CHARTER HALL RETAIL REIT — Proxy Solicitation & Information Statement 2015

Oct 28, 2015

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Charter Hall Retail Management Limited ABN 46 069 709 468 AFSL 246996

As Responsible Entity of Charter Hall Retail REIT ARSN 093 143 965

LODGE YOUR PROXY FORM

ONLINE  www.linkmarketservices.com.au

BY MAIL  Charter Hall Retail REIT C/- Link Market Services Limited Locked Bag A14 Sydney South NSW 1235 Australia

 BY FAX +61 2 9287 0309

 BY HAND Link Market Services Limited 1A Homebush Bay Drive, Rhodes NSW 2138

• ALL ENQUIRIES TO Telephone: +61 1300 303 063

PROXY FORM I/We being a Unitholder(s) of Charter Hall Retail REIT and entitled to attend and vote hereby appoint: APPOINT A PROXY the Chairman of the OR if you are NOT appointing the Chairman of the Meeting as your proxy, please write the name of the person or Meeting (mark box) body corporate you are appointing as your proxy or failing the person or body corporate named, or if no person or body corporate is named, the Chairman of the Meeting, as my/our proxy to act generally on my/our behalf (including to vote in accordance with the following directions or, if no directions have been given and to the extent permitted by the law, as the proxy sees fit) at the Meeting to be held at 10:00am(AEDT) on Tuesday, 17 November 2015 at Level 20, 1 Martin Place, Sydney, NSW 2000 (the Meeting ) and at any postponement or adjournment of the Meeting. The Chairman of the Meeting intends to vote undirected proxies in favour of each item of business. VOTING DIRECTIONS Proxies will only be valid and accepted by CHRML if they are signed and received no later than 48 hours before the Meeting. Please read the voting instructions overleaf before marking any boxes with an T Resolutions For Against Abstain * 1 Re-election of Alan Rattray-Wood as a Director

2 Approval of issue of Units to Charter Hall Group

3 Ratification of Institutional Placement

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 * If you mark the Abstain box for a particular Item, you are directing your proxy not to vote on your behalf on a show of hands or on a poll and your votes will not be counted in computing the required majority on a poll.

SIGNATURE OF UNITHOLDERS – THIS MUST BE COMPLETED

Unitholder 1 (Individual)Sole Director and Sole Company Secretary	Joint Unitholder 2 (Individual)Director/Company Secretary (Delete one)	Joint Unitholder 3 (Individual)Director

This form should be signed by the Unitholder. If a joint holding, either Unitholder may sign. If signed by the Unitholder’s attorney, the power of attorney must have been previously noted by the registry or a certified copy attached to this form. If executed by a company, the form must be executed in accordance with the company’s constitution and the Corporations Act 2001 (Cth).

CQR PRX501A

HOW TO COMPLETE THIS UNITHOLDER PROXY FORM

YOUR NAME AND ADDRESS

LODGEMENT OF A PROXY FORM

This is your name and address as it appears on the REIT’s Unit register. If this information is incorrect, please make the correction on the form. Unitholders sponsored by a broker should advise their broker of any changes. Please note: you cannot change ownership of your Units using this form.

This Proxy Form (and any Power of Attorney under which it is signed) must be received at an address given below by 10:00am(AEDT) on Sunday, 15 November 2015, being not later than 48 hours before the commencement of the Meeting. Any Proxy Form received after that time will not be valid for the scheduled Meeting. As this is outside of business hours, please allow additional time if you wish to lodge your proxy form by mail or by hand so that it is received by 5:00pm Friday, 13 November 2015.

APPOINTMENT OF PROXY

If you wish to appoint the Chairman of the Meeting as your proxy, mark the box in Step 1. If you wish to appoint someone other than the Chairman of the Meeting as your proxy, please write the name of that individual or body corporate in Step 1. A proxy need not be a Unitholder of the REIT.

Proxy Forms may be lodged using the reply paid envelope or:

ONLINE 

DEFAULT TO CHAIRMAN OF THE MEETING

www.linkmarketservices.com.au

Any directed proxies that are not voted on a poll at the Meeting will default to the Chairman of the Meeting, who is required to vote those proxies as directed. Any undirected proxies that default to the Chairman of the Meeting will be voted according to the instructions set out in this Proxy Form. VOTES ON ITEMS OF BUSINESS – PROXY APPOINTMENT as shown on the front of the Proxy Form). You may direct your proxy how to vote by placing a mark in one of the BY MAIL boxes opposite each item of business. All your Units will be voted in  Charter Hall Retail REIT accordance with such a direction unless you indicate only a portion of voting rights are to be voted on any item by inserting the percentage or C/- Link Market Services Limited number of units you wish to vote in the appropriate box or boxes. If you Locked Bag A14 do not mark any of the boxes on the items of business, your proxy may Sydney South NSW 1235 vote as he or she chooses. If you mark more than one box on an item your Australia vote on that item will be invalid. APPOINTMENT OF A SECOND PROXY  BY FAX +61 2 9287 0309 You are entitled to appoint up to two persons as proxies to attend the Meeting and vote on a poll. If you wish to appoint a second proxy, an  BY HAND additional proxy form may be obtained by telephoning the REIT’s Unit registry or you may copy this form and return them both together. 1A Homebush Bay Drive To appoint a second proxy you must: Rhodes NSW 2138 (a) on each of the first proxy form and the second proxy form state the percentage of your voting rights or number of Units applicable to that form. If the appointments do not specify the percentage or number of votes that each proxy may exercise, each proxy may exercise half your votes. Fractions of votes will be disregarded; and (b) return both forms together. SIGNING INSTRUCTIONS You must sign this form as follows in the spaces provided: Individual: where the holding is in one name, the holder must sign. Joint Holding: where the holding is in more than one name, either Unitholder may sign.

Login to the Link website using the holding details as shown on the Proxy Form. Select ‘Voting’ and follow the prompts to lodge your proxy form. To use the online lodgement facility, Unitholders will need their “Holder Identifier” (Securityholder Reference Number (SRN) or Holder Identification Number (HIN) as shown on the front of the Proxy Form).

delivering it to Link Market Services Limited* 1A Homebush Bay Drive Rhodes NSW 2138

• During business hours (Monday to Friday, 9:00am–5:00pm)

Power of Attorney: to sign under Power of Attorney, you must lodge the Power of Attorney with the registry. If you have not previously lodged this document for notation, please attach a certified photocopy of the Power of Attorney to this form when you return it.

Companies: where the company has a sole director who is also the sole company secretary, this form must be signed by that person. If the company (pursuant to section 204A of the Corporations Act 2001 ) does not have a company secretary, a sole director can also sign alone. Otherwise this form must be signed by a director jointly with either another director or a company secretary. Please indicate the office held by signing in the appropriate place.

CORPORATE REPRESENTATIVES

If a representative of the corporation is to attend the Meeting the appropriate “Certificate of Appointment of Corporate Representative” should be produced prior to admission in accordance with the Notice of Meeting. A form of the certificate may be obtained from the REIT’s Unit registry or online at www.linkmarketservices.com.au.

IF YOU WOULD LIKE TO ATTEND AND VOTE AT THE ANNUAL UNITHOLDERS MEETING, PLEASE BRING THIS FORM WITH YOU. THIS WILL ASSIST IN REGISTERING YOUR ATTENDANCE.