present value of the estimated future cash flows at the balance date.

Notes to the consolidated financial statements

For the year ended 30 June 2021

23 Fair value measurement continued

Credit value adjustments are calculated based on the counterparty’s credit risk using the counterparty’s credit default swap curve as a benchmark. Debit value adjustments are calculated based on the Group’s credit risk using debt financing available to the Group as a benchmark.

(d) Valuation techniques used to derive Level 3 fair values

Investments in associates

Certain unlisted property securities have been designated on initial recognition to be treated at fair value through profit or loss. Movements in fair value during the period have been recognised in the consolidated statement of comprehensive income. These assets have been acquired with the intention of being long-term investments. Where the assets in this category are expected to be sold within 12 months, they are classified as current assets; otherwise they are classified as non-current.

The fair value of investments in associates held at fair value through profit and loss, which are investments in unlisted securities, are determined by giving consideration to the unit prices and net assets of the underlying funds. The unit prices and net asset values are largely driven by the fair values of investment properties and derivatives held by the funds. Recent arm’s length transactions, if any, are also taken into consideration.

The fair value of investments in associates at fair value through profit or loss is impacted by the price per security of the investment. An increase to the price per security results in an increase to the fair value of the investment.

Investment property

The fair value measurement of investment property takes into account the Group’s ability to generate economic benefits by using the asset in its highest and best use.

The use of independent external valuers is on a rotational basis at least once every 12 months, or earlier, where the Responsible Entity deems it appropriate or believes there may be a material change in the carrying value of the property. The Responsible Entity has considered the impact of the COVID-19 pandemic with regards to the timing of obtaining independent external valuations and as a result, 100% of Investment Property was externally revalued as at 30 June 2021 (91.7% by value on a look-through basis).

Movements in the inputs are likely to have an impact on the fair value of investment properties. An increase in gross market rent will likely lead to an increase in fair value. A decrease in adopted capitalisation rate, adopted terminal yield or adopted discount rate will likely lead to an increase in fair value.

With the potential and uncertain economic impacts of COVID-19, future property valuations could be adversely impacted.

Where an independent valuation is not obtained, the fair value is determined using discounted cash flow and income capitalisation methods.

The table below identifies the inputs, which are not based on observable market data, used to measure the fair value (Level 3) of the investment properties:

investment properties:
	Adopted	Adopted	Adopted
	capitalisation	terminal	discount
	Fair value rate	yield	rate
	$'m (%p.a.)	(%p.a.)	(%p.a.)
2021	193.2 4.9-6.5	5.1-7.8	5.5-7.5
2020	173.8 5.2-7.3	5.3-8.8	6.0-8.0
Term	Definition
Discounted Cash	A method in which a discount rate is applied to future expected income streams to estimate the present value.
Flow (DCF) method
Income capitalisation	A valuation approach that provides an indication of value by converting future cash flows to a single current
method	capital value.
Gross market rent	The estimated amount for which an interest in real property should be leased to a major tenant on the
	valuation date between a willing lessor and a willing lessee on appropriate lease terms	in an arm’s length
	transaction, after proper marketing and where the parties had each acted knowledgeably, prudently and
	without compulsion.
Capitalisation rate	The return represented bythe incomeproduced byan investment,expressed as apercentage.
Terminal yield	A percentage return applied to the expected net income following a hypothetical sale at the end of the		cash
	flow period.
Discount rate	A rate of return used to convert a future monetarysum or cash flow intopresent value.

Directors’ Report and Financial Report | 121

Charter Hall Group Annual Report 2021

Notes to the consolidated financial statements

For the year ended 30 June 2021

24 Related parties

(a) Parent entity

The parent entity of the Charter Hall Group is Charter Hall Limited. The parent entity of the Charter Hall Property Trust Group is the Charter Hall Property Trust.

(b) Controlled entities

Interests in controlled entities are set out in Note 25.

(c) Key management personnel

Below are the aggregate amounts paid or payable to key management personnel (including Non-Executive Directors):

			Charter Hall Property	Charter Hall Property
	Charter Hall Group		Trust Group
	2021	2020	2021	2020
	$'000	$'000	$'000	$'000
Salary and fees	3,107	3,008	–	–
Non-Executive Director remuneration	1,429	1,372	–	–
Short-term incentives	4,290	4,290	–	–
Superannuation	65	63	–	–
Value of securities vested	2,743	2,012	–	–
Non-monetarybenefits	4	5	–	–
	11,638	10,750	–	–

Detailed remuneration disclosures are provided in the Remuneration Report on pages 54 to 79.

(d) Transactions with related parties

The following income was earned from related parties during the year:

Charter Hall Group Charter Hall Property Trust Group 2021 2020 2021 2020 $'000 $'000 $'000 $'000	Charter Hall Group Charter Hall Property Trust Group 2021 2020 2021 2020 $'000 $'000 $'000 $'000
Associates Accounting cost recoveries 12,524 10,261 Marketing cost recoveries 3,251 2,556 Transaction and performance fees 49,174 162,487 Management and development fees 172,871 134,748 Property management fees and cost recoveries 68,775 64,497 Development revenue 155,551 – Joint ventures Accounting cost recoveries 920 586 Marketing cost recoveries 244 176 Transaction and performance fees 3,103 2,402 Management and development fees 29,448 16,496 Property management fees and cost recoveries 10,104 6,670 Development revenue 119,691 68,922 Other Accounting cost recoveries 1,232 2,281 Marketing cost recoveries 60 109 Transaction and performance fees 14,585 40,179 Management and development fees 8,277 18,838 Property management fees and cost recoveries 2,497 4,665 Investment-related revenue – –
	– –
	– –
	– –
	– –
	– –
	– –

	– –
	– –
	– –
	– –
	– –
	– –

	– –
	– –
	– –
	– –
	– –
	10,742 11,383
652,307 535,873	10,742 11,383

Notes to the consolidated financial statements

For the year ended 30 June 2021

24 Related parties continued

The following balances arising through the normal course of business were due from related parties at balance date:

Charter Hall Group Charter Hall Property Trust Group 2021 2020 2021 2020 $'000 $'000 $'000 $'000	Charter Hall Group Charter Hall Property Trust Group 2021 2020 2021 2020 $'000 $'000 $'000 $'000
Associates Management fee receivables 19,600 13,453 Other receivables 23,852 7,221 Joint ventures Management fee receivables 6,354 2,408 Other receivables 2,399 1,158 Other Management fee receivables 1,168 2,358 Other receivables 8,082 1,778
	– –
	– –

	– –
	– –

	– –
	– –
61,455 28,376	- -
(e) Loans to/(from) related parties Charter Hall Group Charter Hall Property Trust Group 2021 2020 2021 2020 $'000 $'000 $'000 $'000
Loans to joint ventures Opening balances 4,397 47,563 Loans advanced – 140 Loan repayments received (1,376) (43,508) Interest charged – 812 Interest received/receivable 239 (610)
	- 38,919
	– –
	– (38,900)
	– 812
	– (831)
Closing balance 3,260 4,397	- -
Loans from joint ventures Opening balances – 3,647 Loan repayments made – (3,647)
	– –
	– –
Closing balance – –	- -
Loans to other related parties Opening balances 13,168 13,973 Loans advanced 7,320 5,133 Loan repayments received (14,286) (6,971) Interest received/receivable 747 1,033
	– –
	– –
	– –
	– –
Closing balance 6,949 13,168	- -
Loans from other related parties Opening balances 15,948 3,852 Loans advanced – 12,096 Loan repayments made (15,948) –
	– –
	– –
	– –
Closing balance – 15,948	- -
Loans to/(from) Charter Hall Limited Opening balances – – Loans advanced – – Loan repayments received – – Interest received/receivable – –
	(20,581) 43,161
	618,339 379,618
	(587,292) (446,340)
	1,815 2,980
Closing balance – –	12,281 (20,581)

No provisions for expected credit losses have been raised in relation to any outstanding balances.

During the year the Group sold holdings in related party entities to other related parties totalling $198.3m (2020: $205.6m).

The loan to CHL comprises an unsecured stapled loan maturing on 30 June 2023. Interest is charged on an arm’s length basis which, at 30 June 2021, amounted to a weighted average rate of 4.4%. At 30 June 2020, the balance consisted of a loan from CHL to CHPT with a weighted average interest rate of 6.6%.

(f) Fees paid to the Responsible Entity or its associates

Fees paid to the Responsible Entity of the Charter Hall Property Trust, and its associates, by the Charter Hall Property Trust Group amounted to $4,161,000 (2020: $3,146,000). At 30 June 2021, related fees payable amounted to $1,907,000 (2020: $480,000).

Directors’ Report and Financial Report | 123

Charter Hall Group Annual Report 2021

Notes to the consolidated financial statements

For the year ended 30 June 2021

25 Controlled entities

(a) Critical judgements

The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Critical judgements are made in assessing whether an investee entity is controlled or subject to significant influence or joint control. These judgements include an assessment of the nature, extent and financial effects of the Group’s interest in investee entities, including the nature and effects of its contractual relationship with the entity or with other investors.

(b) Principal controlled entities of the Charter Hall Group

The Group’s principal subsidiaries where the majority of activities are undertaken as at 30 June 2021 are set out below. The country of incorporation or registration is also their principal place of business, unless otherwise stated.

