DEXUS — AGM Information 2024

Sep 26, 2024

Dexus (ASX: DXS)

ASX release

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27 September 2024

2024 Notice of Annual General Meeting

Dexus today confirmed details relating to its 2024 Annual General Meeting (AGM).

The 2024 AGM will be a hybrid meeting, with Security holders invited to join the meeting in person or attend virtually on Wednesday 30 October 2024, commencing at 2.00pm (AEDST).

Registration will commence at 1.30pm (AEDST) at Dexus Place, Level 15, 1 Farrer Place, Sydney NSW 2000 or via the AGM link available at www.dexus.com/AGM2024.

The Notice of Annual General Meeting, letter to Security holders, a sample Voting and Question Form and the Virtual Online Meeting Guide are attached and will be provided to Dexus Security holders today. These will also be available at www.dexus.com/AGM2024.

Dexus will provide hard copies of the 2024 Notice of Annual General Meeting and Annual Report to those investors who have requested them.

Authorised by the Board of Dexus Funds Management Limited

For further information please contact:

Investors Media Rowena Causley Luke O’Donnell Head of Listed Investor Relations Senior Manager, Media and Communications +61 2 9017 1390 +61 2 9017 1216 +61 416 122 383 +61 412 023 111 rowena.causley@dexus.com luke.odonnell@dexus.com

About Dexus

Dexus (ASX: DXS) is a leading Australasian fully integrated real asset group, managing a high-quality Australasian real estate and infrastructure portfolio valued at $54.5 billion. The Dexus platform includes the Dexus investment portfolio and the funds management business. We directly and indirectly own $14.8 billion of office, industrial, retail, healthcare, infrastructure and alternatives. We manage a further $39.7 billion of investments in our funds management business which provides third party capital with exposure to quality sector specific and diversified real asset products. The funds within this business have a strong track record of delivering performance and benefit from Dexus’s capabilities. The platform’s $16.1 billion real estate development pipeline provides the opportunity to grow both portfolios and enhance future returns. We believe that the strength and quality of our relationships will always be central to our success and are deeply connected to our purpose Unlock potential, create tomorrow. Our sustainability approach is focused on the priority areas where we believe we can make significant impact: Customer Prosperity, Climate Action and Enhancing Communities. Dexus is supported by more than 37,000 investors from 23 countries. With four decades of expertise in real estate and infrastructure investment, funds management, asset management and development, we have a proven track record in capital and risk management and delivering returns for investors. www.dexus.com

Dexus Funds Management Limited ABN 24 060 920 783, AFSL 238163, as Responsible Entity for Dexus (ASX: DXS) (Dexus Property Trust ARSN 648 526 470 and Dexus Operations Trust ARSN 110 521 223) Level 30, 50 Bridge Street, Sydney NSW 2000

Notice of Annual General Meeting 2024

Notice is hereby given by Dexus Funds Management Limited, as responsible entity of each of the two trusts that comprise Dexus, that the 2024 Annual General Meeting of Security holders will be held as a hybrid meeting at:

Where

Security holders can attend online at www.dexus.com/AGM2024 or in person at:

Dexus Place Level 15, 1 Farrer Place Sydney NSW 2000

Date

Wednesday, 30 October 2024

Time

Registration – 1.30pm Commencing – 2.00pm (AEDST)

In accordance with section 252S(1) of the Corporations Act 2001 (Cth), Dexus Funds Management Limited appoints Warwick Negus to act as Chair.

The Dexus 2024 Annual General Meeting (AGM or Meeting) will be held on Wednesday 30 October 2024 commencing at 2.00pm (AEDST).

We invite you to attend and participate in the AGM.

The AGM will be held as a hybrid meeting, which provides Security holders with the option to attend and participate in person or through an online platform.

Registration will open at 1.30pm with the AGM commencing at 2.00pm.

How to attend in person

Security holders can attend the AGM in person which will be held at Dexus Place, Level 15, 1 Farrer Place, Sydney NSW 2000.

How to attend virtually

Dexus is using the Link Market Services Limited online AGM platform to enable Security holders to attend the AGM virtually by accessing the link available at www.dexus.com/AGM2024.

To attend and participate in the AGM virtually, you will need a desktop, laptop or mobile/tablet device with internet access. When you log on to the AGM platform, you will need to provide your details (including SRN or HIN) to be verified as a Security holder or proxyholder.

Proxyholders will need their login details which will be provided by Link Market Services Limited no later than 24 hours before the Meeting.

Virtual Meeting Online Guide

More information about how to use the online AGM platform (including how to vote, ask questions via the conference call and online during the AGM) is provided in the Virtual Meeting Online Guide which is available to download at www.dexus.com/AGM2024. You can also contact Link Market Services.

If you wish to attend the Meeting via the online AGM platform including if you wish to ask questions via telephone (see ‘Questions’), we recommend you read this guide and the other information available on the website prior to the start of the Meeting.

Questions

Security holders and proxyholders who are not attending the Meeting in person will be able to ask questions at the Meeting via a conference call telephone line.

Please contact Link Market Services on 1800 990 363 or +612 9189 8867 by 2.00pm on 24 October 2024 to obtain a PIN to enable you to ask questions on the conference call.

Alternatively, you can submit any questions you have at the start of the Meeting using the ‘ask a question’ facility on the AGM platform. Please submit any questions as early as you can during the Meeting to ensure they are received in time.

If you wish to submit questions prior to the AGM, please download the Question Form from www.dexus.com/ AGM2024 and return it to Link Market Services Limited by 5.00pm Wednesday 23 October 2024.

If you are unable to participate in the AGM on 30 October 2024, a recording will be available to view after the Meeting at www.dexus.com/AGM2024.

2 Dexus Notice of Annual General Meeting 2024

Business of the Meeting

To present the Financial Report:

To present the Directors’ Report, Financial Statements and Independent Auditor’s Report for the financial year ended 30 June 2024.

Resolutions:

1. Adoption of the Remuneration Report

To consider and if thought fit pass the following Resolution:

“That the Remuneration Report for the financial year ended 30 June 2024 be adopted.”

The vote on this Item is advisory only and does not bind the Directors or Dexus Funds Management Limited.

2. FY25 grant of long-term incentive Options to the Chief Executive Officer

To consider and if thought fit pass the following Resolution as an ordinary resolution:

“That approval is given for all purposes for:

• (a) The granting of 4,084,307 Options over Dexus securities to Ross Du Vernet under the FY25 Long-Term Incentive Plan

• (b) The transfer or allocation of Securities to Ross Du Vernet upon vesting and exercise of the Options for the year commencing 1 July 2024 as described in the Explanatory Memorandum to the 2024 Notice of Annual General Meeting.”

3. Appointment of External Auditor

To consider and if thought fit pass the following Resolution as an ordinary resolution:

“Subject to ASIC consent to the current external auditor, PwC, resigning and approval at the AGM, to appoint KPMG as external auditor with effect from the latter of (1) the date of receipt of ASIC’s consent to the resignation of PwC, (2) the date fixed by ASIC, and (3) the date of the AGM.”

4. Approval of Independent Directors

4.1 Approval of an Independent Director – Peeyush Gupta AM

To consider and if thought fit pass the following Resolution as an ordinary resolution:

“That the initial appointment of Peeyush Gupta AM as a Director of Dexus Funds Management Limited be approved (by ratification).”

4.2 Approval of an Independent

Director – Warwick Negus

To consider and if thought fit pass the following Resolution as an ordinary resolution:

“That the continued appointment of Warwick Negus as a Director of Dexus Funds Management Limited be approved (by ratification).”

4.3 Approval of an Independent Director – Mark Ford

To consider and if thought fit pass the following Resolution as an ordinary resolution:

“That the continued appointment of Mark Ford as a Director of Dexus Funds Management Limited be approved (by ratification).”

5. Conditional Spill Resolution

Important note: This Resolution will only be put to the meeting if at least 25% of the votes validly cast on Resolution 1 are cast against that Resolution.

