GROWTHPOINT PROPERTIES AUSTRALIA — Major Shareholding Notification 2012

Oct 17, 2012

RABINOV HOLDINGS PTY LTD

A.C.N. 004 432 802

Registered Office, Business and Correspondence Address: Suite 802, 34 Queens Road, Melbourne Vic. 3004

Tel: (03) 9867 3538 Fax: (03) 9820 1595

18 October 2012

Aaron Hockly Company Secretary Growthpoint Properties Australia LEVEL 10, 379 Collins Street MELBOURNE VIC 3000

Via Facsimile: (03) 8681 2910 Pages: 6 inclusive

and

Companies Announcements Office Australian Stock Exchange Limited 4^th Floor, 20 Bridge Street SYDNEY NSW 2000

Via Facsimile: 1300 135 638 Pages: 6 inclusive

Dear Sir/Madam,

Growthpoint Properties Australia Limited ARSN 120 121 002 Re:

Please see attached Form 604 - Notice of Change of Interest of Substantial Holder.

For further information regarding this announcement, please contact Andrew White on (03) 9820 0455.

Andrew White Encl

604 page 1/2 15 July 2001

Form 604 Corporations Act 2001 Section 671B Notice of change of interests of substantial holder

To: Company Name/Scheme				Growthpoint Properties Australia Limited
ARSN	120 121 002
1. Details of substantial holder (1)
Name				Rabinov Holdings Pty Ltd (and Associates see "Annexure A")
ACN	004 432 802
There was a change in the interests of the
substantial holder on		17	/08	/2012
The previous notice was given to the company on		20	/08	/2012
The previous notice was dated		20	108	72012

1. Previous and present voting 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 of scheme, are as follows:

Class of securities (4)	Previous notice		Present notice
	Person's votes	Voting power (5)	Person's	Voting power (5)
Units-Ordinary Fully Paid Staple	20.677,179	5.44%	16.811.471	4.42%
______ --------

3. Changes in relevant interests

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 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
	See Annexure B		------
-----
	.

4. Present relevant interest

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 (8)	Nature of relevant Interest (6)	Class and number of securities	Person's votes
Rabinov Holdings Ptv Ltd	Rabinov Holdings Pty Ltd	Rabinov Holdings Pty Ltd	Realstered Holder	16.811.471	4.42%

See Annexure 8

page 2/2 15 July 2001 604 6. Changes in association The persons who have become associates (2) of, ceased to be associates of, or have changed the nature of their association (9) with, the substantial holder in relation to voting interests in the company or scheme are as follows: Name and ACN/ARSN (if applicable) Nature of association N/A 7. Addresses The addresses of persons named in this form are as follows: Address Name Rabinov Holdings Ptv Ltd Suite 802, 34 Queens Road, Melbourne Vic 3004 Sharon Investments Pty Ltd Suite 802, 34 Queens Road, Melbourne Vic 3004 Signature print name Andrew Whi capacity Director 18 $1/\sigma$ $12012$ sign here date DIRECTIONS $(1)$ If there are a number of substantial holders with similar or related relevant issues (eg. A corporation and its related corporations, or the manager and trustee of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 6 of the form. $(2)$ See the definition of "associate" in Section 9 of the Corporations Act 2001. $(3)$ See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001. $(4)$ The voting shares of a company constitute one class unless divided into separate classes. $(5)$ The person's votes divided by the total votes in the body corporate or scheme multiplied by 100. $(6)$ Include details of: any relevant agreement or other circumstances by which the relevant interest was acquired. If subsection 671B(4) applies, a copy of any document setting out $(a)$ the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and any qualification of the power of a person to exercise, control the exercise of, the voting powers or disposal of the securities to $(b)$ which the relevant interest relates (indicating clearly the particular securities to which the qualification applies). See the definition of "relevant agreement" in section 9 of the Corporations Act 2001. Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired has, or may, become $(7)$ entitled to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included of any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired. If the substantial holder in unable to determine the identity of the person (eg. If the relevant interest arises because of an option) write "unknown". $(8)$ $(9)$ Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

Total

Page 1 of 1

This is "Annexure A" of 1 page referred to in the Form 604 Notice of Change of Interest of Substantial Holder

Re: Growthpoint Properties Australia Limited and Rabinov Holdings Pty Ltd

20,677,179 Units

Details of Related Entities and Associates' Holdings

Rabinov Holdings Pty Ltd	15,925,179 Units
Sharon Investments Pty Ltd	4,752,000 Units

Page 1 of 2

This is "Annexure B" of 2 pages referred to in the Form 604 Notice of Change of Interest pf Substantial Holder

