MIRVAC GROUP — Capital/Financing Update 2009

Jun 3, 2009

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 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003, 24/10/2005.

Name of entity

Mirvac Group, comprising Mirvac Limited and Mirvac Property Trust, of which Mirvac Funds Limited is the Responsible Entity.

ABN

Mirvac Limited ABN 92 003 280 699 Mirvac Funds Limited ABN 70 002 561 640 Mirvac Property Trust ARSN 086 780 645

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	Fully paid ordinary stapled securities, each comprising one fully paid ordinary share in Mirvac Limited and one unit in Mirvac PropertyTrust (Securities).
	Up to 152,515,180 Securities under the Institutional Placement Up to 947,484,820 Securities under the Entitlement Offer (subject to the reconciliation of securityholder entitlements) (as described in documents lodged with ASX on 4June2009).

• See chapter 19 for defined terms.

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3 Principal terms of the+securities (eg, 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 date of allotment 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 6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets) 7 Dates of entering +securities into uncertificated holdings or despatch of certificates	Fully paid Securities.
	Yes, the new Securities will rank pari passu with the existing Securities from 24 June 2009 and will be entitled to receive the full September 2009 quarter distribution (new Securities will not receive the June 2009 distribution). Securities issued under the Institutional Placement are not entitled to participate under the Entitlement Offer.
	$1.00 per Security.
	The proceeds of the issue will be used to repay debt and for general working capital purposes.
	24 June 2009 for securities issued under the Institutional Placement, the Institutional Entitlement Offer and for Securities in respect of which valid acceptances have been received by 7.00pm (Sydney time) on 18 June 2009 (Early Acceptance Date) under the Retail Entitlement Offer. 9 July2009 undertheRetail Entitlement Offer.

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8 Number and +class of all +securities quoted on ASX (including the securities in clause 2 if applicable)	Number	+Class
	After completion of the Institutional Placement and the Entitlement Offer, there will be up to 2,805,472,676 Securities (based on the number of Securities on issue as at the date of this Appendix 3B and the number of Securities to be issued under the Institutional Placement and the Entitlement Offer subject to the effects of rounding).	Fully paid ordinary stapled securities.

Number +Class 9 Number and +class of all 10,602,100 Options +securities not quoted on ASX 9,962,660 Performance Rights ( including the securities in clause 2 if applicable) 10 Dividend policy (in the case of a No change. trust, distribution policy) on the increased capital (interests)

• See chapter 19 for defined terms.

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Part 2 - Bonus issue or pro rata issue

11 Is security holder approval required? 12 Is the issue renounceable or non‐ renounceable? 13 Ratio in which the+securities will be offered 14 +Class of+securities to which the offer relates 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 issue 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	No.
	Non-renounceable and will not be tradeable on ASX or otherwise transferable.
	5 new Securities for every 9 Securities held as at therecord date (seeitem 15 below).
	Fully paid ordinary stapled securities.
	7.00pm (Sydney time) on 10 June 2009.
	No.
	Where fractions arise in the calculation of securityholders' entitlements under the Entitlement Offer they will be rounded down to the next whole number of the new Securities.
	All countries other than Australia and New Zealand and any other jurisdictions into which it is decided to make offers.
	11.00am on 5 June 2009 (Institutional Entitlement Offer close). 5.00pm on 18 June 2009 (Early Retail Entitlement Offer close). 5.00pm on 30 June 2009 (Retail Entitlement Offer close).

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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 prospectus or Product Disclosure Statement will be sent to persons entitled	UBS AG, Australia Branch and Macquarie Capital Advisers Limited UBS AG, Australia Branch and Macquarie Capital Advisers Limited have agreed to manage and fully underwrite both the Institutional Placement and the Institutional Entitlement Offer. They will manage the Retail Entitlement Offer and may, if agreed with the Mirvac Group, underwrite the Retail Entitlement Offer.
	UBS AG, Australia Branch and Macquarie Capital Advisers Limited will share equally an institutional offer underwriting fee of 2% of the institutional offer proceeds, an institutional offer management fee of 0.25% of the institutional offer proceeds and a retail offer management fee of 0.25% of the retail offer proceeds. They may also be paid a discretionary incentive fee of 0.50% of the total offer proceeds. If it is agreed that they will underwrite the Retail Entitlement Offer, the retail underwriting fee payable will be agreed between theparties.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	No prospectus or Product Disclosure Statement is being produced however entitlement and acceptance forms will be sent to eligible securityholders on 15 June 2009.

• See chapter 19 for defined terms.

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27 If the entity has issued options, Not applicable and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders 28 Date rights trading will begin (if Not applicable applicable) 29 Date rights trading will end (if Not applicable applicable) 30 How do[+] security holders sell Not applicable their entitlements in full through a broker? 31 How do[+] security holders sell Not applicable part of their entitlements through a broker and accept for the balance? 32 How do +security holders Not applicable dispose of their entitlements (except by sale through a broker)? 33 +Despatch date Refer to Item 7 of this Appendix 3B

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

• 34 Type of securities ( tick one )

• (a) Securities described in Part 1

• (b) All other securities

Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)

• See chapter 19 for defined terms.

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Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

35		If the+securities are+equity securities, the names of the 20 largest holders of the additional+securities, and the number and percentage of additional+securities
		held by those holders
36		If the+securities are+equity securities, a distribution schedule of the additional +securities setting out the number of holders in the categories
		1 ‐ 1,000
		1,001 ‐ 5,000
		5,001 ‐ 10,000
		10,001 ‐ 100,000
		100,001 and over
37		A copy of any trust deed for the additional+securities

• See chapter 19 for defined terms.

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Entities that have ticked box 34(b)

38 Number of securities for which +quotation is sought 39 Class of +securities for which quotation is sought 40 Do the+securities rank equally in all respects from the date of allotment 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 41 Reason for request for quotation now Example: In the case of restricted securities, end of restriction period (if issued upon conversion of another security, clearly identify that other security) 42 Number and +class of all +securities quoted on ASX (_including_the securities in clause 38)
	Number	+Class

• See chapter 19 for defined terms.

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Quotation agreement

• 1 +Quotation of our additional +securities is in ASX’s absolute discretion. ASX may quote the[+] securities on any conditions it decides.

• 2 We warrant the following to ASX.

• The issue of the[+] securities to be quoted complies with the law and is not for an illegal purpose.

• There is no reason why those[+] securities should not be granted +quotation.

• An offer of the[+] securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

• Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any[+] securities to be quoted and that no‐one has any right to return any[+] securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the[+] securities be quoted.

• If we are a trust, we warrant that no person has the right to return the +securities to be quoted under section 1019B of the Corporations Act at the time that we request that the[+] securities be quoted.

• 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.

• 4 We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before +quotation of the +securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

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Sign here: ............................................................ Date: 4 June 2009

(Director/Company secretary)

Print name: Michael G.A. Smith

• See chapter 19 for defined terms.

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