CROMWELL PROPERTY GROUP — Capital/Financing Update 2010

Jul 20, 2010

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 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003, 24/10/2005.

Name of entity

Cromwell Group (CMW) comprising Cromwell Corporation Limited (CCL) and Cromwell Property Securities Limited (CPSL) as responsible entity for Cromwell Diversified Property Trust (DPT)

ABN

ABN 44 001 056 980 (CCL) ABN 11 079 147 809 (CPSL) ARSN 102 982 598 (DPT)

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).

1 +Class of +securities issued or to be issued 2 Number of+securities issued or to be issued (if known) or maximum number which may be issued 3 Principal terms of the +securities (eg, if options, exercise price and expiry date; if partly paid+securities, the amount outstanding and due dates for payment; if +convertible securities, the conversion price and dates for conversion)	Cromwell Group Stapled Securities
	By way of update to the documents lodged with ASX on 12 July and 14 July 2010 about an institutional placement and rights issue: • 72,000,000 Stapled Securities have been issued under the institutional Placement; and • up to 87,983,493 Stapled Securities may be issued under the rights Issue.
	The Stapled Securities will be issued on the same terms as existing Cromwell Group Stapled Securities.

Appendix 3B Page 1

4 Do the[+] securities rank equally Yes in all respects from the date of allotment with an existing[+] class In particular, the new Stapled Securities will of quoted[+] securities? rank for and be entitled to distributions/dividends from Cromwell Group If the additional securities do for the September 2010 quarter. not rank equally, please state: • the date from which they do • 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 or interest payment 5 Issue price or consideration $0.75 per Stapled Security (Placement) $0.72 per Stapled Security (Rights Issue) 6 Purpose of the issue The issue of Stapled Securities will be used to (If issued as consideration for partly fund the acquisition of the investment the acquisition of assets, clearly property at 203 Coward Street, Mascot, with identify those assets) any remaining funds to strengthen Cromwell’s balance sheet and to allow the Group to consider further acquisitions. 7 Dates of entering[+] securities 20 July 2010 for Stapled Securities issued into uncertificated holdings or under the Placement (72,000,000 Stapled despatch of certificates Securities). 19 August 2010 for Stapled Securities issued under the Rights Issue (up to 87,983,493 Stapled Securities).

• See chapter 19 for defined terms.

Appendix 3B Page 2

1/1/2003

8 Number and+class of all +securities quoted on ASX (_including_the securities in clause 2 if applicable)	Number	~~+~~Class
	Currently 879,834,934 Stapled Securities quoted upon completion of the Placement. Up to 967,818,427 Stapled Securities on completion of Rights Issue.	Cromwell Group Stapled Securities (CMW)

9 Number and+class of all +securities not quoted on ASX (_including_the securities in clause 2 if applicable) 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)	Number	~~+~~Class
	275,106 4,689,424	Units in DPT (unstapled) Cromwell Group Performance Rights
	Unchanged

Part 2 - Bonus issue or pro rata issue

11 Is security holder approval required? 12 Is the issue renounceable or non-renounceable? 13 Ratio in which the+securities will be offered 14 +Class of +securities to which the offer relates 15 +Record date to determine entitlements 16 Will holdings on different registers (or subregisters) be aggregated for calculating entitlements? 17 Policy for deciding entitlements in relation to fractions	No
	Non-renounceable
	1 Stapled Security for every 10 Stapled Securities held at the Record Date
	Ordinary Stapled Securities
	7.00pm AEST on 22 July 2010
	No
	When fractions arise in the calculation of entitlements, they will be rounded down to the nearest whole number

Appendix 3B Page 3

18 Names of countries in which the entity has+security holders who will not be sent new issue documents Note: Security holders must be told how their entitlements are to be dealt with. Cross reference: rule 7.7. 19 Closing date for receipt of acceptances or renunciations 20 Names of any underwriters 21 Amount of any underwriting fee or commission 22 Names of any brokers to the issue 23 Fee or commission payable to the broker to the issue 24 Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of+security holders 25 If the issue is contingent on +security holders’ approval, the date of the meeting 26 Date entitlement and acceptance form and prospectus or Product Disclosure Statement will be sent to persons entitled	All countries except for Australia and New Zealand
	5.00pm on 13 August 2010
	Not applicable
	Not applicable
	RBS Morgans Corporate Limited is Lead Manager for the Placement and Rights Issue
	Lead Manager’s fee of $400,000, plus a fee in relation to the Placement equivalent to 1% of the amount subscribed in either the Placement or Rights Issue shortfall placement, excluding amounts subscribed by Redefine Australian Investments Limited or its related parties.
	2% of the amount subscribed for under the Rights Issue up to a maximum amount of $500 per individual application.
	Not applicable
	26 July 2010

• See chapter 19 for defined terms.

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1/1/2003

27 If the entity has issued options, and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders 28 Date rights trading will begin (if applicable) 29 Date rights trading will end (if applicable) 30 How do+security holders sell their entitlements in full through a broker? 31 How do+security holders sell part of their entitlements through a broker and accept for the balance? 32 How do +security holders dispose of their entitlements (except by sale through a broker)? 33 +Despatch date	Not applicable
	Not applicable
	Not applicable
	Not applicable
	Not applicable
	Not applicable
	23 August 2010

Part 3 - Quotation of securities

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

34 Type of securities ( tick one )

• (a) � Securities described in Part 1

(b) 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

Appendix 3B Page 5

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

• 35 If the[+] securities are[+] equity securities, the names of the 20 largest holders of the 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

• 37 A copy of any trust deed for the additional[+] securities

• See chapter 19 for defined terms.

Appendix 3B Page 6

1/1/2003

Entities that have ticked box 34(b)

38 Number of securities for which +quotation is sought 39 Class of[+] securities for which quotation is sought 40 Do the[+] securities rank equally in all respects from the date of allotment with an existing[+] class of quoted[+] securities? If the additional securities do not rank equally, please state: • the date from which they do • 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 or interest payment 41 Reason for request for quotation 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 +Class 42 Number and +class of all +securities quoted on ASX ( including the securities in clause 38)

Appendix 3B Page 7

Quotation agreement

• 1 +Quotation of our additional +securities is in ASX’s absolute discretion. ASX may quote the[+] securities on any conditions it decides.

• 2 We warrant the following to ASX.

• 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.

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

• 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.

• 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.

• 4 We give ASX the information and documents required by this form. If any information or document not available now, 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.

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Sign here:

Date: 21 July 2010

Print name: Nicole Riethmuller Company Secretary

• See chapter 19 for defined terms.

Appendix 3B Page 8

1/1/2003