	Country of		Class of	2021	2020
Name of entity	incorporation	Principal activity	securities	%	%
Controlled entities of Charter Hall Limited
Charter Hall Holdings Pty Limited	Australia	Property management	Ordinary	100	100
Charter Hall Opportunity Fund No. 5	Australia	Property development	Ordinary	93	93
Folkestone Limited	Australia	Property management	Ordinary	100	100
Charter Hall Social Infrastructure Limited	Australia	Responsible entity	Ordinary	100	100
Charter Hall Direct Property Management Limited	Australia	Responsible entity	Ordinary	100	100
Charter Hall FLK Funds Management Limited	Australia	Responsible entity	Ordinary	100	100
Charter Hall Investment Management Limited	Australia	Responsible entity	Ordinary	100	100
Charter Hall Retail Management Limited	Australia	Responsible entity	Ordinary	100	100
Charter Hall WALE Limited	Australia	Responsible entity	Ordinary	100	100
Charter Hall Wholesale Management Limited	Australia	Responsible entity	Ordinary	100	100
Charter Hall Development Services Pty Ltd	Australia	Property development	Ordinary	100	100
Folkestone No 3 Pty Limited	Australia	Property investment	Ordinary	100	100
Controlled entities of Charter Hall Property Trust
Charter Hall Co-Investment Trust	Australia	Property investment	Ordinary	100	100
Charter Hall Co-Investment Trust 2	Australia	Property investment	Ordinary	100	100
Charter Hall Co-Investment Trust 3	Australia	Property investment	Ordinary	100	100
Charter Hall Co-Investment Trust 4	Australia	Property investment	Ordinary	100	100
Charter Hall Co-Investment Trust 6	Australia	Property investment	Ordinary	100	100
Charter Hall Co-Investment Trust 7	Australia	Property investment	Ordinary	100	100
Charter Hall Co-Investment Trust 8	Australia	Property investment	Ordinary	100	100
Charter Hall Co-Investment Trust 9	Australia	Property investment	Ordinary	100	100
CHPT Exchange Trust	Australia	Property investment	Ordinary	100	100
Charter Hall Direct Long WALE Fund	Australia	Property investment	Ordinary	32	40
CHPT RP2 Trust	Australia	Property investment	Ordinary	100	100
CHC Finance Pty Ltd	Australia	Financing entity	Ordinary	100	-

(c) Principal controlled entities of the Charter Hall Property Trust Group

	Country of		Class of	2021	2020
Name of entity	incorporation	Principal activity	securities	%	%
Controlled entities of Charter Hall Property Trust
Charter Hall Co-Investment Trust	Australia	Property investment	Ordinary	100	100
Charter Hall Co-Investment Trust 2	Australia	Property investment	Ordinary	100	100
Charter Hall Co-Investment Trust 3	Australia	Property investment	Ordinary	100	100
Charter Hall Co-Investment Trust 4	Australia	Property investment	Ordinary	100	100
Charter Hall Co-Investment Trust 6	Australia	Property investment	Ordinary	100	100
Charter Hall Co-Investment Trust 7	Australia	Property investment	Ordinary	100	100
Charter Hall Co-Investment Trust 8	Australia	Property investment	Ordinary	100	100
Charter Hall Co-Investment Trust 9	Australia	Property investment	Ordinary	100	100
CHPT Exchange Trust	Australia	Property investment	Ordinary	100	100
Charter Hall Direct Long WALE Fund	Australia	Property investment	Ordinary	32	40
CHPT RP2 Trust	Australia	Property investment	Ordinary	100	100
CHC Finance Pty Ltd	Australia	Financing entity	Ordinary	100	-

Notes to the consolidated financial statements

For the year ended 30 June 2021

26 Interests in unconsolidated structured entities

The Charter Hall Group considers its investments in associates and joint ventures to be unconsolidated structured entities, on the basis that the Group’s voting rights are not the sole factor in determining whether control over an entity exists. Where the Group determines that control over an entity does not exist, the entity is recognised as an associate or joint venture of the Group for reporting purposes.

The activities and objectives of the unconsolidated structured entities of the Group include property investment for annuity income and medium to long-term capital growth and/or development profit.

The aggregate of all the Group’s interests and maximum exposure to loss in unconsolidated structured entities, being the Group’s interests in associates and joint ventures, are included in the table below:

			Charter Hall Property	Charter Hall Property
	Charter Hall Group		Trust Group
	2021	2020	2021	2020
	$'m	$'m	$'m	$'m
Current assets
Trade receivables	17.4	11.0	0.5	0.5
Distributions receivable	35.4	30.2	34.1	28.8
Loans to associates andjoint ventures	4.2	2.4	–	–
Total current assets	57.0	43.6	34.6	29.3
Non-current assets
Loans to related parties	5.9	14.3	–	–
Investments at fair value through profit or loss	46.2	127.1	46.2	127.1
Investments accounted for usingthe equitymethod	2,321.6	1,875.4	2,234.6	1,794.8
Total non-current assets	2,373.7	2,016.8	2,280.8	1,921.9
Total carrying amount of interests in unconsolidated structured
entities	2,430.7	2,060.4	2,315.4	1,951.2
Total funds under management in unconsolidated structured
entities	52,288.9	40,549.4	51,751.2	39,900.8

There are no additional arrangements that would expose the Charter Hall Group or Charter Hall Property Trust Group to losses beyond the carrying amounts.

During the year, the Charter Hall Group earned fees from structured entities in its capacity as investment manager. Refer to Note 24 for further information.

No financial support has been provided to the funds beyond the loans disclosed in the above table.

27 Commitments

(a) Capital commitments

Charter Hall Group

The Group has capital expenditure and a funding guarantee contracted for at the reporting date but not recognised as liabilities of $34.4 million at 30 June 2021 (2020: $42.4 million) relating to a development joint venture.

Charter Hall Property Trust Group

The Trust Group had no contracted capital commitments as at 30 June 2021 (2020: $nil).

28 Contingent liabilities

The Group has nil contingent liabilities as at 30 June 2021 (2020: $nil) other than the bank guarantees provided for under the bank facility held by Charter Hall Property Trust (refer to 15(a)).

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Charter Hall Group Annual Report 2021

Notes to the consolidated financial statements

For the year ended 30 June 2021

29 Security-based benefits expense

29 Security-based benefits expense	29 Security-based benefits expense
(a) Charter Hall – Performance Rights and Options Plan (PROP)
Charter Hall Group and Charter Hall PropertyTrust Group	2018 Number	2019 Number	2020 Number	2021 Number	Total Number
Performance rights
Rights issued 23/11/17	871,739	–	–	–	871,739
Rights issued 28/11/18	–	1,015,843	–	–	1,015,843
Rights issued 28/11/19	–	–	713,588	–	713,588
Rights issued 28/11/20 Performance rights issued	– 871,739	– 1,015,843	– 713,588	838,798 838,798	838,798 3,439,968
Number of rights forfeited/lapsed
Prior years	(49,899)	(36,497)	(15,263)	–	(101,659)
Current year	–	–	–	–	–
Number of rights vested
Currentyear	(821,840)	–	–	–	(821,840)
Closing balance	–	979,346	698,325	838,798	2,516,469
Service rights
Rights issued 23/11/17	353,091	–	–	–	353,091
Rights issued 28/11/18	–	1,748,977	–	–	1,748,977
Rights issued 25/11/19	–	–	178,903	–	178,903
Rights issued 28/11/19	–	–	260,000	–	260,000
Rights issued 15/09/20	–	–	–	672,282	672,282
Rights issued 28/11/20	–	–	–	319,856	319,856
Service rights issued	353,091	1,748,977	438,903	992,138	3,533,109
Number of rights forfeited/lapsed
Prior years	(5,964)	(96,899)	–	–	(102,863)
Current year	–	–	–	–	–
Number of rights vested
Prior years	(315,638)	(657,679)	–	–	(973,317)
Currentyear	(31,489)	(606,803)	(89,455)	–	(727,747)
Closing balance	–	387,596	349,448	992,138	1,729,182

(b) PROP expense

Total expenses related to the PROP recognised during the year as part of employee benefit expense were as follows:

			Charter Hall Property	Charter Hall Property
	Charter Hall Group		Trust Group
	2021	2020	2021	2020
	$'m	$'m	$'m	$'m
Performance rights and option plan	6.8	9.7	–	–

Notes to the consolidated financial statements

For the year ended 30 June 2021

29 Security-based benefits expense continued

(c) Option inputs

The Black-Scholes or Monte Carlo method, as applicable, is utilised for valuation and accounting purposes. The model inputs to assess the fair value of the PROP rights granted during FY2021 are as follows:

	CHC	CHC	CHC	CHC	CQR
	Performance	Service	Service	Service	Service
	rights	rights –	rights –	rights –	rights –
		Mandatory Deferred STI	Voluntary Deferred STI	Sign-on	Deferred STI
Grant date	26/11/2020	26/11/2020	15/09/2020	26/11/2020	26/11/2020
Stapled security price at grant date1	$13.12	$13.12	$12.38	$13.12	$3.86
Fair value of right	$10.33	$12.68	$10.74	$12.28	$3.57
Expected volatility2	33.5%	50.5%	31.5%	41.3%	40.9%
Dividend yield	2.7%	2.7%	2.9%	2.7%	6.4%
Risk-free interest rate	0.2%	0.2%	0.3%	0.2%	0.2%

1 The grant date reflects the date the rights were allocated. Participants are eligible and performance period commences from 1 July of the relevant financial year for performance rights.

2 Expected volatility takes into account historical market price volatility.

(d) Charter Hall General Employee Security Plan (GESP)

During the year, eligible employees received up to $1,000 (2020: $1,000) in stapled securities which vested immediately on issue but are held in trust until the earlier of the completion of three years’ service or termination. An expense of $434,931 (2020: $468,139) was recognised in relation to this plan during the year. For the GESP, the cost of the stapled securities bought on-market to settle the award liability is included in employee benefits expense.

(e) Accounting policy

Security-based benefits

Security-based compensation benefits are provided to employees via the Charter Hall Performance Rights and Options Plan (PROP) and the General Employee Security Plan (GESP). For market-based performance rights, the fair value at grant date is independently valued using a Monte Carlo simulation pricing model that takes into account the exercise price, the term of the rights, impact of dilution, stapled security price at grant date, expected price volatility of the underlying stapled security, expected dividend yield and the risk-free interest rate for the term of the rights and market vesting conditions, but excludes the impact of any non-market vesting conditions (for example, profitability and sales growth targets). Non-market vesting conditions are included in assumptions about the number of rights that are expected to vest. For non-market based performance rights, the fair value at grant date is independently valued using the Black-Scholes methodology. At each reporting date, the entity revises its estimate of the number of rights that are expected to vest. The employee benefits expense recognised each year takes into account the most recent estimate.

