STOCKLAND — AGM Information 2007

Oct 22, 2007

MINUTES OF THE ANNUAL GENERAL MEETING OF MEMBERS OF STOCKLAND CORPORATION LIMITED AND MEETING OF UNITHOLDERS OF STOCKLAND TRUST COMMENCING AT 2.30 PM ON TUESDAY, 23[rd ] OCTOBER 2007 AT THE CITY RECITAL HALL, ANGEL PLACE, SYDNEY

IN ATTENDANCE Present were members/unitholders set out on the attached attendance register. CHAIRMAN Mr Graham Bradley, Chairman of Directors, acted as Chairman of the meeting. NOTICE The Chairman advised the meeting that the requisite notice AND QUORUM of meeting had been given and that a quorum was present. He then declared the meeting open. CHAIRMAN’S The Chairman addressed the meeting. A copy of his ADDRESS address was disclosed to the ASX at the commencement of the meeting. MANAGING DIRECTOR’S The Managing Director addressed the meeting. A copy of ADDRESS his address was disclosed to the ASX at the commencement of the meeting. GENERAL BUSINESS: Resolution 1: The Annual Financial Report, including the Directors’ Report Director’s Report and and Financial Statements for the year ended 30 June 2007, Financial Statements for the together with the Auditor’s Report, were received. year ended 30 June 2007 Resolution 2: The meeting RESOLVED on a show of hands that Mr Re-election of Duncan Boyle, who retires in accordance with the Mr D Boyle Company’s Constitution and, being eligible and having offered himself for re-election, is re-elected as a Director of the Company. Proxies Held Total number of proxies to vote For the 817,136,533 resolution: Total number of proxies to vote Against the 440,117 resolution: Total number of proxies to Abstain on the 14,320,851 resolution: Total number of proxies where the proxy 12,378,969 may vote at the proxy’s discretion: Resolution 3: The meeting RESOLVED on a show of hands that Mr Barry Election of Neil, who is eligible and having offered himself for election, Mr B Neil is elected as a Director of the Company.

The meeting RESOLVED on a show of hands that Mr Barry Neil, who is eligible and having offered himself for election, is elected as a Director of the Company.

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Minutes of Annual General Meeting 23 October 2007

Proxies Held	Total number of proxies to vote For the	819,120,459
	resolution:
	Total number of proxies to vote Against the	8,510,553
	resolution:
	Total number of proxies to Abstain on the	4,198,831
	resolution:
	Total number of proxies where the proxy	12,425,883
	may vote at the proxy’s discretion:
Resolution 4:	The meeting RESOLVED on a show of hands that Mr Nick
Re-election of	Greiner, who retires by rotation in accordance with the
Mr N Greiner	Company’s Constitution and, being eligible and having
	offered himself for re-election, is re-elected as a Director of
	the Company.
Proxies Held	Total number of proxies to vote For the	751,057,786
	resolution:
	Total number of proxies to vote Against the	63,160,154
	resolution:
	Total number of proxies to Abstain on the	17,442,750
	resolution:
	Total number of proxies where the proxy	12,617,780
	may vote at the proxy’s discretion:
Resolution 5:	The meeting RESOLVED on a show of hands that Mr Hugh
Re-election of	Thorburn, who retires by rotation in accordance with the
Mr H Thorburn	Company’s Constitution and, being eligible and having
	offered himself for re-election, is re-elected as a Director of
	the Company.
Proxies Held	Total number of proxies to vote For the	819,016,567
	resolution:
	Total number of proxies to vote Against the	8,606,569
	resolution:
	Total number of proxies to Abstain on the	4,069,947
	resolution:
	Total number of proxies where the proxy	12,562,528
	may vote at the proxy’s discretion:
Resolution 6:	The meeting RESOLVED on a show of hands that Mr
Re-election of Mr G Bradley	Graham Bradley, who retires by rotation in accordance with
	the Company’s Constitution and, being eligible and having
	offered himself for re-election, is re-elected as a Director of
	the Company.

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Minutes of Annual General Meeting 23 October 2007

Proxies Held	Total number of proxies to vote For the	699,066,889
	resolution:
	Total number of proxies to vote Against the	116,392,837
	resolution:
	Total number of proxies to Abstain on the	12,189,934
	resolution:
	Total number of proxies where the proxy	12,624,503
	may vote at the proxy’s discretion:
Resolution 7:	The meeting RESOLVED on a show of hands	that the
Remuneration Report	Company’s Remuneration Report for the financial year
	ended 30 June 2007 be approved.
	Total number of proxies to vote For the	769,884,319
	resolution:
	Total number of proxies to vote Against the	16,248,335
	resolution:
	Total number of proxies to Abstain on the	45,309,536
	resolution:
	Total number of proxies where the proxy	12,790,843
	may vote at the proxy’s discretion:
Resolution 8:	The meeting RESOLVED on a show of hands that the
Approval to increase Non-	maximum aggregate payment limit for Non-Executive
Executive Directors’	Directors’ fees be increased by an amount of $600,000 from
Remuneration Limit	$1,900,000 including superannuation to	$2,500,000
	including superannuation.
Proxies Held	Total number of proxies to vote For the	764,861,752
	resolution:
	Total number of proxies to vote Against the	27,027,801
	resolution:
	Total number of proxies to Abstain on the	40,283,750
	resolution:
	Total number of proxies where the proxy	6,456,378
	may vote at the proxy’s discretion:

Resolution 9: The meeting RESOLVED on a show of hands that approval Grant of Performance Rights is given for all purposes under the Corporations Act and the to Managing Director Listing Rules of ASX Limited for:

• (a) the participation in the Stockland Performance Rights Plan by Mr M Quinn, Managing Director as to 395,000 performance rights; and

• (b) the acquisition accordingly by Mr M Quinn of those performance rights and, in consequence of vesting of those performance rights, of Stockland Stapled

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Minutes of Annual General Meeting 23 October 2007

Securities,

in accordance with the Stockland Performance Rights Plan Rules as amended from time to time and on the basis described in the Explanatory Notes on Items of Business accompanying the Notice of Meeting convening this meeting.

Proxies Held	Total number of proxies to vote	760,875,588
	For the resolution:
	Total number of proxies to vote	22,137,797
	Against the resolution:
	Total number of proxies to Abstain	48,847,942
	on the resolution:
	Total number of proxies where the	6,534,193
	proxy may vote at the proxy’s
	discretion:

Resolution 10: Grant of Performance Rights to Finance Director

The meeting RESOLVED on a show of hands that approval is given for all purposes under the Corporations Act and the Listing Rules of ASX Limited for:

• (a) the participation in the Stockland Performance Rights Plan by Mr H Thorburn, Finance Director as to 166,000 performance rights; and

• (b) the acquisition accordingly by Mr H Thorburn of those performance rights and, in consequence of vesting of those performance rights, of Stockland Stapled Securities,

in accordance with the Stockland Performance Rights Plan Rules as amended from time to time and on the basis described in the Explanatory Notes on Items of Business accompanying the Notice of Meeting convening this meeting.

Proxies Held	Total number of proxies to vote	761,138,790
	For the resolution:
	Total number of proxies to vote	22,182,659
	Against the resolution:
	Total number of proxies to Abstain	48,841,420
	on the resolution:
	Total number of proxies where the	6,528,538
	proxy may vote at the proxy’s
	discretion:

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Minutes of Annual General Meeting 23 October 2007

There being no further business, the Chairman declared the meeting closed at 4.25 pm.

SIGNED AS A CORRECT RECORD

CHAIRMAN

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