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					              Annual General Meeting
For personal use only

                23 October 2007




                                       www.stockland.com.au
For personal use only




                        Graham Bradley
                        Chairman
For personal use only




                        Matthew Quinn
                        Managing Director
For personal use only




                        Phillip Hepburn
                        General Counsel and
                        Group Secretary
For personal use only




                        Nick Greiner
                        Deputy Chairman
For personal use only




                        Hugh Thorburn
                        Finance Director
For personal use only




                        Lyn Gearing
                        Non-Executive Director
For personal use only




                        Terry Williamson
                        Non-Executive Director
For personal use only




                        Peter Scott
                        Non-Executive Director
For personal use only




                        Duncan Boyle
                        Non-Executive Director
For personal use only




                        Bruce Corlett
                        Non-Executive Director
                        Chairman’s Address
For personal use only




                                             Graham Bradley
       Results of the Past Year

         •              25th consecutive year of profit growth
For personal use only



         •              Excellent growth in earnings and distributions
                        per security


         •              Strong financial discipline


         •              Diversity of business




                                                                         Stockland Riverton, WA
       Strategic Expansion

       •                Halladale acquisition
For personal use only



       •                Australian Retirement Communities acquisition




                                                                        Cameron Close Retirement Village, VIC
       Corporate Responsibility & Sustainability

        •               Significant progress across the business
For personal use only



        •               Inclusion in prestigious Dow Jones
                        Sustainability Index


        •               Strengthened HS&E platform




                                                                   “Stockhome”
For personal use only
         Leadership and Board

        •               High performing people
For personal use only



        •               Board renewal programme




                                                  Waterfront Place, QLD
         Outlook

        •               We expect 2008 will be another year of
For personal use only

                        growth driven by:

                        – Strength of our business model

                        – Depth and expertise of management




                                                                 Tudor Street, London
For personal use only




                        Matthew Quinn
                        Managing Director
       2007 Performance

       •                Record results
For personal use only



       •                Diversity of business


       •                Integrated Platform




                                                Waterside, NSW
       FY07 Revenue

       • Gross Revenue - $3.3bn
For personal use only


                                  43.5% pa
                                  Increase




                                             The Islands, WA
       FY07 Net Profit After Tax

       • Operating Profit - $611m
For personal use only


                                    10.3% pa
                                    Increase




                                               Macarthur Gardens, NSW
       FY07 Security holder returns

       • Earnings per security – 44.0c
For personal use only



                               6% pa
                             Increase




       • Distributions per security – 44.3c


                               7% pa
                             Increase

                                              Hidden Grove, VIC
                  For personal use only




Source: S&P/UBS
                           80
                                120
                                      160
                                            200
                                                    240
                                                                             280
                  Jul-02

                  Oct-02

                  Jan-03

                  Apr-03
                                                                       SGP



                  Jul-03
                                                  ASX 200
                                                            REIT 200



                  Oct-03

                  Jan-04

                  Apr-04

                  Jul-04

                  Oct-04
                                                                                                                Total Security Holder Returns




                  Jan-05
                  Apr-05

                  Jul-05
                  Oct-05

                  Jan-06
                                                                                   Total Shareholder Returns
                                                                                   1 July 2002 – 30 June 2007




                  Apr-06

                  Jul-06

                  Oct-06

                  Jan-07
                  Apr-07
       Strategic Approach

        •               Move into retirement living sector
For personal use only



        •               International expansion


        •               Capital Partners
       New Initiatives

        •               Australian Retirement Communities
For personal use only

                        acquisition


        •               Halladale acquisition


        •               Capital Partners




                                                            Bundoora Retirement Village, VIC
       Retail Division
                                                  PORTFOLIO SUMMARY*
For personal use only


                                               Number of Properties           43


                                               Number of Retailers         3,200


                                               Total Asset Value         A$4.3bn


                                               Vacancy Rate                 0.1%
                                                                       (10 shops)


                         John Schroder         Total Sales per annum     A$5.1bn
                        CEO, Retail Division



        * FY07
       Retail Division – FY07 Profit Growth
For personal use only

         Divisional operating profit
                          6.6%


         Comparable net income growth
                          5.5%




                                              Stockland Wetherill Park, NSW
            Development Focus - Merrylands, NSW
For personal use only




                                                      * Artists Impression
                                                  Waterfront, ACT
             Retail – Market Outlook
For personal use only

