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Independent Auditors Report

Tuesday, 13 November 2012

Independent Auditors’ Report 
to the unitholders of Goodman Property Trust

Report on the Interim Financial Statements 
We have audited the interim condensed financial statements (“the interim financial statements”) of Goodman Property Trust and its controlled entities (“the Group”) on pages 2 to 21, which comprise the statement of financial position as at 30 September 2012, the statement of comprehensive income, statement of changes in unitholders funds and statement of cash flows for the six month period then ended, and the notes to the interim financial statements that include a summary of significant accounting policies and other explanatory information.

Manager’s Responsibility for the interim financial statements 
The Directors of Goodman (NZ) Limited (“the Manager”) are responsible for the preparation of the interim financial statements in accordance with generally accepted accounting practice in New Zealand and that present fairly the matters to which they relate and for such internal controls as the Manager determines are necessary to enable the preparation of interim financial statements that are free from material misstatement, whether due to fraud or error.

Auditors’ Responsibility 
Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with International Standards on Auditing (New Zealand) and International Standards on Auditing. These standards require that we comply with relevant ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the interim financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the interim financial statements. The procedures selected depend on the auditors’ judgement, including the assessment of the risks of material misstatement of the interim financial statements, whether due to fraud or error. In making those risk assessments, the auditors consider the internal controls relevant to the Group’s preparation of the interim financial statements that present fairly the matters to which they relate, in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates, as well as evaluating the overall presentation of the interim financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

We have no relationship with, or interests in, the Group other than in our capacities as auditors and providers of other assurance and advisory services. These services have not impaired our independence as auditors of the Group.

Opinion 
In our opinion, the interim financial statements on pages 2 to 21:

(i) comply with New Zealand Equivalent to International Accounting Standard 34: Interim Financial Reporting;

(ii) comply with International Accounting Standard 34: Interim Financial Reporting; and

(iii) present fairly, in all material respects, the financial position of the Group as at 30 September 2012, and its financial performance and cash flows for the six month period then ended in accordance with generally accepted accounting practice in New Zealand.

Restriction on Distribution or Use 
This report is made solely to the unitholders of Goodman Property Trust (“the unitholders”), as a body. Our audit work has been undertaken so that we might state to the unitholders those matters which we are required to state to them in an auditors’ report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the unitholders, as a body, for our audit work, for this report or for the opinion we have formed.

Chartered Accountants 
12 November 2012