CROMWELL PROPERTY GROUP — Capital/Financing Update 2017

Sep 26, 2017

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Wednesday 27 September 2017

ASX Market Announcements Office Exchange Centre 20 Bridge Street SYDNEY NSW 2000

Dear Sir/Madam

Cromwell Property Group Performance Rights Plan

Cromwell Property Group (ASX:CMW) has lodged an Appendix 3B advising the market of a change to the number of performance rights issued under the Cromwell Property Group Performance Rights Plan (PRP).

The change follows the exercise of performance rights by Paul Weightman (CEO) (1,440,777) and participating employees (1,398,335) and the resulting issue of 2,839,112 stapled securities.

The current performance rights on issue are summarised as follows:

Security Class	Description	Opening Balance	Change	Closing Balance
CMWAZ	Performance Rights Exp 1 Oct 2017	2,839,112	(2,839,112)	0
CMWAB	Performance Rights Exp 2 Dec 2018	1,121,156	No change	1,121,156
CMWAC	Performance Rights Exp 10 Oct 2018	1,254,530	No change	1,254,530
CMWAY	Performance Rights Exp 30 Nov 2019	2,273,521	No change	2,273,521
CMWAY	Performance Rights Exp 1 Jan 2020	2,788,525	No change	2,788,525
TOTAL		10,276,844	(2,839,112)	7,437,732

Yours faithfully

CROMWELL PROPERTY GROUP

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LUCY LAAKSO

COMPANY SECRETARY

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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

Cromwell Property Group ( Cromwell ) comprising Cromwell Corporation Limited ( Company ) and the Cromwell Diversified Property Trust ( Trust ) (the responsible entity of which is Cromwell Property Securities Limited ( RE ))

ABN

ABN 44 001 056 980 (Company) ARSN 102 982 598 (Trust) ABN 11 079 147 809 (RE)

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	Fully paid Cromwell stapled securities (each comprising of an ordinary share in the Company stapled to an ordinary unit in the Trust(each aStapled Security)).
	2,839,112

3 Principal terms of the The securities were issued following the +securities (e.g. if options, exercise of Performance Rights under the exercise price and expiry date; if Cromwell Property Group Performance partly paid +securities, the Rights Plan. amount outstanding and due − 28,135 securities were issued at a dates for payment; if +convertible securities, the − $0.20 exercise price 33,697 securities were issued at a conversion price and dates for $0.30 exercise price conversion) − 41,967 securities were issued at a $0.40 exercise price − 2,213,267 securities were issued at a $0.50 exercise price − 522,046 were issued at a nil exercise price

• 4 Do the[+] securities rank equally Yes, the Stapled Securities will rank equally in all respects from the[+] issue in all respects with ordinary fully paid date with an existing[+] class of Stapled Securities (CMW). 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

5 Issue price or consideration 28,135 securities were issued $5,627.00 33,697 securities were issued $10,109.10 41,967 securities were issued $16,786.80 2,213,267 securities were issued $1,106,633.50 522,046 were issued at a nil consideration

• See chapter 19 for defined terms.

Appendix 3B Page 2

04/03/2013

6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets) 6a Is the entity an+eligible entity that has obtained 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 6b The date the security holder resolution under rule 7.1A was passed 6c Number of+securities issued without security holder approval under rule 7.1 6d Number of+securities issued 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) 6f Number of+securities issued under an exception in rule 7.2 6g If+securities issued under rule 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.	Issued following the exercise of Performance Rights under the Cromwell Property Group Performance Rights Plan.
	No.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.

6h If[+] securities were issued under Not applicable. rule 7.1A for non-cash consideration, state date on which valuation of consideration was released to ASX Market Announcements 6i Calculate the entity’s remaining Not applicable. issue capacity under rule 7.1 and rule 7.1A – complete Annexure 1 and release to ASX Market Announcements 7 +Issue dates Issue dates 27 September 2017

7 +Issue dates Issue dates 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.

• Number +Class

• 8 Number and +class of all 1,766,881,418 Fully paid ordinary +securities quoted on ASX Stapled Securities. ( including the +securities in section 2 if applicable)

Number +Class 9 Number and +class of all Cromwell +securities not quoted on ASX Performance Rights ( including the +securities in section 2 if applicable) 1,121,156 CMWAB Exp 2 Dec 2018 1,254,530 CMWAC Exp 10 Oct 2018 2,273,521 CMWAY Exp 30 Nov 2019 2,788,525 CMWAY Exp 1 Jan 2020 1,500 CMWAA Bonds

• 10 Dividend policy (in the case of a The Stapled Securities will rank equally for trust, distribution policy) on the dividends/distributions with other Stapled increased capital (interests) Securities on issue.

• See chapter 19 for defined terms.

Appendix 3B Page 4

04/03/2013

Part 2 - Pro rata issue

art 2 - 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 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. 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	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.

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 offer documents will be sent to persons entitled 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 +Issue date	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.

• See chapter 19 for defined terms.

Appendix 3B Page 6

04/03/2013

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

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

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[+] 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

• 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)

• See chapter 19 for defined terms.

Appendix 3B Page 8

04/03/2013

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 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.

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Sign here: ............................................................ Date: 27 September 2017 Print name: Lucy Laakso Company Secretary

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• See chapter 19 for defined terms.

Appendix 3B Page 9

04/03/2013