GOODMAN GROUP — Capital/Financing Update 2008

Oct 27, 2008

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28 October 2008

The Manager Company Notices Section ASX Limited Exchange Centre 20 Bridge Street SYDNEY NSW 2000

Dear Sir / Madam

Notice under sections 708AA(2)(f) AND 1012DAA(2)(f) of the Corporations Act 2001 as notionally modified by ASIC Class Order 08/35

This notice is given by Goodman International Limited (" GIL ") and Goodman Funds Management Limited (" GFML ") as the responsible entity of the Goodman Industrial Trust (" GIT ") (together, " Goodman ") under sections 708AA(2)(f) and 1012DAA(2)(f) of the Corporations Act 2001 (Cth) (the " Act ") as modified by the Australian Securities and Investments Commission Class Order 08/35 (" CO 08/35 ").

Goodman has announced an accelerated non-renounceable entitlement offer (" Rights Offer ") of 0.34 of a Goodman stapled security (" New Securities ") for every Goodman stapled security held as at 7:00pm (AEST) on 29 October 2008 by securityholders with a registered address in Australia and New Zealand.

Goodman advises that:

• (a) the New Securities will be offered for issue without disclosure to investors under Part 6D.2 of the Act and without a Product Disclosure Statement for the New Securities being prepared;

• (b) this notice is being given under sections 708AA(2)(f) and 1012DAA(2)(f) of the Act as modified by CO 08/35;

• (c) as a disclosing entity, Goodman is subject to regular reporting and disclosure obligations;

• (d) as at the date of this notice, Goodman has complied with:

  • (i) the provisions of Chapter 2M of the Act as they apply to Goodman; and

  • (ii) section 674 of the Act as it applies to Goodman;

• (e) as at the date of this notice, there is no excluded information of the type referred to in sections 708AA(8), 708AA(9), 1012DAA(8) and 1012DAA(9) of the Act as notionally modified by CO 08/35; and

• (f) the potential effect that the issue of the New Securities will have on the control of Goodman, and the consequences of that effect, will depend on a number of factors, including

Level 10, 60 Castlereagh Street Sydney NSW 2000 | GPO Box 4703, Sydney NSW 2001 Australia Tel +61 2 9230 7400 | Fax +61 2 9230 7444 | info-au@goodman.com | www.goodman.com Goodman International 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 091 213 839

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investor demand. However, given the structure of the Rights Offer as a pro-rata issue and the fact (based on substantial holder notices that have been lodged on or prior to the date of this notice) that no Goodman stapled security holder has voting power exceeding 8.34% of Goodman's issued stapled securities, the issue is not expected to have any material effect or consequence on the control of Goodman.

Yours sincerely

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Carl Bicego Company Secretary