GPT GROUP - Governance Information 2026

ASX Announcement

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16 February 2026

Appendix 4G and 2025 Corporate Governance Statement

The GPT Group provides its Appendix 4G and 2025 Corporate Governance Statement in accordance with ASX Listing Rules 4.7.3, 4.7.4 and 4.10.3.

-ENDS-

Authorised for release by The GPT Group Board.

For more information, please contact:

Investor Relations

Philip Cheetham Head of Investor Relations [email protected] +61 403 839 155

Media

Nat Burcul Head of External Communications [email protected] +61 401 919 927

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GPT Management Holdings Limited (ACN 113 510 188) and GPT RE Limited (ABN 27 107 426 504) as responsible entity of General Property Trust (ARSN 090 110357), together GPT.

Level 15, 2 Park Street Sydney NSW 2000 gpt.com.au

Rules 4.7.3 and 4.10.3

Appendix 4G

Key to Disclosures

Corporate Governance Council Principles and Recommendations

Name of entity

The GPT Group

ABN/ARBN Financial year ended: GPT RE Limited (ACN 107 426 504) as the responsible entity of General Property Trust (ARSN 090 110 357) 31 December 2025 GPT Management Holdings Limited (ACN 113 510 188)

Our corporate governance statement[1] for the period above can be found at:[2]

These pages of our ☐ annual report: This URL on our ☒ https://www.gpt.com.au/about-us/corporate-governance website:

The Corporate Governance Statement is accurate and up to date as at 13 February 2026 and has been approved by the board.

The annexure includes a key to where our corporate governance disclosures can be located.[3]

Date: 16 February 2026

Name of authorised officer Emma Lawler, Company Secretary authorising lodgement:

1 “Corporate governance statement” is defined in Listing Rule 19.12 to mean the statement referred to in Listing Rule 4.10.3 which discloses the extent to which an entity has followed the recommendations set by the ASX Corporate Governance Council during a particular reporting period.

Listing Rule 4.10.3 requires an entity that is included in the official list as an ASX Listing to include in its annual report either a corporate governance statement that meets the requirements of that rule or the URL of the page on its website where such a statement is located. The corporate governance statement must disclose the extent to which the entity has followed the recommendations set by the ASX Corporate Governance Council during the reporting period. If the entity has not followed a recommendation for any part of the reporting period, its corporate governance statement must separately identify that recommendation and the period during which it was not followed and state its reasons for not following the recommendation and what (if any) alternative governance practices it adopted in lieu of the recommendation during that period.

Under Listing Rule 4.7.4, if an entity chooses to include its corporate governance statement on its website rather than in its annual report, it must lodge a copy of the corporate governance statement with ASX at the same time as it lodges its annual report with ASX. The corporate governance statement must be current as at the effective date specified in that statement for the purposes of Listing Rule 4.10.3.

Under Listing Rule 4.7.3, an entity must also lodge with ASX a completed Appendix 4G at the same time as it lodges its annual report with ASX. The Appendix 4G serves a dual purpose. It acts as a key designed to assist readers to locate the governance disclosures made by a listed entity under Listing Rule 4.10.3 and under the ASX Corporate Governance Council’s recommendations. It also acts as a verification tool for listed entities to confirm that they have met the disclosure requirements of Listing Rule 4.10.3.

The Appendix 4G is not a substitute for, and is not to be confused with, the entity's corporate governance statement. They serve different purposes and an entity must produce each of them separately.

2 Tick whichever option is correct and then complete the page number(s) of the annual report, or the URL of the web page, where your corporate governance statement can be found. You can, if you wish, delete the option which is not applicable.

3 Throughout this form, where you are given two or more options to select, you can, if you wish, delete any option which is not applicable and just retain the option that is applicable. If you select an option that includes “OR” at the end of the selection and you delete the other options, you can also, if you wish, delete the “OR” at the end of the selection. See notes 4 and 5 below for further instructions on how to complete this form.

ASX Listing Rules Appendix 4G (current at 17/7/2020)

Page 1

Appendix 4G Key to Disclosures Corporate Governance Council Principles and Recommendations

ANNEXURE – KEY TO CORPORATE GOVERNANCE DISCLOSURES

Corporate Governance Council recommendation	Corporate Governance Council recommendation	Where a box below is ticked,4we have followed the recommendation in full for the wholeof the period above. We have disclosed this in our Corporate Governance Statement:	Where a box below is ticked, we have NOT followed the recommendation in full for the whole of the period above. Our reasons for not doing so are:5
PRINCIPLE 1 – LAY SOLID FOUNDATIONS FOR MANAGEMENT AND OVERSIGHT
1.1	A listed entity should have and disclose a board charter setting out: (a) the respective roles and responsibilities of its board and management; and (b) those matters expressly reserved to the board and those delegated to management.	☒ and we have disclosed a copy of our board charter at: https://www.gpt.com.au/about-us/corporate-governance/policies	☐ set out in our Corporate Governance StatementOR ☐ we are an externally managed entity and this recommendation is therefore not applicable
1.2	A listed entity should: (a) undertake appropriate checks before appointing a director or senior executive or putting someone forward for election as a director; and (b) provide security holders with all material information in its possession relevant to a decision on whether or not to elect or re-elect a director.	☒	☐ set out in our Corporate Governance StatementOR ☐ we are an externally managed entity and this recommendation is therefore not applicable
1.3	A listed entity should have a written agreement with each director and senior executive setting out the terms of their appointment.	☒	☐ set out in our Corporate Governance StatementOR ☐ we are an externally managed entity and this recommendation is therefore not applicable
1.4	The company secretary of a listed entity should be accountable directly to the board, through the chair, on all matters to do with the proper functioning of the board.	☒	☐ set out in our Corporate Governance StatementOR ☐ we are an externally managed entity and this recommendation is therefore not applicable

4 Tick the box in this column only if you have followed the relevant recommendation in full for the whole of the period above. Where the recommendation has a disclosure obligation attached, you must insert the location where that disclosure has been made, where indicated by the line with “ insert location ” underneath. If the disclosure in question has been made in your corporate governance statement, you need only insert “our corporate governance statement”. If the disclosure has been made in your annual report, you should insert the page number(s) of your annual report (eg “pages 10-12 of our annual report”). If the disclosure has been made on your website, you should insert the URL of the web page where the disclosure has been made or can be accessed (eg “www.entityname.com.au/corporate governance/charters/”).

5 If you have followed all of the Council’s recommendations in full for the whole of the period above, you can, if you wish, delete this column from the form and re-format it.

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ASX Listing Rules Appendix 4G (current at 17/7/2020)

Appendix 4G

Key to Disclosures Corporate Governance Council Principles and Recommendations

Corporate Governance Council recommendation	Corporate Governance Council recommendation	Where a box below is ticked,4we have followed the recommendation in full for the wholeof the period above. We have disclosed this in our Corporate Governance Statement:	Where a box below is ticked, we have NOT followed the recommendation in full for the whole of the period above. Our reasons for not doing so are:5
1.5	A listed entity should: (a) have and disclose a diversity policy; (b) through its board or a committee of the board set measurable objectives for achieving gender diversity in the composition of its board, senior executives and workforce generally; and (c) disclose in relation to each reporting period: (1) the measurable objectives set for that period to achieve gender diversity; (2) the entity’s progress towards achieving those objectives; and (3) either: (A) the respective proportions of men and women on the board, in senior executive positions and across the whole workforce (including how the entity has defined “senior executive” for these purposes); or (B) if the entity is a “relevant employer” under the Workplace Gender Equality Act, the entity’s most recent “Gender Equality Indicators”, as defined in and published under that Act. If the entity was in the S&P / ASX 300 Index at the commencement of the reporting period, the measurable objective for achieving gender diversity in the composition of its board should be to have not less than 30% of its directors of each gender within a specified period.	☒ and we have disclosed a copy of our diversity policy at: https://www.gpt.com.au/about-us/corporate-governance/policies and we have disclosed the information referred to in paragraph (c) in our Corporate Governance Statement and if we were included in the S&P / ASX 300 Index at the commencement of the reporting period our measurable objective for achieving gender diversity in the composition of its board of not less than 30% of its directors of each gender within a specified period.	☐ set out in our Corporate Governance StatementOR ☐ we are an externally managed entity and this recommendation is therefore not applicable
1.6	A listed entity should: (a) have and disclose a process for periodically evaluating the performance of the board, its committees and individual directors; and (b) disclose for each reporting period whether a performance evaluation has been undertaken in accordance with that process during or in respect of that period.	☒ and we have disclosed the evaluation process referred to in paragraph (a) in section 2.8 of our Corporate Governance Statement and whether a performance evaluation was undertaken for the reporting period in accordance with that process in section 2.8 of our Corporate Governance Statement	☐ set out in our Corporate Governance StatementOR ☐ we are an externally managed entity and this recommendation is therefore not applicable

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ASX Listing Rules Appendix 4G (current at 17/7/2020)

Appendix 4G Key to Disclosures Corporate Governance Council Principles and Recommendations

Corporate Governance Council recommendation	Corporate Governance Council recommendation	Where a box below is ticked,4we have followed the recommendation in full for the wholeof the period above. We have disclosed this in our Corporate Governance Statement:	Where a box below is ticked, we have NOT followed the recommendation in full for the whole of the period above. Our reasons for not doing so are:5
1.7	A listed entity should: (a) have and disclose a process for evaluating the performance of its senior executives at least once every reporting period; and (b) disclose for each reporting period whether a performance evaluation has been undertaken in accordance with that process during or in respect of that period.	☒ and we have disclosed the evaluation process referred to in paragraph (a) in section 4.3 of our Corporate Governance Statement and whether a performance evaluation was undertaken for the reporting period in accordance with that process in section 4.3 of our Corporate Governance Statement	☐ set out in our Corporate Governance StatementOR ☐ we are an externally managed entity and this recommendation is therefore not applicable

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ASX Listing Rules Appendix 4G (current at 17/7/2020)

