CENTURIA INDUSTRIAL REIT — Major Shareholding Notification 2017

Oct 10, 2017

Form 604

Corporations Act 2001

Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme	Centuria Property Funds No.2 Limited ACN 133 363 185 as responsible entity of Centuria Industrial REIT ARSN 099 680 252 (CIP)
ACN/ARSN	As above
1. Details of substantial shareholder(1)
Name Centuria Capital Limited ACN 095 454 336 and Centuria Funds Management Limited ACN 607 153 588 as responsible entity of Centuria Capital Fund ARSN 613 856 358, a listed stapled entity (CNI) and each of the persons listed in Annexure A (Centuria Capital Group)
ACN/ARSN (if applicable)	As above
There was a change in the interests of the substantial holder on	10 / 10 / 2017
The previous notice was given to the company on	12/09/2017
The previous notice was dated	12/09/2017

2. Previous and present voting power

The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in when last required, and when now r

Class of securities (4)	Previous notice		Present notice
	Person's votes	Voting power (5)	Person's votes	Voting power (5)
Ordinary units (CIP Units)	34.148.945	13.78%	43,988,013	17.75%

3. Changes in relevant interests

Particulars of each change in, or change in the nature of, a relevant interest of the substantial holder or an associate in voting securities of the company scheme, since the substantial holder was last required to give a

Date of change	Person whose relevant interest changed	Nature of change (6)	Consideration given in relation to change (7)	Class and number of securities affected	Person's votes affected
10 October 2017	Centuria Property Funds No. 2 Limited	On-market purchase of 1,185,770 CIP Units	Please refer to Annexure B	1,185,770 CIP Units	1,185,770
10 October 2017	Centuria Investment Holdings Pty Limited as trustee of Centuria Capital No. 2 Industrial Fund	On-market purchase of 8,653,298 CIP Units	Please refer to Annexure в	8,653,298 CIP Units	8,653,298
10 October 2017	CNI as the holding company of Centuria Investment Holdings Pty Limited, Centuria Life Limited and Centuria Property Funds No. 2 Limited	As a result of the above acquisitions	As a result of the above acquisitions	9,839,068 CIP Units, being the sum of the two relevant interests referred to above in this column	9,839,068

4. Present relevant interests

Particulars of each relevant interest of the substantial shareholder in voting securities after the change are as follows:

Holder of relevant interest	Registered holder of securities	Person entitled to be registered as holder (8)	Nature of relevant interest (6)	Class and number of securities	Person's votes
Centuria Investment Holdings Pty Limited as trustee of Centuria Capital No. 2 Industrial Fund	Centuria Investment Holdings Pty Limited as trustee of Centuria Capital No. 2 Industrial Fund	Centuria Investment Holdings Pty Limited as trustee of Centuria Capital No. 2 Industrial Fund	Holder of units (s608(1)(a)) Person having power to exercise, or control the exercise, of a right to vote attached to the units and/or the power to dispose of, or control the exercise of a power to dispose of, the units $(s608(1)(b)$ and $(c))$	41,802,243 CIP Units	41,802,243
Centuria Life Limited	Centuria Life Limited	Centuria Life Limited	Holder of units (s608(1)(a)) Person having power to exercise, or control the exercise, of a right to vote attached to the units and/or the power to dispose of, or control the exercise of a power to dispose of, the units $(s608(1)(b)$ and $(c))$	1,000,000 CIP Units	1,000,000
Centuria Property Funds No. 2 Limited	Centuria Property Funds No. 2 Limited	Centuria Property Funds No. 2 Limited	Holder of units (s608(1)(a)) Person having power to exercise, or control the exercise, of a right to vote attached to the units and/or the power to dispose of, or control the exercise of a power to dispose of, the units $(s608(1)(b)$ and $(c))$	1,185,770 CIP Units	1,185,770
CNI as the holding company of Centuria Investment Holdings Pty Limited, Centuria Life Limited and Centuria Property Funds No. 2 Limited	The three entities referred to above in this column	The three entities referred to above in this column	Relevant interest under s608(3) as the holding company of Centuria Investment Holdings Pty Limited as trustee of Centuria Capital No. 2 Industrial Fund, Centuria Life Limited and Centuria Property Funds No.2 Limited	43,988,013 CIP Units, being the sum of the three holdings referred to above in this column	43,988,013

5. Changes in association

The persons who have become associates (2) of, ceased to be associates of, or have changed the nature of their association (9) with, the substantial holder in relation to voting interests in the company or scheme are as fo

Name and ACN/ARSN (if applicable)		Nature of association
Not applicable	Not applicable
6. Addresses The addresses of persons named in this form are as follows:
Name		Address
Please refer to Annexure A		Please refer to Annexure A
Signature
print name	James Lonie	capacity	Company Secretary
sian here		date	11 October 2017

DIRECTIONS

• $(1)$ If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager and trustee of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 6 of the form.
• $(2)$ See the definition of "associate" in section 9 of the Corporations Act 2001.
• $(3)$ See the definition of "relevant interest" in sections 608 and 671B (7) of the Corporations Act 2001.
• $(4)$ The voting shares of a company constitute one class unless divided into separate classes.
• $(5)$ The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.
• $(6)$ Include details of:
• (a) any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy of any document setting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and
• (b) any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).

