GOODMAN GROUP — AGM Information 2022

Nov 16, 2022

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17 November 2022

Market Announcements Office ASX Limited Via ASX Online

Dear Sir / Madam

Goodman Group (Goodman) - Annual General Meetings - Chairman's and CEO's Presentations

Please find attached the Chairman’s and Group CEO’s written addresses and presentations for Goodman's Annual General Meetings being held today.

A live webcast of the Annual General Meetings will be available through the Computershare meeting platform. Information on how to participate is on the Goodman website www.goodman.com/investor-centre

Yours faithfully

Carl Bicego Company Secretary

Authorised for release to the ASX by Carl Bicego, Company Secretary and Group Head of Legal.

Goodman Group Goodman Limited | ABN 69 000 123 071 Goodman Funds Management Limited | ABN 48 067 796 641 | AFSL Number 223621 as responsible entity for Goodman Industrial Trust | ARSN 091213 839

The Hayesbery, 1-11 Hayes Road, Rosebery NSW 2018 | GPO Box 4703, Sydney NSW 2001 Australia Tel +61 2 9230 7400 | Fax +61 2 9230 7444 Goodman Logistics (HK) Limited | Company No. 1700359 | ARBN 155 911 149 | a Hong Kong company with limited liability Suite 901, Three Pacific Place, 1 Queen’s Road East, Hong Kong | Tel +852 2249 3100 | Fax +852 2525 2070 info-au@goodman.com | www.goodman.com

CHAIRMAN ADDRESS GOODMAN GROUP AGM 2022

17 NOVEMBER 2022, 10AM

Good morning and welcome to the 2022 Annual General Meetings of Goodman Group. I’m Stephen Johns, Independent Director and Chairman.

I extend a warm welcome to those of you who are in the room with us here in Sydney, as well as to the people who are joining us today online.

Before I begin, I’d like to acknowledge the Traditional Owners of the land on which I am presenting from today - the Gadigal people of the Eora nation. And pay my respects to Elders past and present.

I would also like to introduce your Directors. To my left, we have Greg Goodman, Group CEO; our Company Secretary, Carl Bicego; Rebecca McGrath, Mark Johnson and Phillip Pryke – all Independent Directors and; Anthony Rozic, Executive Director.

Also joining us from New York are Independent Directors Chris Green, Hilary Spann and Vanessa Liu. In Brussels, Executive Director Danny Peeters, and in Hong Kong, Independent Director, David Collins.

I now declare the meeting open. For those participating online, voting is also open.

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Goodman delivered another very strong result in 2022, demonstrating the resilience of the Group’s strategy and our teams’ ability to adapt and continue to grow sustainably. Significant contributions were made from all areas of the business which saw operating earnings per security (EPS) increasing by 24%, well ahead of the initial guidance to the market of 10%.

Greg Goodman will talk in greater detail about both the operational and financial performance of the Group in his CEO address.

Over many years, Goodman has established strong leadership, a global portfolio of high-quality real estate in strategic locations, and the financial resources to create a sustainable business delivering strong returns. Goodman is an innovative company and has created a culture whereby decision-making and policies are focused on the long-term sustainability of the Group.

Conviction to our capital management strategy demonstrates how we can maintain earnings growth through difficult market cycles and put in place a long-term plan with strong capital partners.

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We continue to be cautious and prudent, retaining significant resources and liquidity to manage through uncertain economic environments and take advantage of future investment opportunities.

Our geographic diversity also enables us to manage market fluctuations within our regions more effectively, where those regions are in differing stages of the economic cycle.

Reflecting the increasing importance of sustainability and the changes arising through technology and innovation, the Board recently established a new Sustainability and Innovation Committee, which I believe will make a significant contribution to delivering our long-term strategy. While this Committee will address the important areas of environmental compliance and regulation, its principal focus will be to work closely with Management by identifying and assessing the risks and opportunities created by technological change that will impact our business today, and into the future.

We are firmly of the belief that sustainability and innovation are strategic business issues and not merely compliance or regulatory matters.

Given the long-term nature of Goodman’s approach to real estate investment, last year the Board reviewed the Group’s remuneration arrangements to provide even greater alignment between securityholders and our senior leadership team. The outcome saw the introduction of a 10-year long term incentive plan (LTIP) with the existing five-year plan remaining in place for all other team members.

For the first time, the plan incorporated environmental and sustainability targets in assessing operational performance. The plan was designed to support our objectives of encouraging long-term decision making, incentivising our people to achieve outstanding results and retaining our high calibre people in extremely competitive industrial markets around the world.

