GOODMAN GROUP — Share Issue/Capital Change 2005

Dec 13, 2005

14 December 2005

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

Dear Sir

MACQUARIE GOODMAN GROUP ("MACQUARIE GOODMAN") ISSUE OF SECURITIES

We wish to advise a proposed offer of options pursuant to Listing Rule 3.10.3 and note the following:

$\mathbf{1}$ Class of Securities

The class of securities is options to staff pursuant to an Executive Option Plan approved by Shareholders on 14 September 1999 as amended.

Number of Securities $2_-$

It is proposed to issue 15,000,000 options.

$3_-$ Principal terms of the Options

The principal terms of the offer are:

• The exercise price of \$4.29 is the weighted average market price of Macquarie $\bullet$ Goodman stapled securities in the 10 trading days immediately prior to the date of the offer on 9 December 2005.
• The options may only be exercised if, from the Grant Date to the Exercise Date, $\bullet$ growth in Macquarie Goodman Group Return of Equity per Security equals or exceeds on average 11% per annum (compounded). Further, the employee must generally be an employee of the Company at the time of the exercise.
• If the above hurdle has been met then the options are exercisable in three $\overline{\phantom{a}}$ tranches as follows:

First Exercise Date

31 December 2008

31 December 2009 31 December 2010

Last Exercise Date

• 31 December 2011 31 December 2011
• 31 December 2011

The issue of options is conditional on the completion of the acquisition of $\bullet$ Arlington Securities.

Issue Price $\mathbf{a}$

Nil on issue of options

Purpose of the Issue 5.

Remuneration of staff.

6. Security Holder Approval

It is not proposed to seek security holder approval for this issue.

7. Issue to a Class of Security Holders

The issue of options is to a group of employees of Arlington Securities, a company which on completion will be acquired by Macquarie Goodman.

Please do not hesitate to contact the undersigned if you have any queries.

Yours faithfully

Carolyn Scobie Company Secretary