CENTURIA INDUSTRIAL REIT — Capital/Financing Update 2017

Oct 30, 2017

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement. application for quotation of additional securities and agreement

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX's property and may be made public.

Introduced 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12, $04/03/13$

Name of entity

Centuria Property Funds No. 2 Limited ACN 133 363 185 (CPF2L) in its capacity as the responsible entity of the Centuria Industrial REIT ARSN 099 680 252(CIP)

ABN

CPF2L ABN - 38 133 363 185 CIP ARSN - 099 680 252

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

⁺Class of ⁺securities issued or to $\mathbf{1}$ be issued

Fully paid ordinary units in CIP (Units)

Number of ⁺securities issued or $\overline{a}$ to be issued (if known) or maximum number which may be issued

Principal of the terms 3 *securities (e.g. if options, exercise price and expiry date; if partly paid ⁺securities, the amount outstanding and due for dates payment; if +convertible securities, the conversion price and dates for conversion)

123,861 Units

Fully paid ordinary units

⁺ See chapter 19 for defined terms.

4	Do the + securities rank equally in all respects from the + issue date with an existing + class of quoted *securities? If the additional +securities do not rank equally, please state: the date from which they do ۰ the extent to which they ٠ participate for the next dividend, (in the case of a distribution) trust, Оľ interest payment the extent to which they do not rank equally, other than in relation to the next distribution dividend, or interest payment	Yes, the new Units issued rank equally with existing Units quoted on the ASX
5.	Issue price or consideration	\$2.4904 per Unit
6	Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets)	of Units Issue the CIP pursuant to Distribution Reinvestment Plan
6a	Is the entity an + eligible entity has obtained that security holder approval under rule 7.1A? If Yes, complete sections 6b - 6h in relation to the + securities the subject of this Appendix 3B, and comply with section 6i	No
6b	The date the security holder resolution under rule 7.1A was passed	N/A
6с	Number of + securities issued without security holder approval under rule 7.1	N/A

$+$ See chapter 19 for defined terms.

• 6d Number of $\pm$ securities issued $N/A$ with security holder approval under rule 7.1A
• 6e Number of ⁺securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting)
• Number of *securities issued $N/A$ $6f$ under an exception in rule 7.2
• If *securities issued under rule $N/A$ 6g 7.1A, was issue price at least 75% of 15 day VWAP as calculated under rule 7.1A.3? Include the ⁺issue date and both values. Include the source of the VWAP calculation.
• 6h If +securities were issued under $7.1A$ for non-cash rule consideration, state date on which valuation of consideration was released to ASX Market Announcements
• 6i Calculate the entity's remaining issue capacity under rule 7.1 and rule 7.1A - complete Annexure 1 and release to ASX Market Announcements
• ⁺Issue dates $\overline{7}$

Note: The issue date may be prescribed by ASX (refer to the definition of issue date in rule 19.12). For example, the issue date for a pro rata entitlement issue must comply with the applicable timetable in Appendix 7A.

Cross reference: item 33 of Appendix 3B.

8 Number and ⁺class of all *securities quoted on ASX (including the ⁺securities in section 2 if applicable)

Number	+ Class
248,013,112	Fully paid ordinary units

$N/A$

$N/A$

$N/A$

31 October 2017

• See chapter 19 for defined terms.

• Number and ⁺class of all $\mathbf{9}$ ⁺securities not quoted on ASX (including the *securities in section 2 if applicable)

• $10$

Number	+ Class
N/A	N/A

	Dividend policy (in the case of a $ $ The distribution policy applies to the new trust, distribution policy) on the Units in the same way as it applies to the
increased capital (interests)	Units currently on issue

Part 2 - Pro rata issue

11	holder security approval Is required?	N/A
12	Is the issue renounceable or non- renounceable?	N/A
13	Ratio in which the + securities will be offered	N/A
14	+ Class of + securities to which the offer relates	N/A
15	+Record date determine to entitlements	N/A
16	Will different holdings on registers (or subregisters) be calculating aggregated for entitlements?	N/A
17	Policy for deciding entitlements in relation to fractions	N/A
18	Names of countries in which the entity has security holders who will not be sent new offer documents Note: Security holders must be told how their entitlements are to be dealt with. Cross reference: rule 7.7.	N/A

⁺ See chapter 19 for defined terms.