As you will recall, at last year’s AGM, we did not gain the 75% threshold support required to avoid a first strike. Consequently, we engaged with many of our investors earlier this year to obtain feedback to better understand their views.

While we received strong support for the LTIP structure, particularly in relation to 4-year testing and 10-year vesting conditions, the primary issue raised by investors related to the quantum of performance rights which were granted last year to key management personnel (KMP), including the Executive Directors. This was due in part to differing approaches used in assessing the value of the proposed grants under the new 10-year plan, where the Board had adopted an economic value approach rather than the face value approach more commonly used by the market.

Investors supported the EPS testing hurdles that we incorporated in the FY22 awards last year but indicated that they should continue to be ambitious.

We firmly believe that our remuneration plan has been instrumental in retaining and incentivising our global team which has delivered consistently strong growth. While we have met the expectations of over 70% of our investors, we received negative recommendations from two proxy firms, and, consequently, have not achieved the 75% threshold required to avoid a second strike.

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I understand the main concern expressed by the principal advisory firm was based largely on their view that the EPS hurdles are not sufficiently challenging. We strongly disagree with this assessment.

The Board has adopted ambitious EPS growth targets with a threshold compound annual growth rate of 6% and an Upper level of 11% per annum required for full vesting. This Upper limit requires total EPS growth of 52% over the four-year testing period of the 10 year plan. This will be a challenging target to meet under any circumstances but particularly so in this volatile market environment.

In addition, the Board has accepted face value as the primary determinant of quantum and the resultant FY23 awards to the CEO and Key Management Personnel (KMP) have been significantly reduced. Based on the face value of the maximum potential outcome, the CEO’s proposed FY23 award has been reduced by 46% from last year and other executive KMP awards reduced by 33%.

We do acknowledge the voting outcome on the remuneration report and will continue to engage with our investors and the proxy advisors in the new year.

This year we appointed two internationally based directors, Hilary Spann and Vanessa Liu, in line with our objective to increase diversity on the Board with the appropriate mix of skills, gender and geographic representation.

Hilary, who was appointed in April, is a highly experienced global real estate executive with an extensive background in public and private equity markets. Vanessa, who was appointed in May, is an experienced technology innovator, business leader and digital media entrepreneur.

Hilary’s and Vanessa’s insights and experience are well aligned to our long-term strategy and values, while bringing greater diversity to the Board and helping to shape Goodman as a forward-thinking company. Their CV’s are set out in the Notice of Meeting.

In September, Rebecca McGrath notified the Goodman Board of her intention to bring forward her retirement from the Board from the 2024 AGM to the end of February 2023 to accommodate her expanding commitments with other companies. Since joining the Goodman Board in 2012, the Group has undergone substantial growth and changed markedly. Rebecca has played an important role particularly through her chairmanship of the Risk and Compliance Committee. On behalf of the Board and management, I thank Rebecca for her significant contribution over the last 10 years.

Considering the appointment of our two new directors and the forthcoming replacement for Rebecca, the Board has asked long standing director, Phil Pryke, the Chair of the Remuneration Committee, to stand again for re-election at this year’s AGM. This will help preserve knowledge and experience on the Board.

It is envisaged that Phil, if re-elected today, will step down from the Board during his three year term following the appointment of a successor to chair the Remuneration Committee and after a suitable transition period.

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We also have Independent Director Chris Green together with Executive Director Anthony Rozic standing for re-election today, both of whom make a significant contribution to Board deliberations.

During the formal business section of today’s meeting, I will ask each director standing for election and re-election to address the meeting.

Goodman is well placed for the future. We have high quality industrial real estate, a committed and experienced management team, a proven business model, supportive capital partners and a strong balance sheet.

On behalf of the Board, I sincerely thank our people for their commitment and determination in achieving excellent results in FY22. I also extend my gratitude to you, our securityholders, for your ongoing support of Goodman.

Before I hand over to our Group CEO, Greg Goodman, we will show you a short video to highlight Goodman’s global strategy.

Thank you.

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CEO ADDRESS GOODMAN GROUP AGM 2022

17 NOVEMBER 2022, 10AM

Good morning and welcome.

Goodman has had an extraordinary year. We’ve executed our long-term plan, and we delivered $1.5 billion of operating profit, which equates to 25% growth for the year.

All the business areas contributed strongly, with investment earnings up 20%, management up 28%, and development strong at 34%. It was an outstanding result, and I’d like to thank our team around the world for delivering for our customers, Partners and securityholders.

The world is now more volatile and we’re facing higher interest rates, geopolitical risks and slowing economies. However, we’re still seeing customers wanting greater productivity and efficiency out of their properties, in great locations close to consumers. And we are in the position to be able to continue to deliver this for them.