Appendix 4G

Key to Disclosures Corporate Governance Council Principles and Recommendations

Corporate Governance Council recommendation	Corporate Governance Council recommendation	Where a box below is ticked,4we have followed the recommendation in full for the wholeof the period above. We have disclosed this in our Corporate Governance Statement:	Where a box below is ticked, we have NOT followed the recommendation in full for the whole of the period above. Our reasons for not doing so are:5
PRINCIPLE 2 - STRUCTURE THE BOARD TO BE EFFECTIVE AND ADD VALUE
2.1	The board of a listed entity should: (a) have a nomination committee which: (1) has at least three members, a majority of whom are independent directors; and (2) is chaired by an independent director, and disclose: (3) the charter of the committee; (4) the members of the committee; and (5) as at the end of each reporting period, the number of times the committee met throughout the period and the individual attendances of the members at those meetings; or (b) if it does not have a nomination committee, disclose that fact and the processes it employs to address board succession issues and to ensure that the board has the appropriate balance of skills, knowledge, experience, independence and diversity to enable it to discharge its duties and responsibilities effectively.	☒ and we have disclosed a copy of the charter of the committee at: https://www.gpt.com.au/about-us/corporate-governance/policies and the information referred to in paragraphs (4) in section 3 of our Corporate Governance Statement and (5) in our 2025 Annual Report, available at https://www.gpt.com.au/results-reports	☐ set out in our Corporate Governance StatementOR ☐ we are an externally managed entity and this recommendation is therefore not applicable
2.2	A listed entity should have and disclose a board skills matrix setting out the mix of skills that the board currently has or is looking to achieve in its membership.	☒ and we have disclosed our board skills matrix in section 2.4 of our Corporate Governance Statement	☐ set out in our Corporate Governance StatementOR ☐ we are an externally managed entity and this recommendation is therefore not applicable
2.3	A listed entity should disclose: (a) the names of the directors considered by the board to be independent directors; (b) if a director has an interest, position, affiliation or relationship of the type described in Box 2.3 but the board is of the opinion that it does not compromise the independence of the director, the nature of the interest, position or relationship in question and an explanation of why the board is of that opinion; and (c) the length of service of each director.	☒ and we have disclosed the names of the directors considered by the board to be independent directors and, where applicable, the information referred to in paragraph (b) and the length of service of each director in section 2.2 of our Corporate Governance Statement	☐ set out in our Corporate Governance Statement

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ASX Listing Rules Appendix 4G (current at 17/7/2020)

Appendix 4G

Key to Disclosures Corporate Governance Council Principles and Recommendations

Corporate Governance Council recommendation	Corporate Governance Council recommendation	Where a box below is ticked,4we have followed the recommendation in full for the wholeof the period above. We have disclosed this in our Corporate Governance Statement:	Where a box below is ticked, we have NOT followed the recommendation in full for the whole of the period above. Our reasons for not doing so are:5
2.4	A majority of the board of a listed entity should be independent directors.	☒	☐ set out in our Corporate Governance StatementOR ☐ we are an externally managed entity and this recommendation is therefore not applicable
2.5	The chair of the board of a listed entity should be an independent director and, in particular, should not be the same person as the CEO of the entity.	☒	☐ set out in our Corporate Governance StatementOR ☐ we are an externally managed entity and this recommendation is therefore not applicable
2.6	A listed entity should have a program for inducting new directors and for periodically reviewing whether there is a need for existing directors to undertake professional development to maintain the skills and knowledge needed to perform their role as directors effectively.	☒	☐ set out in our Corporate Governance StatementOR ☐ we are an externally managed entity and this recommendation is therefore not applicable
PRINCIPLE 3 – INSTIL A CULTURE OF ACTING LAWFULLY, ETHICALLY AND RESPONSIBLY
3.1	A listed entity should articulate and disclose its values.	☒ and we have disclosed our values at in section 5 of our Corporate Governance Statement and on our website: https://www.gpt.com.au/about-us/our-values	☐ set out in our Corporate Governance Statement
3.2	A listed entity should: (a) have and disclose a code of conduct for its directors, senior executives and employees; and (b) ensure that the board or a committee of the board is informed of any material breaches of that code.	☒ and we have disclosed our code of conduct at: https://www.gpt.com.au/about-us/corporate-governance/policies	☐ set out in our Corporate Governance Statement
3.3	A listed entity should: (a) have and disclose a whistleblower policy; and (b) ensure that the board or a committee of the board is informed of any material incidents reported under that policy.	☒ and we have disclosed our whistleblower policy at: https://www.gpt.com.au/about-us/corporate-governance/policies	☐ set out in our Corporate Governance Statement
3.4	A listed entity should: (a) have and disclose an anti-bribery and corruption policy; and (b) ensure that the board or committee of the board is informed of any material breaches of that policy.	☒ and we have disclosed our anti-bribery and corruption policy at: https://www.gpt.com.au/about-us/corporate-governance/policies	☐ set out in our Corporate Governance Statement

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ASX Listing Rules Appendix 4G (current at 17/7/2020)

Appendix 4G

Key to Disclosures Corporate Governance Council Principles and Recommendations

Corporate Governance Council recommendation	Corporate Governance Council recommendation	Where a box below is ticked,4we have followed the recommendation in full for the wholeof the period above. We have disclosed this in our Corporate Governance Statement:	Where a box below is ticked, we have NOT followed the recommendation in full for the whole of the period above. Our reasons for not doing so are:5
PRINCIPLE 4 – SAFEGUARD THE INTEGRITY OF CORPORATE REPORTS
4.1	The board of a listed entity should: (a) have an audit committee which: (1) has at least three members, all of whom are non- executive directors and a majority of whom are independent directors; and (2) is chaired by an independent director, who is not the chair of the board, and disclose: (3) the charter of the committee; (4) the relevant qualifications and experience of the members of the committee; and (5) in relation to each reporting period, the number of times the committee met throughout the period and the individual attendances of the members at those meetings; or (b) if it does not have an audit committee, disclose that fact and the processes it employs that independently verify and safeguard the integrity of its corporate reporting, including the processes for the appointment and removal of the external auditor and the rotation of the audit engagement partner.	☒ and we have disclosed a copy of the charter of the committee at: https://www.gpt.com.au/about-us/corporate-governance/policies and the information referred to in paragraphs (4) and (5) in section 3 of the Corporate Governance Statement and in our 2025 Annual Report available athttps://www.gpt.com.au/results-reports	☐ set out in our Corporate Governance Statement
4.2	The board of a listed entity should, before it approves the entity’s financial statements for a financial period, receive from its CEO and CFO a declaration that, in their opinion, the financial records of the entity have been properly maintained and that the financial statements comply with the appropriate accounting standards and give a true and fair view of the financial position and performance of the entity and that the opinion has been formed on the basis of a sound system of risk management and internal control which is operating effectively.	☒	☐ set out in our Corporate Governance Statement
4.3	A listed entity should disclose its process to verify the integrity of any periodic corporate report it releases to the market that is not audited or reviewed by an external auditor.	☒	☐ set out in our Corporate Governance Statement

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ASX Listing Rules Appendix 4G (current at 17/7/2020)

Appendix 4G

Key to Disclosures Corporate Governance Council Principles and Recommendations

Corporate Governance Council recommendation	Corporate Governance Council recommendation	Where a box below is ticked,4we have followed the recommendation in full for the wholeof the period above. We have disclosed this in our Corporate Governance Statement:	Where a box below is ticked, we have NOT followed the recommendation in full for the whole of the period above. Our reasons for not doing so are:5
PRINCIPLE 5 – MAKE TIMELY AND BALANCED DISCLOSURE
5.1	A listed entity should have and disclose a written policy for complying with its continuous disclosure obligations under listing rule 3.1.	☒ and we have disclosed our continuous disclosure compliance policy at: https://www.gpt.com.au/about-us/corporate-governance/policies	☐ set out in our Corporate Governance Statement
5.2	A listed entity should ensure that its board receives copies of all material market announcements promptly after they have been made.	☒	☐ set out in our Corporate Governance Statement
5.3	A listed entity that gives a new and substantive investor or analyst presentation should release a copy of the presentation materials on the ASX Market Announcements Platform ahead of the presentation.	☒	☐ set out in our Corporate Governance Statement
PRINCIPLE 6 – RESPECT THE RIGHTS OF SECURITY HOLDERS
6.1	A listed entity should provide information about itself and its governance to investors via its website.	☒ and we have disclosed information about us and our governance on our website at: www.gpt.com.au	☐ set out in our Corporate Governance Statement
6.2	A listed entity should have an investor relations program that facilitates effective two-way communication with investors.	☒	☐ set out in our Corporate Governance Statement
6.3	A listed entity should disclose how it facilitates and encourages participation at meetings of security holders.	☒ and we have disclosed how we facilitate and encourage participation at meetings of security holders in section 7.3 of our Corporate Governance Statement	☐ set out in our Corporate Governance Statement
6.4	A listed entity should ensure that all substantive resolutions at a meeting of security holders are decided by a poll rather than by a show of hands.	☒	☐ set out in our Corporate Governance Statement
6.5	A listed entity should give security holders the option to receive communications from, and send communications to, the entity and its security registry electronically.	☒	☐ set out in our Corporate Governance Statement

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ASX Listing Rules Appendix 4G (current at 17/7/2020)

