DEXUS — Major Shareholding Notification 2014

Mar 6, 2014

7 March 2014

DEXUS and CPPIB change in substantial holding for CPA

DEXUS Funds Management Limited and Canada Pension Plan Investment Board today lodged a change of interests of substantial holder notice in relation to their holding in Commonwealth Property Office Fund (CPA).

For further information please contact:

DEXUS Investor queries		DEXUS Media queries
David Yates	T: +61 2 9017 1424	Peter Brookes,	T: +61 2 9290 3033
	M: +61 418 861 047	Citadel	M: +61 407 911 389
	E: david.yates@dexus.com		E: pbrookes@citadelpr.com.au
CPPIB		CPPIB
Media queries		Media queries
Canada	T: +1 416 868 8695	Australia	T: +61 2 8284 9990
Linda Sims	E: lsims@cppib.com	Nigel Kassulke,	M: +61 407 904874
		Cannings	E: nkassulke@cannings.net.au

About DEXUS

DEXUS Property Group (DEXUS) is one of Australia's leading real estate groups, investing directly in high quality Australian office and industrial properties. With \$17.3 billion of assets under management, DEXUS also actively manages office, industrial and retail properties located in key Australian markets on behalf of third party capital partners. DEXUS manages an office portfolio of 1.4 million square metres across Sydney, Melbourne, Brisbane and Perth and is the largest institutional owner of office buildings in the Sydney CBD, Australia's largest office market. DEXUS is a Top 50 entity by market capitalisation listed on the Australian Securities Exchange under the stock market trading code 'DXS' and is supported by more than 25,000 investors from 22 countries. With nearly 30 years of expertise in property investment, development and asset management, DEXUS has a proven track record in capital and risk management, providing service excellence to tenants and delivering superior risk-adjusted returns to investors. www.dexus.com

Download the DEXUS IR app to your preferred mobile device to gain instant access to the latest stock price, ASX Announcements, presentations, reports, webcasts and more.

DEXUS Funds Management Ltd ABN 24 060 920 783, AFSL 238163, as Responsible Entity for DEXUS Property Group (ASX: DXS)

About Canada Pension Plan Investment Board

Canada Pension Plan Investment Board (CPPIB) is a professional investment management organization that invests the funds not needed by the Canada Pension Plan (CPP) to pay current benefits on behalf of 18 million Canadian contributors and beneficiaries. In order to build a diversified portfolio of CPP assets, CPPIB invests in public equities, private equities, real estate, infrastructure and fixed income instruments. Headquartered in Toronto, with offices in London, Hong Kong and New York City, CPPIB is governed and managed independently of the Canada Pension Plan and at arm's length from governments. At September 30, 2013, the CPP Fund totalled C\$192.8 billion of which C\$22.0 billion represents real estate investments. For more information about CPPIB, please visit www.cppib.com

Form 604

Corporations Act 2001 Section 6718

Notice of change of interests of substantial holder

To Company Name/Scheme	("CPA") Commonwealth Property Office Fund
ACN/ARSN	ARSN 086 029 736
L Details of substantial holder (1 )
Name	This notice is given by DEXUS Funds Management Limited ("DXFM"), as trustee of DEXUS Office Trust Australia and responsible entity of each of the trusts that comprise the DEXUS Property Group. The notice is given by DXFM on behalf of itself and on behalf of each of its related bodies corporate ('DEXUS Subsidiaries") that are held by DXFM as an asset of the t¡usts that comptise the DEXUS Property Group. This notice is also given by Canada Pension Plan lnvestment Board ('CPPIBI, on behalf of itself and each of its related bodies corporate,
ACN/ARSN (if applicable)	ACN 060 920 783 for DXFM. N/A fo¡ CPPIB.
There was a change in the interests of the substantial holder on	6t312014
The previous notice was given to the company on	6t312014
The previous notice was dated	6t3t2014

2. Previous and present voting power

The total number of votes attached to all the voting shares in the company or voling interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in when last required, and when now required, to give a substantial holding notice to the company or scheme, are as follows:

Class of securities (4)	Previous notice		Present notice
	Person's votes	Votinq power (5)	Person's votes	Voting power (5)
Fully paid units	2,'178,5ô'1,407 Units	92,830/0	2,188,332,182 Units	93.24Yo
	Note, CPPIB only has votes of 2,177,1'10,407 Units.	Note, CPPIB only has voting power of 92.760/0.	This includes votes attached to the 2,187,662,043 ordinary units in CPA ("Units") in which DXFM holds a relevant interest, The remainder of DXFM's votes arise as a result of its association with Commonwealth Bank of Australia ('CBA") (see Substantial Holder Notice lodged by DXFM on 1 6 December 20'13).1	Note, CPPIB only has voting power of 93,21% because it is not an associate of CBA.
			Note, CPPIB only has votes of 2,187 ,662,043 Units because it is not an associate of CBA.