Date of	Person whose relevant	Nature of	Consideration	Class number of	Person's
Change	interest changed	change	given in	securities affected	votes
			relation to		affected
			change
20/08/12	Rabinov Holdings Pty	Share Sale	\$115,364.76	Units-Ordinary	55,009
	Ltd			Fully Paid
21/08/12	Rabinov Holdings Pty	Share Sale	\$180,195.62	Units - Ordinary	85,699
	Ltd			Fully Paid
22/08/12	Rabinov Holdings Pty	Share Sale	\$73,604.41	Units - Ordinary	35,127
23/08/12	Ltd Rabinov Holdings Pty	Share Sale	\$16.77	Fully Paid Units-Ordinary	8
	Ltd			Fully Paid
24/08/12	Rabinov Holdings Pty	Share Sale	\$103,491.02	Units - Ordinary	49,865
	Ltd			Fully Paid
28/08/12	Rabinov Holdings Pty	Share Sale	\$662,404.97	Units-Ordinary	318,807
	Ltd			Fully Paid
29/08/12	Rabinov Holdings Pty	Share Sale	\$355,017.03	Units-Ordinary	170,003
	Ltd			Fully Paid
30/08/12	Rabinov Holdings Pty	Share Sale	\$107,262.50	Units-Ordinary	51,190
	Ltd			Fully Paid
31/08/12	Rabinov Holdings Pty Ltd	Share Sale	\$15,865.02	Units - Ordinary Fully Paid	7,500
03/09/12	Rabinov Holdings Pty	Share Sale	\$1,205.74	Units - Ordinary	570
	Ltd			Fully Paid
05/09/12	Rabinov Holdings Pty	Share Sale	\$423,426.81	Units-Ordinary	200,170
	Ltd			Fully Paid
07/09/12	Rabinov Holdings Pty	Share Sale	\$46,029.71	Units-Ordinary	21,760
	Ltd			Fully Paid
12/09/12	Rabinov Holdings Pty	Share Sale	\$2,917.04	Units-Ordinary	1,379
	Ltd			Fully Paid
13/09/12	Rabinov Holdings Pty Ltd	Share Sale	\$109,828.25	Units - Ordinary Fully Paid	51,920
14/09/12	Rabinov Holdings Pty	Share Sale	\$176,012.88	Units-Ordinary	83,208
	Ltd			Fully Paid
18/09/12	Rabinov Holdings Pty	Share Sale	\$150,590.76	Units - Ordinary	71,190
	Ltd			Fully Paid
19/09/12	Rabinov Holdings Pty	Share Sale	\$3,873.18	Units-Ordinary	1,831
	Ltd			Fully Paid
20/09/12	Rabinov Holdings Pty	Share Sale	\$1,185,586.60	Units - Ordinary	560,472
	Ltd	Share Sale	\$1,259,549.32	Fully Paid Units-Ordinary	595,437
20/09/12	Rabinov Holdings Pty Ltd			Fully Paid
21/09/12	Rabinov Holdings Pty	Share Sale	\$197,980.64	Units-Ordinary	93,593
	Ltd			Fully Paid
24/09/12	Rabinov Holdings Pty	Share Sale	\$43,040.74	Units - Ordinary	20,347
	Ltd			Fully Paid
25/09/12	Rabinov Holdings Pty	Share Sale	\$257,863.69	Units - Ordinary	121,902

$\mathbb{R}^2$

Page 2 of 2

	Ltd			Fully Paid
26/09/12	Rabinov Holdings Pty	Share Sale	\$222,444.50	Units-Ordinary	105,158
	Ltd			Fully Paid
27/09/12	Rabinov Holdings Pty	Share Sale	\$40,737.13	Units-Ordinary	19,258
	Ltd			Fully Paid
28/09/12	Rabinov Holdings Pty	Share Sale	\$29,068.95	Units - Ordinary	13,742
	Ltd			Fully Paid
01/10/12	Rabinov Holdings Pty	Share Sale	\$205,610.66	Units - Ordinary	97,200
	Ltd			Fully Paid
02/10/12	Rabinov Holdings Pty	Share Sale	\$70,573.95	Units-Ordinary	33,363
	Ltd			Fully Paid
03/10/12	Rabinov Holdings Pty	Share Sale	\$80,693.89	Units-Ordinary	37,790
	Ltd			Fully Paid
04/10/12	Rabinov Holdings Pty	Share Sale	\$113,555.78	Units-Ordinary	53.222
	Ltd			Fully Paid
05/10/12	Rabinov Holdings Pty	Share Sale	\$331,392.35	Units - Ordinary	152,689
	Ltd			Fully Paid
08/10/12	Rabinov Holdings Pty	Share Sale	\$83,034.32	Units - Ordinary	38,430
	Ltd			Fully Paid
09/10/12	Rabinov Holdings Pty	Share Sale	\$7,689.77	Units-Ordinary	3,548
	Ltd			Fully Paid
10/10/12	Rabinov Holdings Pty	Share Sale	\$163,405.97	Units - Ordinary	76,931
	Ltd			Fully Paid
11/10/12	Rabinov Holdings Pty	Share Sale	\$51,330.29	Units-Ordinary	24,161
	Ltd			Fully Paid
12/10/12	Rabinov Holdings Pty	Share Sale	\$158,261.82	Units-Ordinary	74,179
	Ltd	Share Sale		Fully Paid
15/10/12	Rabinov Holdings Pty Ltd		\$136,327.95	Units-Ordinary	63,839
16/10/12	Rabinov Holdings Pty	Share Sale	\$817,231.61	Fully Paid	382,679
	Ltd			Units - Ordinary
17/10/12	Rabinov Holdings Pty	Share Sale	\$197;582.85	Fully Paid Units - Ordinary	92,532
	Ltd			Fully Paid
TOTAL					3,865,708

$\frac{\sqrt{2}}{2}$