Appendix 4G

Key to Disclosures Corporate Governance Council Principles and Recommendations

Corporate Governance Council recommendation	Corporate Governance Council recommendation	Where a box below is ticked,4we have followed the recommendation in full for the wholeof the period above. We have disclosed this in our Corporate Governance Statement:	Where a box below is ticked, we have NOT followed the recommendation in full for the whole of the period above. Our reasons for not doing so are:5
PRINCIPLE 7 – RECOGNISE AND MANAGE RISK
7.1	The board of a listed entity should: (a) have a committee or committees to oversee risk, each of which: (1) has at least three members, a majority of whom are independent directors; and (2) is chaired by an independent director, and disclose: (3) the charter of the committee; (4) the members of the committee; and (5) as at the end of each reporting period, the number of times the committee met throughout the period and the individual attendances of the members at those meetings; or (b) if it does not have a risk committee or committees that satisfy (a) above, disclose that fact and the processes it employs for overseeing the entity’s risk management framework.	☒ and we have disclosed a copy of the charter of the committee at: https://www.gpt.com.au/about-us/corporate-governance/policies and the information referred to in paragraphs (4) in section 3 of our Corporate Governance Statement and (5) in our 2025 Annual Report, available athttps://www.gpt.com.au/results-reports	☐ set out in our Corporate Governance Statement
7.2	The board or a committee of the board should: (a) review the entity’s risk management framework at least annually to satisfy itself that it continues to be sound and that the entity is operating with due regard to the risk appetite set by the board; and (b) disclose, in relation to each reporting period, whether such a review has taken place.	☒ and we have disclosed whether a review of the entity’s risk management framework was undertaken during the reporting period in section 6.1 of our Corporate Governance Statement	☐ set out in our Corporate Governance Statement
7.3	A listed entity should disclose: (a) if it has an internal audit function, how the function is structured and what role it performs; or (b) if it does not have an internal audit function, that fact and the processes it employs for evaluating and continually improving the effectiveness of its governance, risk management and internal control processes.	☒ and we have disclosed how our internal audit function is structured and what role it performs in section 6.4 of our Corporate Governance Statement	☐ set out in our Corporate Governance Statement

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ASX Listing Rules Appendix 4G (current at 17/7/2020)

Appendix 4G Key to Disclosures Corporate Governance Council Principles and Recommendations

Corporate Governance Council recommendation	Corporate Governance Council recommendation	Where a box below is ticked,4we have followed the recommendation in full for the wholeof the period above. We have disclosed this in our Corporate Governance Statement:	Where a box below is ticked, we have NOT followed the recommendation in full for the whole of the period above. Our reasons for not doing so are:5
7.4	A listed entity should disclose whether it has any material exposure to environmental or social risks and, if it does, how it manages or intends to manage those risks.	☒ and we have disclosed whether we have any material exposure to environmental and social risks in section 6.2 of the Corporate Governance Statement and in our 2025 Annual Report available at https://www.gpt.com.au/results-reports	☐ set out in our Corporate Governance Statement

Page 10

ASX Listing Rules Appendix 4G (current at 17/7/2020)

Appendix 4G

Key to Disclosures Corporate Governance Council Principles and Recommendations

Corporate Governance Council recommendation	Corporate Governance Council recommendation	Where a box below is ticked,4we have followed the recommendation in full for the wholeof the period above. We have disclosed this in our Corporate Governance Statement:	Where a box below is ticked, we have NOT followed the recommendation in full for the whole of the period above. Our reasons for not doing so are:5
PRINCIPLE 8 – REMUNERATE FAIRLY AND RESPONSIBLY
8.1	The board of a listed entity should: (a) have a remuneration committee which: (1) has at least three members, a majority of whom are independent directors; and (2) is chaired by an independent director, and disclose: (3) the charter of the committee; (4) the members of the committee; and (5) as at the end of each reporting period, the number of times the committee met throughout the period and the individual attendances of the members at those meetings; or (b) if it does not have a remuneration committee, disclose that fact and the processes it employs for setting the level and composition of remuneration for directors and senior executives and ensuring that such remuneration is appropriate and not excessive.	☒ and we have disclosed a copy of the charter of the committee at: https://www.gpt.com.au/about-us/corporate-governance/policies and the information referred to in paragraphs (4) in section 3 of our Corporate Governance Statement and (5) in our 2025 Annual Report, available athttps://www.gpt.com.au/results-reports	☐ set out in our Corporate Governance StatementOR ☐ we are an externally managed entity and this recommendation is therefore not applicable
8.2	A listed entity should separately disclose its policies and practices regarding the remuneration of non-executive directors and the remuneration of executive directors and other senior executives.	☒ and we have disclosed separately our remuneration policies and practices regarding the remuneration of non-executive directors and the remuneration of executive directors and other senior executives in our Corporate Governance Statement and in the Remuneration Report in our 2025 Annual Report available at https://www.gpt.com.au/results-reports	☐ set out in our Corporate Governance StatementOR ☐ we are an externally managed entity and this recommendation is therefore not applicable
8.3	A listed entity which has an equity-based remuneration scheme should: (a) have a policy on whether participants are permitted to enter into transactions (whether through the use of derivatives or otherwise) which limit the economic risk of participating in the scheme; and (b) disclose that policy or a summary of it.	☒ and we have disclosed our policy on this issue or a summary of it in section 4.2 of our Corporate Governance Statement	☐ set out in our Corporate Governance StatementOR ☐ we do not have an equity-based remuneration scheme and this recommendation is therefore not applicableOR ☐ we are an externally managed entity and this recommendation is therefore not applicable

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ASX Listing Rules Appendix 4G (current at 17/7/2020)

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The GPT Group Corporate Governance Statement 2025

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Experience First

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GPT acknowledges the Traditional Custodians of the lands on which our business operates. We pay our respects to Elders past, present and emerging, and to their knowledge, leadership and connections. We honour our responsibility for Country, culture and community in the places we create and how we do business.

Artwork: ‘Saltwater Spirit’ by Lowell Hunter (Nyul Nyul Saltwater man) & Bobbi Lockyer (Ngarluma, Kariyarra, Nyul Nyul and Yawuru).

Contents
1. Corporate Governance Framework	4
2. The Board	5
3. Board Committees	13
4. Board and Executive Remuneration and Performance	15
5. Culture	17
6. Risk Management and Integrity of Corporate Reports	20
7. Continuous Disclosure and Stakeholder Engagement	25
8. Diversity and Inclusion	27

Alignment with the ASX Principles

Alignment with the ASX Principles
ASX Principle	Section Reference	Compliance
1.0 Lay solid foundations for management	2, 4, 8	Yes
and oversight
2.0 Structure the Board to be effective	2, 3	Yes
and add value
3.0 Instil a culture of acting lawfully,	5	Yes
ethically and responsibly
4.0 Safeguard the integrity of corporate	2, 3, 6	Yes
reports
5.0 Make timely and balanced disclosure	7	Yes
6.0 Respect the rights of securityholders	7	Yes
7.0 Recognise and manage risk	2, 3, 6	Yes
8.0 Remunerate fairly and responsibly	2, 3, 4	Yes

Front cover image: Darling Park, Sydney

BACK To CoNTeNTS

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Introduction

Good corporate governance is a fundamental part of The GPT Group’s (GPT or Group) commitment to our securityholders. Corporate governance plays an integral role in supporting GPT’s business and helping us to deliver on our strategy.

It provides the arrangements and practices through which GPT’s strategy and business objectives are set, performance is monitored, and risks are managed. It includes a clear framework for decision making and accountability across the business.

GPT strives to meet high standards of governance across our operations.

This Corporate Governance Statement (Statement) outlines the corporate governance processes and structures for GPT which comprises GPT Management Holdings Limited (GPTMHL) and General Property Trust (Trust). GPTRE Limited (GPTRE) is the responsible entity of the Trust. GPT’s stapled securities are listed on the Australian Securities Exchange (ASX). The Boards of GPTMHL and GPTRE have common Directors and meet concurrently. They are collectively referred to as the Board in this Statement unless indicated otherwise.

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GPT complies with the 4th Edition of the ASX Corporate Governance Council’s ‘Corporate Governance Principles and Recommendations’ (ASX Principles).

This Statement is current as at 13 February 2026 and has been approved by the Board.

Rouse Hill Town Centre, NSW

3 The GPT GrouP CorPorATe GoVerNANCe STATeMeNT 2025

CORPORATE GOVERNANCE FRAMEWORK

BACK To CoNTeNTS

1.Corporate Governance Framework

Details of GPT’s governance arrangements, including Board and Committee Charters and key policies which are described in more detail in this Statement, can be found on GPT’s website under Corporate Governance.

These charters and key policies are reviewed regularly for appropriateness, to enable GPT to meet regulatory requirements and evolving stakeholder expectations and maintain a high standard of corporate governance.

GPT’s corporate governance framework is designed to deliver on our purpose and strategy and is guided by our risk framework and values.

GPT Board

Endorse GPT's strategy, approve investment decisions, oversee business performance, oversee sustainability related risks and opportunities and consider and approve matters recommended by the Board Committees

The Committees and Management report to the Board via recommendation and information papers and minutes

The Board delegates responsibility to its Committees and Management pursuant to Charters, Delegations of Authority, Risk Appetite Statement, Policies and other delegations from time-to-time

GPT Board Committees
Audit and Risk Committee (ARC) Human Resources and Nomination Remuneration Committee (HRRC) Committee
- Review financial reporting processes and - Oversee people and remuneration-related - Manage recommend financial statements to Board strategies, policies and frameworks and practices, Non-Executive
- Oversees: including culture indicators Director and CEO ▪ Risk management and compliance frameworks, - Oversee and monitor the appropriateness, appointments and review and recommend the risk appetite effectiveness and compliance with the GPT succession, and
▪ Monitor risk culture and monitor financial and non financial risks - Workplace Health and Safety SystemMonitor effectiveness of the safety culture and - related mattersManage ▪ External and internal audit plans and processes review material incidents, root causes, mitigants Board/Committee ▪ GPT’s internal controls and actions review processes

Each committee refers relevant matters to other Board committees as required

CEO and Managing Director Responsible for day-to-day management of the Group within the Group’s Delegations of Authority

Executive Team Provides executive governance of the Group’s organisational direction

Business/Management Committees

Responsible for recommendations in specific areas such as, valuations, investments, technology, sustainability, treasury activities and privacy

GPT’s People

Responsible for working to deliver GPT’s purpose, whilst adhering to the standards of behaviour set out in our values and Code of Conduct

Oversight (2nd line of accountability)	Risk Framework and Group Risk	Legal & Compliance	People & Culture, including our values Finance, including delegations Health & Safety
Independent Assurance (3rd line of accountability)	External Audit	Internal Audit	External assurance and verification and professional advice

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2. The Board

2.1. Role and Responsibilities of the Board

The Board’s Governance Framework, as shown on page 4, is based on accountability, effective delegation and adequate oversight to support sound decision making. The Board is accountable to securityholders for GPT’s performance and responsible for the overall management and governance of GPT, as well as setting GPT’s strategic objectives and risk appetite.