Our balance sheet is strong and we have very low leverage. We continue to be sensible and patient with our capital.

Over the year, we raised $1.8 billion in third party equity, and we completed $8.5 billion of debt refinancing across the Group and Partnerships. As a result, we have around $20 billion of funds available for potential investment.

We’re working closely with our customers to increase productivity and efficiency, which includes having sustainable buildings which are their critical infrastructure. Our properties help our customers leverage technology that enables them to be more efficient.

When we look at which sites to buy, we take a long-term approach, as they can be five to ten years to get into production. This is only getting more difficult, with more challenging planning regimes around the world. Since our sites are typically brownfields opportunities in infill locations, it means we’re often remediating and regenerating too.

These sites are complex and hard to execute, but deliver the best results for our customers, investors and the environment over time.

Our occupancy is 99% around the world. We have hardly anything available for lease – other than what’s being built in our development pipeline.

In most of our locations, the recent strength in demand has increased the market rent for our buildings, which means they should have strong income growth going forward.

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We’ve increased the size and scale of our development workbook which is now at $13.8 billion. While construction costs rose throughout the year, we managed them well, and we’re at a point where they seem to have moderated somewhat. Our margins remain strong, and we’ve had positive leasing results.

Our assets under management (AUM) are now at $78 billion, driven by our development program and valuation growth. Our AUM should grow organically over time and support the deep value we aim to provide our customers and investors.

This year, we delivered an average total return across our Partnerships of more than 20%.

Goodman is delivering on our ESG commitments and partnering with our customers so they can achieve their own corporate sustainability goals.

We’re taking action, by building greener buildings with lower carbon products. We’re providing the infrastructure for the electrification of our customers’ delivery fleets, with more solar panels, EV charging stations and piloting big battery installations. While facilitating the use of more renewable energy, we’re regenerating infill sites, which can help reduce transport related carbon emissions and costs.

The Goodman Foundation continues to be very active in partnering with community groups, and we’re proud to have contributed $10.6 million, plus $1 million from staff, in charity contributions throughout the year.

We’re looking forward to delivering another strong result in FY23. We have a significant workbook underway, continued underlying structural demand from our customers and we are in a strong capital position across the Group and Partnerships. As a result, we expect FY23 operating EPS growth to be 11%, which equates to $1.7 billion in operating profit.

We understand the market environment is more challenging moving forward, so we continue to be cautious in our approach to risk management. But we also understand that we’re in a world where our customers are still working to drive efficiency and productivity out of their facilities.

So we’re realistic but also optimistic about the opportunities that will come our way. Our stable cash flows from the properties, low leverage and significant liquidity in this world of rising interest rates, will mean we have the capital and people to undertake the larger more complex projects, which will take more time, but are financially more rewarding.

Finally, I’d like to thank the Board, our investors and all our stakeholders for your contribution.

Thank you and I will now hand back to Stephen.

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Goodman Group Annual General Meetings 2022

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05

AGENDA

01

02

03

04

Welcome and introductions Chairman’saddress Groupstrategy video GroupCEO’saddress Formalbusiness

2 GOODMAN GROUP2022

ANNUAL GENERAL MEETINGS

DIRECTORSAND EXECUTIVES

Left to right:

DannyPeeters ExecutiveDirector

VanessaLiu

Independent Director

Chris Green

Independent Director

Greg Goodman

Group Chief ExecutiveOfficer

Stephen Johns

Independent Chairman

Rebecca McGrath

Independent Director

Phillip Pryke

Independent Director

Hilary Spann

Independent Director

Mark G Johnson

Independent Director

AnthonyRozic

ExecutiveDirector

Not pictured:

DavidCollins

Independent Director GoodmanLogistics HK Carl Bicego Company Secretary

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ANNUAL GENERAL MEETINGS

CHAIRMAN’S

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2022 OVERVIEW

• Delivered a very strong result

• • A resilient strategy with sustainable growth
• • Operating earnings per security increased by 24%, wellahead of initial market guidance of 10%.

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Goodman Business Park, Greater Tokyo, Japan

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A SUSTAINABLE BUSINESS

• Strong leadership

• • High quality global real estate

• Financial strength

• • Conviction to our capital management strategy

• significant resources and liquidity

• • Cautious, prudent and opportunistic
• • Geographic diversity.

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ANNUAL GENERAL MEETINGS

02

SUSTAINABILITY AND INNOVATION

• • Established Sustainability and Innovation Committee
• • Support delivery of long-term strategy
• • Principal focus – identify and assess the risks and opportunities created by technological change that will impact our business
• • Sustainability and innovation are strategic business issues and not merely compliance or regulatory matters.