To consider and if thought fit pass the following Resolution as an ordinary resolution:

“That:

• (a) A meeting of holders of Dexus stapled securities be held within 90 days of this Meeting (“Spill Meeting”)

• (b) All of Dexus Funds Management Limited’s directors who were directors when the resolution to adopt the Directors’ Report for the financial year ended 30 June 2024 was passed (other than a managing director of the company who may, in accordance with the ASX Listing Rules, continue to hold office indefinitely without being re-elected to the office), and who remain in office at the time of the Spill Meeting, cease to hold office immediately before the end of the Spill Meeting

• (c) Resolutions to appoint persons to the offices that will be vacated immediately before the end of the Spill Meeting be put to the vote at the Spill Meeting”

Information on each of the Resolutions is set out in the accompanying Explanatory Memorandum. You should also read the Procedural Notes which form part of this 2024 Notice of Annual General Meeting.

By Order of the Board.

Brett Cameron Company Secretary Dexus Funds Management Limited

27 September 2024

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Procedural Notes

Dexus is the collective name of the two Trusts (Dexus Property Trust and Dexus Operations Trust), and one unit in each of the Trusts together comprises one Security. As each Trust is a separate entity, each is required to conduct a separate meeting.

Warwick Negus, as Chair of the meetings, has determined that because the Resolutions to be proposed at each of the two meetings and the persons eligible to vote on the Resolutions are the same, each of the two meetings will be conducted concurrently so that, from an administrative and attendee point of view, the conduct of the meetings will be as if they were one single Meeting.

Quorum

The quorum necessary for this Meeting is 10 Security holders present in person (including using virtual meeting technology) or by proxy. If a quorum is not present within 30 minutes after the scheduled time for the Meeting, the Meeting will be adjourned as the Chair directs.

Voting at the Meeting

If you wish to vote in person physically at the meeting, you should attend the Meeting on Wednesday 30 October 2024. Registration commences at 1.30pm with the Meeting to commence at 2.00pm at Dexus Place, Level 15, 1 Farrer Place, Sydney NSW 2000. Alternatively, you can attend and participate in the Meeting virtually by accessing the link available at www.dexus.com/AGM2024.

Voting before the Meeting

If you are unable to attend the Meeting in person (whether physically or virtually), you may cast a vote directly prior to the Meeting or you may appoint a proxy to attend the Meeting in your place.

If you appoint a proxy, the proxy does not need to be a Security holder. If you are entitled to cast two or more votes, then you may appoint two proxies and may specify the proportion or number of votes each proxy is appointed to exercise.

If no proportion or number is specified, each proxy may exercise half of your votes. To direct your vote before the Meeting or appoint a proxy, please complete a Voting Form and lodge it in one of the ways detailed as follows.

Lodgement of Voting Form

You may lodge your Voting Form in one of the following ways:

Lodging it online at:

https://investorcentre.linkgroup.com in accordance with the instructions provided on the website

or

Posting it in the reply-paid envelope provided to:

Dexus C/- Link Market Services Limited Locked Bag A14 Sydney South NSW 1235

or

Hand delivering it to:

Link Market Services Limited Parramatta Square Level 22, Tower 6 10 Darcy Street Parramatta NSW 2150

or

Sending it by fax to: +61 2 9287 0309

To lodge your Voting Form online, you will need your Holder Identification Number (HIN) or Security Reference Number (SRN).

If a Voting Form is signed under a power of attorney, it must be accompanied by the original power of attorney under which the Voting Form is signed, or a certified copy of that power of attorney.

To be effective, the Voting Form (and any accompanying documents) must be received by 2.00pm (AEDST) Monday, 28 October 2024.

Corporate representatives

A corporation that is a Security holder may appoint a person to act as its representative and vote at the Meeting. The appointment must comply with section 253B of the Corporations Act.

The representative must provide evidence of their appointment including any authority under which it is signed and a “Certificate of Appointment of Corporate Representative”.

A form of the certification may be obtained from the Group’s Security Registry and must be returned to the Security Registry, Link Market Services Limited, so it is received no later than 2.00pm (AEDST) Monday, 28 October 2024.

4 Dexus Notice of Annual General Meeting 2024

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Joint holdings

If your Securities are jointly held, only one of the joint holders is entitled to vote. If both joint holders attend the Meeting through the online AGM platform, only the vote of the person named first on the register will be counted. In the case of joint holders, the Voting Form may be completed by any one holder.

Voting entitlement

Subject to the following, all Security holders appearing on the register of Securities of Dexus as at 7.00pm (AEDST) on Monday, 28 October 2024 will be entitled to attend and vote at the Meeting.

Majority required

All Resolutions (other than Resolution 1) are ordinary resolutions and will be passed if more than 50% of the votes cast by Security holders entitled to vote on the Resolution are cast in favour of the Resolution. Resolution 1 is advisory only.

Poll

All Resolutions will be decided on a poll. On a poll, each Security holder has one vote for each whole $1.00 of Security value (Security value is measured by reference to the last sale price for Securities on the ASX on the last day of trading immediately prior to the Meeting being Tuesday, 29 October 2024).

Voting exclusion statement

In accordance with section 253E of the Corporations Act, the Responsible Entity and its associates are not entitled to vote their interest on any Resolution if they have an interest in the Resolution other than as a member. The Responsible Entity and its associates may still vote as proxies, if their appointments specify the way they are to vote, and they vote that way.

Certain persons are not entitled to vote on Resolutions 1, 2 and 5. Refer to Resolutions 1, 2 and 5 of the Explanatory Memorandum for further information.

How the Chair will vote undirected proxies

In accordance with the instructions on your Voting Form, if you vote by proxy, the Chair is your proxy and you do not direct the Chair how to vote, you will be taken to have directed the Chair to vote as the Chair sees fit on all Resolutions, including Resolutions 1, 2 and 5 notwithstanding that these Resolutions are connected with the remuneration of members of Dexus’s Key Management Personnel (KMP), details of whose remuneration are included in the Remuneration Report. The Chair intends to vote undirected proxies in favour of all Resolutions except for Resolution 5 where the Chair intends to vote against. Dexus asks all Security holders who submit proxies to direct their proxy on how to vote on each Resolution.

Enquiries

If you have any questions about the Resolutions, attending the Meeting, how to vote on the Resolutions or completing the Voting Form, please contact the Dexus Infoline on 1800 819 675 Monday to Friday between 8.30am and 5.30pm (Sydney time) or consult your financial or other professional advisor.

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Explanatory Memorandum

Introduction

This Explanatory Memorandum is intended to provide Security holders with information to assess the merits of the Resolutions contained in the accompanying 2024 Notice of Annual General Meeting. Defined terms have the meanings attributed to them in the glossary. All monetary amounts (unless otherwise stated) are expressed in Australian dollars and all times (unless otherwise stated) refer to Sydney time.

At the 2023 AGM, Dexus received a ‘first strike’ against its 2023 Remuneration Report. Before and after the AGM, Dexus engaged with investors and proxy advisors. These external stakeholders expressed concerns about the level of FY23 incentive outcomes when compared to financial performance and Security holder returns, which were lower than previous years. The only structural concern raised related to the inclusion of strategic measures in the long-term incentive (LTI) (with some strategic measures also included in the short-term incentive (STI)).

1. Adoption of the Remuneration Report

The purpose of Resolution 1 is to adopt the Remuneration Report for the financial year ended 30 June 2024. The Remuneration Report is in Dexus’s 2024 Annual Report starting on page 91.

Under the Corporations Act, a listed company is required at its annual general meeting to put to its shareholders a resolution to approve its remuneration report. Consistent with its corporate governance framework, the Board has determined that Dexus will be subject to this obligation even though it is a listed stapled group comprising real estate investment trusts.

Following the 2023 AGM, Dexus reviewed its remuneration practices relative to our strategy and operations. Details of our response to the concerns raised are set out in the 2024 Remuneration Report on page 97.

The vote on Resolution 1 is advisory only and does not bind the Directors or DXFM. However, if at least 25% of the votes cast on Resolution 1 are voted against the adoption of the 2024 Remuneration Report at the Meeting (i.e. a “second strike”) then Resolution 5 will be put to the Meeting.

In 2024, at the request of our new Group CEO, the Board undertook a review of the executive remuneration framework to ensure Dexus continues to attract and retain key talent in pursuing its vision of becoming Australasia’s leading real asset manager by delivering superior risk-adjusted returns for investors. The Board has approved a new LTI Plan for FY25 (see resolution 2 of this Explanatory Memorandum for more detail).