The Board was actively engaged in its governance responsibilities throughout the year, fulfilling its role in accordance with the Board and Committee Charters. Board and Committee meetings are the main forum for the Board to monitor GPT’s performance, set expectations for Management and provide oversight on progress against GPT’s strategy.

Clear planning and agenda setting enables the Board and its Committees to use their time effectively. Each year there are eight planned Board meetings, with additional meetings scheduled as required. In addition, there is an annual strategy session for the Board to review and endorse the strategy.

A forward planner is in place for the Board and each of its committees to balance the different areas requiring the Board’s attention and to enable all responsibilities under the Board and Committee Charters to be met. Time was allocated in 2025 to hear from experts in relevant fields, both internal and external to GPT, to further the Board’s knowledge in specific areas. In addition, the Board toured GPT’s assets and engaged directly with GPT’s people.

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Vickki McFadden Independent Chairman

Russell Proutt CEO and Managing Director

Anne Brennan Independent Director

Shane Gannon Independent Director

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Tracey Horton AO Independent Director

Louise Mason Independent Director

Mark Menhinnitt Independent Director

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The Board Charter, which is available on GPT’s website, sets out the role of the Board and Management, including matters expressly reserved for the Board. The Charter also includes a description of the role of the Chairman and matters delegated to the CEO which includes:

Key responsibilities

Provide leadership to the Board

Arrange for the GPT Board to meet regularly and that accurate records of all GPT Board meetings are kept and distributed to all Directors

Chairman

Encourage debate and constructive criticism

Represent the Board in public communications, and

Confirm all Directors understand the role of the GPT Board and their own responsibilities as a Director.

Key responsibilities

Develop strategic objectives for GPT for consideration by the Board

Implement the strategy

Appoint members of the Executive Team and oversee their performance

Chief

Executive Officer (CEO)

Be responsible for all aspects of the day-to-day running of GPT, including financial and non-financial performance, instilling and reinforcing the Group’s Code of Conduct and GPT Values, and implementing processes, policies, systems and appropriate controls to effectively manage the operations and risks of the Group

Arrange the timely preparation, presentation, adequacy and integrity of information for the Board to enable the Board to carry out its responsibilities, and

Provide GPT securityholders and the market with equal and timely access to market sensitive information.

The Group’s Delegations of Authority, as well as the Group’s strategy, annual budget, risk appetite, policies and charters, provide the responsibilities and limits of authority for the CEO and Executive Team. Management is responsible for providing the Board with accurate, clear and timely information on GPT’s strategy and operations to enable the Board to perform its role.

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100 Metroplex Place, Wacol, QLD

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2.2. Board Composition

The Board is committed to maintaining a mix of diversity, skills, experience and expertise to enable it to discharge its responsibilities.

The Board has a majority of independent, Non-Executive Directors and a mix of tenures to balance those who have established knowledge of GPT’s business and history, with those who bring a fresh perspective and different insights.

As at 31 December 2025, the Board comprised six independent Non-Executive Directors and the CEO and Managing Director. The Chairman of the Board is an independent Non-Executive Director who is responsible for providing leadership to the Board. Biographies for each of the Directors, including their experience and qualifications, are available in the Governance section of the 2025 Annual Report and on GPT’s website.

Director	Independent Non-Executive	Date of appointment	Length of service at 31 December 2025	Last election/ re-election by securityholders
Vickki McFadden(Chairman)	Yes	March 2018	7years, 10 months	2024
Russell Proutt(CEO and ManagingDirector)	No	March 2024	1year, 10 months	N/A
Anne Brennan	Yes	May2022	3years, 8 months	2025
Shane Gannon	Yes	May2023	2years, 8 months	2023
TraceyHorton AO	Yes	May2019	6years, 8 months	2025
Louise Mason	Yes	May2024	1year, 8 months	2024
Mark Menhinnitt	Yes	October 2019	6years, 3 months	2023

As detailed in the Constitution of GPTMHL and the ASX Listing Rules, each Non-Executive Director appointed by the Board only holds office until elected at the following Annual General Meeting (AGM). In addition, the Constitution and ASX Listing Rules require that each Non-Executive Director may not hold office for more than three years from the date of their election or re-election without submitting for re-election at the Group’s AGM. At least one Director must stand for election each year. The Constitution, including these provisions, may only be amended by resolution by securityholders.

GPT provides all material information to securityholders that is relevant to a decision on whether or not to elect or re-elect a Non-Executive Director at the AGM, including a statement by the Board as to whether it supports the election or re-election of the director and a summary of the reasons why.

On appointment, Directors are required to provide details of all existing directorships with other companies and organisations and other significant commitments and confirm that these other commitments do not affect their ability to perform or discharge responsibilities as a Director of GPT. Directors must also acknowledge that they have sufficient time to meet the necessary time commitments required by the appointment.

On an ongoing basis, Directors are required to consult with the Chairman (and in the case of the Chairman, the most senior Independent Director) before accepting any other (or further) directorships. The Chairman reviews the likely time commitment envisaged and may not consent to the commitment if a conflict may exist or if the time commitment required by the proposed appointment is such that the Director would be unable to act in the best interests of GPT. In considering this, the Chairman has regard to the number of other directorships held by the Director.

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2.3. Board Renewal

The GPT Board is responsible for reviewing its succession planning requirements and needs. If a new Non-Executive Director is proposed to be appointed to the Board, the Nomination Committee is responsible for overseeing the selection process. Before making a recommendation to the Board regarding potential candidates for the appointment of a new Non-Executive Director, the Nomination Committee assesses the Skills Matrix in section 2.4 and any future succession planning needs, including the tenure of the Directors and diversity on the Board. An external professional recruitment search firm may also be engaged.

GPT undertakes appropriate background checks in relation to character, experience, education, criminal record and bankruptcy history of a director prior to their appointment. Each Non-Executive Director receives a letter formalising and outlining the key terms of their appointment.

The appointment is part of the Board’s ongoing renewal process and Mr Osmond’s extensive experience in strategic investments, capital markets and financial evaluation of complex investments and opportunities complements the Board’s existing skills mix.

The Board recognises the value of diversity, and the Directors represent a range of ages and backgrounds. The Board has a gender goal of 40 per cent female, 40 per cent male and 20 per cent of any gender that hold the relevant skills and experience. As at 31 December 2025, 57 per cent of the Directors were female and 43 per cent male.

The Board also consists of a mix of tenures to balance knowledge of GPT and our business with fresh insights. 33 per cent of Non-Executive Directors have less than three years tenure and 66 per cent have greater than three years tenure at 31 December 2025. The average tenure of Non-Executive Directors is 4.8 years.

In September 2025, the Board announced the appointment of Tony Osmond to commence as a Non-Executive Director on 1 March 2026.

2.4. Board Skills Matrix

The Board is committed to maintaining a diversity of skills, experience, ethnicity and backgrounds in its membership. The Board has identified the skills and experience set out in the matrix in this section as those required for GPT’s Directors to provide effective governance and direction for the Group. This is reviewed on a regular basis in line with GPT’s strategic direction and changes in Directors’ skills and experience.

Having assessed its composition and the results of the analysis set out above, the Board considers that it has the appropriate mix of skills and experience to enable it to discharge its responsibilities.

The skills matrix continues to be reviewed and updated as appropriate and used by the Board as a key component of succession planning, Committee membership and professional development.

For each of the skills and experience identified, the level of experience is assessed using a set of objective criteria which include tertiary qualifications, relevant industry experience or qualifications, and length of experience at a senior level.

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Board Skills Matrix as at 31 December 2025

Skills and Experience

Skills and Experience Board Skills Matrix as at 31 December 2025
Experience with property management, investment, funds management and / or development				6					1
•Experience in property management and investment
•Experience in property development, asset generation, capital partnering,
construction and funds management
•Understanding of industry trends
Health, safety and sustainability
•Understanding of, and experience in, health, safety and sustainability	2					5
obligations and initiatives in large organisations
Finance and accounting
•Senior executive or equivalent experience in fnancial accounting and reporting, corporate fnance, capital management strategies, risk and internal		4					3
controls
•Experience in fnancial accounting and reporting •Experience in capital management and fnancing
Strategy and capital allocation
•Experience in developing, implementing and challenging strategic plans to		4					3
achieve the long-term goals of an organisation
•Experience in complex merger and acquisition activities
•Deep understanding of fnancial drivers and alternative business models
Risk management and compliance
•Experience of fnancial and non-fnancial risk management frameworks and controls, and the identifcation, assessment and management of risk in large			5					2
organisations
Leadership and Governance
•ASX100 Directorship and Chairman of a Committee or CEO or Senior Executive			5					2
experience
•Knowledge, experience, and commitment to the highest standards of
governance
People, remuneration and culture
•Senior experience in people management and human resources policy		4					3
•Experience with remuneration structures and incentives in large ASX listed
companies
Transformation, Innovation and Technology
•Experience in identifying innovative ways of doing business and achieving					7
strategic goals

Experience in identifying innovative ways of doing business and achieving strategic goals
Experience in transforming business models and processes
Understanding of data management, data privacy and information security practices
Experience with data analytics and insights
3 (Substantial): Extensive career 2 (Significant): Significant experience experience in senior executive, Director or at management or professional levels professional roles; tertiary qualifications. and/or tertiary qualification.
1 (Some): Experience in some aspects e.g. in a stage of career, or project roles.