See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.

• $(7)$ Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired has, or may, become entitled to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included of any benefit paid on behalf of the substantial holder or its associate in relation to acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.
• If the substantial holder is unable to determine the identity of the person (eg. if the relevant interest arises because of an $(8)$ option) write "unknown".
• $(9)$ Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

Annexure A

Centuria Capital Limited ACN 095 454 336 and Centuria Funds Management Limited ACN 607 153 588 as responsible entity of Centuria Capital Fund ARSN 613 856 358 This is Annexure 'A' of 2 pages referred to in Form 604 - Notice of change of interests of substantial holder.

June bine

Signed by

James Lonie - Company Secretary

Dated: 11 October 2017

Name	Address
Centuria Capital Limited ACN 095 454 336	Level 39, 100 Miller Street, North Sydney NSW 2060
ACN 062 671 872 Pty Limited	Level 39, 100 Miller Street, North Sydney NSW 2060
Belmont Road Development Pty Limited ACN 603 347 815	Level 39, 100 Miller Street, North Sydney NSW 2060
Belmont Road Management Pty Limited ACN 602 287 276	Level 39, 100 Miller Street, North Sydney NSW 2060
Centuria Canberra No. 3 Pty Limited ACN 074 469 042	Level 39, 100 Miller Street, North Sydney NSW 2060
Centuria Capital Private Limited	Level 39, 100 Miller Street, North Sydney NSW 2060
Centuria Employee Share Fund Pty Limited ACN 148 816 666	Level 39, 100 Miller Street, North Sydney NSW 2060
Centuria Finance Pty Limited ACN 095 179 356	Level 39, 100 Miller Street, North Sydney NSW 2060
Centuria Funds Management Limited ACN 607 153 588	Level 39, 100 Miller Street, North Sydney NSW 2060
Centuria Institutional Investments No. 3 Pty Limited ACN 118 020 527	Level 39, 100 Miller Street, North Sydney NSW 2060

604

15 July 2001

Name	Address
55862 Centuria Investment Holdings Pty Limited ACN 116 45	Level 39, 100 Miller Street, North Sydney NSW 2060
Centuria Investment Services Pty Limited ACN 095 364 917	Level 39, 100 Miller Street, North Sydney NSW 2060
Centuria Life Limited ACN 087 649 054	Level 32, 120 Collins Street, Melbourne VIC 3000
Centuria Nominees No. 3 Pty Limited ACN 062 671 845	Level 39, 100 Miller Street, North Sydney NSW 2060
Centuria Opportunity Fund 2 Pty Limited ACN 138 610 483	Level 39, 100 Miller Street, North Sydney NSW 2060
Centuria Properties No. 3 Limited ACN 082 352 083	Level 39, 100 Miller Street, North Sydney NSW 2060
Centuria Property Funds Limited ACN 086 553 639	Level 39, 100 Miller Street, North Sydney NSW 2060
85 Centuria Property Funds No. 2 Limited ACN 133 363	Level 39, 100 Miller Street, North Sydney NSW 2060
924 Centuria Property Services Pty Limited ACN 092 526	Level 39, 100 Miller Street, North Sydney NSW 2060
Centuria Strategic Property Limited ACN 103 003 603	Level 39, 100 Miller Street, North Sydney NSW 2060
Over Fifty Capital Pty Ltd ACN 007 108 509	Level 39, 100 Miller Street, North Sydney NSW 2060
Over Fifty Funds Management Pty Ltd ACN 103 265 649	Level 39, 100 Miller Street, North Sydney NSW 2060
Over Fifty Investments Pty Ltd ACN 100 169 186	Level 39, 100 Miller Street, North Sydney NSW 2060
Over Fifty Seniors Equity Release Pty Ltd ACN 095 362 388	Level 39, 100 Miller Street, North Sydney NSW 2060
Strategic Property Holdings No. 7 Pty Limited ACN 109 196 189	Level 39, 100 Miller Street, North Sydney NSW 2060

Annexure B

Centuria Capital Limited ACN 095 454 336 and Centuria Funds Management Limited ACN 607 153 588 as responsible entity of Centuria Capital Fund ARSN 613 856 358

This is Annexure 'B' of 1 page referred to in Form 604 - Notice of change of interests of substantial holder.

June Grue

Signed by

James Lonie - Company Secretary

Dated: 11 October 2017

Person's votes affected
Class and number of securities affected	$1,185,770$ CIP Units $1,185,770$	8,653,298 CIP Units 8,653,298
given in relation to	\$2,999,998.10 (that	(that is, \$2.53 per
Consideration	is, \$2.53 per CIP	\$21,892,843.94
change	Unit)	CIP Unit)
Nature of	on-market	on-market
change	Purchase	Purchase
interest	2 So	Centuria Investment Holdings Pty
Person whose relevant	Centuria Property Funds I	Limited as trustee of Centuria
changed	Limited	Capital No. 2 Industrial Fund
Date of change	10 October 2017	10 October 2017

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