The key changes are:

• Market priced Options will replace the use of Performance Rights, with an exercise price set by reference to the volume weighted average security price (VWAP) of Dexus securities over 20 trading days – 10 trading days before plus 10 trading days after the first trading day of the new financial year. This is the same pricing method as has historically been applied under the FY24 LTI Rights Plan. These Options will only have a value to Executives where our security price is above the exercise price. The Options will be allocated at the fair value of the Options externally calculated at that time using the Black Scholes Option valuation methodology.

– The performance period will be extended to up to five years (from up to four years currently) as we seek to align executive reward to a longer-term horizon. The Options will be eligible to vest in three equal tranches after three, four and five years. Options may be exercised during the two years following vesting.

During the Meeting, there will be an opportunity for Security holders to comment upon and ask questions about the Remuneration Report.

Voting exclusions

Consistent with Dexus’s corporate governance framework, a vote must not be cast (in any capacity) on Resolution 1 by or on behalf of:

• A member or former member of Dexus’s KMP whose remuneration details are disclosed in the Remuneration Report for the financial year ended 30 June 2024, or

• A closely related party of such current or former KMP.

In addition, a vote must not be cast on Resolution 1 by a member of Dexus’s KMP, or a closely related party of a KMP, acting as proxy for a person entitled to vote.

6 Dexus Notice of Annual General Meeting 2024

However, such a person described above may cast a vote on Resolution 1 if:

• The voter is appointed as a proxy in writing, and that appointment specifies how the proxy is to vote on Resolution 1, or

• The voter is the Chair of the Meeting, and the proxy appointment does not specify the way the proxy is to vote, and expressly authorises the Chair to exercise the proxy even if the Resolution is connected directly or indirectly with the remuneration of a member of the KMP.

Resolution 1 will be decided by poll. Under the Corporations Act if more than 25% of the votes cast on the resolution are against the resolution then Resolution 5 will need to be put to Security holders.

Recommendation

The Board unanimously recommends that Security holders vote in favour of Resolution 1 to adopt the Remuneration Report.

2. FY25 grant of long-term incentive Options to the Chief Executive Officer

Dexus has chosen to grant Options under the FY25 LTI Plan. An Option is the right, on payment of the exercise price, to receive a Dexus Security. Options reward growth in Security holder value through Dexus’s security price being higher than the exercise price of $6.54. If the option has vested and the security price is below $6.54 at the time the Option is exercised, the Option will not deliver any value to Option holders at that time.

Options have been chosen rather than rights (which are essentially a free security) because Options only hold value above their exercise price (whereas a right is always worth the same as the underlying Dexus security). Options also align with our strategy of growing underlying Security holder value, as they focus management on growth in security price.

The exercise price for the FY25 grant of Options under the LTI is $6.54, calculated as the VWAP of Dexus securities over 20 trading days – 10 trading days before plus 10 trading days after the first trading day of the new financial year (the same pricing method as the FY24 LTI Rights Plan).

If approved by Security holders, Ross Du Vernet will receive the FY25 LTI grant described in this Explanatory Memorandum. If not approved by Security holders, Ross Du Vernet will not receive the grant, but he will remain entitled to all other remuneration under his employment contract and any other discretionary incentives the Board determines to award him from time to time (including any alternative remuneration arrangements the Board determines to implement in place of the grant of LTI Options).

In addition, the Options are subject to a minimum total security holder return ( TSR ) gateway of an average of 9% per annum over their respective performance periods before they vest. If Options do not vest, they lapse following the testing of the performance gateway.

The FY25 LTI Plan is a new plan, replacing the FY24 LTI Rights Plan. No securities have previously been issued to Ross Du Vernet under this new Plan.

Details of any Securities granted to Ross Du Vernet under the Plan will be published in the Dexus Annual Report relating to the period in which they were granted.

What is the LTI structure and performance gateway?

The at-risk LTI is delivered as Options which vest in three equal tranches at the end of year three, year four and year five, if the performance gateway is achieved. As Options only hold value when the security price is above the exercise price there is an inbuilt performance mechanism applicable to the Options. For example, if the exercise price is $6.54 and the security price at the time of exercise is $8.54, the Option holder will make a gain of $2.00 per Option if the option is exercised at this time. In this example, the security price increase to $8.54 would represent approximately a $2 billion increase in market capitalisation.

No loan is being provided to Ross Du Vernet in relation to the acquisition or exercise of Options under the Plan.

Why is Security holder approval being sought?

Dexus is not required to seek Security holder approval pursuant to ASX Listing Rule 10.14 for the grant of Options to Ross Du Vernet as Dexus is required by the terms of the Plan to acquire Securities on-market to satisfy vested and exercised Options.

However, for the purposes of transparency and good governance the Board has determined to seek Security holder approval for the grant of Options to Ross Du Vernet as he is also a Director of Dexus and falls within the persons covered by ASX Listing Rule 10.14.1.

What is the number of Options being granted to Ross Du Vernet?

The number of Options to be granted to Ross Du Vernet in each tranche and the fair value of the three tranches of Options is as follows:

	LTI Value Allocation fair value per Option Number of Options to be granted Tranche 1 – 1 July 2024 to 30 June 2027 $1,160,000 $0.81 1,432,099
	Tranche 2 – 1 July 2024 to 30 June 2028 $1,160,000 $0.86 1,348,837
	Tranche 3 – 1 July 2024 to 30 June 2029 $1,160,000 $0.89 1,303,371 Total $3,480,000 4,084,307

The minimum value of the grant is nil if the performance gateway is not met or after the Options have vested and Dexus’s security price is below the exercise price of the Options at the time the option is exercised. The actual realised value cannot be determined until the end of the vesting periods and will depend on the extent of vesting and the actual security price at the time of exercise of the Options.

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Explanatory Memorandum continued

However, to guard against executive rewards not being underpinned by an acceptable level of Security holder return, a performance gateway has been set (below which the Options will not vest). The performance gateway requires a minimum total security holder return (TSR) (security price growth and distributions, with the distributions treated as reinvested in Dexus’s securities) of an average of 9% per annum over the performance periods (e.g. a total TSR of 27% over 3 years).

The vesting condition will be tested for each tranche independently, requiring the gateway condition to be met over 15 consecutive days in the 3 months prior to the third, fourth and fifth anniversary of grant.

Vested Options may be exercised for a period of up to 2 years following their vesting. Upon exercise, the exercise price of $6.54 per security must be satisfied. Dexus reserves the right to provide a cashless exercise facility to participants. This means, at the time the relevant Options are exercised, the aggregate difference between the security price and the exercise price (reflecting the ‘gain’) will be calculated for all of those Options and the relevant number of resulting securities equivalent in value to this ‘gain’ will be allocated to a participant. Following the allocation of these securities, all the relevant Options will be deemed to have been fully exercised and lapsed.

How are the number of Options calculated?

The FY25 LTI grant to Ross Du Vernet has been calculated based on his full year LTI opportunity of 200% of fixed remuneration (being $3,000,000). While Ross Du Vernet’s FY24 LTI grant reflected his role as CIO, he served as Group CEO from 28 March to 30 June 2024. Therefore, an additional pro-rated grant will be made to Ross for this period as Group CEO. The prorated grant has been calculated as the difference between the FY24 LTI opportunity Ross Du Vernet was entitled to as Group CEO for this period (200% of his annual fixed remuneration of $1,500,000) and the FY24 LTI opportunity granted to him as CIO for this period (120% of his annual fixed remuneration of $900,000). The prorated grant results in an additional $160,000 in value for each tranche of Options, or $480,000 total in value for all Options to be granted.

The number of Options granted is calculated based on the ‘fair value’ of an Option as determined using the standard Black Scholes model.

As an Option is a right to acquire a Dexus security in return for payment of the exercise price (and not a right to acquire a security for free), an Option is inherently riskier than a right and it is not fair or equitable (and does not reflect the intended incentivisation goals) to value an Option at the face value of a Dexus security. The assumptions underlying the fair value measures for both allocation and accounting purposes will be published in Dexus’s next Remuneration Report.

