INGENIA COMMUNITIES GROUP — Major Shareholding Notification 2008

Aug 31, 2008

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1 September 2008

Company Announcements Platform Australian Securities Exchange Limited 20 Bridge Street SYDNEY NSW 2000

Dear Sir/Madam,

Notice of change of interests of substantial holder

In accordance with section 671B of the Corporations Act 2001 (Cth), we attach a Notice of Change of Interests of Substantial Holder (Form 604) in respect of ING Real Estate Community Living Group.

A notice in substantially the same terms will also be lodged with the ASX on behalf of Westpac Banking Corporation (WBC).

Yours faithfully,

Chris Millard Company Secretary

PO Box H4 Sydney NSW 1215 Australia

The Chifley Tower Level 15, 2 Chifley Square Sydney NSW 2000 Australia Tel 612 8253 2999

BT Investment Management Limited ABN 28 126 385 822

www.btim.com.au

BT[® ] is a registered trade mark of BT Financial Group Pty Ltd and is used under licence

Form 604

Corporations Law Section 671B Notice of change of interests of substantial holder

To Company Name/Scheme ING REAL ESTATE COMMUNITY LIVING GROUP

ACN/ARSN ACN 081 797 033

1. Details of substantial holder(1)

Name BT INVESTMENT MANAGEMENT LIMITED (BTT)

ACN/ARSN (if applicable) ABN 17 126 385 822

There was a change in the interests of the substantial holder on

28/08/2008

The previous notice was given to the company on 21/08/2008 The previous notice was dated 19/08/2008

2. 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 in the company or scheme, are as follows:

Class of securities (4)	Previous Notice	Previous Notice	Present Notice	Present Notice
	Person’s votes	VotingPower	Person’s votes	VotingPower(5)
ORDINARY SHARES	33,368,523	7.57%	26,963,141	6.11%

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 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
28/08/2008	WBC & its Associates Westpac Financial Services Group Limited (WFSG), BT Investment Management No.2 Limited, BT Funds Management Limited, BT Investment Management No.3 Pty Limited, BT Investment Management(RE)Limited	See Schedule	See Schedule	See Schedule	See Schedule

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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	Nature of relevant interest (6)	Number of securities
BT Investment Management No.2 Limited	HSBC Custody Nominees (Australia) Limited	BT Investment Management No.2 Limited is the manager of various superannuation funds, institutional investor portfolios and unit trusts and, in that capacity, can exercise the power to vote or dispose of the shares.	273,571
BT Funds Management Limited	HSBC Custody Nominees (Australia) Limited	BT Funds Management Limited is the manager of various superannuation funds, institutional investor portfolios and unit trusts and, in that capacity, can exercise the powerto vote ordispose ofthe shares.	3,920,223
BT Investment Management No.3 Pty Limited	HSBC Custody Nominees (Australia) Limited	BT Investment Management No.3 Pty Limited is the manager of various superannuation funds, institutional investor portfolios and unit trusts and, in that capacity, can exercise the power to vote or dispose ofthe shares.	7,697,084
BT Investment Management (RE) Limited	HSBC Custody Nominees (Australia) Limited	BT Investment Management (RE) Limited is the RE and fund manager of various superannuation funds, institutional investor portfolios and unit trusts and, in that capacity, can exercise the power to vote or dispose ofthe shares.	15,072,263

5. Changes in association

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

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

6. Addresses

The addresses ofpersons named in this form are as follows:
Name	Address
Westpac Banking Corporation (WBC)	Level 20, Westpac Place, 275 Kent St, Sydney NSW2000
Westpac Financial Services Group Limited (WFSG)	Level 20, Westpac Place, 275 Kent St, Sydney NSW2000
BT Investment Management No.2 Limited	Level 20, Westpac Place, 275 Kent Street, Sydney NSW2000
BT Funds Management Limited	Level 20, Westpac Place, 275 Kent Street, Sydney NSW2000
BT Investment Management No.3 Pty Limited	Level 20, Westpac Place, 275 Kent Street, Sydney NSW2000
BT Investment Management (RE) Limited	Level 15, Chifley Square, 2 Chifley Square, Sydney NSW2000
ING REAL ESTATE COMMUNITY LIVING FUND	Level 6, 345 George Street, Sydney NSW 2000

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Signature Print name Sign here	Christopher Millard capacityCompanySecretary
	date 01/09/2008

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DIRECTIONS

• (1) If there are a number of substantial holders with similar or related relevant interests (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 6of the form.

• (2) See the definition of “associate” in section 9 of the Corporations Law.