        •               Consumer sentiment positive
        •               Retail sales outlook positive due to:
                         – Strong employment market and increasing
                           wages
                         – Recovering east coast residential market
                         – Tax cuts

        •               Retail sales continue to grow ahead of CPI




                                                                      Stockland The Pines, VIC
             Retail - Strategy for Growth
For personal use only

        •               Increased productivity driving strong income growth


        •               Robust development pipeline


        •               Customer focus




                                                                              Stockland Green Hills, NSW
             Commercial & Industrial Division
For personal use only




                                                Steve Mann
                                                CEO, Commercial and Industrial
       Commercial and Industrial Division – FY07 Highlights

                                              PORTFOLIO SUMMARY*
For personal use only

         Divisional operating profit       Number of Properties       66

                          19.4%
                                           Number of Tenants        >500


                                           Total Asset Value      A$4.2bn
         Comparable net income growth
                          3.1%             Occupancy Rate            96%




        * FY07
       Development Focus - Optus Centre, Macquarie Park
For personal use only
       Commercial and Industrial – Market Outlook
For personal use only

          Commercial

          •             Resource-rich states continue to outperform

          •             Sydney set for rental growth due to limited
                        supply

        Industrial
        •               Transport and storage sector outlook remains
                        strong




                                                                       BankWest, WA
                                                                       Waterfront Place, QLD
             Commercial & Industrial – Strategy for Growth
For personal use only

        •               Re-weighting to high growth resource rich markets



        •               Development pipeline



        •               C&I trading business




         * Artists Impression                                               509 Boundary Road, Richlands, QLD
             Development Division
                                                       PORTFOLIO SUMMARY*
For personal use only


                                                    Number of Projects       98


                                                    Number of Future     73,000
                                                    Lots


                                                    Total End Value      A$19bn




                              Denis Hickey
                        CEO, Development Division



        * FY07
            Development Division – FY07 Highlights
For personal use only

           Divisional operating profit
                            $273 m




           Increased        14.2%




                                                     Tooronga, Glen Iris VIC
           The Village, Balgowlah
For personal use only
        Residential – Market Conditions

         •              Demand remains strong in QLD
For personal use only


         •              WA market volumes easing with steady prices

         •              NSW market showing some signs of recovery

         •              VIC market is stable with good affordability for
                        new home buyers

         •              Ageing population driving retirement living
                        sector




                                                                           Caloundra Downs, QLD
         Development Division - Strategy for Growth

        •               Increased market share
For personal use only


        •               New initiatives
        •               Unlocking development opportunities within existing portfolio
        •               Focus on mixed-use opportunities




                                                                                        Waterfront, ACT
       Capital Partners
For personal use only


                                                                       •   Over $850m of wholesale and retail
                                                                           assets under management*
                                                                       •   6 funds operating
                                                                       •   Outperforming prospectus forecasts




                          Brett Newman
                        CEO, Capital Partners


         * Represents equity commitments and assets under management
       Capital Partners - Strategy for Growth
For personal use only

            •           Grow capability in both UK/Europe &
                        Australia
            •           Cross border opportunities


               UK/Europe
               •        Over $A2.2bn under management
               •        Stockland Halladale provides platform for
                        growth
                          – Established UK JV partnerships
                          – European product and wholesale
                            opportunities
                                                                    Shaftesbury House, Glasgow
         Stockland Halladale
For personal use only

                                                         •   Integration going very well


                                                         •   Performing in line with expectations


                              David Lockhart
                        Chairman, Stockland Halladale    •   Outstanding platform for growth




           Lisa Scenna              Ken Lindsay
     Joint Managing Director, Joint Managing Director,
       Stockland Halladale      Stockland Halladale
             High Performing People & Culture
For personal use only

        •               Leaders ‘walk the talk’

        •               Employee Engagement – 85%

        •               Hewitt Best Employer

        •               Hewitt Top Company for Leaders 2007

        •               Employer of Choice for Women

        •               Talent Management




  * ISR 2007                                                  133 Castlereagh Street, Sydney, NSW
             Group Outlook
For personal use only

        •               FY08 EPS growth – guidance 5%


        •               Operating businesses performing very well


        •               Strong balance sheet




                                                                        Optus HQ, Macquarie NSW
                                                                    Optus HQ, Macquarie Park, Park
For personal use only