When will the Options be granted?

The proposed grant of Options to Ross Du Vernet will be made as soon as practicable after Security holder approval is obtained, and in any event within 12 months of the AGM. The grant’s performance period will commence on 1 July 2024.

What happens if Ross Du Vernet leaves Dexus?

If Ross Du Vernet ceases to be employed for reasons such as retirement, redundancy, by the company giving notice, by mutual agreement or other unforeseen circumstances, the Options will be left on foot to be tested at the end of the applicable performance period unless the Board People & Remuneration Committee recommends to the Board that some or all those Options should lapse.

All Options will lapse should Ross Du Vernet’s employment cease for cause or in other circumstances the Board determines he should be treated as a bad leaver prior to the vesting date.

What happens if there is a change of control?

In the event of a change of control, the Board has discretion to accelerate the vesting of Options and determine the timing and number of any Options that vest. The Board also has discretion to determine whether options are cash settled and the timing of any such cash payment based upon appropriateness in the context of the change of control event.

Do forfeiture or cancellation provisions apply to the LTI?

Yes. Options may be cancelled at the Board’s discretion including in circumstances such as a participant committing an act of fraud, wilful misconduct, reputational damage to Dexus, serious or wilful negligence or incompetence, being convicted of a criminal offence or if there has been a material misstatement of the Group’s financial accounts because of a deliberate misrepresentation or fraud.

Options may also lapse at the Board’s discretion should a participant breach their contractual non-compete or non-solicitation obligations post-employment while Options remain unvested or unexercised.

What is the hedging policy?

Participants in the Plan are prohibited from entering hedging arrangements in respect of unvested Options.

What is the CEO’s current remuneration package?

Under his employment agreement, Ross Du Vernet’s remuneration package for the current financial year (FY25) consists of:

• Fixed remuneration of $1.5 million

• At risk remuneration comprising of:

• Short-term incentive (STI), 75% of which is paid in cash following testing of the STI scorecard and 25% of which is deferred remuneration and delivered in Security rights which vest after one year. Ross Du Vernet’s maximum opportunity is $1.5 million or 100% of his fixed remuneration; and

• Long-term incentive (LTI), all of which is deferred remuneration and delivered in Options which are issued at no cost to Ross Du Vernet and vest in three equal tranches at the end of year three, year four and year five subject to achieving a performance gateway. The Option represents the right to acquire a Dexus security upon payment of the exercise price. Based on ‘fair value’ calculations, Ross Du Vernet’s LTI opportunity for the Options proposed to be granted this current financial year is $3.0 million or 200% of his fixed remuneration, plus the prorated grant described earlier.

Voting exclusions

Dexus will disregard any votes cast in favour of Resolution 2 by or on behalf of the Chief Executive Officer or any of his associates. However, this does not apply to a vote cast in favour of Resolution 2 by:

• A person as proxy or attorney for a person who is entitled to vote on Resolution 2, in accordance with directions given to the proxy or attorney to vote on the resolution in that way

• The Chair of the Meeting as proxy or attorney for a person who is entitled to vote on the resolution, in accordance with a direction given to the Chair to vote on the resolution as the Chair decides

8 Dexus Notice of Annual General Meeting 2024

• A Security holder acting solely in a nominee, trustee, custodial or other fiduciary capacity on behalf of a beneficiary provided the following conditions are met:

• The beneficiary provides written confirmation to the holder that the beneficiary is not excluded from voting, and is not an associate of a person excluded from voting, on the resolution, and

• The holder votes on the resolution in accordance with directions given by the beneficiary to the holder to vote in that way.

In addition, consistent with Dexus’s corporate governance framework, a vote must not be cast on Resolution 2 by a member of Dexus’s KMP or their closely related parties, acting as proxy for a person entitled to vote, if their appointment does not specify the way the proxy is to vote on Resolution 2.

This restriction on voting undirected proxies does not apply to the Chair of the Meeting acting as proxy for a person entitled to vote on Resolution 2, because the Voting Form expressly authorises the Chair of the Meeting to exercise undirected proxies even if the Resolution is connected directly or indirectly with the remuneration of a member of the KMP.

Resolution 2 will be decided by poll. Resolution 2 must be decided by more than 50% of the votes cast at the Meeting by Security holders entitled to vote on the Resolution.

Recommendation

The Board, excluding Ross Du Vernet, recommends that Security holders vote in favour of Resolution 2 to award Ross Du Vernet Options under the FY25 LTI Plan. Given his personal interest in the outcome of Resolution 2, Ross Du Vernet has refrained from providing a recommendation in connection with this Resolution.

3. Appointment of External Auditor

PwC is the current external auditor of Dexus.

After a competitive tender process, the Board resolved to appoint KPMG as Dexus’s auditor based on the firm’s reputation in the market, track record and technical expertise.

As at the date of this Notice, ASIC has not provided its consent to the resignation of PwC as Dexus’s current auditor. Accordingly, the appointment of KPMG as Dexus’s auditor will become effective on the latter of (1) the date of receipt of ASIC’s consent to the resignation of PwC, (2) the date fixed by ASIC, and (3) the date of this Meeting (subject to Security holders approving this Resolution 3) ( Effective Date ).

Under the Corporations Act, members of a listed company are required to approve the appointment of a new auditor at a general meeting. Consistent with its corporate governance framework, the Board has determined that Dexus will be subject to this obligation even though it is a listed stapled group comprising real estate investment trusts. Accordingly, Resolution 3 seeks the approval of Security holders to appoint KPMG as Dexus’s auditor with effect from the Effective Date.

If this Resolution 3 is not passed, or ASIC does not grant its consent to PwC resigning as Dexus’s current auditor, PwC will continue to hold office as Dexus’s auditor after the AGM.

Recommendation

The Board unanimously recommends that Security holders vote in favour of Resolution 3.

4. Approval of Independent Directors

On 30 June 2024, the Board of DXFM comprised eight members. All Directors are independent except for Dexus’s Group CEO, Ross Du Vernet.

In accordance with the corporate governance framework adopted by Dexus, the Directors have determined that the continuing appointment of each Director other than the Group CEO will be approved (by ratification) by Security holders at the annual general meeting immediately succeeding their initial appointment, and thereafter at least every three years, with at least one Director seeking approval of their appointment at each annual general meeting.

If an individual Director’s appointment or continued appointment as a Director fails to be approved by a majority vote of Security holders at the required annual general meeting, then that Director will thereafter cease to hold the office of Director of DXFM.

4.1 Approval of an Independent Director – Peeyush Gupta AM

Appointed to the Board on 24 April 2024, Peeyush Gupta AM is an Independent Director of Dexus Funds Management Limited, and a member of the Board Audit Committee, Board Nomination & Governance Committee and Board Sustainability Committee.

Peeyush is currently a non-executive director on the Liberty Group, SBS, Great Southern Bank, Quintessence Labs, Northern Territory Aboriginal Investment Corporation, Institute of Chartered Accountants, NSW Cancer Council and The George Institute boards.

Peeyush has extensive experience as a non-executive director across financial services, property, insurance, government, media, accounting and technology.

Peeyush was co-founder and inaugural CEO of IPAC Securities, a pre-eminent wealth management firm spanning financial advice and institutional portfolio management and has previously held executive roles at AXA and Nathan Funds Management. Peeyush was formerly a Non-Executive Director of Link Administration Holdings Limited, Charter Hall Long Wale REIT and National Australia Bank Limited.

4.2 Approval of an Independent Director – Warwick Negus

Appointed to the Board on 1 February 2021 as an Independent Director, Warwick Negus became Chair of Dexus Funds Management Limited on 27 October 2022. He is also Chair of the Board Nomination & Governance Committee, and a member of the Board Audit Committee, Board People & Remuneration Committee, Board Risk & Compliance Committee and Board Sustainability Committee.

Warwick is Chair of the Bank of Queensland and a Non-Executive Director of Virgin Australia Holdings Limited, Terrace Tower Group, New South Wales Rugby Union Limited and Tantallon Capital Advisors. He is also Deputy Chancellor and a member of the Council of UNSW.

Warwick has more than 30 years of funds management, finance and property industry experience in Australia, Europe and Asia. Through his experiences as an executive and a non-executive director, Warwick brings expertise in the management and governance of complex organisations particularly in the fields of fund management and finance.