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2.5. Director Independence

The Board is responsible for determining the independence of each Non-Executive Director. In determining each Director’s independence, the Board refers to the following factors adapted from the ASX Principles and set out in the Board Charter:

The Director cannot be a substantial securityholder of GPT or associated directly with a substantial securityholder of GPT
The Director must not have been employed in an executive capacity with GPT within the last three years
The Director must not have been a principal of a material professional adviser or consultant to GPT within the last three years or an employee materially associated with the service provided
The Director must not have been a material supplier or customer to GPT within the last three years or an officer of or otherwise associated directly or indirectly with a material supplier or customer during that period
The Director must not have a material contractual relationship with GPT other than as a director
The Director must not receive performance-based remuneration from, or participate in, an employee incentive scheme of the Group
The Director must not have been a partner or employee of GPT’s external auditor during the past year
The Director must not have served on the Board for a period which could, or could reasonably be perceived to, materially interfere with the Director’s ability to act in the best interests of GPT
The Director must be free from any interest and any business or other relationship which could, or could reasonably be perceived to, materially interfere with the Director’s ability to act in the best interests of GPT, and
The Director must not have close personal ties with any person who falls into the categories described above.

The Board recognises that the above factors are relevant in determining independence but considers that independence is a matter of judgment having regard to all the facts and circumstances of particular relationships.

The Board considers that of the matters aforementioned, the most relevant consideration for determining the independence of GPT’s Directors is that a Director be free from any interest, business or other relationship which could, or could reasonably be perceived to, materially interfere with the Director’s ability to act in the best interests of GPT. This principle is also used when considering issues, such as the materiality of any identified interest, business or relationship.

The Board evaluates the materiality of any interests or relationships on a case-by-case basis having regard to the circumstances of each Director. Based on the criteria above, the Board considers all its Non-Executive Directors to be independent as shown in the table in section 2.2.

2.6. Notification of Interests and Conflicts

Directors are required to take all reasonable steps to avoid actual, potential, or perceived conflicts of interest. Should a conflict arise, it must be declared to the Chairman of the Board, or if the conflict involves the Chairman, to the Chairman of the Audit and Risk Committee.

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2.7. Induction and Board Education

On commencement of employment, all Directors and employees undertake an induction program which includes information on GPT’s values, Code of Conduct, health and safety, and employment practices and procedures. In addition, for Director induction, any new Directors meet with the members of the Executive Team and visit our assets as appropriate to discuss GPT’s strategy, our various businesses, our financial position and performance and risk management. This induction program is being provided to Mr Osmond ahead of his commencement on 1 March 2026.

Ongoing development is incorporated into the Board calendar which provides that Directors, individually and collectively, develop and maintain the skills and knowledge required for the Board to fulfil its role and responsibilities. This involves visits to GPT’s offices and assets and presentations on developments impacting the business and the wider economy.

In 2025, the Board visited GPT’s offices and assets in Sydney, Newcastle and Perth. The Board also gained insights and a deeper level of knowledge on topics such as economic outlook, capital markets, investor engagement, product development, Australian Sustainability Reporting Standards, climate-related risks and opportunities and outlook for Australian property across various sectors.

2.8. Review of Board Performance

The Board considers that annual reviews of its performance are essential in enhancing the Board’s effectiveness, as well as providing an opportunity to raise and resolve issues. Performance reviews may be undertaken internally or with the assistance of an external facilitator and cover the activities of the Board and each of its committees with feedback being provided by the Directors and members of the Executive Team. An external review is undertaken every three years.

An external review of the Board, Committees and each Director’s performance was undertaken in 2025.

Key areas of assessment included:

Purpose, strategy and culture
Governance structure, roles and relationships
Board composition dynamics, performance and development
Board processes and decision making
Operational and financial performance monitoring
Risk and compliance management and monitoring
Oversight of Management, and
Stakeholder engagement.

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2.9. Attendance at Board and Committee Meetings

The number of Board and Committee meetings held and Directors’ attendance at those meetings during 2025 is set out in the 2025 Annual Report.

Directors are expected to attend all scheduled Board meetings and scheduled meetings of those Committees of which they are a member, as outlined in the terms of appointment for each Director, unless they have advised the Chairman in advance of an inability to attend a meeting.

2.10. Access to Information and Independent Advice

2.11. Role of the Company Secretary

Each Director enters into an Access and Indemnity Deed with GPT which provides seven years’ access to documents after their retirement as a director. The Board collectively, and each Director individually, subject to prior consultation with the Chairman of the Board, has the right to seek independent professional advice in the performance of their duties as a director. Each Director also has unfettered access to internal records, the external auditor and senior Management.

The Board must approve the appointment or removal of the Company Secretary, and the Company Secretary is accountable to the Board, through the Chairman, on all matters to do with the proper functioning of the Board. As at 31 December 2025, the Board had appointed two company secretaries. The qualifications, experience and other details of these company secretaries are set out in the 2025 Annual Report. All Directors have access to the company secretaries.

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Australia Square, Sydney

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3.Board Committees

The Board has established the Audit and Risk, Human Resources and Remuneration and Nomination Committees to assist in carrying out its responsibilities.

The Board also establishes special purpose committees as may be required to focus on specific matters.

The Chairman of each Committee is an independent Non-Executive Director with the appropriate qualifications and experience to carry out that role.

The Board receives minutes of Board Committee meetings and updates from the Chairman of each Committee to enable an appropriate flow of information between the Committees and the Board.

Unless a conflict arises, all Directors have access to Board Committee papers, may attend Committee meetings and receive minutes even if not a member of the relevant Committee. All Directors also have a standing invitation to attend all Committee meetings.

Each Committee has a formal charter setting out its responsibilities which is reviewed at least every three years. The charters were each reviewed and updated during 2025. Copies of those charters are available in the Corporate Governance section of GPT’s website, and the key responsibilities are noted on the following pages.

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Audit and Risk Committee

Role Composition Requirements Membership as at 31 December 2025 To assist the Board to: • All members to be • Anne Brennan • Review the quality and reliability of independent (Chairman, Independent) • At least three
the financial reporting processes • Shane Gannon
• Review and recommend to the independent Non• Mark Menhinnitt Board for approval the financial • Executive DirectorsAt least one member Anne Brennan, as Chairman, has statements to be issued by GPT of the Audit and Risk
• Review the external auditor’s deep business, finance, risk and Committee to have governance experience gained through
qualifications, performance, audit relevant accounting a variety of senior Management roles plans and independence

• At least one member Anne Brennan, as Chairman, has statements to be issued by GPT of the Audit and Risk • Review the external auditor’s deep business, finance, risk and Committee to have governance experience gained through qualifications, performance, audit relevant accounting a variety of senior Management roles plans and independence in both accounting firms and large • Oversee GPT’s internal controls and qualifications and organisations. Anne holds a Bachelor of the internal audit function experience and all Commerce (Honours), and is a Fellow • Review the effectiveness of GPT’s Risk members to have a of the Chartered Accountants Australia good understanding of and New Zealand. Management Framework and any material incidents and breaches financial reporting and • Monitor Risk Culture risk management, and Shane Gannon is an experienced • Review and recommend the risk • members have a All of the current financial and property executive. Shane holds a Bachelor of Business appetite statement to the Board and (Accounting) and is a Fellow member working familiarity monitor compliance of the Australian Institute of Company • with basic finance and Directors and Fellow member of the Monitor material financial and non-financial risks, controls and any accounting practices Australian Society of CPAs. incidents and have professional • Oversee the effective operation financial and Mark Menhinnitt has significant accounting experience investment management, construction, of GPT’s risk management and compliance frameworks and any and qualifications as shown in the next development and urban regeneration experience in the real estate and incidents and breaches reported; infrastructure sectors. Mark holds a column. and Master’s Degree in Applied Finance and • Recommend the Internal Audit plan a Bachelor’s Degree in Engineering and to the Board, review internal audit is a graduate member of the Australian activity and monitor action plans Institute of Company Directors and a following audit recommendations. fellow of the Governance Institute of Australia.

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Human Resources and Remuneration Committee

Role Composition Requirements

Assists the Board in fulfilling its responsibilities in relation to:
All members to be independent, and
At least three independent NonExecutive Directors.
Workplace health and safety (WHS) obligations including reviewing the appropriateness, effectiveness and compliance with the WHS system, monitoring the effectiveness of the WHS culture and reviewing material incidents, root causes and actions

Membership as at 31 December 2025

Tracey Horton AO (Chairman, Independent)
Mark Menhinnitt
Louise Mason
Remuneration framework and application, including remuneration for the Board, CEO and Executive Team
Evaluation of the CEO and Executive Team performance
Oversight of culture
Succession planning and talent, and
Diversity and inclusion.

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Nomination Committee

Role

Assists the Board in fulfilling its corporate governance responsibilities in relation to Non-Executive Director and CEO appointments and succession, and Board induction, development and performance.

Composition Requirements

Membership as at 31 December 2025

At least three • Vickki McFadden independent Non(Chairman, Independent) Executive Directors.
Anne Brennan
Tracey Horton AO

Note: a Director does not participate in decisions as to their own appointment.

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BOARD AND EXECUTIVE REMUNERATION AND PERFORMANCE

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4. Board and Executive Remuneration and Performance

4.1. Director Remuneration

Details of GPT’s remuneration policies and the remuneration paid to Directors are set out in GPT’s Remuneration Report in the 2025 Annual Report. Non-Executive Directors receive fees which reflect their skills, responsibility and time commitment in the discharge of their duties. Performance based remuneration components do not form part of the remuneration of Non-Executive Directors to enable their independence to be maintained.

Non-Executive Directors do not receive any retirement benefits other than superannuation and the total aggregate amount of Directors’ fees (fee pool) paid to Non-Executive Directors must not exceed $2,200,000 per annum. Non-Executive Directors are paid compulsory superannuation at the statutory superannuation guarantee contribution rate as part of their fees. The members of the Nomination Committee do not receive additional fees for their role on that Committee.