Upon the vesting of stapled securities, the balance of the stapled security-based benefits reserve relating to those stapled securities is transferred to equity, net of any directly attributable transaction costs.

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Charter Hall Group Annual Report 2021

Notes to the consolidated financial statements

For the year ended 30 June 2021

30 Parent entity financial information

(a) Summary financial information

The individual financial statements for the parent entity of the Charter Hall Group, being Charter Hall Limited, and the parent entity of the Charter Hall Property Trust Group, being the Charter Hall Property Trust, have been prepared on the same basis as the Group’s financial statements:

financial statements:
			Charter Hall
	Charter Hall	Limited	Property Trust
	2021	2020	2021	2020
Balance sheet	$'m	$'m	$'m	$'m
Current assets	296.0	169.6	63.7	24.3
Total assets	562.7	453.3	1,797.4	1,771.5
Current liabilities	64.9	99.4	60.2	40.7
Total liabilities	455.1	351.5	321.1	345.2
Shareholders' equity
Issued capital	290.8	289.1	1,426.0	1,436.8
Other reserves	(53.6)	(53.6)	(0.5)	3.1
Accumulatedprofit/(losses)	(129.6)	(133.7)	50.8	(13.6)
Net equity	107.6	101.8	1,476.3	1,426.3
Profit for the year	74.6	88.3	254.1	32.6
Total comprehensive income for the year	74.6	88.3	254.1	32.6

Notwithstanding the net current liability, Charter Hall Property Trust has total net assets of $1.5 billion and liquidity through the interstaple loan with Charter Hall Limited.

(b) Contingent liabilities of the parent entity

Charter Hall Limited and Charter Hall Property Trust had no contingent liabilities as at 30 June 2021 (2020: $nil) other than the bank guarantees provided for under the bank facility held by Charter Hall Property Trust (refer to Note 15(a)).

(c) Contractual commitments

As at 30 June 2021, Charter Hall Limited had no contractual commitments (2020: $nil).

Notes to the consolidated financial statements

For the year ended 30 June 2021

31 Deed of cross guarantee

Charter Hall Group

Charter Hall Limited (CHL) and its wholly owned subsidiaries, Charter Hall Holdings Pty Ltd (CHH) and Folkestone Limited (FLK), are parties to a deed of cross guarantee under which each company guarantees the debts of the others. By entering into the deed, CHH and FLK have been relieved from the requirement to prepare financial statements and a Directors’ report under ASIC Instrument 2016/785 issued by the Australian Securities and Investments Commission. FLK was added by assumption deed to the deed of cross guarantee from 3 May 2019.

(a) Consolidated statement of comprehensive income and summary of movements in consolidated accumulated losses

The above companies represent a ‘closed group’ for the purposes of the Instrument and, as there are no other parties to the deed of cross guarantee that are controlled by Charter Hall Limited, they also represent the ‘extended closed group’.

Set out as follows is a consolidated statement of comprehensive income and a summary of movements in consolidated accumulated losses for the year of the closed group consisting of CHL, CHH and FLK.

losses for the year of the closed group consisting of CHL, CHH and FLK.
	2021	2020
	$'000	$'000
Statement of comprehensive income
Revenue	356.0	440.0
Employee benefits expense	(147.9)	(147.3)
Depreciation and amortisation	(7.8)	(15.9)
Finance costs	(2.8)	(4.7)
Share of net profit of associates accounted for using the equity method	–	0.1
Other expenses	(26.5)	(27.9)
Profit before income tax	171.0	244.3
Income tax expense	(52.3)	(72.2)
Profit for the year	118.7	172.1
Accumulated profit/(losses) at the beginning of the financial year	84.5	(6.1)
Profit for the year	118.7	172.1
Dividendspaid/payable	(70.6)	(81.5)
Accumulated profit at the end of the financial year	132.6	84.5

As at 30 June 2021, Charter Hall Property Trust had no contractual commitments (2020: $nil).

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Charter Hall Group Annual Report 2021

Notes to the consolidated financial statements

For the year ended 30 June 2021

31 Deed of cross guarantee continued

(b) Balance sheet

Set out below is a consolidated balance sheet of the closed group consisting of CHL, CHH and FLK.

31 Deed of cross guaranteecontinued (b) Balance sheet Set out below is a consolidated balance sheet of the closed group consisting of CHL, CHH and FLK.
	2021	2020
	$'m	$'m
Assets
Current assets
Cash and cash equivalents	178.0	198.2
Receivables and other assets	80.5	55.6
Total current assets	258.5	253.8
Non-current assets
Net loans payable to related entities	5.4	–
Loans due from Charter Hall Property Trust	–	20.6
Investment in associates at fair value through profit or loss	15.1	15.1
Investment in associates	2.8	3.3
Investments in controlled entities	193.5	193.5
Property, plant and equipment	14.4	20.8
Intangible assets	71.0	71.0
Right-of-use assets	9.3	8.5
Deferred tax assets	13.8	10.7
Total non-current assets	325.3	343.5
Total assets	583.8	597.3
Liabilities
Current liabilities
Trade and other liabilities	129.6	167.4
Lease liabilities	4.5	4.0
Total current liabilities	134.1	171.4
Non-current liabilities
Trade and other liabilities	3.8	3.6
Loans due to Charter Hall Property Trust	12.3	–
Net loans due to related entities	–	47.0
Lease liabilities	10.7	11.1
Total non-current liabilities	26.8	61.7
Total liabilities	160.9	233.1
Net assets	422.9	364.2
Equity
Contributed equity	290.8	289.1
Reserves	(0.5)	(9.4)
Accumulatedprofit	132.6	84.5
Total equity	422.9	364.2

32 Events occurring after the reporting date

No matter or circumstance has arisen since 30 June 2021 that has significantly affected, or may significantly affect:

(a) The Group’s operations in future financial years; or

(b) The results of those operations in future financial years; or

Notes to the consolidated financial statements

For the year ended 30 June 2021

33 Summary of significant accounting policies

traded or dealt with separately. The stapled securities of the Group are listed on the Australian Securities Exchange (ASX). CHL has been identified as the parent entity in relation to the stapling.

The significant policies which have been adopted in the preparation of these consolidated financial statements for the year ended 30 June 2021 are set out below. These policies have been consistently applied to the years presented, unless otherwise stated.

The two Charter Hall entities comprising the stapled Group remain separate legal entities in accordance with the Corporations Act 2001, and are each required to comply with the reporting and disclosure requirements of Accounting Standards and the Corporations Act 2001.

Changes in accounting policies

(a) New and amended standards adopted

The Group revised its accounting policy in relation to Softwareas-a-service (SaaS) during the year. No other new accounting standards or amendments have come into effect for the year ended 30 June 2021 that affect the Group’s operations or reporting requirements.

As permitted by ASIC Corporations (Stapled Group Reports) Instrument 2015/838, this financial report is a combined financial report that presents the consolidated financial statements and accompanying notes of both the Charter Hall Group and the Charter Hall Property Trust Group.

Software-as-a-Service (SaaS) arrangements

During the year, the Group revised its accounting policy in relation to upfront configuration and customisation costs incurred in implementing SaaS arrangements in response to the IFRIC agenda decision clarifying its interpretation of how current accounting standards apply to these types of arrangements.

The financial report of the Charter Hall Group comprises CHL and its controlled entities, including Charter Hall Funds Management Limited (Responsible Entity) as responsible entity for CHPT and CHPT and its controlled entities. The results and equity not directly owned by CHL, of CHPT have been treated and disclosed as a non-controlling interest. Whilst the results and equity of CHPT are disclosed as a non-controlling interest, the stapled securityholders of CHL are the same as the stapled securityholders of CHPT. The financial report of the Charter Hall Property Trust Group comprises the Trust and its controlled entities.

SaaS arrangements are service contracts providing the Group with the right to access the cloud provider’s application software over the contract period. Costs incurred to configure or customise, and the ongoing fees to obtain access to the cloud provider's application software, are recognised as operating expenses when the services are received.

Where costs incurred are for the development of software code that enhances or modifies, or creates additional capability to, existing on-premise or services-as-a-platform systems and meets the definition of and recognition criteria for an asset, these costs are recognised as software assets and depreciated over the useful life of the software on a straight-line basis. The useful lives of these assets are reviewed at least at the end of each financial year, and any change accounted for prospectively as a change in accounting estimate.

These general purpose financial statements have been prepared in accordance with Australian Accounting Standards and Interpretations issued by the Australian Accounting Standards Board and the Corporations Act 2001, and continue to be prepared on the going concern basis of accounting. The Charter Hall Group and Charter Hall Property Trust Group are for-profit entities for the purpose of preparing the consolidated financial statements.

On 6 June 2005, CHL acquired Charter Hall Holdings Pty Ltd (CHH). Under the terms of AASB 3 Business Combinations , CHH was deemed to be the accounting acquirer in this business combination. This transaction was therefore accounted for as a reverse acquisition under AASB 3. Accordingly, the consolidated financial statements of the Group have been prepared as a continuation of the consolidated financial statements of CHH. CHH, as the deemed acquirer, acquisition accounted for CHL as at 6 June 2005.

Adjustments recognised on adoption of new policy

As a result of adopting the new SaaS policy, associated costs previously capitalised and depreciated as software assets but now considered to be SaaS arrangements have been identified along with their corresponding deferred tax liability. The Group has adopted this change in policy with the following items affected:

Software assets – decreased by $6.7m
Deferred tax liability – increased by $2.0m

Group references in accounting policies

The accounting policies apply to both the Group and Charter Hall Property Trust Group unless otherwise stated in the relevant policy.