9

Explanatory Memorandum continued

His most recent executive roles included Chief Executive Officer of Colonial First State Global Asset Management, Chief Executive Officer of 452 Capital, and Goldman Sachs Managing Director in Australia, London, and Singapore. Warwick was formerly Chair of UNSW Global and Pengana Capital Group, and a Non-Executive Director of Washington H. Soul Pattinson and FINSIA.

4.3 Approval of an Independent Director - Mark Ford

Appointed to the Board on 1 November 2016, Mark Ford is an Independent Director of Dexus Funds Management Limited and Dexus Wholesale Property Limited, Chair of the Board Audit Committee, and a member of the Board Nomination & Governance Committee and Board Risk & Compliance Committee.

Mark is a Director of Prime Property Fund Asia.

Mark has extensive property industry experience and has been involved in Real Estate Funds Management for over 30 years. He also has experience in equity and capital funding and corporate transactions. Mark was previously Managing Director, Head of DB Real Estate Australia, where he managed more than $10 billion in property funds and sat on the Global Executive Committee for Deutsche Bank Real Estate and RREEF. Mark was also a Director in the Property Investment Banking division of Macquarie and was involved in listing the previous Macquarie Office Fund and a number of other REITS.

His previous directorships include Comrealty Limited, Property Council of Australia, Deutsche Asset Management Australia and he was also Founding Chair of Cbus Property Pty Limited and Chair of Kiwi Property Group and South East Asia Property Company. Mark previously held senior roles with Price Waterhouse, Deutsche Bank and Macquarie Bank.

Recommendation

The Board (other than the Directors abstaining) recommends that Security holders vote in favour of Resolutions 4.1, 4.2 and 4.3 to approve the initial appointment (by ratification) of Peeyush Gupta AM, and the continued appointment of Warwick Negus and Mark Ford, as Independent Directors of DXFM. Each Director whose appointment is being voted upon has abstained from making a recommendation on their appointment.

5. Conditional Spill Resolution

IMPORTANT NOTE : This resolution will only be put to the meeting if at least 25% of the votes validly cast are cast against the adoption of the Remuneration Report (Resolution 1). If you do not want the spill meeting to take place, you should vote “against” Resolution 5. If you want a spill meeting to take place, you should vote “for” Resolution 5.

If at least 25% of votes are cast against the adoption of the Remuneration Report at two consecutive Annual General Meetings, then a resolution will be put to Security holders at the second Annual General Meeting substantially in the form of Resolution 5.

At the Annual General Meeting held last year at least 25% of the votes validly cast were against the adoption of the Remuneration Report presented at that meeting. Accordingly, if at this Meeting at least 25% of votes validly cast are against the adoption of the Remuneration Report, then Resolution 5 will be put to the Meeting.

If this Resolution is put to the Meeting and is passed, then:

• (a) A meeting of Security holders will be held within 90 days of this Meeting (“Spill Meeting”)

(b) All of the current members of the Board who were in office when the Board approved the last Directors’ Report (other than Ross Du Vernet or any replacement executive director who may, in accordance with the ASX Listing Rules, continue to hold office indefinitely without being re-elected), will vacate their offices immediately before the end of the Spill Meeting

• (c) At the Spill Meeting, resolutions will be voted on to elect individuals to the vacated offices

In voting on Resolution 5, the Board believes the following considerations are relevant for Security holders to factor in:

• The Board’s engagement with external stakeholders regarding the “first strike” at the 2023 AGM and the changes made to the remuneration framework based on the feedback received, as outlined in the 2024 Remuneration Report

• The disruption and uncertainty which would be caused should a Spill Meeting be convened, which the Board believes would not be in the best interests of Dexus or its Security holders

If all the current Directors who were in office when the Board approved the last Directors’ Report (other than Ross Du Vernet or any replacement executive director who may, in accordance with the ASX Listing Rules, continue to hold office indefinitely without being re-elected) cease to be Directors prior to the Spill Meeting, the meeting need not be held.

Voting exclusions

Consistent with Dexus’s corporate governance framework, a vote must not be cast (in any capacity) on Resolution 5 by or on behalf of:

• A member or former member of Dexus’s KMP whose remuneration details are disclosed in the Remuneration Report for the financial year ended 30 June 2024, or

• A closely related party of such current or former KMP.

In addition, a vote must not be cast on Resolution 5 by a member of Dexus’s KMP, or a closely related party of a KMP, acting as proxy for a person entitled to vote.

However, such a person described above may cast a vote on Resolution 5 if:

• The voter is appointed as a proxy in writing, and that appointment specifies how the proxy is to vote on Resolution 5, or

• The voter is the Chair of the Meeting, and the proxy appointment does not specify the way the proxy is to vote, and expressly authorises the Chair to exercise the proxy even if the Resolution is connected directly or indirectly with the remuneration of a member of the KMP.

Resolution 5 will be decided by poll. Resolution 5 must be decided by more than 50% of votes cast at the Meeting by Security holders entitled to vote on the Resolution.

Recommendation

If Resolution 5 is put to the meeting, the Board unanimously recommends that Security holders vote against Resolution 5.

10 Dexus Notice of Annual General Meeting 2024

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----- Start of picture text -----

Glossary
----- End of picture text -----

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----- Start of picture text -----

||||
|---|---|---|
|ASIC|The Australian Securities and Investments Commission|
|ASX|ASX Limited or the market operated by ASX Limited, as applicable|
|Board|The Board of Directors of DXFM being the responsible entity of the Trusts|
|Corporations Act|The Corporations Act 2001|(Cth)|
|Dexus or the Trusts|DPT and DXO together comprising Dexus (ASX: DXS) and their controlled|
|or the Group|entities|
|DPT|Dexus Property Trust (ARSN 648 526 470)|
|DXFM or|Dexus Funds Management Limited (ABN 24 060 920 783) as the responsible|
|Responsible Entity|entity of each of the two Trusts that comprise Dexus|
|DXO|Dexus Operations Trust (ARSN 110 521 223)|
|KMP|Key Management Personnel as described in the Remuneration Report|
|available in the 2024 Dexus Annual Report|
|LTI|Long-term incentives, as described in Resolution 2 and the Remuneration|
|Report available in the 2024 Dexus Annual Report|
|Meeting|The meetings of the Security holders of the units in each of the two Trusts to|
|be held concurrently and in conjunction with each other on the date set out|
|in the Notice of Annual General Meeting|
|Notice of Annual|This Notice of Annual General Meeting dated 27 September 2024|
|General Meeting|
|Plan or FY25 LTI Plan|The Group’s LTI Option Plan|
|PwC|PricewaterhouseCoopers|
|Resolution|A resolution contained in the Notice of Annual General Meeting|
|Security or Securities|A stapled Security of Dexus each consisting of one unit in each of DPT|
|and DXO|
|Security holders|The holders of Securities|
|STI|Short-term incentives, as described in Resolution 2 and the Remuneration|
|Report available in the 2024 Dexus Annual Report|

----- End of picture text -----

11

Dexus Property Trust ARSN 648 526 470

Dexus Operations Trust ARSN 110 521 223

Responsible Entity

Dexus Funds Management Limited ABN 24 060 920 783 AFSL 238163

Registered office of the Responsible Entity

Level 30, 50 Bridge Street Sydney NSW 2000

PO Box R1822 Royal Exchange Sydney NSW 1225

Phone: +61 2 9017 1100 Fax: +61 2 9017 1101 Email: ir@dexus.com Website: www.dexus.com

Directors of the Responsible Entity

Warwick Negus, Chair Ross Du Vernet, Group CEO Paula Dwyer Mark Ford Peeyush Gupta AM Rhoda Phillippo The Hon. Nicola Roxon Elana Rubin AM

Secretaries of the Responsible Entity

Brett Cameron Scott Mahony

Auditors

PricewaterhouseCoopers Chartered Accountants One International Towers Watermans Quay Barangaroo NSW 2000

Security Registry

Link Market Services Limited Level 12, 680 George Street Sydney NSW 2000

Locked Bag A14 Sydney South NSW 1235

Infoline: +61 1800 819 675 Fax: +61 2 9287 0309

Email: dexus@linkmarketservices.com.au Website: linkmarketservices.com.au

Monday to Friday between 8.30 am and 5.30 pm (Sydney time)

Australian Securities Exchange

ASX Code: DXS

Social media

Dexus engages with its followers via LinkedIn.