In addition, GPT’s Minimum Security Holding Policy requires Non-Executive Directors to build (initially over four years from appointment) and maintain a minimum holding of GPT securities.

The minimum security holding requirement is equal to 100 per cent of annual base fees on the date of appointment and, in the case of the Chairman, the date of becoming Chairman. The value of the security holding is assessed by the higher of cost of the shares or the current market value at end of the period, being the number of securities multiplied by the volume-weighted average price for the 30-day period immediately prior to the start of the calendar year in which the assessment is performed.

Progress against this target is shown in the Remuneration Report in the 2025 Annual Report.

4.2. Executive Remuneration Framework

GPT’s remuneration framework is designed to demonstrate a clear and direct link between GPT’s performance and an individual’s performance and remuneration. The Board, with the assistance of the Human Resources and Remuneration Committee, aims to create a remuneration framework that:

Attracts and retains high performing executives and employees
Aligns to the delivery of long-term securityholder value
Provides a demonstrable link between strategy execution, performance and reward, and
Drives culture and conduct in line with our values.

In addition, GPT’s Minimum Security Holding Policy requires the CEO and members of the Executive Team to build (over five years from appointment) and maintain a minimum holding of GPT securities. The policy requires the CEO to maintain a holding equal to 150 per cent of average Total Package Value (TPV) over the five-year period, which is base remuneration plus superannuation.

For other Executive Team members, the minimum shareholding requirement is equal to 100 per cent of average TPV over the five-year period.

The value of the security holding is assessed by the volume-weighted average price for GPT securities for the 30-day period immediately prior to the start of the calendar year in which the assessment is performed.

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Further detail regarding GPT’s remuneration framework is available in the Remuneration Report in the 2025 Annual Report.

The Human Resources and Remuneration Committee recommends the remuneration package for the CEO to the Board for approval, and in consultation with the CEO, approves the remuneration for other members of the Executive Team.

The Chairman of the Board and the Chairman of the Human Resources and Remuneration Committee meet with a number of institutional investors each year to discuss GPT’s remuneration framework.

The Human Resources and Remuneration Committee discusses any feedback received when it reviews the remuneration framework.

GPT’s Securities Trading Policy restricts employees from hedging or entering an arrangement that would have the effect of limiting their exposure to risk relating to an element of their remuneration that is unvested, or which remains subject to a trading restriction or forfeiture condition. GPT’s Securities Trading Policy is available on GPT’s website.

4.3. Executive Performance

GPT has a performance management system to provide senior executives with clear performance objectives. Components of this system include GPT and business unit financial and non-financial key performance indicators (KPIs) consistent with GPT’s values.

From 2025, GPT adopted a Group Scorecard to determine how the short-term incentive pool is funded for eligible employees, including Executives. For the Group Scorecard to be funded at any level, a minimum financial (funds from operations) gate first needs to be achieved, meaning that any shortterm incentive compensation scheme (STIC) funding is wholly reliant on a minimum level of financial performance being delivered. The scorecard is designed to incentivise teams, based on financial and non-financial measures focused on delivering desired value creation across our business.

KPIs are set by the Board for the CEO and then cascaded into the business. GPT’s Remuneration Report in the 2025 Annual Report provides further detail on the assessment of performance of Key Management Personnel and links to GPT’s organisational culture and values.

The Chairman of the Board assesses the performance of the CEO against the KPIs. The Human Resources and Remuneration Committee considers that review and recommends the incentive plan outcomes to the Board for approval. The CEO conducts annual performance reviews of the Executive Team. The performance of the CEO and Executive Team during 2025 was reviewed in accordance with these principles.

Each senior executive has a written agreement setting out the terms of their employment and prior to any appointment of a senior executive, appropriate background checks are undertaken.

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CULTURE

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5. Culture

5.1. Purpose and Values

Our purpose, Experience First, puts our investors, customers and employees’ experience at the heart of everything we do.

GPT provides a workplace where our people can realise their potential and consistently deliver high performance in a safe, inclusive, and supportive environment. Our diverse workforce benefits from a dynamic and flexible workplace, underpinned by a purpose-led culture where everyone feels respected and valued.

Our values guide how we deliver on our purpose, guiding how we behave to deliver our strategy:

Everyone counts

Imagine if... Go for it!

Make an impact

5.2. Culture

The Board is committed to having a transparent and inclusive culture at GPT and understands the importance of the Board’s and Management’s role in promoting and supporting behaviours that underpin the desired culture, as shown in our values.

The Board meets regularly with various levels of the organisation, both formally at meetings and informally during asset tours and employee functions to test and observe the organisation’s culture. The Human Resources and Remuneration Committee reviews a robust dashboard of lead and lag indicators of the desired culture quarterly, incorporating:

Employee engagement
Diversity and inclusion
Behaviour and consequence management, and
Health and safety.

In addition, a risk culture dashboard is reviewed by the Audit and Risk Committee and indicators of culture are reported to the Board regularly through each of the Human Resources and Remuneration and Audit and Risk Committees. The results of GPT’s employee engagement survey and planned actions to address any issues raised are reported to, and discussed by, the Board’s Human Resources and Remuneration Committee.

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5.3. Code of Conduct

Our Code of Conduct is an important aspect of establishing and maintaining GPT’s culture and sets out the standards of behaviour expected of Directors and GPT employees.

All Directors and employees are bound by GPT’s Code of Conduct. The Code of Conduct sets out what we expect of our people and provides a benchmark for ethical behaviour to assist in maintaining the trust and confidence of GPT’s stakeholders. The Code of Conduct also articulates the consequences if these expectations are not met. The Board is informed of any material breaches of the Code of Conduct via the Human Resources and Remuneration and Audit and Risk Committees.

In addition, Management has established a Behavioural Conduct Working Group which takes a systematic and proactive approach to managing behavioural conduct risks and minimising them as far as reasonably practicable. The Working Group is responsible for overseeing the processes for identifying, assessing, and managing behavioural conduct matters, as well as driving proactive initiatives aimed at preventing such issues from arising. Through this dual focus on oversight and prevention, the Group plays a key role in fostering a respectful, safe, and accountable workplace culture.

All employees receive Code of Conduct training on commencement of employment with GPT and routine refresher training thereafter. The code of conduct is available on GPT’s website.

5.4. Anti-Bribery, Fraud and Corruption Prevention Policy

GPT is committed to creating and maintaining a culture of corporate compliance and ethical behaviour.

GPT has zero tolerance for and strictly prohibits bribery, corruption and fraudulent or dishonest conduct. Our Anti-Bribery, Fraud and Corruption Prevention Policy provides GPT employees with information and guidance on how to recognise and deal with bribery, corruption and fraud issues. GPT is committed to creating and maintaining a culture of corporate compliance and ethical behaviour.

The policy also prohibits the making of political donations and provides guidance for employees on the acceptance and disclosure of gifts and benefits. All new employees receive Anti-Bribery, Fraud and Corruption Policy training on commencement of employment with GPT and routine refresher training thereafter. The Board is informed of any material breaches of the policy.

The policy is available on GPT’s website.

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CULTURE

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5.5. Whistleblower Policy

GPT is committed to creating a culture where people feel safe to speak up. One of the ways this is enabled is through the Whistleblower Policy that encourages eligible persons (as defined in the policy) to report concerns about suspected misconduct. All new employees receive Whistleblower Policy training on commencement of employment with GPT and refresher training thereafter.

Potential whistleblowers have several avenues to make reports as detailed in the Whistleblower Policy, including an external service – Your Call – which provides secure, confidential and independent whistleblowing reporting services using an email, web form and telephone service.

The Whistleblower Program provides updates to the Chairman of the Audit and Risk Committee and/or CEO on Whistleblower matters between meetings as required. These reports are anonymised where necessary to protect whistleblowers who do not consent to the disclosure of their identity. As circumstances require, the Chairman of the Audit and Risk Committee or a member of the Whistleblower Program provides updates to the Chairman and the Board on Whistleblower matters. These are also anonymised where necessary.

The policy is available on GPT’s website.

The Audit and Risk Committee receives updates on any whistleblower matters at each of its meetings and conducts an annual review to identify any trends and assess the effectiveness of the program. These reports are anonymised.

5.6. Trading in GPT Securities and Hedging

The Board has approved a Securities Trading Policy for trading in GPT Securities. This policy provides that:

Subject to specific exemptions set out in the policy, Directors and employees are only permitted to trade in GPT securities in the six week period beginning one day after the announcement of GPT’s half year results, full year results, the Annual General Meeting, the release of the Group’s third quarter operational update to the ASX, the provision by the Board of forecasts in an offer document released to the market or any other period determined by the Board from time to time
Even during the permitted trading window, no Director or employee may deal in GPT securities if they have information which, if publicly available, might have a material impact on the price of those securities, and
Employees may not enter into an arrangement (with anyone) if the arrangement would have the effect of limiting that person’s risk exposure of an element of their remuneration that has not vested or has vested but remains subject to a trading restriction or forfeiture condition.

GPT’s Code of Conduct also sets out an explanation and prohibition of insider trading.

GPT’s Securities Trading Policy is available on GPT’s website.

19 The GPT GrouP CorPorATe GoVerNANCe STATeMeNT 2025

RISK MANAGEMENT AND INTEGRITY OF CORPORATE REPORTS

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6. Risk Management and Integrity of Corporate Reports

6.1. Risk Management

GPT’s Board recognises the importance of having an effective risk management and controls framework in place. GPT takes an enterprise-wide approach to risk management which incorporates culture, conduct, compliance, processes and systems consistent with AS/NZS ISO 31000:2018.

