DEXUS — Major Shareholding Notification 2014

Jan 9, 2014

ASX release

10 January 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 Media queries		CPPIB 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 over \$13 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 over 900,000 square metres across Sydney, Melbourne, Brisbane and Perth and is one of the largest institutional owners 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 19,000 investors from 19 countries. With over 25 years of experience in commercial 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 and Hong Kong, 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 67lB

Notice of change of interests of substantial holder

To Company Name/Scheme	("CPA") Commonwealth P¡operty office Fund
ACN/ARSN	ARSN 086 029 736
l. Details ofsubstantial holder (l) Name		This notice is given by DEXUS Funds Management Limited ('DXFM'), as trustee of DEXUS Office T¡ust Australia and
	asset of the trusts that comprise the DEXUS Property Group bodies corpo¡ate.	responsible entity of each of the trusts that compr¡se 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 This notice is also given by Canada Pension Plan lnvestment Board ("CPPIB"), on behalf of itself and each of its related
ACN/ARSN (if applicable)	ACN 060 920 783 for DXFM. N/A for CPPIB.
There was a change in the interests of the substantial holder on	8t1t2014-9t1t2014
The previous notice was given to the company on		2011212013by DXFM and '18 I 11 I 2013 bv CPPIB
The previous notice was dated		20 I 12 I 2013 by DXFM and 15 I 11 I 2013 by CPPIB

2. Previous and presentvoting power

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

Class of securities (4)	Previous notice		Present notice
	Penson's votes	Voting power (5)	Person's votes	Voting power (5)
Fully paid units	591,738,638 Units Note, CPPIB only has votes of 350,000,000 Units.	25.2%1 Note, CPPIB only has voting power of 14,9%.	591,121,612 Units This includes the 350,000,000 ordinary uniß in CPA ('Units") arising under the arrangement set out in Annexure A to the Substantial Holder Notice lodged by DXFM on 25 July 2013 ('Anangement"). It also includes the 30'1,326	25.190/o Note, CPPIB only has voting power of 14.93% beæuse it is not an associate of CBA.
			votes attaching to Units in which DXFM has a relevant interest as a result of acceptances of DXFM's takeover bid ("DEXUS Offe/), 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 16 December 2013).
			Note, CPPIB only has votes of 350,30'1,326 Units because it is not an associate of CBA.

^tNote the prev¡ous substantial holder notice for DXFM should have recorded votes of 590,820,286 and voting power of 25.17% lo reflect the relevant interest disclosed in CBA's last substantial holder notice lodged on l6 December 2013.

3. Ghanges in relevant intetests

Particulars of each change in, or change in the nature of, a relevant interest of the substantial holder or an associate in voting securities of the company 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 (ô)	Consideration given in relation to change (7)	Class and number of securities affected	Person's votes affected
8nnu4 91112014	DXFM and CPPIB	Change arising as a result of acceptances of the DEXUS Offer.	\$0,7745 cash and 0.4516 DEXUS Stapled Securities	301,326 Units	0.01%

4, Present relevant interests

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

Holder of	Registered	Person entitled	Nature of	Class and	Person's votes
relevant	holder of	to be registered	relevant	number of
interest	securities	as holder (8)	interest (6)	securities
DXFM and CPPIB	ln respect of the Units under the Anangement, unknown. However, as far as DXFM and CPPIB are aware, DBA cunently holds a relevant interest in 382,'180,004 Units and DXFI\Í may be taken to have a relevant interest in those Units by reason of the Anangement (up to an interest of 350,000,000). Refer to the substantial holder notice lodged by DBA and appearing on ASX on 4 December 201 3 for further information about the registered holder of Units in which DBA has a relevant interest.	ln respectofthe Units under the Anangement, unknown. Refer to the substantial holder notice lodged by DBA and appearing on ASX on 4 December 201 3 for further information about the person entitled to be registered as holder of Units in which DBA has a relevant interest. Note, DXFM has given a notice requiring delivery of Units under the Anangement. Delivery of Units under that Arrangement has been postponed until 24 January 2014 (subject to further postponement). Accordingly, the obligation for DXFM to take, and the obligation for DBA to make, delivery of Units under the Anangement has arisen.	Neither DXFM nor CPPIB are the owner of Units. However, under section 608(8): - DXFM may be taken to have a relevant interest in Units by reason of the Anangement; and - if DXFM had a relevant interest in those Units then CPPIB would also have a relevant interest in those Units by reason of the Joint Bid Agreement attached to the Substantial Holder Notice lodged with ASX by DXFM on 20 December 20'13.	To lhe extent that section 608(8) confers the same relevant interest on DXFM as held by DBA as at 29 November 2013 (up to a maximum of 350,000,000 Units), DXFM and CPPIB had a relevant interest in 350,000,000 Units,	To the extent that section 608(8) confers the same relevant interest on DXFM as held by DBA as at 29 November2013 (up to a maximum of 350,000,000 Units), DXFM and CPPIB had a relevant interest in Units with voting power of 14.9o/o,
DXFM	ln respect of Units arising under acceptances of the DEXUS Offer, the holdens of Units who have accepted the DEXUS Offer,	DXFM	Acquisitions arising from acceptances of the DEXUS Offer.	301,32ô Units	0,01%
CPPIB	ln respect of Units arising under acceptances of the DEXUS Offer, the holdens of Units who have accepted the DEXUS Offer.	DXFM	lnterest arising under the Joint Bid Agreement attached to the Substantial Holder Notice lodged with ASX by DXFM on 20 December 2013.	30'1,326 Units	0.01%

5, Changes in association

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

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

6. Addresses

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

Name	Address
DXFM	264-278 NSW 2OOO Level Australia
CPPIB	lreet iast. Suite 2500. Toronto. Ontario. M5C 2W5. Canada One Queen

Signature

print name Susan Hilliard capacity Attorney

sign here date ^91112014