Investor Enquiries

Telephone: +61 1800 819 675 Email: dexus@linkmarketservices.com.au

dexus.com

LODGE YOUR VOTE

Dexus Funds Management Limited (ABN 24 060 920 783, AFSL 238163) as Responsible Entity for each of Dexus Property Trust (ARSN 648 526 470) and Dexus Operations Trust (ARSN 110 521 223)

ONLINE  https://investorcentre.linkgroup.com

BY MAIL  Dexus C/- Link Market Services Limited Locked Bag A14 Sydney South NSW 1235 Australia

 BY FAX +61 2 9287 0309

 BY HAND Link Market Services Limited Parramatta Square, Level 22, Tower 6, 10 Darcy Street, Parramatta NSW 2150  ALL ENQUIRIES TO Telephone: +61 1800 819 675 (free call within Australia) X99999999999 X99999999999 VOTING FORM I/We being a member(s) of Dexus and entitled to attend and vote hereby: A VOTE DIRECTLY OR B APPOINT A PROXY elect to lodge my/our the Chair of of the Meeting as your proxy, please OR if you are NOT appointing the Chair Name vote(s) directly (mark box) the Meeting (mark box) write the name and email of the person or body corporate you are appointing as your proxy. An email will be sent to your appointed proxy with details on Email  in relation to the Annual General Meeting of Dexus to be held at or failing the person or body corporate named, or if no person or body corporate is named, the Chair of the Meeting, as my/how to access the virtual meeting. 2:00pm on Wednesday, 30 our proxy to act on my/our behalf (including to vote in accordance with the following directions or, if no directions have been given and to the extent permitted by the law, as the proxy sees fit) at the Annual General Meeting of Dexus to be held at October 2024, and at any 2:00pm on Wednesday, 30 October 2024 (the Meeting ) and at any postponement or adjournment of the Meeting. adjournment or postponement of The Meeting will be conducted as a hybrid event. You can participate by attending in person at Dexus Place, Level 15, the Meeting. 1 Farrer Place, Sydney NSW 2000 or logging in online at www.dexus.com/AGM2024 (refer to details in the Virtual Meeting Online Guide). You can view and download the Notice of Annual General Meeting on Dexus’s website at You should mark either “for” or www.dexus.com/AGM2024 “against” for each item. Do not If you wish to direct your proxy’s vote at the Meeting, please complete Step 2. mark the “abstain” box. Important for Resolutions 1, 2 and 5: If the Chair of the Meeting is your proxy, either by appointment or by default, and you have not indicated your voting intention below, you expressly authorise the Chair of the Meeting to exercise the proxy in respect of Resolutions 1, 2 and 5, even though Resolutions 1, 2 and 5 are connected directly or indirectly with the remuneration of a member of the Dexus’s Key Management Personnel ( KMP ). The Chair of the Meeting intends to vote undirected proxies in favour of Resolutions 1 to 4 and against Resolution 5. VOTING DIRECTIONS FOR DIRECT VOTES OR PROXY VOTES Proxies will only be valid and accepted by Dexus if they are signed and received no later than 48 hours before the Meeting. Please read the voting instructions overleaf before marking any boxes with an T Board Resolutions recommendation For Against Abstain * 1 Adoption of the Remuneration Report FOR 2 FY25 grant of long-term incentive Options to the Chief Executive Officer FOR 3 Appointment of External Auditor FOR 4.1 Approval of an Independent Director – Peeyush Gupta AM FOR 4.2 Approval of an Independent Director – Warwick Negus FOR 4.3 Approval of an Independent Director – Mark Ford FOR 5 Conditional Spill Resolution This Resolution will only be put to the meeting if at least 25% of the votes validly cast on Resolution 1 are AGAINST cast against that Resolution.  * The Abstain option is for use only by Security holders who have appointed a proxy under Box B. If you mark the Abstain box for a particular Item, you are directing your proxy not to vote on your behalf on a poll and your votes will not be counted in computing the required majority on a poll. SIGNATURE OF SECURITY HOLDERS – THIS MUST BE COMPLETED Security holder 1 (Individual) Joint Security holder 2 (Individual) Joint Security holder 3 (Individual) Sole Director and Sole Company Secretary Director/Company Secretary (Delete one) Director

This form should be signed by the Security holder. If a joint holding, either Security holder may sign. If signed by the Security holder’s attorney, the power of attorney must have been previously noted by the registry or a certified copy attached to this form. If executed by a company, the form must be executed in accordance with the company’s constitution and the Corporations Act 2001 (Cth).

DXS PRX2401N

HOW TO COMPLETE THIS SECURITY HOLDER VOTING FORM

YOUR NAME AND ADDRESS

LODGEMENT OF A VOTING FORM

This is your name and address as it appears on Dexus’s security register. If this information is incorrect, please make the correction on the form. Security holders sponsored by a broker should advise their broker of any changes. Please note: you cannot change ownership of your securities using this form.

This Voting Form (and any Power of Attorney under which it is signed) must be received at an address given below by 2:00pm on Monday, 28 October 2024, being not later than 48 hours before the commencement of the Meeting. Any Voting Form received after that time will not be valid for the scheduled Meeting.

VOTING UNDER BOX A

If you ticked the box under Box A you are indicating that you wish to vote directly. Please only mark either “for” or “against” for each item. Do not mark the “abstain” box. If you mark the “abstain” box for an item, your vote for that item will be invalid.

Voting Forms may be lodged using the reply paid envelope or:

ONLINE  If no direction is given on all of the items, or if you complete both Box A and Box B, https://investorcentre.linkgroup.com your vote may be passed to the Chair of the Meeting as your proxy. Login to the Link website using the holding details as shown Custodians and nominees may, with the Security Registrar’s consent, identify on on the Voting Form. Select ‘Voting’ and follow the prompts to the Voting/Voting Form the total number of votes in each of the categories “for” and “against” and their votes will be valid. lodge your vote. To use the online lodgement facility, Security holders will need their “Holder Identifier” - Security holder If you have lodged a direct vote, and then you attend the Meeting, your attendance Reference Number (SRN) or Holder Identification Number (HIN). will cancel your direct vote. The Chair’s decision as to whether a direct vote is valid is conclusive. BY MOBILE DEVICE QR Code VOTING UNDER BOX B – APPOINTMENT OF PROXY Our voting website is designed specifically for voting online. You can now lodge If you wish to appoint the Chair of the Meeting as your proxy, mark the box in Step 1. If you wish to appoint someone other than the Chair of the Meeting as your your proxy by scanning the QR code proxy, please write the name and email of that individual or body corporate in adjacent or enter the voting link Step 1. A proxy need not be a Security holder of Dexus. https://investorcentre.linkgroup.com into your mobile device. Log in using the DEFAULT TO CHAIR OF THE MEETING Holder Identifier and postcode for your Any directed proxies that are not voted on a poll at the Meeting will default to the security holding. Chair of the Meeting, who is required to vote those proxies as directed. Any undirected proxies that default to the Chair of the Meeting will be voted according to the To scan the code you will need a QR code reader application instructions set out in this Voting Form, including where the Resolutions 1, 2 and 5 are connected directly or indirectly with the remuneration of KMP. which can be downloaded for free on your mobile device. VOTES ON ITEMS OF BUSINESS – PROXY APPOINTMENT BY MAIL  You may direct your proxy how to vote by placing a mark in one of the boxes Dexus opposite each item of business. All your securities will be voted in accordance C/- Link Market Services Limited with such a direction unless you indicate only a portion of voting rights are to be voted on any item by inserting the percentage or number of securities you wish Locked Bag A14 to vote in the appropriate box or boxes. If you do not mark any of the boxes on the Sydney South NSW 1235 items of business, your proxy may vote as he or she chooses. If you mark more Australia than one box on an item your vote on that item will be invalid. APPOINTMENT OF A SECOND PROXY  BY FAX You are entitled to appoint up to two persons as proxies to attend the Meeting and +61 2 9287 0309 vote on a poll. If you wish to appoint a second proxy, an additional Voting/Voting Form may be obtained by telephoning Dexus’s security registry or you may copy  BY HAND this form and return them both together. delivering it to Link Market Services Limited To appoint a second proxy you must: Parramatta Square (a) on each of the first Voting/Voting Form and the second Voting/Voting Form Level 22, Tower 6 state the percentage of your voting rights or number of securities applicable 10 Darcy Street to that form. If the appointments do not specify the percentage or number of Parramatta NSW 2150 votes that each proxy may exercise, each proxy may exercise half your votes. Fractions of votes will be disregarded; and (b) return both forms together. * During business hours (Monday to Friday, 9:00am–5:00pm) SIGNING INSTRUCTIONS You must sign this form as follows in the spaces provided: Individual: where the holding is in one name, the holder must sign. IMPORTANT INFORMATION Joint Holding: where the holding is in more than one name, either Security holder Link Group is now known as MUFG Pension & Market Services. Over the may sign. coming months, Link Market Services will progressively rebrand to its Power of Attorney: to sign under Power of Attorney, you must lodge the Power new name MUFG Corporate Markets, a division of MUFG Pension & of Attorney with the registry. If you have not previously lodged this document for notation, please attach a certified photocopy of the Power of Attorney to this form Market Services. when you return it. Companies:* where the company has a Sole Director who is also the Sole Company Secretary, this form must be signed by that person. If the company (pursuant to section 204A of the Corporations Act 2001 ) does not have a Company Secretary, a Sole Director can also sign alone. Otherwise this form must be signed by a Director jointly with either another Director or a Company Secretary. Please indicate the office held by signing in the appropriate place.

