CHARTER HALL GROUP — Major Shareholding Notification 2011

Oct 23, 2011

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24 October 2011

Stephanie So Advisor, Issuers (Sydney) ASX Limited Exchange Centre 20 Bridge Street SYDNEY NSW 2000

Dear Ms So

Level 11, 333 George Street Sydney NSW 2000 GPO Box 2704 Sydney NSW 2001 Tel +61 2 8908 4000 Fax +61 2 8908 4040 www.charterhall.com.au Charter Hall Limited ABN 57 113 531 150 Charter Hall Funds Management Limited ABN 31 082 991 786

Charter Hall Retail REIT ("CQR")

We enclose a Form 604 (Notice of interests of a Substantial Holder) for Charter Hall Funds Management Limited (CHFML) in relation to Charter Hall Retail REIT (CQR).

As announced on 21 October 2011, CHFML has acquired a further 5,054,982 CQR units (representing 1.69% of CQR units on issue) under its right of first refusal under the Unit Transfer Agreement with Macquarie Bank Limited (MBL), taking its direct interest in CQR to 10.00%. CHFML’s total relevant interest is 10.36% which includes units held by Charter Hall Property Securities Fund[1] .

Although CHFML has acquired these further units, the attached notice discloses a reduction in its relevant interest in CQR units. This is because its previous relevant interest included the 11,945,635 units (3.99% of the units on issue) which were the subject of its right of first refusal under the Unit Transfer Agreement. CHFML has now exercised that right of first refusal over 5,054,982 of those 11,945,635 CQR units and has ceased to hold a relevant interest in the balance 6,890,653 CQR units.

Please do not hesitate to contact the undersigned if you require further information.

Yours faithfully

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Nathan Francis Company Secretary

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1 – refer announcement dated 16 June 2011 for further information.

Form 604 Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme

Charter Hall Retail REIT

ACN/ARSN

093 143 965

1. Details of substantial holder (1) Name Charter Hall Funds Management Limited ( CHFML ), Charter Hall Limited ( CHL ) and Charter Hall Holdings Pty Limited ( CHHPL ) ACN/ARSN (if applicable) CHFML (ACN 082 991 786), CHL (ACN 113 531 150) and CHHPL (ACN 051 363 547) There was a change in the interests of the substantial holder on 21/10/2011 The previous notice was given to the company on 16/06/2011 The previous notice was dated 16/06/2011

2. Previous and present voting power

The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in when last required, and when now required, to give a substantial holding notice to the company or scheme, are as follows:

		Previous notice	Present notice	Present notice
	Class of securities (4)	Person’s votes Voting power(5)	Person’s votes	Voting power(5)
	Fully Paid Ordinary Units	37,510,626 12.29%	31,044,973	10.36%
3. Changes in	relevant interests
Particulars of each change in, or change in the nature of, a relevant interest of the substantial holder or an associate in voting securities of the company or
scheme, since the substantial holder was last required to give a substantial holding notice to the company or scheme are as follows:

Date of change	Person whose relevant interest changed	Nature of change (6)		Consideration given in relation to change (7)	Class and number of securities affected	Person’s votes affected
		Cessation of CHFML's first
		right of refusal under the
		Unit Transfer Agreement
12/10/2011	CHFML	dated 12 February 2010			6,890,653	6,890,653
		between CHFML and MBL			Fully Paid Ordinary Units
		(UTA) by MBL to third
		parties
CHFML previously had a relevant interest		in 11,945,635 fully paid ordinary units pursuant to a first right of refusal under the UTA. CHFML has now exercised
its first right of refusal over 5,054,982 of those 11,945,635 units, at $3.20				per unit. CHFM has ceased to hold a relevant interest in the balance 6,890,653
units, which MBL has disposed of to a third party.

4. Present relevant interests

Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:

Holder of relevant interest	Registered holder of securities	Person entitled to be registered as holder (8)	Nature of relevant interest (6)	Class and number of securities	Person’s votes
			CHFML has a relevant interest under s608(1) of
CHFML, CHL and CHHPL	CHFML	CHFML	the Corporations Act. CHL and CHHPL have a relevant interest under s608(3) of the Corporations Act because of their interest in	24,907,875	24,907,875
			CHFML.
			CHFML has a relevant interest under s608(1) of
CHFML, CHL and CHHPL	MBL and its related bodies corporate	CHFML	the Corporations Act pursuant to the exercise of CHFML’s first right of refusal under the UTA. CHL and CHHPL have a relevant interest under s608(3) of the Corporations Act because of their	5,054,982	5,054,982
			interest in CHFML.

		Charter Hall
		Property
		Securities Fund
	CHL and CHHPL (CHPSF), of which Reliance Investment Management Pty			CHPSF			CHL and CHHPL have a relevant interest under s608(3) of the Corporations Act because of their interest in RIM.	1,082,116	1,082,116
		Ltd (RIM)is the
		investment
		manager
5. Changes in		association
The persons who have become associates (2) of, ceased to be associates of, or have changed the nature of their association (9) with, the substantial holder in
relation to voting		interests in the company or scheme			are as follows:
		Name and applicable)	ACN/ARSN		(if		Nature of association

Name and ACN/ARSN (if applicable)	Nature of association
CHL, CHHPL and their related bodies corporate	CHFML is a related body corporate of each entity.

6. Addresses

The addresses of persons named in this form are as follows:

Name	Address
CHFML, CHL, CHHPL	Level 11, 333 George Street, SydneyNSW 2000

Signature

print name Nathan Francis	capacity	Company Secretary
sign here	date	24/10/2011

DIRECTIONS

• (1) If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager and trustee of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 6 of the form.

• (2) See the definition of "associate" in section 9 of the Corporations Act 2001.

• (3) See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.

• (4) The voting shares of a company constitute one class unless divided into separate classes.

• (5) The person’s votes divided by the total votes in the body corporate or scheme multiplied by 100.

• (6) Include details of:

• (a) any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy of any document setting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and

• (b) any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).

• See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.

• (7) Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired has, or may, become entitled to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included on any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.

(8) If the substantial holder is unable to determine the identity of the person (eg. if the relevant interest arises because of an option) write “unknown’”.

• (9) Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.