On adoption the impact of the above item was reflected in the retained earnings.

Compliance with IFRS

Significant accounting policies

The consolidated financial statements of the Group also comply with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB).

(b) Controlled entities

The Charter Hall Group (Group or CHC) is a ‘stapled’ entity comprising Charter Hall Limited (Company or CHL) and its controlled entities, and Charter Hall Property Trust (Trust) and its controlled entities (CHPT Group). The shares in the Company are stapled to the units in the Trust. The stapled securities cannot be

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Charter Hall Group Annual Report 2021

Notes to the consolidated financial statements

For the year ended 30 June 2021

33 Summary of significant accounting policies continued

expensed in the consolidated statement of comprehensive income.

Historical cost convention

The consolidated financial statements have been prepared on a historical cost basis, except for the following:

(iii) Joint arrangements

Under AASB 11 Joint Arrangements , investments in joint

investment properties – measured at fair value;

arrangements are classified as either joint operations or joint ventures. The classification depends on the contractual rights and obligations of each investor, rather than the legal structure of the joint arrangement.

investments in associates at fair value through profit or loss – measured at fair value;
investments in financial assets held at fair value – measured at fair value; and
derivative financial instruments.

Joint operations

The Group recognises its direct right to the assets, liabilities, revenues and expenses of joint operations and its share of any jointly held or incurred assets, liabilities, revenues and expenses. These have been incorporated in the consolidated financial statements.

(c) Principles of consolidation

(i) Controlled entities

The consolidated financial statements of the Charter Hall Group and the Charter Hall Property Trust Group incorporate the assets and liabilities of all controlled entities as at 30 June 2021 and their results for the year then ended.

Joint ventures

Interests in joint ventures are accounted for using the equity method, with investments initially recognised at cost and adjusted thereafter to recognise the Group’s share of post-acquisition profits or losses of the investee in profit or loss, and the Group’s share of movements in other comprehensive income of the investee in other comprehensive income. Dividends received or receivable from joint ventures are recognised as a reduction in the carrying amount of the investment.

The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power to direct the activities of the entity. Controlled entities are fully consolidated from the date on which control is transferred to the Group. They are deconsolidated from the date that control ceases.

Intercompany transactions, balances and unrealised gains on transactions between Group companies are eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the transferred asset. Accounting policies of controlled entities have been changed where necessary to ensure consistency with the policies adopted by the Group.

When the Group’s share of losses in an equity accounted investment equals or exceeds its interest in the entity, including any other unsecured long-term receivables, the Group does not recognise further losses, unless it has incurred obligations or made payments on behalf of the other entity.

Unrealised gains on transactions between the Group and its equity accounted investees are eliminated to the extent of the Group’s interest in these entities. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred. Accounting policies of equity accounted investees have been aligned where necessary to ensure consistency with the policies adopted by the Group.

Non-controlling interests in the results and equity of controlled entities are shown separately in the consolidated statement of comprehensive income, consolidated balance sheet and consolidated statement of changes in equity respectively.

(ii) Investments in associates

Associates are entities over which the Group has significant influence but not control or joint control. Investments in associates are accounted for in the consolidated balance sheet at either fair value through profit or loss or by using the equity method. On initial recognition, the Group elects to account for investments in associates at either fair value through profit or loss or by using the equity method based on assessment of the expected strategy for the investment.

(iv) Changes in ownership interests

When the Group ceases to equity account for an investment because of a loss of joint control or significant influence, any retained interest in the entity is remeasured to its fair value with the change in carrying amount recognised in profit or loss. This fair value becomes the initial carrying amount for the purposes of subsequently accounting for the retained interest as a joint venture entity or financial asset. In addition, any amounts previously recognised in other comprehensive income in respect of that entity are accounted for as if the Group had directly disposed of the related assets or liabilities. This may mean that amounts previously recognised in other comprehensive income are reclassified to profit or loss. The Group treats transactions with non-controlling interests that do not result in a loss of control as transactions with equity owners of the Group.

Under the equity accounted method, the Group’s share of the associates’ post acquisition net profit after income tax expense is recognised in the consolidated statement of comprehensive income. The cumulative post-acquisition movements in results and reserves are adjusted against the carrying amount of the investment. Distributions and dividends received from associates are recognised in the consolidated financial report as a reduction of the carrying amount of the investment.

If the ownership interest in a joint venture entity or an associate is reduced but joint control or significant influence is retained, only a proportionate share of the amounts previously recognised in other

Investments in associates at fair value through profit or loss are initially recognised at fair value and transaction costs are

Notes to the consolidated financial statements

For the year ended 30 June 2021

33 Summary of significant accounting policies continued

the Group’s performance does not create an asset with an alternative use to the Group and has an enforceable right to payment for performance completed to date.

comprehensive income is reclassified to profit or loss where appropriate.

‒

(d) Foreign currency translation

(i) Functional and presentation currencies

At contract inception, the Group estimates the consideration to which it expects to be entitled and has rights to receive under the contract. Variable consideration, where the Group’s performance could result in further revenue, is only included to the extent that it is highly probable that a significant reversal of revenue recognised will not occur.

Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in which the entity operates (the functional currency). The consolidated financial statements are presented in Australian dollars, which is CHL’s and CHPT’s functional and presentation currency.

In assessing the amount of consideration to recognise, key judgements and assumptions are made on a forward-looking basis where required.

(ii) Transactions and balances

Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the consolidated statement of comprehensive income, except when they are deferred in equity as qualifying cash flow hedges and qualifying net investment hedges or are attributable to part of the net investment in a foreign operation.

To the extent revenue has not been received at reporting date, a receivable is recognised in the consolidated balance sheet.

Investment Management revenue

Fund management fees are received for performance obligations fulfilled over time with revenue recognised accordingly. Fund management fees are determined in accordance with relevant agreements for each fund, based on the fund’s periodic (usually monthly or quarterly) Gross Asset Value (GAV).

Non-monetary items that are measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value was determined. Translation differences on assets and liabilities carried at fair value are reported as part of the fair value gain or loss.

Generally, invoicing of funds for management fees occurs on a quarterly basis and are receivable within 21 days.

Performance fees are for performance obligations fulfilled over time and for which consideration is variable. The fees for each applicable fund are determined in accordance with the relevant agreement which stipulates out-performance of a benchmark over a given period.

(iii) Foreign currency translation

On consolidation, exchange differences arising from the translation of borrowings, and other financial instruments designated as hedges of such investments, are recognised in other comprehensive income.

Performance fee revenue is recognised to the extent that it is highly probable that the amount of variable consideration recognised will not be significantly reversed when the uncertainty is resolved. Detailed calculations and an assessment of the risks associated with the recognition of the fee are completed to inform the assessment of the appropriate revenue to recognise.

(e) Revenue recognition

The amount of revenue recognised in each period is based on the delivery of performance obligations and when control has been transferred to customers in accordance with the principles set out in AASB 15. Where the Group enters into contracts with multiple service components, judgement is applied to determine whether the components are:

Invoicing of funds for performance fees occurs in accordance with the contractual performance fee payment date.

A contract asset is recognised in the consolidated balance sheet at each reporting date in line with revenue recognised where the right to receive consideration remains conditional on future performance.

distinct – accounted for as separate performance obligations;
not distinct – combined with other promised services until a distinct bundle is identified; or

Transaction fee revenue is recognised at a point in time upon fulfillment of the performance obligation. This is usually the point at which control of the underlying asset being transacted has transferred to the buyer.

part of a series of distinct services that are substantially the same and have the same pattern of transfer to the customer.

For each performance obligation identified, it is determined whether revenue is recognised at a point in time or over time. Revenue is recognised over time if:

Transaction fees are invoiced when the performance obligation has been fulfilled and are receivable within 21 days.

Property Services revenue

the customer simultaneously receives and consumes the benefits provided over the life of a contract as the services are performed;

Property services primarily include property management, development management, leasing, facilities and project management. Revenue is recognised either over time or at a point in time depending on the terms of the specific agreement for each type of service. Invoicing of funds for property services fees

the customer controls the asset that the Group is creating or enhancing; or

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Charter Hall Group Annual Report 2021

Notes to the consolidated financial statements

For the year ended 30 June 2021

33 Summary of significant accounting policies continued

(v) Termination benefits

occurs on a monthly or quarterly basis and are receivable within 21 days.

Termination benefits are payable when employment is terminated by the Group before the normal retirement date, or when an employee accepts voluntary redundancy in exchange for these benefits. The Group recognises termination benefits at the earlier of the following dates:

Recovery of property and fund-related expenses revenue Accounting, marketing and property management services provided to managed funds are charged as an expense recovery. Revenue is recognised over time as the performance obligations are fulfilled. Invoicing of funds for expense recoveries occurs on a monthly or quarterly basis depending on the recovery type and are receivable within 21 days.

(a) when the Group can no longer withdraw the offer of those benefits; and

(b) when the entity recognises costs for a restructuring that is within the scope of AASB 137 and involves the payment of termination benefits. In the case of an offer made to encourage voluntary redundancy, the termination benefits are measured based on the number of employees expected to accept the offer. Benefits falling due more than 12 months after the end of the reporting period are discounted to present value.

Development revenue

Where Charter Hall has control of the underlying asset, revenue from the sale of development assets is recognised when control has been transferred to the customer. Where development assets have been recognised in relation to the enhancement of an asset controlled by the customer, revenue from the realisation of the development costs are recognised over time in accordance with the performance obligations of the contract.

(g) Development assets Costs incurred in fulfilling a development contract with a customer are recognised as a development asset.

Revenue is calculated by reference to the total consideration expected to be received in exchange for fulfilling the performance obligations under the contract. Any variable consideration is constrained to the amount that is highly probable to not significantly reverse. Revenue is recognised based on the most appropriate method that depicts the transfer of goods and services to the customer, generally the ‘cost to cost’ method.