CORPORATE REPRESENTATIVES

If a representative of the corporation is to attend the Meeting virtually the appropriate “Certificate of Appointment of Corporate Representative” must be received at dexus@linkmarketservices.com.au prior to admission in accordance with the Notice of Annual General Meeting. A form of the certificate may be obtained from the Dexus’s security registry or online at www.linkmarketservices.com.au.

LODGE YOUR QUESTIONS

ONLINE  https://investorcentre.linkgroup.com

Dexus Funds Management Limited https://investorcentre.linkgroup.com (ABN 24 060 920 783, AFSL 238163) BY MAIL as Responsible Entity for each of  Dexus Property Trust Dexus C/- Link Market Services Limited (ARSN 648 526 470) and Locked Bag A14 Dexus Operations Trust Sydney South NSW 1235 Australia (ARSN 110 521 223)  BY FAX +61 2 9287 0309  BY HAND Link Market Services Limited Parramatta Square, Level 22, Tower 6, 10 Darcy Street, Parramatta NSW 2150  ALL ENQUIRIES TO Telephone: +61 1800 819 675 (free call within Australia) X99999999999 X99999999999 Please use this form to submit any questions about Dexus that you would like us to respond to at Dexus’s 2024 Annual General Meeting (AGM). Your questions should relate to matters that are relevant to the business of the meeting, as outlined in the accompanying Notice of Annual General Meeting. If your question is for Dexus’s auditor it should be relevant to the content of the auditor’s report, or the conduct of the audit of the financial report. This form must be received by Dexus’s security registrar, Link Market Services Limited, by 5:00pm on Wednesday, 23 October 2024. Questions will be collated. During the course of the AGM, the Chair of the Meeting will endeavour to address as many of the more frequently raised Security holder topics as possible and, where appropriate, will give a representative of Dexus’s auditor, the opportunity to answer written questions submitted to the auditor. However, there may not be sufficient time available at the meeting to address all topics raised. Please note that individual responses will not be sent to Security holders. My question relates to (please mark the most appropriate box) Performance or financial reports A resolution being put to the AGM General suggestion Remuneration Report Sustainability/Environment Other My question is for the auditor Future direction Performance or financial reports A resolution being put to the AGM General suggestion Remuneration Report Sustainability/Environment Other My question is for the auditor Future direction

raised Security holder topics as possible and, where appropriate, will give a representative of Dexus’s auditor, the opportunity to answer written questions submitted to the auditor. However, there may not be sufficient time available at the meeting to address all topics raised. Please note that individual responses will not be sent to Security holders.

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Dexus Funds Management Limited ABN: 24 060 920 783 AFSL: 238163 as responsible entity for Dexus (Dexus Property Trust ARSN 648 526 470 and Dexus Operations Trust ARSN 110 521 223) Quay Quarter Tower Level 30, 50 Bridge Street Sydney NSW 2000

==> picture [97 x 19] intentionally omitted <==

P: +61 1800 819 675 E:dexus@linkmarketservices.com.au

Dear Security holder

On behalf of the Board, I advise that Dexus’s 2024 Annual General Meeting (AGM) will be held on Wednesday, 30 October 2024 commencing at 2.00pm (AEDST).

The 2024 AGM will be a hybrid meeting, providing Security holders with the option to attend and participate in person or through the Link Market Services (Link) online AGM platform. Registration will open at 1.30pm with the AGM commencing at 2.00pm.

We have made available the 2024 Notice of Annual General Meeting, Virtual Meeting Online Guide, Voting and Question forms, other information relating to our 2024 Annual General Meeting and our 2024 Annual Report at www.dexus.com/AGM2024.

We invite you to attend the AGM in person which will be held at:

Dexus Place Level 15, 1 Farrer Place Sydney NSW 2000

If you are unable to join us in person, we invite you to join the AGM via the online AGM platform link which is available at www.dexus.com/AGM2024.

If you are joining the AGM via the online platform, prior to the meeting:

• Please download and read the Notice of Annual General Meeting, the Virtual Meeting Online Guide and Dexus’s 2024 Annual Report, available at www.dexus.com/AGM2024. The Virtual Meeting Online Guide provides information on browser compatibility with the online AGM platform, as well as step-by-step instructions to log in, navigate the site, how to vote and ask questions using the online AGM platform

• If you wish to vote on the Resolutions outlined in the Notice of AGM, prior to the meeting login to your security holding using the link available at www.dexus.com/AGM2024 or download the blank Voting Form and return it to Link so it is received on or before 2.00pm (AEDST) on Monday, 28 October 2024. If you are joining the meeting via the online AGM platform, you will also be able to vote during the meeting as instructed

• If you wish to ask a question using the conference call telephone line, please contact Link on 1800 990 363 or +612 9189 8867 before 2.00pm (AEDST) on 24 October 2024 to obtain your PIN

• Alternatively, download the Question Form available at www.dexus.com/AGM2024 and return it to Link so it received on or before 5.00pm (AEDST) on Wednesday 23 October 2024

• Log on to the AGM platform at least 15 minutes prior to the AGM commencing. You will need to provide your full name, email address and company (if applicable)

• Proxyholders will need to provide their Proxy number issued by Link 24 hours prior to the AGM

Thank you for your continued support of Dexus. We look forward to meeting with you in person or via the virtual online platform for our AGM this year.

Yours sincerely

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Warwick Negus Chair Dexus Funds Management Limited 27 September 2024

Dexus Funds Management Limited ABN: 24 060 920 783 AFSL: 238163 as responsible entity for Dexus (Dexus Property Trust ARSN 648 526 470 and Dexus Operations Trust ARSN 110 521 223) Quay Quarter Tower Level 30, 50 Bridge Street Sydney NSW 2000

==> picture [97 x 19] intentionally omitted <==

P: +61 1800 819 675 E:dexus@linkmarketservices.com.au

Dear Security holder

On behalf of the Board, I advise that Dexus’s 2024 Annual General Meeting (AGM) will be held on Wednesday, 30 October 2024 commencing at 2.00pm (AEDST).

The 2024 AGM will be a hybrid meeting, providing Security holders with the option to attend and participate in person or through the Link Market Services (Link) online AGM platform. Registration will open at 1.30pm with the AGM commencing at 2.00pm.

We enclose for your convenience:

• Notice of Annual General Meeting

• A personalised Voting Form

• A Question Form

• A reply-paid envelope

• Dexus’s 2024 Annual Report

We invite you to attend the AGM in person which will be held at:

Dexus Place

Level 15, 1 Farrer Place Sydney NSW 2000

If you are unable to join us in person, we invite you to join the AGM via the online AGM platform link which is available at www.dexus.com/AGM2024.