                        Graham Bradley
                        Chairman
For personal use only




           RESOLUTIONS
        RESOLUTION 1 – Financial Statements & Report
For personal use only


          To receive the Annual Financial Report, including the Directors’ Report and
          Financial Statements for the year ended 30 June 2007, together with the
          Independent Auditor’s Report.
        RESOLUTION 2 – Re-Election of Director, Duncan Boyle
For personal use only


           To consider and, if thought fit, to pass the following resolution as an
           ordinary resolution of the Company:

           “That Mr Duncan Boyle, who retires 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.”
        RESOLUTION 2 – Re-Election of Director, Duncan Boyle
For personal use only

                        PROXIES HELD
                        Total number of proxies to vote
                        FOR the resolution:                           817,136,533

                        Total number of proxies to vote
                        AGAINST the resolution:                        440,117

                        Total number of proxies to
                        ABSTAIN on the resolution:                    14,320,851

                        Total number of proxies where the proxy may
                        vote at the proxy’s discretion:                2,760,430

                        Total number of proxies which the Chairman
                        can vote at his discretion:                    9,618,539
        RESOLUTION 3 – Election of Director, Barry Neil
For personal use only


           To consider and, if thought fit, to pass the following resolution as an
           ordinary resolution of the Company:

           “That Mr Barry Neil, who is eligible and having offered himself for election,
           is elected as a Director of the Company.”
For personal use only




           Barry Neil
        RESOLUTION 3 – Election of Director, Barry Neil
For personal use only

                        PROXIES HELD
                        Total number of proxies to vote
                        FOR the resolution:                           819,120,459

                        Total number of proxies to vote
                        AGAINST the resolution:                        8,510,553

                        Total number of proxies to
                        ABSTAIN on the resolution:                     4,198,831

                        Total number of proxies where the proxy may
                        vote at the proxy’s discretion:                2,761,430

                        Total number of proxies which the Chairman
                        can vote at his discretion:                    9,664,453
        RESOLUTION 4 – Re-Election of Director – Nick Greiner
For personal use only


           To consider and, if thought fit, to pass the following resolution as an
           ordinary resolution of the Company:

           “That Mr Nick Greiner, 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.”
        RESOLUTION 4 – Re-Election of Director – Nick Greiner
For personal use only

                        PROXIES HELD
                        Total number of proxies to vote
                        FOR the resolution:                           751,057,786

                        Total number of proxies to vote
                        AGAINST the resolution:                       63,160,154

                        Total number of proxies to
                        ABSTAIN on the resolution:                    17,442,750

                        Total number of proxies where the proxy may
                        vote at the proxy’s discretion:                2,729,965

                        Total number of proxies which the Chairman
                        can vote at his discretion:                    9,887,815
        RESOLUTION 5 – Re-Election of Director – Hugh Thorburn
For personal use only


           To consider and, if thought fit, to pass the following resolution as an
           ordinary resolution of the Company:

           “That Mr Hugh Thorburn, 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.”
        RESOLUTION 5 – Re-Election of Director – Hugh Thorburn
For personal use only

                        PROXIES HELD

                        Total number of proxies to vote
                        FOR the resolution:
                                                                      819,016,567

                        Total number of proxies to vote
                        AGAINST the resolution:
                                                                       8,606,569

                        Total number of proxies to
                                                                       4,069,947
                        ABSTAIN on the resolution:

                        Total number of proxies where the proxy may    2,770,430
                        vote at the proxy’s discretion:

                        Total number of proxies which the Chairman
                        can vote at his discretion:
                                                                       9,792,098
        RESOLUTION 6 – Re-Election of Director – Graham Bradley
For personal use only


           To consider and, if thought fit, to pass the following resolution as an
           ordinary resolution of the Company:

           “That Mr 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.”
        RESOLUTION 6 – Re-Election of Director – Graham Bradley
For personal use only

                        PROXIES HELD

                        Total number of proxies to vote
                        FOR the resolution:
                                                                      699,066,889

                        Total number of proxies to vote
                        AGAINST the resolution:
                                                                      116,392,837

                        Total number of proxies to
                                                                      12,189,934
                        ABSTAIN on the resolution:

                        Total number of proxies where the proxy may
                        vote at the proxy’s discretion:
                                                                       2,775,042