The Group’s Risk Management Framework is overseen by the Board and consists of the following key elements:

Risk Management Policy: The Risk Management Policy sets out the Group’s approach to risk management, which is reviewed annually by the Audit and Risk Committee. The Risk Management Policy is available on GPT’s website.
Risk Appetite: The Board sets GPT’s risk appetite to align with our strategy having regard to GPT’s operating environment and key risks. This is articulated in the Group’s Risk Appetite Statement, against which key investment decisions are assessed.
Risk Governance: The Board is supported in its oversight of the Risk Management Framework by the Audit and Risk Committee, which reviews the effectiveness of the Framework.
Risk Culture: GPT maintains a transparent and accountable culture where risk is actively considered and managed in day-to-day activities.
Risk Management Processes and Systems: GPT has robust processes and systems in place for the identification, assessment, treatment, assurance and reporting of risk.

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Risk Management Process
Identification Risks are identified through annual and semi-annual workshops, incident management ,
audit and risk reviews at the strategic, business, project and process levels
Assessment Risks evaluated using a likelihood and impact scale calibrated against GPT's Risk Appetite
Treatment Managemen t determine level of risk mitigation , transfer, acceptance or removal
Assurance and Reporting provides assurance to Management and Directors that risks are identified ,
Reporting assessed , treated and escalated appropriately
Consultation and Review Monitoring
Communication and
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The Risk Team is responsible for the Risk Management Framework and for overseeing it is appropriately designed and operating effectively.

The Risk Team, led by the General Counsel, regularly reports to the Audit and Risk Committee on matters relating to the Risk Management Framework, key risks, emerging risks, risk appetite and risk culture. A review of GPT’s Risk Management Framework was undertaken for 2025 and the Audit and Risk Committee is satisfied that the Group’s Risk Management Framework and related Risk Management Policy effectively support Management’s execution of strategy within the Board’s appetite for risk.

GPT also has a comprehensive Compliance Management Framework. The Audit and Risk Committee receives compliance reporting which includes details of any financial services, privacy or Anti-Money Laundering and Counter Terrorism Financing breaches and remediation plans. In addition, both the Human Resources and Remuneration and Audit and Risk Committees receive a culture scorecard which includes reports on breaches of GPT’s policies and procedures and any action taken, in line with GPT’s Consequence Management Framework which forms part of the Code of Conduct.

GPT’s Risk Management Policy is available on GPT’s website.

20 The GPT GrouP CorPorATe GoVerNANCe STATeMeNT 2025

RISK MANAGEMENT AND INTEGRITY OF CORPORATE REPORTS

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6.2. Sustainability-Related Risks and Opportunities

GPT actively considers and addresses sustainability-related risks and opportunities (including climate) in our business practices and activities, with the aim to make our assets resilient and protect long-term value for GPT and our stakeholders. The Group’s formal policies, procedures and methods for identifying and managing these risks and opportunities are unified across the business.

GPT considers global sustainability standards and frameworks, such as the Global Reporting Initiative (GRI) Standards, the Task Force on Climate-related Financial Disclosures (TCFD), the Taskforce on Nature-Related Financial Disclosures (TNFD), the International Sustainability Standards Boards (ISSB) Sustainability Disclosure Standards, the UN Guiding Principles on Business and Human Rights (UNGPs), and the United Nations Sustainable Development Goals (SDGs).

The 2025 Annual Report and associated reporting suite addresses the Group’s material risks and opportunities, including any material exposure or value creation potential to environmental and social sustainability risks and opportunities, and the strategies used to manage them.

Alongside other business factors, climate and nature risk and opportunity considerations inform decision making across the Group, with the aim to both minimise GPT’s emissions and environmental impact, and to enable the resilience of GPT’s assets to the changing environment.

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Wembley Business Park, Berrinba, QLD

21 The GPT GrouP CorPorATe GoVerNANCe STATeMeNT 2025

RISK MANAGEMENT AND INTEGRITY OF CORPORATE REPORTS

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6.3. Health and Safety at GPT

GPT is committed to promoting and protecting the health and safety of our people, customers, contractors and all users of our assets.

To manage GPT’s health and safety risks, GPT has:

A culture of safety first and integration of safety risk management across the business
Comprehensive health and safety management systems
Training and education of employees and induction of contractors

GPT maintains and operates a robust Health and Safety Management System (H&SMS), comprising an overarching Health and Safety Policy supported by a comprehensive set of safety management procedures. The system is regularly reviewed and updated to maintain currency in an evolving risk environment.

Engagement of specialist safety consultants to assist in identifying risks and appropriate mitigation actions
Prompt and thorough investigation of all safety incidents to ascertain root causes and prevent future occurrences
Participation in knowledge sharing within the industry, and
Comprehensive Crisis Management and Business Continuity Plans tested annually.

In 2025, GPT strengthened its focus on psychosocial safety. A comprehensive Psychosocial Risk Register was developed in consultation with employees across the business to identify, monitor and respond to psychosocial hazards and potential sources of harm in a timely and appropriate manner. GPT also commenced the rollout of training for all People Leaders to support their understanding, mitigation of psychosocial risks and promotion of a safe work environment.

6.4. Internal Audit

The purpose of GPT’s Internal Audit function is to provide the Board and Management with independent and objective assurance on the effectiveness of the Group’s system of risk management, internal compliance, control and governance.

GPT’s Internal Audit function is outsourced to an appropriately qualified third party to provide an independent function for the Audit and Risk Committee and Management. The outsourced provider is overseen by the General Counsel, who is the Chief Audit Executive. The role and responsibilities of Internal Audit are documented in the Internal Audit Charter which is periodically reviewed by the Audit and Risk Committee and was updated in 2025.

The Chief Audit Executive has direct reporting responsibilities to the Audit and Risk Committee, including access without the presence of other Management. The Internal Audit function is independent of the activities it reviews and of business management activities. The Audit and Risk Committee reviews and recommends the Internal Audit Plan to the Board for approval.

The Audit and Risk Committee receives, and reviews reports regarding internal audit activity undertaken, and through these reports monitors the progress of management action plans.

22 The GPT GrouP CorPorATe GoVerNANCe STATeMeNT 2025

RISK MANAGEMENT AND INTEGRITY OF CORPORATE REPORTS

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6.5. Integrity in Corporate Reporting

The Board has ultimate responsibility for the integrity of GPT’s corporate reporting. The following practices and processes are used to verify the integrity of GPT’s corporate reports.

In relation to the Group financial statements, which includes the Operating and Financial Review and the Remuneration Report:

The Audit and Risk Committee reviews reports from:
º[The CFO on the basis of preparation of the financial statements, including details of significant ] transactions and the accounting treatments; key areas of accounting judgment; and subsequent events disclosure for the half-year and full year financial statements
º[The CFO on the process undertaken by Management to verify each of the representations in ] the attestation certificate provided by the CEO and CFO to the Board, and the management representation letters provided to the external auditor. This process involves confirmation from the most suitable members of Management that the representations can be made, and
º[The external auditor which summarises the key audit matters and testing undertaken, any ] material issues identified and confirms whether the auditor is in a position to provide an unqualified audit opinion or review report.
The Audit and Risk Committee considers the appropriateness of GPT’s accounting policies and practices, including critical accounting policies, decisions requiring material judgment, accounting adjustments and adequacy and integrity of management processes supporting the financial reporting.
The Board receives the reports reviewed by the Audit and Risk Committee and also receives written assurance from the CEO and CFO that the declaration provided by them in accordance with section 295A of the Corporations Act is, in their opinion, founded on a sound system of risk management and internal compliance and control which, in all material respects, implements the policies adopted by the Board and that this system is operating effectively and efficiently in all material respects in relation to financial reporting. This assurance was provided in relation to the financial statements for the year ended 31 December 2025. An equivalent assurance was also provided to the Board prior to approval of the half-year financial statements, consistent with ASX Principle Recommendation 4.2.

Non-audited corporate reporting, such as the Results Presentation and Data Pack, Climate and Nature Disclosure Statement, Annual Report and Half-Year Report (excluding the Annual and Half-Year Financial Reports) and this Corporate Governance Statement, are reviewed and signed off by the most appropriate members of Management following a verification process and prior to release to the market.

In addition, external assurance is received on key information in our Sustainability Data Dashboard. This Corporate Governance Statement is approved by the Board.

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RISK MANAGEMENT AND INTEGRITY OF CORPORATE REPORTS

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6.6. External Auditor

PricewaterhouseCoopers (PwC) is the independent external auditor for GPT. In relation to the independence of the auditor, under the Board’s guidelines for the engagement of, and dealing with the auditor, the following applies:

At least every five years but not simultaneously, the auditor must rotate its lead audit partner and review audit partner
The engagement and performance of the auditor is reviewed annually by the Audit and Risk Committee
Non-audit services to be provided by the auditor must be approved by the Chief Financial Officer (CFO) and the Chair of the Audit and Risk Committee within the limits of authority delegated by the Audit and Risk Committee
The Audit and Risk Committee regularly monitors the type of non-audit services provided by the auditor and the fees paid for such work, and
The Audit and Risk Committee assesses on behalf of the Board the independence of the auditor.

The Audit and Risk Committee is responsible for making recommendations to the Board on the appointment, reappointment, replacement, and fees of the external auditors.

6.7. Corporate governance in GPT managed-funds

GPT’s expertise in investment management, managing fund assets and sourcing new value-adding opportunities is a key attraction for investors.

GPT’s Wholesale Funds (Funds) adopt an appropriate governance framework to enable key decisions to be taken in the best interests of investors consistent with the Funds’ mandates and regulatory requirements. In addition, GPT’s Risk Management and Compliance Management Frameworks apply across all GPT, Fund and third-party assets managed by GPT.

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Macarthur Square, NSW

24 The GPT GrouP CorPorATe GoVerNANCe STATeMeNT 2025

CONTINUOUS DISCLOSURE AND STAKEHOLDER ENGAGEMENT

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7. Continuous Disclosure and Stakeholder Engagement

7.1. Continuous Disclosure

GPT is committed to fulfilling our continuous disclosure obligations and has adopted a Continuous Disclosure Policy that establishes a framework for:

Announcements that are accurate, balanced and clear to allow investors to assess the impact of the information in making investment decisions, and
All investors and the market to have equal and timely access to market sensitive information so that trading in GPT securities takes place in an informed market.