If you are joining the AGM via the online platform, prior to the meeting:

• Please download and read the Virtual Meeting Online Guide available at www.dexus.com/AGM2024. The Virtual Meeting Online Guide provides information on browser compatibility with the online AGM platform, as well as step-by-step instructions to log in, navigate the site, how to vote and ask questions using the online AGM platform

• If you wish to vote on the Resolutions outlined in the Notice of AGM, prior to the meeting login to your security holding using the link available at www.dexus.com/AGM2024 or complete the attached Voting Form and return it to Link so it is received on or before 2.00pm (AEDST) on Monday, 28 October 2024. If you are joining the meeting via the online AGM platform, you will also be able to vote during the meeting as instructed

• If you wish to ask a question using the conference call telephone line, please contact Link on 1800 990 363 or +612 9189 8867 by 2.00pm (AEDST) on 24 October 2024 to obtain your PIN

• Alternatively, please complete the enclosed Question Form and ensure that it is returned to Link by 5.00pm (AEDST) on Wednesday 23 October 2024

• Log on to the AGM platform at least 15 minutes prior to the AGM commencing. You will need to provide your full name, email address and company (if applicable)

• Proxyholders will need to provide their Proxy number issued by Link 24 hours prior to the AGM

Thank you for your continued support of Dexus. We look forward to meeting with you in person or via the virtual online platform for our AGM this year.

Yours sincerely

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Warwick Negus Chair Dexus Funds Management Limited 27 September 2024

Virtual Meeting Online Guide

Before you begin

Ensure your browser is compatible. Check your current browser by going to the website: whatismybrowser.com

Supported browsers are:

• Chrome – Version 44 & 45 and after

• Firefox – 40.0.2 and after

• Safari – OS X v10.9 & OS X v10.10 and after

• Internet Explorer – 11 and up

• Edge – 92.0 and up

To attend and vote you must have your securityholder number and postcode.

Appointed Proxy: Your proxy number will be provided by Link before the meeting.

Please make sure you have this information before proceeding.

Corporate Markets

Virtual Meeting Online Guide

==> picture [171 x 200] intentionally omitted <==

Step 1

Open your web browser and go to https://meetings.linkgroup.com/DXS24

Step 2

Log in to the portal using your full name, mobile number, email address, and participant type

Please read and accept the terms and conditions before clicking on the blue ‘Register and Watch Meeting’ button.

• On the left – a live webcast of the Meeting starts automatically once the meeting has commenced. If the webcast does not start automatically please press the play button and ensure the audio on your computer or device is turned on.

• On the right – the presentation slides that will be addressed during the Meeting

1. Get a Voting Card

To register to vote – click on the ‘Get a Voting Card’ button.

This will bring up a box which looks like this.

==> picture [170 x 174] intentionally omitted <==

If you are an individual or joint securityholder you will need to register and provide validation by entering your securityholder number and postcode.

If you are an appointed Proxy, please enter the Proxy Number issued by Link in the PROXY DETAILS section. Then click the ‘SUBMIT DETAILS AND VOTE’ button.

Once you have registered, your voting card will appear with all of the resolutions to be voted on by securityholders at the Meeting (as set out in the Notice of Meeting). You may need to use the scroll bar on the right hand side of the voting card to view all resolutions.

Securityholders and proxies can either submit a Full Vote or Partial Vote.

• At the bottom – buttons for ‘Get a Voting Card’, ‘Ask a Question’ and a list of company documents to download

Note: If you close your browser, your session will expire and you will need to re-register. If using the same email address, you can request a link to be emailed to you to log back in.

2 • Virtual Meeting Online Guide

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Full Votes

To submit a full vote on a resolution ensure you are in the ‘Full Vote’ tab. Place your vote by clicking on the ‘For’ , ‘Against’ , or ‘Abstain’ voting buttons.

Partial Votes

To submit a partial vote on a resolution ensure you are in the ‘Partial Vote’ tab. You can enter the number of votes (for any or all) resolution/s. The total amount of votes that you are entitled to vote for will be listed under each resolution. When you enter the number of votes it will automatically tally how many votes you have left.

Note: If you are submitting a partial vote and do not use all of your entitled votes, the un-voted portion will be submitted as No Instruction and therefore will not be counted.

Once you have finished voting on the resolutions scroll down to the bottom of the box and click on the ‘Submit Vote’ or ‘Submit Partial Vote’ button.

Note: You can close your voting card without submitting your vote at any time while voting remains open. Any votes you have already made will be saved for the next time you open up the voting card. The voting card will appear on the bottom left corner of the webpage. The message ‘Not yet submitted’ will appear at the bottom of the page.

You can edit your voting card at any point while voting is open by clicking on ‘Edit Card’ . This will reopen the voting card with any previous votes made.

At the conclusion of the Meeting a red bar with a countdown timer will appear at the top of the Webcast and Slide windows advising the remaining voting time. Please make any changes and submit your voting cards. Once voting has been closed all submitted voting cards cannot be changed.

Virtual Meeting Online Guide • 3

Virtual Meeting Online Guide continued

2. How to ask a question

Note: Only verified Securityholders, Proxyholders and Corporate Representatives are eligible to ask questions.

If you have yet to obtain a voting card, you will be prompted to enter your security holder number or proxy details before you can ask a question. To ask a question, click on the ‘Ask a Question’ button either at the top or bottom of the webpage.

Note that not all questions are guaranteed to be answered during the Meeting, but we will do our best to address your concerns.

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The ‘Ask a Question’ box will pop up and you have the option to type in a written question of ask an audio question over the phone line.

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In the ‘Regarding’ section click on the drop down arrow and select the category/resolution for your question.

3. Downloads

View relevant documentation in the Downloads section.

4. Voting closing

Voting will end 5 minutes after the close of the Meeting.

At the conclusion of the Meeting a red bar with a countdown timer will appear at the top of the Webcast and Slide screens advising the remaining voting time.If you have not submitted your vote, you should do so now.

Click in the ‘Question’ section and type your question and click on ‘Submit’.

A ‘View Questions’ box will appear where you can view your questions at any point. Only you can see the questions you have asked.

If your question has been answered and you would like to exercise your right of reply, you can submit another question.

4 • Virtual Meeting Online Guide

Phone Participation

What you will need

a) Land line or mobile phone

Step 2

The moderator will ask you what item of business your question relates to. Let the moderator know if your question relates to General Business or the Resolution number.

b) The name of your holding/s

• c) To obtain your unique PIN, please contact Link Market Services on +61 1800 990 363.

Joining the Meeting via Phone

Step 1

From your land line or mobile device, call: +61 1800 497 114 (within Australia) +61 2 9189 1123 (International)

Step 2

You will be greeted with a welcome message and provided instructions on how to participate in the Meeting. Please listen to the instructions carefully.

At the end of the welcome message you will be asked to enter your PIN followed by the hash key. This will verify you as a Member and allow you to ask a question on the resolutions at the Meeting.

Your question will be taken over the phone by the moderator, and will then be put into the online queue.

You will also be asked if you have any additional questions.

Step 3

When it is your time to ask your question, you will hear an auto prompt that your line has been unmuted and you can then start speaking.

Note, if at any time you no longer wish to ask your question, you can lower your hand by pressing *1 on your key pad. If you also joined the Meeting online, we ask that you mute your laptop or desktop device while you ask your question.

Step 4

Your line will be muted once your question has been answered.

Step 3

Once you have entered your PIN , you will be greeted by a moderator. Once the moderator has verified your details you will be placed into a waiting room and will hear music playing.

Note, If your holding cannot be verified by the moderator, you will attend the Meeting as a visitor and will not be able to ask a question.

Step 4

At the commencement of the Meeting, you will be admitted to the Meeting where you will be able to listen to proceedings.

Asking a Question

Step 1

When the Chair calls for questions on each resolution, you will be asked to press *1 on your keypad should you wish to raise your hand to ask a question.

Contact us

Australia

T +61 1800 819 675 E dexus@linkmarketservices.com.au

1261.0 SVQP 07/24 ISS10