• (3) See the definition of “relevant interest” in sections 608 and 671B (7) of the Corporations Law.

• (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 scheme multiplied by 100.

• (6) Include details of:

• (a) Any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy of any document setting out the terms of any relevant agreement, and with 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

• (b) Any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).

• (7) 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 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.

• (8) If the substantial holder is unable to determine the identity of the person (eg. if the relevant interest arises because of an option) write “unknown”.

• (9) Give details, if appropriate, of the present association and any changes in that association since the last substantial holding notice.

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SCHEDULE 2

Sales & Purchases for the period : 19/08/2008 to 28/08/2008 SECURITY: (ILF) ING Real Estate Community Living Group

BT Funds Management Limited

Date	Registered Company	Quantity	Value
28/08/2008	HSBC Custody Nominees (Australia) Limited.	-1330260	-492196
28/08/2008	HSBC Custody Nominees (Australia) Limited.	-886841	-328131
Total		-2217101	-820327
	BT Funds Management Limited total	-2217101	-820327
BT Investment Management (RE) Limited
Date	Registered Company	Quantity	Value
19/08/2008	BNP Fund Services Australasia Pty Limited	-31592	-11900.7
20/08/2008	BNP Fund Services Australasia Pty Limited	-4226	-1588.13
21/08/2008	BNP Fund Services Australasia Pty Limited	-33890	-12881.6
Total		-69708	-26370.4
Date	Registered Company	Quantity	Value
28/08/2008	Citicorp Nominees Pty Limited	-665143	-246103
28/08/2008	Citicorp Nominees Pty Limited	-443428	-164068
Total		-1108571	-410171
Date	Registered Company	Quantity	Value
19/08/2008	HSBC Custody Nominees (Australia) Limited.	-51536	-19413.6
19/08/2008	HSBC Custody Nominees (Australia) Limited.	-13341	-5025.55
19/08/2008	HSBC Custody Nominees (Australia) Limited.	-180234	-67894.2
19/08/2008	HSBC Custody Nominees (Australia) Limited.	-1171	-441.12
20/08/2008	HSBC Custody Nominees (Australia) Limited.	-156	-58.62
20/08/2008	HSBC Custody Nominees (Australia) Limited.	-24162	-9080.08
20/08/2008	HSBC Custody Nominees (Australia) Limited.	-1784	-670.43
20/08/2008	HSBC Custody Nominees (Australia) Limited.	-6909	-2596.4
21/08/2008	HSBC Custody Nominees (Australia) Limited.	-55410	-21061.3
21/08/2008	HSBC Custody Nominees (Australia) Limited.	-14312	-5439.99
21/08/2008	HSBC Custody Nominees (Australia) Limited.	-193767	-73650.8
21/08/2008	HSBC Custody Nominees (Australia) Limited.	-1252	-475.89
28/08/2008	HSBC Custody Nominees (Australia) Limited.	-101613	-37596.8
28/08/2008	HSBC Custody Nominees (Australia) Limited.	-152420	-56395.4
28/08/2008	HSBC Custody Nominees (Australia) Limited.	-661988	-244936
28/08/2008	HSBC Custody Nominees (Australia) Limited.	-992983	-367404
Total		-2453038	-912140
Date	Registered Company	Quantity	Value
19/08/2008	NCS (National Bank Custodian Services)	-24072	-9067.92
20/08/2008	NCS (National Bank Custodian Services)	-3300	-1240.14
21/08/2008	NCS (National Bank Custodian Services)	-26468	-10060.5

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Total		-53840	-20368.6
	BT Investment Management (RE) Limited total	-3685157	-1369050
BT Investment Management No.2 Limited
Date	Registered Company	Quantity	Value
19/08/2008	HSBC Custody Nominees (Australia) Limited.	-12673	-4773.92
20/08/2008	HSBC Custody Nominees (Australia) Limited.	-1698	-638.11
21/08/2008	HSBC Custody Nominees (Australia) Limited.	-13615	-5175.06
Total		-27986	-10587.1
	BT Investment Management No.2 Limited total	-27986	-10587.1
BT Investment Management No.3 Pty Limited
Date	Registered Company	Quantity	Value
28/08/2008	HSBC Custody Nominees (Australia) Limited.	-25345	-9250.93
28/08/2008	HSBC Custody Nominees (Australia) Limited.	-306130	-113268
28/08/2008	HSBC Custody Nominees (Australia) Limited.	-459194	-169902
Total		-790669	-292421
	BT Investment Management No.3 Pty Limited
	total	-790669	-292421

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