INGENIA COMMUNITIES GROUP — Share Issue/Capital Change 2016

Oct 9, 2016

Rule
2.7,
3.10.3,
3.10.4,
3.10.5

**Appendix

3B**

**New

issue
announcement, application
for
quotation
of
additional
securities and
agreement**

_Information
or
documents
not
available
now
must
be
given
to
ASX
as
soon
as
available.

Information
and documents
given
to
ASX
become
ASX’s
property
and
may
be
made
public._

Introduced
01/07/96
Origin:
Appendix
5
Amended
01/07/98,
01/09/99,
01/07/00,
30/09/01,
11/03/02,
01/01/03,
24/10/05,
01/08/12, 04/03/13

Name
of
entity

**Ingenia

Communities
Group
(Ingenia)**

comprising
Ingenia
Communities
Holdings
Limited
( Company ),
Ingenia
Communities
Management Trust
( Trust )
and
Ingenia
Communities
Fund
( Fund )

ABN

ACN
154
444
925
(Company) ARSN
122
928
410
(Trust) ARSN
107
459
576
(Fund)

We
(the
entity)
give
ASX
the
following
information.

**Part

1
-­‐
All
issues**

You
must
complete
the
relevant
sections
(attach
sheets
if
there
is
not
enough
space).

1 +Class of+securities issued or to be issued 2 Number of+securities issued or to be issued (if known) or maximum number which may be issued	1. Long Term Incentive Plan (LTIP) Rights 2. Short Term Incentive Plan (STIP) Rights
	1. 123,834 2. 122,850

Appendix
3B
Page
1

3 Principal terms of the+securities (e.g. if options, exercise price and expiry date; if partly paid +securities, the amount outstanding and due dates for payment; if +convertible securities, the conversion price and dates for conversion) 4 Do the+securities rank equally in all respects from the+issue date with an existing+class of quoted +securities? If the additional+securities do not rank equally, please state: • the date from which they do • the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment • the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment 5 Issue price or consideration	1. The LTIP Rights are granted under the terms and conditions of the Ingenia Communities Group Rights Plan. The LTIP Rights are subject to two LTIP Performance Conditions: (i) 70% based on a Total Shareholder Return relative to the ASX 300 Industrials Index over the Performance Period (1 October 2016 – 30 September 2019); and (ii) 30% based on Return on Equity achieved in FY19. 2. The STIP Rights are granted under the terms and conditions of the Ingenia Communities Group Rights Plan. The STIP Rights vest on 1 October 2017. The STIP Rights are subject to a ‘malus’ (forfeiture) provision prior to the vesting date if the board forms the view that the Group’s earnings growth is not equal to or above 5% the prior year; or any circumstances set out in the rules of the Rights Plan.
	1. Upon attainment of the performance conditions and the issue of INA stapled securities, the INA stapled securities will rank equally to existing stapled securities on issue. 2. Upon attainment of the vesting conditions and the issue of INA stapled securities, the INA stapled securities will rank equally to existing stapled securities on issue.
	$2.8291

Appendix
3B
Page
2

6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets) 6a Is the entity an+eligible entity that has obtained security holder approval under rule 7.1A? If Yes, complete sections 6b – 6h in relation to the+securities the subject of this Appendix 3B, and comply with section 6i 6b The date the security holder resolution under rule 7.1A was passed 6c Number of +securities issued without security holder approval under rule 7.1 6d Number of+securities issued with security holder approval under rule 7.1A 6e Number of+securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting) 6f Number of +securities issued under an exception in rule 7.2 6g If+securities issued under rule 7.1A, was issue price at least 75% of 15 day VWAP as calculated under rule 7.1A.3? Include the +issue date and both values. Include the source of the VWAP calculation. 6h If+securities were issued under rule 7.1A for non-cash consideration, state date on which valuation of consideration was released to ASX Market Announcements	To incentivise key executives of the business.
	No
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	1. 123,834 2. 122,850
	Not applicable.
	Not applicable.

Appendix
3B
Page
3

6i Calculate
the
entity’s
remaining Not
applicable. issue
capacity
under
rule
7.1
and rule
7.1A
–
complete
Annexure
1 and release to ASX Market Announcements 7 +Issue
dates 5
October
2016 Note:
The
issue
date
may
be
prescribed
by
ASX (refer
to
the
definition
of
issue
date
in
rule 19.12).
For
example,
the
issue
date
for
a
pro
rata entitlement issue must comply with the applicable
timetable
in
Appendix
7A. Cross
reference:
item
33
of
Appendix
3B. + Number Class 8 Number and +class of all 176,974,880 Stapled
Securities +securities quoted on ASX ( including the[+] securities
in
section 2
if
applicable) + Number Class 9 Number and +class of all 575,148 Unlisted
Long
Term +securities
not
quoted
on
ASX Incentive
Plan
Rights ( including the +securities in section
2
if
applicable) 122,850 Unlisted
Short
Term Incentive
Plan
Rights (76,548 vested or lapsed 1 October 2016,
122,850
issued 5
October
2016) 10 Dividend
policy
(in
the
case
of
a No
change trust,
distribution
policy)
on
the increased
capital
(interests)

**Part

2
-­‐
Pro
rata
issue**

11 Is security holder approval Not
applicable. required? 12 Is
the
issue
renounceable
or
non-­‐ Not
applicable. renounceable? 13 Ratio
in
which
the[+] securities
will Not
applicable. be
offered 14 +Class
of +securities
to
which
the Not
applicable. offer
relates

Appendix
3B
Page
4

15 +Record date to determine entitlements 16 Will holdings on different registers (or subregisters) be aggregated for calculating entitlements? 17 Policy for deciding entitlements in relation to fractions 18 Names of countries in which the entity has security holders who will not be sent new offer documents Note: Security holders must be told how their entitlements are to be dealt with. Cross reference: rule 7.7. 19 Closing date for receipt of acceptances or renunciations 20 Names of any underwriters 21 Amount of any underwriting fee or commission 22 Names of any brokers to the issue 23 Fee or commission payable to the broker to the issue 24 Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of security holders 25 If the issue is contingent on security holders’ approval, the date of the meeting 26 Date entitlement and acceptance form and offer documents will be sent to persons entitled 27 If the entity has issued options, and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.

Appendix
3B
Page
5

28 Date rights trading will begin (if applicable) 29 Date rights trading will end (if applicable) 30 How do security holders sell their entitlements_in full_through a broker? 31 How do security holders sell_part_of their entitlements through a broker and accept for the balance? 32 How do security holders dispose of their entitlements (except by sale through a broker)? 33 +Issue date	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.

Appendix
3B
Page
6