GOODMAN GROUP — Capital/Financing Update 2009

Aug 13, 2009

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14 August 2009

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

NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES OR TO US PERSONS

Dear Sir

Goodman Group (Goodman) – Notification to Ineligible Retail Securityholders

Further to Goodman’s announcements to the ASX of 6 and 10 August 2009, we enclose a copy of the letter sent to ineligible securityholders in relation the Entitlement Offer.

Yours faithfully

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Carl Bicego Company Secretary

Enc

This letter and the accompanying letter do not constitute an offer to sell, or the solicitation of an offer to buy, any securities in the United States or to any “U.S. person” (as defined in Regulation S under the U.S. Securities Act of 1933, as amended). Securities may not be offered or sold in the United States absent registration or an exemption from registration.

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 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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14 August 2009

Dear Securityholder

Goodman Group ( Goodman ) – Notification to Ineligible Retail Securityholders

On 6 August 2009, Goodman announced an equity raising of approximately A$1.3 billion, comprising a A$167 million institutional placement and a A$1,112 million 1 for 1 accelerated non-renounceable entitlement offer of Goodman stapled securities (New Securities) at an issue price of A$0.40 per New Security (Entitlement Offer). The institutional placement and the Entitlement Offer (together, the Offer) are both fully underwritten.

The proceeds from the Offer will be used in conjunction with other capital management initiatives that Goodman has undertaken in order to strengthen Goodman’s balance sheet by reducing Goodman’s debt (pro forma gearing as at 30 June 2009 reduces from 47.9% to 26.7%)[1] .

The Entitlement Offer consists of an institutional and a retail component (Institutional Entitlement Offer and Retail Entitlement Offer respectively). Strong support was received on the Institutional Entitlement Offer and the institutional placement which have already completed. The Retail Entitlement Offer is only available to Eligible Retail Securityholders. Documents relating to the Retail Entitlement Offer were lodged with ASX today and are being mailed to Eligible Retail Securityholders.

In accordance with the ASX Listing Rules, Goodman has determined that it is not practicable to extend the Retail Entitlement Offer to retail securityholders outside of Australia and New Zealand.

Unfortunately, as a result you will not be able to participate in the Retail Entitlement Offer. As the Entitlement Offer is “non-renounceable” you will not receive any value for these entitlements.

If you have any queries, please contact us on 1300 723 040 (within Australia) or +61 3 9415 4043 (outside Australia).

Yours faithfully

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Ian Ferrier Chairman

1 Pro forma 30 June 2009, calculated as net debt/ total assets less cash assuming the Offer and the other capital management initiatives that Goodman has announced on 6 August 2009 were completed as at 30 June 2009

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 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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NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES TO US PERSONS

UNITED STATES LAWS: This notice does not constitute an offer to sell, or the solicitation of an offer to buy, any securities in the United States or to any US Person. This notice may not be distributed to, or relied upon by, persons in the United States or who are, or are acting for the account or benefit of, US Persons. Neither the Entitlements nor New Securities offered in the capital raising have been, or will be, registered under the US Securities Act or the securities laws of any state or other jurisdiction of the United States. In addition, neither Goodman Limited nor Goodman Industrial Trust has been, or will be, registered under the US Investment Company Act of 1940 (the “Investment Company Act”) in reliance on an exception provided by Section 3(c)(7) thereof. Securities may not be offered or sold in the United States or to, or for the account or benefit of, US Persons unless they are registered under the US Securities Act or unless they are offered or sold in transactions exempt from, or not subject to, registration. Accordingly, the securities being offered in the Retail Entitlement Offer may only be offered and sold outside the United States to persons that are not US Persons and are not acting for the account or benefit of US Persons in "offshore transactions" (as defined in Regulation S under the US Securities Act) in compliance with Regulation S and the laws of the jurisdiction in which such securities are offered and sold. Such Securities may not be deposited in any unrestricted American Depositary Receipt Facility with respect to the securities of Goodman Group that may be established until 40 days following the completion of the capital raising.

IMPORTANT NOTICE TO NOMINEES: Because of legal restrictions, you must not send copies of this letter or any material relating to the Offer to any of your clients (or any other person) in the United States or to any person that is, or is acting for the account or benefit of, a US Person. Failure to comply with these restrictions may result in violations of applicable securities laws.

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 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