GOODMAN GROUP — Director's Dealing 2015

Oct 8, 2015

==> picture [91 x 91] intentionally omitted <==

9 October 2015

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

Dear Sir / Madam,

The attached Appendix 3Y relates to the sale of securities by Trison Investments Pty Limited, a family company in which Greg Goodman has an interest. Greg Goodman will not be a direct beneficiary of the proceeds.

Please contact the undersigned in relation to any queries.

Yours sincerely

==> picture [112 x 70] intentionally omitted <==

Carl Bicego

Company Secretary

Goodman Group Goodman Limited | ABN 69 000 123 071 Goodman Funds Management Limited | ABN 48 067 796 641 | AFSL Number 223621 as responsible entity of Goodman Industrial Trust | ARSN 091213 839 Level 17, 60 Castlereagh Street, Sydney NSW 2000 | 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 2008, 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

Appendix 3Y Change of Director’s Interest Notice

Rule 3.19A.2

Appendix 3Y

Change of Director’s Interest Notice

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 30/09/01 Amended 01/01/11

Name of entity:

Goodman Group (Goodman Limited, Goodman Funds Management Limited as responsible entity of Goodman Industrial Trust, and Goodman Logistics (HK) Limited) (ASX: GMG) and

Goodman Funds Management Limited as responsible entity of Goodman PLUS Trust (ASX: GMP)

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of Director	Gregory Leith Goodman
Date of last notice	1 September 2015

Part 1 - Change of director’s relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.

	Direct or indirect interest	Direct or indirect interest	Direct or indirect interest	Direct and indirect	Direct and indirect	Direct and indirect
						has ants Ptyelevantde Ptyhrough
	Nature of indirect in(including registered	erestholder)		Gregory Goodmabeneficial interest	n is a director andin Trison Investme
	Note: Provide details of the circinterest.	umstances giving rise to the relevan	t	Limited.Trison Investment	s Pty Limited has a r
				interest in securiLimited as trusteecontracts	ties held by Beesifor Beeside Trust t
	Date of change			1 October 2015
	No. of securities hel	d prior to change		Direct – 288597	9 GMG Performance	iesed hasMG
				,,Rights under Long	Term Incentive Plan
				Direct – 877,674Indirect –Trison In	MG Stapled Securitvestments Pty Limit
				a relevant interestStapled Securities	over 41,476,923 G

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

Class	GMG Stapled Securities, GMG PerformanceRights and relevant interests in GMG StapledSecurities.
Number acquired
Number disposed	3,500,000
Value/ConsiderationNote: If consideration is non-cash, provide details and estimated valuation	$20,545,000
No. of securities held after change	Direct – 2,885,979 GMG Performance Rightsunder Long Term Incentive PlanDirect - 877,674 GMG Stapled SecuritiesIndirect – Trison Investments Pty Limitedhas a relevant interest over 37,976,923 GMGStapled Securities.
Nature of changeExample: on-market trade, off-market trade, exercise of options, issue ofsecurities under dividend reinvestment plan, participation in buy-back	Off market sale of 3,500,000 GMG StapledSecurities

Part 2 – Change of director’s interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.

Detail of contract	Not applicable
*Nature of interest*
Name of registered holder(if issued securities)
Date of change
No. and class of securities towhich interest related prior tochangeNote: Details are only required for a contract inrelation to which the interest has changed
Interest acquired
Interest disposed
Value/ConsiderationNote: If consideration is non-cash, provide detailsand an estimated valuation
Interest after change

• See chapter 19 for defined terms.

Appendix 3Y Page 2

01/01/2011

Appendix 3Y Change of Director’s Interest Notice

Part 3 –[+] Closed period

Were the interests in the securities or contracts No. detailed above traded during a[+] closed period where prior written clearance was required? If so, was prior written clearance provided to allow the trade to proceed during this period? If prior written clearance was provided, on what date was this provided?

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 3