Where Charter Hall has control of the asset, development costs are recorded at the lower of cost and net realisable value.

Where Charter Hall has incurred costs in relation to the enhancement of an asset controlled by the customer, a development contract asset is recognised in the consolidated balance sheet where the right to receive consideration remains conditional on future performance. Development assets are recorded at the lower of cost or the total consideration expected to be received less the total costs expected to be recognised as an expense. Where consideration is received in excess of revenue recognised, a development liability will be recognised.

A development asset is recognised in the consolidated balance sheet at each reporting date in line with revenue recognised where the right to receive consideration remains conditional on future performance.

Proceeds from the sale of development assets are invoiced and receivable in accordance with the relevant terms of the contract.

Development assets are classified as non-current where the group is not contractually entitled to payment within 12 months from balance date.

(f) Employee benefits

(i) Wages and salaries and annual leave Liabilities for wages and salaries, including non-monetary benefits and annual leave expected to be settled within 12 months of the reporting date, are recognised in other payables in respect of employees’ services up to the reporting date and are measured at the amounts expected to be paid when the liabilities are settled.

(h) Investment properties

Investment properties comprise investment interests in land and buildings (including integral plant and equipment) held for the purpose of producing rental income, including properties that are under construction for future use as investment properties.

(ii) Long service leave

Initially, investment properties are measured at cost including transaction costs. Subsequent to initial recognition, the investment properties are stated at fair value. Fair value of investment property is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The best evidence of fair value is given by current prices in an active market for similar property in the same location and condition. Gains and losses arising from changes in the fair values of investment properties are included in the consolidated statement of comprehensive income in the year in which they arise.

Liabilities for other employee entitlements which are not expected to be paid or settled within 12 months of reporting date are accrued in respect of all employees at present values of future amounts expected to be paid. Expected future payments are discounted using a corporate bond rate with terms to maturity that match, as closely as possible, the estimated future cash outflows.

(iii) Retirement benefit obligations Contributions to employee defined contribution superannuation funds are recognised as an expense as they become payable.

(iv) Bonus plans

Charter Hall recognises a liability and an expense for amounts payable to employees. Charter Hall recognises a provision where contractually obliged or where there is a past practice that has created a constructive obligation.

At each balance date, the fair values of the investment properties are assessed by the Responsible Entity with reference to independent valuation reports or through appropriate valuation techniques adopted by the Responsible Entity. Further

Notes to the consolidated financial statements

For the year ended 30 June 2021

33 Summary of significant accounting policies continued

(k) Business combinations

information relating to valuation techniques can be found in Note 23(d).

The acquisition method of accounting is used to account for all business combinations, including business combinations involving entities or businesses under common control, regardless of whether equity instruments or other assets are acquired. The consideration transferred for the acquisition of a subsidiary comprises the fair values of the assets transferred, the liabilities incurred and the equity interests issued. The consideration transferred also includes the fair value of any contingent consideration arrangement and the fair value of any pre-existing equity interest in the subsidiary. Acquisition-related costs are expensed as incurred. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are, with limited exceptions, measured initially at their fair values at the acquisition date. On an acquisition-byacquisition basis, any non-controlling interest in the acquiree is recognised either at fair value or at the non-controlling interests’ proportionate share of the acquiree’s net identifiable assets.

Where the Group disposes of a property at fair value in an arm’s length transaction, the carrying value immediately prior to the sale is adjusted to the transaction price, and the adjustment is recorded in the consolidated statement of comprehensive income within net fair value gain/(loss) on investment property.

The carrying amount of investment properties recorded in the consolidated balance sheet takes into consideration components relating to lease incentives, leasing costs and fixed increases in operating lease rentals in future years.

(i) Plant and equipment

Plant and equipment is stated at historical cost less depreciation. Historical cost includes expenditure that is directly attributable to the acquisition of plant and equipment.

Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. All other repairs and maintenance are charged to the consolidated statement of comprehensive income during the financial year in which they are incurred.

The excess of the consideration transferred, the amount of any non-controlling interest in the acquiree and the acquisition-date fair value of any previous equity interest in the acquiree over the fair value of the acquirer’s share of the net identifiable assets acquired is recorded as goodwill. If those amounts are less than the fair value of the net identifiable assets of the subsidiary acquired and the measurement of all amounts has been reviewed, the difference is recognised directly in profit or loss as a bargain purchase.

Depreciation on other assets is calculated using the straight-line method to allocate their cost or revalued amounts, net of their residual values, over their estimated useful lives, as follows:

Where settlement of any part of cash consideration is deferred, the amounts payable in the future are discounted to their present value as at the date of exchange. The discount rate used is the entity’s incremental borrowing rate, being the rate at which a similar borrowing could be obtained from an independent financier under comparable terms and conditions.

‒	Furniture, fittings and equipment	3	to	10 years
‒	Fixtures	5	to	10 years
‒	Software	3	to	5 years

The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at each reporting date.

An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated recoverable amount.

Contingent consideration is classified either as equity or a financial liability. Amounts classified as a financial liability are subsequently remeasured to fair value with changes in fair value recognised in profit or loss.

Gains and losses on disposals are determined by comparing proceeds with carrying amount. These are included in the consolidated statement of comprehensive income.

(l)

Financial Instruments

(i)

Trade and other receivables

Trade and other receivables are recognised initially at fair value and subsequently measured at amortised cost, less provision for expected credit losses. Trade receivables are due for settlement no more than 21 days from the date of recognition. Expected credit losses in relation to trade receivables are reviewed on an ongoing basis.

(j) Impairment of non-monetary assets

Assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.

An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs of disposal and value-in-use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash inflows which are largely independent of the cash inflows from other assets or groups of assets (cash generating units). Non-financial assets that suffered impairment in prior years are reviewed for possible reversal of the impairment at each reporting date.

(ii) Other financial assets

Classification

The Group classifies its other financial assets as being measured either:

at fair value through other comprehensive income or through profit or loss; or at amortised cost.

‒

The means by which the assets are measured depends upon how they are managed and the contractual terms of the cash flows.

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Charter Hall Group Annual Report 2021

Notes to the consolidated financial statements

For the year ended 30 June 2021

33 Summary of significant accounting policies continued

Fair value hedges that qualify for hedge accounting

Measurement

The gain or loss relating to interest payments on interest rate swaps hedging fixed rate borrowings is recognised in profit or loss within finance costs. Changes in the fair value of derivative hedging instruments and the hedged fixed rate borrowings attributable to interest rate risk are recognised within ‘Net gains/(losses) from derivative financial instruments’. The gain or loss relating to the ineffective portion is also recognised in profit or loss within ‘Net gains/(losses) from derivative financial instruments’.

At initial recognition, the Group measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss, transaction costs that are directly attributable to the acquisition of the financial asset. Transaction costs of financial assets carried at fair value through profit or loss are expensed in profit or loss.

Debt instruments

Subsequent measurement of debt instruments depends on the Group’s business model for managing the asset and the cash flow characteristics of the asset. Presently all the Group’s debt instruments are classified under amortised cost.

Cash flow hedges that qualify for hedge accounting The effective portion of changes in the fair value of derivatives is recognised in other comprehensive income and accumulated in the cash flow hedge reserve in equity. The gain or loss relating to the ineffective portion is recognised immediately in profit or loss within ‘Net gains/(losses) from derivative financial instruments’.

Assets that are held for collection of contractual cash flows where those cash flows represent solely payments of principal and interest are measured at amortised cost. A gain or loss on a debt investment that is subsequently measured at amortised cost and is not part of a hedging relationship is recognised in profit or loss when the asset is derecognised or impaired. Interest income from these financial assets is included in finance income using the effective interest rate method.

Amounts accumulated in equity are reclassified to profit or loss in the periods when the hedged item affects profit or loss (for instance when the forecast transaction that is hedged takes place). The gain or loss relating to the effective portion of cross currency interest rate swaps hedging fixed rate borrowings is recognised in profit or loss within ‘Finance costs’.

(iii) Impairment Trade receivables

Derivatives that do not qualify for hedge accounting For derivative instruments that do not qualify for hedge accounting, changes in the fair value of the derivative instrument are recognised immediately in profit or loss.

For trade receivables, the Group applies the simplified approach to providing for expected credit losses prescribed by AASB 9, which requires the use of the lifetime expected credit loss provision for all trade receivables from initial recognition of the receivables.

(m) Borrowings

Borrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently measured at amortised cost. Any difference between the proceeds (net of transaction costs) and the redemption amount is recognised in the consolidated statement of comprehensive income over the period of the borrowing using the effective interest rate method. Fees paid on the establishment of loan facilities are recognised as transaction costs of the loan to the extent that it is probable that some or all of the facility will be drawn down unless there is an effective fair value hedge of the borrowings, in which case a fair value adjustment will be applied based on the mark to market movement in the benchmark component of the borrowings and this movement is recognised in profit or loss. If the facility has not been drawn down, the fee is capitalised as a prepayment and amortised over the period of the facility to which it relates.

Any impairment loss is recognised through the consolidated statement of comprehensive income.

Debt instruments

The Group assesses on a forward-looking basis the expected credit loss associated with its debt instruments carried at amortised cost. The impairment methodology applied depends on whether there has been a significant increase in credit risk.

(iv) Derivatives and hedge accounting The Group uses derivatives to hedge its exposure to interest rates and foreign currency on borrowings. Derivative financial instruments are measured and recognised at fair value on a recurring basis.

The accounting for subsequent changes in fair value depends on whether the derivative is designated as a hedging instrument, and if so, the nature of the item being hedged. The Group designates certain derivatives as either fair value hedges or cash flow hedges.

Borrowings are removed from the consolidated balance sheet when the obligation specified in the contract is discharged, cancelled or expired. The difference between the carrying amount of a financial liability that has been extinguished or transferred to another party and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognised in profit or loss as other income or finance costs.