19	of Closing date for receipt acceptances or renunciations	N/A
20	Names of any underwriters	N/A
21	Amount of any underwriting fee or commission	N/A
22	Names of any brokers to the issue	N/A
23	Fee or commission payable to the broker to the issue	N/A
24	Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of security holders	N/A
25	If the issue is contingent on security holders' approval, the date of the meeting	N/A
26	Date entitlement and acceptance form and offer documents will be sent to persons entitled	N/A
27	If the entity has issued options, and the terms entitle option holders participate to on the date on which exercise, notices will be sent to option holders	N/A
28	Date rights trading will begin (if applicable)	N/A
29	Date rights trading will end (if applicable)	N/A
30	How do security holders sell their entitlements in full through a broker?	N/A
31	How do security holders sell part of their entitlements through a	N/A

⁺ See chapter 19 for defined terms.

	broker and accept for the N/Abalance?
32	How do security holders dispose $ N/A$
	of their entitlements (except by sale through a broker)?
33	+ Issue date	N/A

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

Type of ⁺securities $34$ (tick one)

$(b)$

$(a)$ *Securities described in Part 1

All other ⁺securities

Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

• If the 'securities are 'equity securities, the names of the 20 largest holders of the 35 additional ⁺securities, and the number and percentage of additional ⁺securities held by those holders
• 36 If the *securities are *equity securities, a distribution schedule of the additional *securities setting out the number of holders in the categories $1 - 1,000$ $1,001 - 5,000$ 5,001 - 10,000 10,001 - 100,000 100,001 and over
• A copy of any trust deed for the additional +securities 37

⁺ See chapter 19 for defined terms.

Entities that have ticked box 34(b)

• Number of ⁺securities for which $38$ ⁺quotation is sought
• ⁺Class of ⁺securities for which 39 quotation is sought
• 40 Do the ⁺securities rank equally in all respects from the ⁺issue date with an existing ⁺class of quoted ⁺securities?

If the additional ⁺securities do not rank equally, please state:

• the date from which they do $\bullet$
• the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment
• the extent to which they do not rank equally, other than in relation to the next dividend. distribution $\alpha$ interest payment
• Reason for request for quotation 41 now

Example: In the case of restricted securities, end of restriction period

(if issued upon conversion of another ⁺security, clearly identify that other ⁺security)

Number and ⁺class of all $4²$ ⁺securities quoted on ASX (including the $+$ securities in clause $38)$

Number	+ Class

⁺ See chapter 19 for defined terms.

Quotation agreement

• *Ouotation of our additional *securities is in ASX's absolute discretion. ASX $\mathbf{I}$ may quote the ⁺securities on any conditions it decides.
• We warrant the following to ASX. $\overline{\mathbf{c}}$
• The issue of the 'securities to be quoted complies with the law and is not for an illegal purpose.
• There is no reason why those *securities should not be granted +quotation.

• An offer of the *securities for sale within 12 months after their issue will not require disclosure under section $707(3)$ or section $1012C(6)$ of the Corporations Act.

• Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any +securities to be quoted and that no-one has any right to return any 'securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the *securities be quoted.

• If we are a trust, we warrant that no person has the right to return the *securities to be quoted under section 1019B of the Corporations Act at the time that we request that the 'securities be quoted.
• We will indemnify ASX to the fullest extent permitted by law in respect of any $\overline{3}$ claim, action or expense arising from or connected with any breach of the warranties in this agreement.
• We give ASX the information and documents required by this form. If any $\overline{4}$ information or document is not available now, we will give it to ASX before ⁺quotation of the ⁺securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

Date: 31 October 2017

Sign here:

Company secretary

Print name:

James Lonie

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

⁺ See chapter 19 for defined terms.