                        Total number of proxies which the Chairman
                                                                       9,849,461
                        can vote at his discretion:
        RESOLUTION 7 – Approval of Remuneration Report
For personal use only


           To consider and, if thought fit, to pass the following resolution as an
           ordinary resolution of the Company:

           “That the Company’s Remuneration Report for the financial year ended 30
           June 2007 be approved.”
        RESOLUTION 7 – Approval of Remuneration Report
For personal use only

                        PROXIES HELD

                        Total number of proxies to vote
                        FOR the resolution:
                                                                      769,884,319

                        Total number of proxies to vote
                        AGAINST the resolution:
                                                                      16,248,335

                        Total number of proxies to
                                                                      45,309,536
                        ABSTAIN on the resolution:

                        Total number of proxies where the proxy may
                        vote at the proxy’s discretion:
                                                                       2,771,823

                        Total number of proxies which the Chairman
                                                                      10,019,020
                        can vote at his discretion:
        RESOLUTION 8 – Approval to Increase Non-Executive
                       Directors’ Remuneration Limit
For personal use only


           To consider and, if thought fit, to pass the following resolution as an
           ordinary resolution of the Company:

           “That the maximum aggregate payment limit for Non-Executive Directors’
           fees be increased by an amount of $600,000 from $1,900,000 including
           superannuation to $2,500,000 including superannuation.”
        RESOLUTION 8 – Approval to Increase Non-Executive
                       Directors’ Remuneration Limit
For personal use only

                        PROXIES HELD

                        Total number of proxies to vote
                        FOR the resolution:
                                                                      764,861,752

                        Total number of proxies to vote
                        AGAINST the resolution:
                                                                      27,027,801

                        Total number of proxies to
                                                                      40,283,750
                        ABSTAIN on the resolution:

                        Total number of proxies where the proxy may
                        vote at the proxy’s discretion:
                                                                       2,569,811

                        Total number of proxies which the Chairman
                                                                       3,886,567
                        can vote at his discretion:
        RESOLUTION 9 – Grant of Performance Rights to
                       Managing Director
           To consider and, if thought fit, to pass the following resolution as separate
For personal use only

           ordinary resolutions of each of the Company and the Trust:

           “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 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 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.”
        RESOLUTION 9 – Grant of Performance Rights to
                       Managing Director
For personal use only

                        PROXIES HELD

                        Total number of proxies to vote
                        FOR the resolution:
                                                                      760,875,588

                        Total number of proxies to vote
                        AGAINST the resolution:
                                                                      22,137,797

                        Total number of proxies to
                                                                      48,847,942
                        ABSTAIN on the resolution:

                        Total number of proxies where the proxy may
                        vote at the proxy’s discretion:
                                                                       2,630,784

                        Total number of proxies which the Chairman
                                                                       3,903,409
                        can vote at his discretion:
        RESOLUTION 10 – Grant of Performance Rights to the
                        Finance Director
           To consider and, if thought fit, to pass the following resolution as separate
For personal use only

           ordinary resolutions of each of the Company and the Trust:

           “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.”
        RESOLUTION 10 – Grant of Performance Rights to the
                        Finance Director
For personal use only

                        PROXIES HELD

                        Total number of proxies to vote
                        FOR the resolution:
                                                                      761,138,790

                        Total number of proxies to vote
                        AGAINST the resolution:
                                                                      22,182,659

                        Total number of proxies to
                                                                      48,841,420
                        ABSTAIN on the resolution:

                        Total number of proxies where the proxy may
                        vote at the proxy’s discretion:
                                                                       2,627,139

                        Total number of proxies which the Chairman
                                                                       3,901,399
                        can vote at his discretion:
             Disclaimer
For personal use only

           Corporation/ Responsible Entity
           Stockland Corporation Limited
           ACN 000 181 733
           Stockland Trust Management Limited
           ACN 001 900 741
           25th Floor
           133 Castlereagh Street
           SYDNEY NSW 2000


             DISCLAIMER OF LIABILITY
             While every effort is made to provide accurate and complete information, Stockland does not warrant or
             represent that the information in this presentation is free from errors or omissions or is suitable for your
             intended use. Subject to any terms implied by law and which cannot be excluded, Stockland accepts no
             responsibility for any loss, damage, cost or expense (whether direct or indirect) incurred by you as a
             result of any error, omission or misrepresentation in information in this presentation. All information in this
             presentation is subject to change without notice.

				
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