The full fair value of a hedging derivative is classified as a noncurrent asset or liability when the remaining maturity of the hedged item is more than 12 months; it is classified as a current asset or liability when the remaining maturity of the hedged item is less than 12 months.

Where the terms of a financial liability are renegotiated and the entity issues equity instruments to a creditor to extinguish all or part of the liability (debt for equity swap), a gain or loss is recognised in profit or loss, which is measured as the difference between the carrying amount of the financial liability and the fair value of the equity instruments issued.

The Group’s derivatives in place as at 30 June 2021 qualified as fair value and cash flow hedges under AASB 9. The Group’s risk management strategies and hedge documentation are aligned with the requirements of AASB 9 and these relationships are therefore treated as continuing hedges.

Notes to the consolidated financial statements

For the year ended 30 June 2021

33 Summary of significant accounting policies continued

(o) Comparative information

Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least 12 months after the reporting period.

Where necessary, comparative information has been adjusted to conform with changes in presentation in the current year.

(p) Rounding of amounts

Borrowing costs

Under the option provided by ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument 2016/191 issued by the Australian Securities and Investments Commission relating to the ‘rounding off’ of amounts in the financial statements, amounts in the Company and the Trust’s consolidated financial statements have been rounded to the nearest hundred thousand in accordance with that ASIC Corporations Instrument, unless otherwise indicated.

Borrowing costs associated with the acquisition or construction of a qualifying asset, including interest expense, are capitalised as part of the cost of that asset during the period that is required to complete and prepare the asset for its intended use. Borrowing costs not associated with qualifying assets are expensed.

(n) Provisions Provisions are recognised when the Group has a present legal or constructive obligation as a result of past events, it is probable that an outflow of resources will be required to settle the obligation, and the amount can be reliably estimated. Provisions are not recognised for future operating losses.

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Charter Hall Group Annual Report 2021

Directors’ declaration to securityholders

For the year ended 30 June 2021

In the opinion of the Directors of Charter Hall Limited (Company), and the Directors of the Responsible Entity of Charter Hall Property Trust (Trust), Charter Hall Funds Management Limited (collectively referred to as the Directors):

(a) the financial statements and notes of Charter Hall Limited and its controlled entities including Charter Hall Property Trust and its controlled entities (Charter Hall Group) and Charter Hall Property Trust and its controlled entities (Charter Hall Property Trust Group) set out on pages 83 to 137 are in accordance with the Corporations Act 2001, including:
(i) complying with Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting requirements; and
(ii) giving a true and fair view of Charter Hall Group’s and Charter Hall Property Trust Group’s financial positions as at 30 June 2021 and of their performance for the financial year ended on that date; and
(b) there are reasonable grounds to believe that both Charter Hall Limited and the Charter Hall Property Trust will be able to pay their debts as and when they become due and payable; and
(c) at the date of this declaration, there are reasonable grounds to believe that the members of the extended closed group identified in Note 31 will be able to meet any obligations or liabilities to which they are, or may become, subject by virtue of the deed of cross guarantee described in Note 31.

Note 33(b) confirms that the financial statements also comply with International Financial Reporting Standards as issued by the International Accounting Standards Board.

The Directors have been given the declarations by the Managing Director and Group CEO and Chief Financial Officer required by section 295A of the Corporations Act 2001.

This declaration is made in accordance with a resolution of the Directors.

Independent auditor’s report

For the year ended 30 June 2021

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Independent auditor’s report

To the stapled securityholders of Charter Hall Group and the unitholders of Charter Hall Property Trust

Report on the audit of the financial reports

Our opinion

In our opinion:

The accompanying financial reports of Charter Hall Limited and its controlled entities and Charter Hall Property Trust and its controlled entities (together “Charter Hall Group”) and Charter Hall Property Trust and its controlled entities (together “Charter Hall Property Trust Group”) are in accordance with the Corporations Act 2001 , including:

(a) giving a true and fair view of the Charter Hall Group and Charter Hall Property Trust Group financial positions as at 30 June 2021 and of their financial performance for the year then ended
(b) complying with Australian Accounting Standards and the Corporations Regulations 2001 .

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David Clarke

Chair

Sydney 23 August 2021

What we have audited

The Charter Hall Group and the Charter Hall Property Trust Group financial reports comprise:

the consolidated balance sheets as at 30 June 2021
the consolidated statements of comprehensive income for the year then ended
the consolidated statement of changes in equity – Charter Hall Group for the year then ended
the consolidated statement of changes in equity – Charter Hall Property Trust Group for the year then ended
the consolidated cash flow statements for the year then ended
the notes to the consolidated financial statements, which include significant accounting policies and other explanatory information
the directors’ declaration to securityholders.

The Charter Hall Group comprises Charter Hall Limited and the entities it controlled at year end or from time to time during the financial year and Charter Hall Property Trust and the entities it controlled at year end or from time to time during the financial year. The Charter Hall Property Trust Group comprises Charter Hall Property Trust and the entities it controlled at year end or from time to time during the financial year.

Basis for opinion

We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial reports section of our report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

PricewaterhouseCoopers, ABN 52 780 433 757

One International Towers Sydney, Watermans Quay, Barangaroo, GPO BOX 2650, SYDNEY NSW 2001 T: +61 2 8266 0000, F: +61 2 8266 9999, www.pwc.com.au

Level 11, 1PSQ, 169 Macquarie Street, Parramatta NSW 2150, PO Box 1155 Parramatta NSW 2124 T: +61 2 9659 2476, F: +61 2 8266 9999, www.pwc.com.au

Liability limited by a scheme approved under Professional Standards Legislation.

Directors’ Report and Financial Report | 139

Charter Hall Group Annual Report 2021

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Independence

We are independent of Charter Hall Group and Charter Hall Property Trust Group in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional & Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code) that are relevant to our audit of the financial reports in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.

Our audit approach

An audit is designed to provide reasonable assurance about whether the financial reports are free from material misstatement. Misstatements may arise due to fraud or error. They are considered material if individually or in aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the financial reports.

We tailored the scope of our audit to ensure that we performed enough work to be able to give an opinion on the financial reports as a whole, taking into account the geographic and management structure of Charter Hall Group and Charter Hall Property Trust Group, their accounting processes and controls and the industry in which they operate.

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Materiality

For the purpose of our audit of Charter Hall Group and Charter Hall Property Trust Group we used overall materiality of $14.2 million, which represents approximately 5% of Charter Hall Group’s operating earnings.
We applied this threshold, together with qualitative considerations, to determine the scope of our audit and the nature, timing and extent of our audit procedures and to evaluate the effect of misstatements on the financial reports as a whole.
We chose operating earnings (an adjusted profit metric) as the benchmark because, in our view, it is a generally accepted industry metric against which the performance of Charter Hall Group is regularly measured.
We utilised a 5% threshold based on our professional judgement, noting it is within the range of commonly acceptable thresholds.

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Audit Scope

Our audit focused on where Charter Hall Group and Charter Hall Property Trust Group made subjective judgements; for example, significant accounting estimates involving assumptions and inherently uncertain future events.
We, as the group audit team, identified separate components of Charter Hall Group and Charter Hall Property Trust Group representing individually significant investments. Component audit teams assisted the group engagement team to perform an audit of those components.
At both the Charter Hall Group and Charter Hall Property Trust Group level, audit procedures were performed over group transactions and financial report disclosures.
The work performed by component audit teams, together with the additional audit procedures performed at the Charter Hall Group and Charter Hall Property Trust Group level provided us with sufficient evidence for our opinion on the financial reports as a whole.

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial reports for the current period. The key audit matters were addressed in the context of our audit of the financial reports as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. Further, any commentary on the outcomes of a particular audit procedure is made in that context. We communicated the key audit matters to the Audit, Risk and Compliance Committee.

Key audit matter

How our audit addressed the key audit matter

Our audit procedures included evaluating the design of relevant controls relating to Charter Hall Group’s and Charter Hall Property Trust Group’s equity accounted investments process. To assess the carrying amount of investments accounted for using the equity method, our audit included the following audit procedures, amongst others:

Carrying value of investments accounted for using the equity method (Charter Hall Group and Charter Hall Property Trust Group) (Refer to notes 2 and 3)

Charter Hall Group and Charter Hall Property Trust Group invest in certain underlying funds managed by Charter Hall Group. These funds comprise listed and unlisted funds which invest across a range of office, industrial, retail, social infrastructure and diversified property portfolios.

Updating our understanding of market conditions relating to the investments and discussing with management the particular circumstances affecting the investments.

These investments are typically classified as associates or joint ventures as the investor is considered to have significant influence or joint control.

Reperforming the equity method of accounting calculations by reference to underlying investee financial information.
• For a sample of material acquisitions made during the year, agreeing certain transaction details to appropriate source documents.

Investments in associates and joint ventures contribute a significant proportion of total income and total assets.

In accordance with Australian Accounting Standards, interests in associates and joint ventures, need to be assessed for indicators of

Evaluating the assessments made by Charter Hall Group and Charter Hall Property Trust Group of whether there

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Charter Hall Group Annual Report 2021

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Key audit matter How our audit addressed the key audit matter

impairment at the reporting date. If indicators of impairment exist, the recoverable amount for each investment needs to be estimated. These assessments involve significant judgements in estimating future cash flows and the rate at which they are discounted and in evaluating fair value less costs to sell.

were any indicators of impairment or whether impairment losses recognised in prior periods should be reversed, including evaluating the impairment assessment methodologies and the significant assumptions used. • For impaired investments our procedures included:

evaluating the appropriateness of impairment assessment methodology and significant assumptions applied in calculating the recoverable amounts of the relevant investments.