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Goodman Interlink, Hong Kong SAR, China

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REMUNERATION

• • Refinement of the Group’s 10 year Long Term Incentive Plan for senior management following investor feedback
• • Strong support for 4 year testing and 10 year vesting
• • Changes made in FY23:

• Face value the primary determinant of the quantum

• FY23 award, CEO remuneration reduced by 46%, and other KMP by 33%

• EPS target increased and remain ambitious

• • Continue to incorporate ESG targets to assess operational performance.

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Artist’s impression of 1–3 Burrows Road, Sydney, Australia

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ANNUALGENERAL MEETINGS

02

BOARD PROGRESSION

+ Directors standing for election

• Ms Hilary Spann

• Ms Vanessa Liu

+ Directors standing for re election

• Mr Phillip Pryke

• Mr Chris Green

• Mr Anthony Rozic

• • Rebecca McGrath to retire
• • Seek to maintain a diverse board with the right mix of skills, gender and geographic representation.

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ANNUALGENERAL MEETINGS

GROUP

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ANNUALGENERAL MEETINGS

CEO’S

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ANNUALGENERAL MEETINGS

04

AN EXTRAORDINARY YEAR

• • $1.5 billion operating profit, up 25% on FY21
• • 81.3 cents EPS, up 24% on FY21
• • $3.4 billion statutory profit, up 48% on FY21.

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Goodman Logistics Center El Monte, Greater Los Angeles, USA

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ANNUALGENERAL MEETINGS

04

STRONG BALANCESHEET

• Gearing low at 8.5%

• Group liquidity c. $2 billion

• Liquidity across Partnerships c. $18 billion*.

As at 30 June 2022.

• Partnership investmentsubject to Investment Committee approval.

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Artist's impressionof Goodman Westlink, Hong Kong SAR, China

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ANNUALGENERAL MEETINGS

04 OPTIMISING PROPERTY PERFORMANCE

• Productivity

• • Efficiency
• • Sustainability
• • Critical infrastructure
• • Strategic locations

• .

• • Long-term site selection

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ANNUALGENERAL MEETINGS

04 POSITIONEDFOR GROWTH

• • 99% occupancy*
• • 4.0% rental growth
• • 5.4 years WALE.

As at 30 September 2022.

• Partnership industrial and warehouse assets (excludes office properties which have been earmarked for redevelopment) and represents 97% of Partnership assets.

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Australia Post – Redbank Motorway Estate, Brisbane, Australia

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DEVELOPMENT DEMAND

• • $13.8 billion WIP
• • 85 projects
• • 50% multi-storey
• • 55% brownfields.

As at 30 September 2022.

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Goodman Huiyang Industrial Park, Huiyang, China

ANNUALGENERAL MEETINGS

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04

PARTNERING FORTHE LONGTERM

• $77.8 billion AUM*

• Partnership return c.21%

+ Strategic co-investment.

• As at 30 September 2022

AUM $bn

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

77.8
73.0
57.9
51.6
46.2
38.3
FY18 FY19 FY20 FY21 FY22 Q1FY23
TOTALAUM
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ANNUALGENERAL MEETINGS

04 TAKING ACTION ON ESG

• Partnering with customers to achieve sustainability goals

• Low carbon building products

• Reducing emissions

• Renewable energy

• Regeneration of infill sites

• $11.6 million facilitated by Goodman Foundation in FY22.

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ANNUALGENERAL MEETINGS

04 FY23 OUTLOOK

• • Significant development workbook
• • Productivity driving customer demand
• • Strong capital position
• • Ability to capitalise on opportunities
• • 11% EPS growth
• • $1.7 billion operating profit.

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Bungarribee Industrial Estate, Sydney, Australia

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ANNUALGENERAL MEETINGS

THANK YOU

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For more information visit

goodman.com

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Important Notice This document has been prepared by Goodman Group (Goodman Limited (ABN 69 000 123 071) and Goodman Funds Management Limited (ABN 48 067 796 641) (AFSL 223621) as the Responsible Entity for Goodman Industrial Trust (ARSN 091 213 839) and Goodman Logistics (HK) Limited (Company Number 1700359; ARBN 155911149 – A Hong Kong company with Limited liability). The details in this presentation provide general information only. It is not intended as investment or financial advice and must not be relied upon as such. You should obtain independent professional advice prior to making any decision. This presentation is not an offer or invitation for subscription or purchase of securities or other financial products. Past performance is no indication of future performance. All values are expressed in Australian currency unless otherwise stated. November 2022