GPT GROUP — Regulatory Filings 2004

Dec 2, 2004

MEDIA RELEASE

No: 110/2004

Friday, 3 December 2004

GENERAL PROPERTY TRUST: PANEL RECEIVES APPLICATION

The Panel announces that it has received an application from GPT Management Limited as responsible entity of General Property Trust (GPT) dated 3 December 2004 alleging unacceptable circumstances in relation to the off-market takeover bid by Stockland Trust Management Limited as the responsible entity for Stockland Trust (Stockland) for all the ordinary units in GPT.

GPT's concerns arise from statements in, and omissions from, Stockland's bidder's statement dated 24 November 2004 (Bidder's Statement), particularly in relation to statements regarding the "Offer Value" ascribed by Stockland to its offer.

GPT has sought:

• a declaration of unacceptable circumstances under section 657A of the Corporations Act 2001 (Cth);
• interim orders restraining Stockland from dispatching the Bidder's Statement to GPT unitholders pending final determination of proceedings by the Panel; and
• final orders to rectify the alleged deficiencies in the Bidder's Statement.

The Panel has not decided whether to conduct proceedings in relation to the application and makes no comment on the merits of the application. It also notes that it has not received submissions from the other parties to the application and it is, therefore, unaware of their views.

The President of the Panel is appointing a sitting Panel to consider the application.

Nigel Morris Director, Takeovers Panel Level 47, 80 Collins Street Melbourne, VIC 3000 Ph: $+61396553501$ nigel.morris@takeovers.gov.au