Given the significance of these investments to the results and consolidated balance sheets of Charter Hall Group and Charter Hall Property Trust Group, together with the extent of judgement involved in light of the continued impact and uncertainty surrounding the COVID19 pandemic, we consider this to be a key audit matter.

performing testing over the mathematical accuracy of the underlying calculations.

Assessing the reasonableness of the relevant disclosures in the financial reports in light of the requirements of Australian Accounting Standards.

Our audit procedures included evaluating the design of relevant controls relating to the recognition and measurement of performance fee revenue.

Revenue recognition – performance fees (Charter Hall Group) (Refer to note 4)

Australian Accounting Standards require variable revenue, such as performance fees, to be recognised only to the extent that it is highly probable that a significant reversal in the amount of cumulative revenue recognised will not occur.

For a sample of funds with performance fees contracts we performed the following audit procedures, amongst others:

We assessed the appropriateness of revenue recognition against the requirements of Australian Accounting Standards.

We considered performance fees to be a key audit matter because of the:

Evaluated the appropriateness of significant assumptions and data used to estimate the variable revenue in the context of Australian Accounting Standards and whether the judgements made in selecting them give rise to indicators of possible bias by Charter Hall Group. This included:
estimation uncertainty associated with estimating the period remaining from balance sheet date to performance fee crystallisation date and determining the degree of probability of revenue reversal during that period, including potential and uncertain economic impacts of COVID-19 on future property valuations.
Agreeing the data in Charter Hall Group’s calculations to source documents, where possible.
the potential financial significance of performance fees to the Charter Hall Group results.
Assessing the appropriateness of the key factors the Charter Hall Group considered to

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Key audit matter

Revenue recognition – development revenue (Charter Hall Group) (Refer to note 4)

Development revenue is recognised when value is transferred to the customer (i.e. over time or at time of sale). Judgement is applied where development revenue is recognised on a percentage of completion basis as it involves the use of forward-looking assumptions including forecast costs at completion.

We considered development revenue to be a key audit matter because of the:

financial significance of this revenue stream to Charter Hall Group’s comprehensive income.
degree of estimation uncertainty and judgement in relation to estimating total project costs.
sensitivity of Charter Hall Group’s assessment to changes in these assumptions such as total project costs.

How our audit addressed the key audit matter

evaluate the probability of a revenue reversal by comparing significant assumptions to those available in the industry.

Tested the mathematical accuracy, on a sample basis, of the performance fee calculations and assessed whether they were in accordance with the relevant Constitution.
Where a performance fee was paid during the year, we inspected evidence of payment.

Assessed the reasonableness of the disclosures in the financial report, including those related to estimation uncertainty, against the requirements of Australian Accounting Standards.

Our audit procedures included evaluating the design of relevant controls relating to the recognition and measurement of development revenue.

For a sample of projects for which development revenue was recognised in the year we performed the following audit procedures, amongst others:

Obtained the relevant development agreements executed between Charter Hall Group and the customer(s) and evaluated the terms of the agreement to develop an understanding of the performance obligation and transaction price.
Enquired with management on the feasibility of projects to develop an understanding of project status and risks as well as percentage completion used by Charter Hall Group in their assessment of development revenue for the year and forecast for future periods.
Assessed the capitalisation and forecast of costs by, amongst other things, agreeing them back to quantity surveyor and independent certifier reports where relevant.

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Charter Hall Group Annual Report 2021

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Key audit matter

Carrying value of indefinite life management rights (Charter Hall Group)

How our audit addressed the key audit matter

Assessed the reasonableness of the disclosures in the financial report, including those related to estimation uncertainty, against the requirements of Australian Accounting Standards.

Our audit procedures included evaluating the design of relevant controls relating to indefinite life management rights.

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Other information

The directors of Charter Hall Limited and the directors of Charter Hall Funds Management Limited, the responsible entity of Charter Hall Property Trust (collectively referred to as “the directors”) are responsible for the other information. The other information comprises the information included in the annual report for the year ended 30 June 2021, but does not include the financial reports and our auditor’s report thereon. Prior to the date of this auditor's report, the other information we obtained included the Directors' report, Contact details and Corporate directory. We expect the remaining other information to be made available to us after the date of this auditor's report.

Our opinion on the financial reports does not cover the other information and accordingly we do not and will not express any form of assurance conclusion thereon.

(Refer to note 12)

For a sample of impairment tests performed by the Charter Hall Group, our audit included the following procedures, amongst others, in conjunction with PwC valuation experts:

The Charter Hall Group's indefinite life intangible assets comprise management rights in relation to managed funds. These intangible assets had a carrying value of $101.3 million at 3o June 2021.

We evaluated the relevant cash flow forecasts, including performing tests over the mathematical accuracy of the underlying calculations and comparing the forecasts to Board approved budgets.

These management rights are considered to have indefinite useful lives and accordingly an annual impairment test is required by Australian Accounting Standards.

Tested management’s forecast accuracy of estimating future distributions by testing the previous three years estimates to actuals.

We considered the valuation of indefinite life intangible assets a key audit matter because of

the: • We considered the method applied and • degree of estimation uncertainty and assessed the appropriateness of the significant assumptions including
judgement in relation to estimating the recoverable amount of indefinite life growth rates, discount rates, and terminal value multiples used in light of
management rights including potential Australian Accounting Standards.
degree of estimation uncertainty and judgement in relation to estimating the recoverable amount of indefinite life management rights including potential and uncertain economic impacts of COVID-19 on future property valuations.

Assessed the reasonableness of the disclosures made in note 12, including those related to estimation uncertainty, against the requirements of Australian Accounting Standards.

sensitivity of Charter Hall Group’s assessment to changes in significant assumptions such as growth rates, discount rates, and terminal value multiples.

In connection with our audit of the financial reports, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial reports or our knowledge obtained in the audit, or otherwise appears to be materially misstated.

If, based on the work we have performed on the other information that we obtained prior to the date of this auditor’s report, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

When we read the other information not yet received, if we conclude that there is a material misstatement therein, we are required to communicate the matter to the directors and use our professional judgement to determine the appropriate action to take.

Responsibilities of the directors for the financial reports

The directors are responsible for the preparation of the financial reports that give a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the financial reports that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the financial reports, the directors are responsible for assessing the ability of Charter Hall Group and Charter Hall Property Trust Group to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate Charter Hall Group and Charter Hall Property Trust Group or to cease operations, or have no realistic alternative but to do so.

Auditor’s responsibilities for the audit of the financial reports

Our objectives are to obtain reasonable assurance about whether the financial reports as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the financial reports.

A further description of our responsibilities for the audit of the financial reports is located at the Auditing and Assurance Standards Board website at:

https://www.auasb.gov.au/admin/file/content102/c3/ar1_2020.pdf. This description forms part of our auditor's report.

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Report on the remuneration report

Our opinion on the remuneration report

We have audited the remuneration report included in pages 54 to 79 of the directors’ report for the year ended 30 June 2021.

In our opinion, the remuneration report of Charter Hall Limited for the year ended 30 June 2021 complies with section 300A of the Corporations Act 2001.

Responsibilities

The directors are responsible for the preparation and presentation of the remuneration report in accordance with section 300A of the Corporations Act 2001 . Our responsibility is to express an opinion on the remuneration report, based on our audit conducted in accordance with Australian Auditing Standards.

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PricewaterhouseCoopers

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This page has been left blank intentionally.

E A Barron Sydney Partner 23 August 2021

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Charter Hall Group Annual Report 2021

Securityholder Analysis

Distribution of equity stapled securityholders as at 29 July 2021

	Stapled	% of issued	No. of
Range	securities held	stapled securities	Holders
100,001 and Over	440,759,376	94.63	54
50,001 to 100,000	2,444,230	0.52	34
10,001 to 50,000	7,337,857	1.58	392
5,001 to 10,000	4,680,552	1.00	651
1,001 to 5,000	8,341,233	1.79	3,486
1 to 1,000	2,213,883	0.48	5,666
Total	465,777,131	100.00	10,283
Unmarketable parcels	1,228	0.00	455

Substantial securityholder notices as at 29 July 2021

Substantial securityholder notices as at 29 July 2021
		Stapled	% securities
Ordinary securities	Date of change	securities held	held
Mitsubishi UFJ Financial Group, Inc.	13 Jan 2021	34,035,032	7.31
BlackRock Group (BlackRock Inc. and subsidiaries)	24 Sep 2020	23,402,834	5.02
Commonwealth Bank of Australia ACN 123 123 124 (CBA)	27 May 2020	37,363,414	8.02
and its related bodies corporate
First Sentier Investors Holdings Pty Limited ACN 630 725 558	14 Feb 2020	28,958,515	6.22
and its related bodies corporate listed in annexure A

Top 20 registered equity securityholders as at 29 July 2021

			Stapled	%IC of issued
Rank	Name	A/C designation	securities held	securities
1	HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED		153,082,687	32.87
2	J P MORGAN NOMINEES AUSTRALIA PTY LIMITED		126,752,954	27.21
3	CITICORP NOMINEES PTY LIMITED		51,725,215	11.11
4	NATIONAL NOMINEES LIMITED		35,936,842	7.72
5	CITICORP NOMINEES PTY LIMITED	<COLONIAL FIRST STATE INV	19,815,028	4.25
		A/C>
6	BNP PARIBAS NOMINEES PTY LTD		17,603,578	3.78
7	BNP PARIBAS NOMS PTY LTD		11,284,726	2.42
8	HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED		3,808,268	0.82
9	MILTON CORPORATION LIMITED		2,556,000	0.55
10	BNP PARIBAS NOMINEES PTY LTD HUB24		1,714,986	0.37
	CUSTODIAL SERV LTD
11	BNP PARIBAS NOMS(NZ) LTD		1,461,196	0.31
12	BNP PARIBAS NOMINEES PTY LTD SIX SIS LTD		1,416,416	0.30
13	PORTMIST PTY LIMITED / DAVID HARRISON		1,413,463	0.30
14	UBS NOMINEES PTY LTD		981,288	0.21
15	WOODROSS NOMINEES PTY LTD		904,715	0.19
16	CERTANE CT PTY LTD		816,688	0.18
17	BNP PARIBAS NOMINEES PTY LTD		786,403	0.17
18	ONE MANAGED INVESTMENT FUNDS LTD	<CHARTER HALL MAXIM PROPERTY	718,948	0.15
		SEC>
19	HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED		638,624	0.14
	- A/C 2
20	AMP LIFE LIMITED		581,501	0.12
Total			433,999,526	93.17
Balance of register			31,777,605	6.83
Grand	total		465,777,131	100.00

Securityholder Analysis | 149

Charter Hall Group Annual Report 2021

Investor Information

How do I invest in Charter Hall?