3. Changes in relevant interests

Particulans of each change in, or change in the nature of, a relevant interest of the substantial holder or an associate in voting securities of lhe company or scheme, since the substantial holder was last required to give a substantial holding notice to the company or scheme are as follows:

Date of change	Person whose relevant interest changed	Nature of change (6)	Consideration given in relation to change (7)	Class and number of securities affected	Person's votes affected
6t3t2014	DXFM and CPPIB	Change arising as a result of acceptances of DXFM's takeover bid ('DEXUS offe/).	\$0.7745 cash and 0.4516 DEXUS Stapled Securities 0r \$0.8496 cash and	10,551,636 Units	0.45%

l NoteCBA'srelevantinteresthasreducedsincel6December20l3. Seesubstant¡al HolderNoticelodgedbyCBAon6March20l4.

			0.3801 DEXUS Stapled Securities
51312014	CBA	See Annexure B of the Substantial Holder Notice lodged by CBA on 6 March 2014,	See Annexure B of the Substantial Holder Notice lodged by CBA on 6 March 2014.	(780,861 )	(0.03)%

Note: On account of the settlement process, and in addition to the above changes, there have also been changes in the nature of DXFM and CPPIB's relevant ¡nterest as a result of settlements of acceptances under the DEXUS Offe¡ that occurred on 6/3/20'14 as follows:

. 8,806,548 Units were acquired by DXFM unde¡ the terms of the DEXUS Offer for \$0.7745 cash and 0,4516 DEXUS Stapled Secutities per Unit; and . 7ô0,712 Units were acquired by DXFM unde¡ the terms of the DEXU S Offer for \$0,8496 cash and 0.3801 DEXUS Stapled Secutities per Unit.

Accordingly, DXFM is now the registered holder of an additional 9,567,260 Units as a result of the DEXUS Offer. However, this change did not alter DXFM or CPPIB's total relevant interest and voting power in CPA because prior to settlement, DXFM had already acquired a relevant interest in those Units as a result of acceptances under the DEXUS Offer.

4. Present relevant interests

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

Holder of relevant interest	Registered holder of securities	Person entitled to be registered as holder (B)	Nature of relevant interest (6)	Class and number of securities	Person's votes
DXFM	ln respect of Units arising under acceptances ofthe DEXUS Offer, the holders of Units who have accepted the DEXUS Offer.	DXFM	Acquisitions arising from acceptances of the DEXUS Offer.	10,551,636 Units	0.45Yo
DXFM	o DXFM; and o DOTA Holding Company No.1 Pty Limited ("DOTA HoldCo").	. DXFM; and . DOTA Hold0o.	lnterest arising under: . section 608(1Xa); and o section 608(3), of the Corporations Act.	2,177,110,407 Units (comprising 2,177,110,406 Units held by DXFM and 1 Unit held by DOTA Hold0o)	92.76%
CPPIB	. ln respect of Units arising under acceptances of the DEXUS Offer (other than those set out in the second bullet), the holders of Units who have accepted the DEXUS Offer; and o in respect of all other Units, DXFM.	DXFM	lnterest arising under the Joint Bid Agreement attached to the Substantial Holder Notice lodged with ASX by DXFM on 20 December 2013.	2,187,ô62,043 Units	93,21o/o

5. Changes in association

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

Name and ACN/ARSN (if applicable)	Nature of association
N/A

6. Addresses

The addresses of persons named in this form are as follows:

Name	Address
DXFM and DOTA HoldCo	Level 25, Australia Square, 264-278 Geome Street, Sydney NSW 2000
CPPIB	One Oueen Street East. Suite 2500, Toronto, Ontario, M5C 2W5, Canada

Signature
	print name	David Friedlander	capacity	Attorney
	sign here	she flander.	date	7/3/2014