The Continuous Disclosure Policy outlines the concepts and principles of continuous disclosure, how they apply in practice, and the obligations on

GPT personnel to keep the market informed of market sensitive information, and the procedures to be followed for disclosure.

GPT has a Market Disclosure Committee which is responsible for reviewing any potentially market sensitive information and, if so, whether an announcement is required.

The Board reviews and approves all material announcements and periodic disclosures in line with the Continuous Disclosure Policy. All material ASX announcements are sent to the Board promptly after release to the ASX. The Continuous Disclosure Policy is available on GPT’s website.

7.2. Communication with Stakeholders

In addition to complying with GPT’s continuous disclosure obligations, timely and accurate information is made available to investors by uploading ASX announcements to GPT’s website and major media releases are distributed to key media contacts and made available on the website.

Any new and substantive investor or analyst presentation materials are released to the ASX ahead of the meeting or presentation, after which they are subsequently made available on GPT’s website. Major communication forums, such as Annual and Interim Results briefings and the Annual General Meeting, are webcast. Securityholders are also able to elect to receive and send communications to the security registry electronically.

GPT encourages two-way communications with securityholders through investor meetings, including

the Annual General Meeting, and various forums such as group and one-on-one meetings and electronic methods to ask questions and make comments.

GPT’s website includes the following information:

Annual and Interim Reports
Historical information in relation to distributions
Information regarding GPT assets, and
Corporate governance documents such as Board and Committee Charters and policies.

The Chairman of the Board and the Chairman of the Human Resources and Remuneration Committee meet with investors and their representatives, analysts and proxy advisors ahead of the AGM each year and members of the Executive Team also meet with current and potential investors and their representatives as well as analysts on a regular basis.

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CONTINUOUS DISCLOSURE AND STAKEHOLDER ENGAGEMENT

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7.3. Annual General Meeting

GPT encourages securityholder engagement and participation at our Annual General Meetings (AGM). In addition to formal business, the meeting is an opportunity for securityholders to be briefed on GPT’s activities and to ask questions of the Board.

A Notice of Meeting and accompanying Explanatory Memorandum on proposed resolutions is provided to securityholders in advance of any meeting, published on GPT’s website and lodged with the ASX.

Securityholders who are not able to attend GPT’s AGM are able to vote by proxy in accordance with the Corporations Act 2001 (Cth) and may also view the AGM by webcast. Additionally, the Chairman’s and CEO’s address is released to the ASX prior to the AGM.

GPT decides resolutions at the Annual General Meeting by poll rather than by a show of hands. GPT’s external auditor attends our AGM and is available to answer securityholder questions about the conduct of the audit and the preparation and content of the Auditor’s Report.

GPT’s stakeholder engagement program includes:

GPT’s AGM which is webcast and accessible to all securityholders
GPT’s Annual Report
Half year and annual financial statements and related documents
Trading updates as may be required
Investor and analyst briefings with GPT Management following release of financial results which are webcast
Investor briefing sessions and asset tours
GPT’s website which has up to date information on GPT as detailed in section 7.2
Continuing to encourage securityholders to provide their email address so we can communicate with them electronically
Briefings to domestic and international investors and potential investors
Responding to securityholder inquiries, and
Engaging with proxy advisors, key investors and the Australian Shareholders Association ahead of the AGM.

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150 Collins Street, Melbourne

26 The GPT GrouP CorPorATe GoVerNANCe STATeMeNT 2025

DIVERSITY AND INCLUSION

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8. Diversity and Inclusion

GPT is committed to fostering a workplace where the full diversity of our workforce is respected, supported and valued. We strive to create an inclusive environment that embraces diversity in all its forms and enables our people to contribute and thrive.

An inclusive culture strengthens GPT’s performance and supports the delivery of long-term, sustainable value for all stakeholders. GPT is committed to equal opportunity in all aspects of employment, including recruitment, learning, talent development, promotion, succession and remuneration.

Strong governance underpins GPT’s approach to diversity and inclusion with the Human Resources and Remuneration Committee having oversight of GPT’s key initiatives in support of GPT’s people strategy on diversity and inclusion.

GPT’s Stretch Reconciliation Action Plan (RAP) outlines GPT’s formal commitments to reconciliation with Aboriginal and Torres Strait Islander peoples. Launched in 2023, GPT’s second Stretch RAP (20232026) includes several deliverables in relation to supporting employment and development opportunities for First Nations people. GPT continues to strengthen its approach through targeted recruitment and development initiatives, including specialist recruitment partnerships, participation in the CareerTrackers Indigenous Internship Program, and partnering with universities.

GPT also promotes workplaces and assets that are inclusive of the LGBTQIA+ community. Our active employee network, GLAD (GPT’s LGBTQIA+ and Allies network), plays a key role in fostering visibility, connection and inclusion, with approximately 25 per cent of GPT employees registered as LGBTQIA+ allies.

Further details on our Diversity and Inclusion Policy and progress are available at sustainability. gpt.com.au. This includes information on the gender pay gap, a range of inclusion initiatives, demographic diversity data, and external benchmarks and ratings.

GPT collects information on a voluntary and anonymous basis on the cultural and ethnic composition of our workforce to allow our policies and practices to be responsive to the diverse needs of our people, including those who wish to observe religious or cultural protocols. GPT also supports this through the provision of cultural leave to allow employees to fulfil cultural, religious, community or ceremonial obligations.

In addition, GPT has implemented a number of initiatives to attract diverse talent. These include redesigning job advertisements to appeal to a wider range of candidates, partnering with specialist diversity recruiters and academic institutions, and collaborating with organisations focused on improving hiring outcomes for underrepresented groups. GPT also provides support to candidates with additional needs throughout the hiring process and advertises all roles internally.

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DIVERSITY AND INCLUSION

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8.1. Gender equality

GPT has set measurable objectives for achieving gender diversity across its Board, Executive Team, senior leadership and the broader organisation as outlined in the table below.

The percentage of female representation across the business as at 31 December 2025:

	Female	Male	Total	Female %	Male %
Board	4	3	7	57%	43%
executive Team1	3	4	7	43%	57%
Senior Management2	23	19	42	55%	45%
Management3	99	88	187	53%	47%
Professional	277	190	467	59%	41%
Total	406	304	710	57%	43%

1 . Directly reports to the CEO and Managing Director (excluding the CEO and Managing Director).
Directly reports to Executive Team members with people management responsibility or oversight of significant business activity.

All figures have been rounded to the nearest ten

Other people managers.

In the 2025 Equileap Gender Equality Report and Rankings – Women’s Equality in the Workplace Top 100 – GPT was ranked fifth globally out of 3,547 publicly listed companies across 24 developed markets and first among all property companies worldwide. This recognition highlights our authentic and sustained commitment to promoting gender equality across all aspects of the employee experience.

As a relevant employer under the Workplace Gender Equality Act (WGEA) GPT’s diversity and inclusion initiatives include a dedicated focus on the six WGEA gender equality indicators.

GPT continues to invest in developing and advancing female talent through targeted initiatives and pipelining talent, supporting the progression of high-potential women within the business. GPT is proud to have been the national sponsor of the Property Council of Australia’s (PCA) 500 Women in Property Program since its inception, with the program now in its tenth year. This program provides emerging female talent across the industry with access to mentoring, sponsorship, networking opportunities and professional development.

GPT is committed to flexible work practices and to supporting employees with caring responsibilities, including through the Parental Support Policy, which provides support to working carers of all genders to balance work and family commitments.

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gpt.com.au

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GPT GROUP — Governance Information 2026

65009_rns_2026-02-15_4505e149-fa62-4f66-a1f7-d3a874529181.pdf

ASX Announcement

16 February 2026

Appendix 4G and 2025 Corporate Governance Statement

Investor Relations

Media

Appendix 4G

Key to Disclosures

Corporate Governance Council Principles and Recommendations

ANNEXURE – KEY TO CORPORATE GOVERNANCE DISCLOSURES

Contents

Alignment with the ASX Principles

Introduction

1.Corporate Governance Framework

GPT Board

Business/Management Committees

GPT’s People

2. The Board

2.1. Role and Responsibilities of the Board

Key responsibilities

Chairman

Key responsibilities

Chief

2.2. Board Composition

2.3. Board Renewal

2.4. Board Skills Matrix

Board Skills Matrix as at 31 December 2025

Skills and Experience

2.5. Director Independence

2.6. Notification of Interests and Conflicts

2.7. Induction and Board Education

2.8. Review of Board Performance

2.9. Attendance at Board and Committee Meetings

2.10. Access to Information and Independent Advice

2.11. Role of the Company Secretary

3.Board Committees

Audit and Risk Committee

Human Resources and Remuneration Committee

Membership as at 31 December 2025

Nomination Committee

Role

Composition Requirements

Membership as at 31 December 2025

4. Board and Executive Remuneration and Performance

4.1. Director Remuneration

4.2. Executive Remuneration Framework

4.3. Executive Performance

5. Culture

5.1. Purpose and Values

Everyone counts

Imagine if... Go for it!

Make an impact

5.2. Culture

5.3. Code of Conduct

5.4. Anti-Bribery, Fraud and Corruption Prevention Policy

5.5. Whistleblower Policy

5.6. Trading in GPT Securities and Hedging

6. Risk Management and Integrity of Corporate Reports

6.1. Risk Management

6.2. Sustainability-Related Risks and Opportunities

6.3. Health and Safety at GPT

6.4. Internal Audit

6.5. Integrity in Corporate Reporting

6.6. External Auditor

6.7. Corporate governance in GPT managed-funds

7. Continuous Disclosure and Stakeholder Engagement

7.1. Continuous Disclosure

7.2. Communication with Stakeholders

7.3. Annual General Meeting

8. Diversity and Inclusion

8.1. Gender equality

More from GPT GROUP

GPT GROUP Governance Information 2026