Charter Hall Group securities are listed on the Australian Securities Exchange (ASX: CHC).

Securityholders will need to use the services of a stockbroker or an online broking facility to invest in Charter Hall.

Where can I find more information about Charter Hall? Charter Hall’s website, www.charterhall.com.au contains extensive information on our Board and management team, corporate governance, sustainability, our property portfolio and all investor communications including distribution and tax information, reports and presentations. The website also provides information on the broader Charter Hall Group including other managed funds available for investment. You can also register your details on our website to receive ASX announcements by an email alert as they are being released. To register your details, please visit our website at www.charterhall.com.au and subscribe to updates.

Can I receive my Annual Report electronically?

Charter Hall provides its annual report as a PDF, accessible on its website. You can elect to receive notification that this report is available online via your Investor Centre login.

How do I receive payment of my distribution?

Charter Hall Group pays its distribution via direct credit. This enables you to receive automatic payment of your distributions quickly and securely. You can nominate any Australian or New Zealand bank, building society, credit union or cash management account for direct payment by downloading a direct credit form using the Investor Login facility and sending it to Link Market Services. On the day of payment, you will be sent a statement via post or email confirming that the payment has been made and setting out details of the payment. The Group no longer pays distributions by cheque.

Can I reinvest my distribution?

When operating, the Distribution Reinvestment Plan (DRP) allows you to have your distributions reinvested in additional securities in Charter Hall, rather than having your distributions paid to you. The DRP is currently not available.

Do I need to supply my Tax File Number?

You are not required by law to supply your Tax File Number (TFN), Australian Business Number (ABN) or exemption. However, if you do not provide these details, withholding tax may be deducted at the highest marginal rate from your distributions. If you wish to provide your TFN, ABN or exemption, please contact Link Market Services on 1300 303 063 or your sponsoring broker. You can also update your details directly using the Investor Login facility on our website.

How do I complete my annual tax return for the distributions I receive from Charter Hall?

At the end of each financial year, we issue securityholders with an Annual Taxation Statement. This statement includes information required to complete your tax return. The distributions paid in February and August are required to be included in your tax return for the financial year the income was earned, that is, the distribution income paid in August 2021 should be included in your 2021 financial year tax return.

How do I make a complaint?

Securityholders wishing to lodge a complaint should do so in writing and forward it to the Compliance Manager, Charter Hall Group at the address shown in the Directory. In the event that a complaint cannot be resolved within a reasonable timeframe (usually 45 days) or you are not satisfied with our response, you can seek assistance the Australian Financial Complaints Authority (AFCA), an external complaints resolution service that has been approved by ASIC. AFCA’s contact details are below:

Australian Financial Complaints Authority

GPO Box 3

Melbourne Vic. 3001

Phone 1800 931 678 Email [email protected] Web www.afca.org.au

Contact Details

Corporate Directory

Registered office

Registry

Level 20, No.1 Martin Place Sydney NSW 2000

To access information on your holding or update/change your details including name, address, tax file number, payment instructions and document requests, contact:

Tel +61 2 8651 9000 ASX CHC Code

Link Market Services Limited

Locked Bag A14 Sydney South NSW 1235

Tel 1300 303 063 (within Australia) +61 2 8280 7134 (outside Australia) E-mail [email protected] Web linkmarketservices.com.au

Directors

David Clarke (Chair), Philip Garling, David Harrison, Karen Moses, Greg Paramor AO, David Ross and Jacqueline Chow

Company Secretary Mark Bryant

Investor relations

Auditor

PricewaterhouseCoopers One International Towers Sydney Watermans Quay, Barangaroo Sydney NSW 2000

All other enquiries related to Charter Hall Group can be directed to Investor Relations:

Charter Hall Group GPO Box 2704 Sydney NSW 2001

Tel 1300 365 585 (within Australia) +61 2 8651 9000 (outside Australia) E-mail [email protected] Web charterhall.com.au

Important information

This Annual Report has been prepared and issued by Charter Hall Limited (ABN 57 113 531 150) and Charter Hall Funds Management Limited (ABN 31 082 991 786 AFSL 262861) (CHFML) as Responsible Entity of the Charter Hall Property Trust (together, the Charter Hall Group or the Group). The information contained in this report has been compiled to comply with legal and regulatory requirements and to assist the recipient in assessing the performance of the Group independently and does not relate to, and is not relevant for, any other purpose.

This report is not intended to be and does not constitute an offer or a recommendation to acquire any securities in the Charter Hall Group. This report does not take into account the personal objectives, financial situation or needs of any investor. Before investing in Charter Hall Group securities, you should consider your own objectives, financial situation and needs and seek independent financial, legal and/or taxation advice. Historical performance is not a reliable indicator of future performance. Due care and attention has been exercised in the preparation of forward looking statements. However, any forward looking statements contained in this report are not guarantees or predictions of future performance and, by their very nature, are subject to uncertainties and contingencies, many of which are outside the control of the Group. Actual results may vary materially from any forward looking statements contained in this report. Readers are cautioned not to place undue reliance on any forward looking statements. Except as required by applicable law, the Group does not undertake any obligation to publicly update or review any forward looking statements, whether as a result of new information or future events.

The receipt of this report by any person and any information contained herein or subsequently communicated to any person in connection with the Charter Hall Group is not to be taken as constituting the giving of investment, legal or tax advice by the Charter Hall Group nor any of its related bodies corporate, directors or employees to any such person. Neither the Charter Hall Group, its related bodies corporate, directors, employees nor any other person who may be taken to have been involved in the preparation of this report represents or warrants that the information contained in this report, provided either orally or in writing to a recipient in the course of its evaluation of the Charter Hall Group or the matters contained in this report, is accurate or complete. CHFML does not receive fees in respect of the general financial product advice it may provide; however, entities within the Charter Hall Group receive fees for operating the Charter Hall Property Trust in accordance with its constitution. Entities within the Group may also receive fees for managing the assets of, and providing resources to, the Charter Hall Property Trust. All information herein is current as at 30 June 2021 unless otherwise stated. All references to dollars ($) or A$ are to Australian Dollars unless otherwise stated.

Information regarding US Investors/US Persons:

Each person that holds Charter Hall Group securities that is in the United States (US) or is a US Person is required to be a Qualified Institutional Buyer/Qualified Purchaser (QIB/QP) at the time of the acquisition of any Charter Hall Group securities, and is required to make the representations in the confirmation letter or subscription agreement as of the time it acquired the applicable securities.

The securities can only be resold or transferred in a regular brokered transaction on the ASX in accordance with Rule 903 or 904 of Regulation S, where neither it nor any person acting on its behalf knows, or has reason to know, that the sale has been prearranged with a US Person, or that the purchaser is in the United States or a US Person (e.g. no prearranged trades (‘special crossing’) with US Persons or other off-market transactions). To the maximum extent permitted by law, the Charter Hall Group reserves the right to:

(i) request any person that they deem to be in the United States or a US Person, who was not at the time of acquisition of the securities a QIB/QP, to sell its securities; (ii) refuse to record any subsequent sale or transfer of securities to a person in the United States or a US Person; and

(iii) take such other action as it deems necessary or appropriate to enable the Charter Hall Group to maintain the exception from registration under Section 3(c) (7) of the Investment Company Act.

If you are not the beneficial owner of securities in the Charter Hall Group, you must pass this information to the beneficial owner of the securities.

charterhall.com.au/chc

AI assistant

CHARTER HALL GROUP — Annual Report 2021

64645_rns_2021-09-21_e49382f3-7b8d-4f15-9be1-50a57a882f89.pdf

Purpose

Our community

Our tenant customers

Our investors

Our environment

Our people

FY21 Performance

Chair

Message

Dear Securityholder

Our performance

Looking to the future

Meaningful action on climate change

Creating social value

Serving customers and securityholders

Outlook

Dear Securityholder

Resilience in the face of economic setback

Long term performance

Quality property funds management portfolio

Significant growth in FUM

Active development pipeline

Valued relationships with our tenant customers

Resilient Property Investment portfolio

Culture is our bedrock

Accelerating our environmental goals

Outlook and guidance

Capital Sources

97.3%

4.62%

26.3%

8.3 yrs

$10.8bn

$8.2bn

98.2%

98.6%

5.23%

4.89%

8.9 yrs

Logistics

Richard Stacker

Long WALE Retail

Avi Anger

Convenience

Retail

Social Infrastructure

Travis Butcher

Direct funds net return since inception

Charter Hall Direct

Sustainability

Environment: Climate Resilience

Social: Strong Communities

Focus areas Progress this year

Nurturing wellbeing

What we did

83%

76%

35%

Governance: Responsible Business

Climate related risks and opportunities

Focus areas

Outcomes and progress

New Projects:

Achieved:

Business-as-usual (RCP8.5) scenario

Transition to a low carbon economy (RCP2.6) scenario

Outcome:

Board of Directors

Executive

Committee

Carmel Hourigan

Greg Chubb

Office CEO

Retail CEO

BBus (Land Economics), FAPI

BBus (Land Economics), GradDip Finance and Investment

Steven Bennett

CHARTER HALL GROUP Annual Report 2021