SUNCORP GROUP LIMITED — Capital/Financing Update 2009

Mar 23, 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

Suncorp‐Metway Limited

ABN

66 010 831 722

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 shares
	41,988,217 fully paid ordinary shares under the Retail Entitlement Offer (including oversubscriptions) as described in the Retail Entitlement Offer document dated 13 February 2009. It is also noted that on 19 February 2009, the Company issued: • 86,666,667 fully paid ordinary shares issued under the Institutional Placement; and • 103,704,054 fully paid ordinary shares issued in connection with the Institutional Entitlement Offer on 19 February 2009. The Company has issued a total of 232,358,938 fully paid ordinary shares in connection with the Entitlement Offer and the Institutional Placement.

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3 Principal terms of the[+] securities Fully paid ordinary shares (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 No. The fully paid ordinary shares issued under all respects from the date of the Institutional Placement and the Entitlement allotment with an existing[+] class Offer will rank equally with the existing fully paid of quoted[+] securities? ordinary shares from the date of allotment except that they will not be entitled to the interim If the additional securities do not dividend for FY2009. 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 $4.50 per new share 6 Purpose of the issue The proceeds of the issue will be used to improve (If issued as consideration for the the company’s capital position. acquisition of assets, clearly identify those assets) 7 Dates of entering +securities 19 February 2009 for shares issued under the into uncertificated holdings or Institutional Placement, Institutional Entitlement despatch of certificates Offer and Institutional Entitlement Bookbulid. 23 March 2009 under the Retail Entitlement Offer.

• See chapter for defined terms.

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8 Number and +class of all +securities quoted on ASX (including the securities in clause 2 if applicable) 9 Number and +class of all +securities not quoted on ASX (including the securities in clause 2 if applicable) 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)	Number	+Class
	1,245,708,576 1,698,008 1,440,628 7,350,000	Fully paid Ordinary Shares Fully paid floating rate capital notes of $100 each Fully paid Reset Preference Shares of $100 each Fully paid Convertible Preference Shares of $100 each
	Number	+Class
	To rank equally with fully paid ordinary shares, except that they will not be entitled to the interim dividend for FY2009.

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	No
	Non‐renounceable
	1 fully paid ordinary share for every 5 fully paid ordinary shares held as at the Record Date (see item 15 below)
	Fully paid ordinary shares
	7.00pm (Sydney time) on 10 February 2009

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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 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	No
	Where fractions arose in the calculations of shareholders’ entitlements under the Entitlement Offer, they were rounded down to the next whole number of new shares.
	All countries other than Australian and New Zealand and any other jurisdictions in which it is decided to make offers.
	11.00am on 6 February 2008 (Institutional Entitlement Offer) 5.00pm on 13 March 2008 (Retail Entitlement Offer)
	UBS AG, Australia branch agreed to fully underwrite the Institutional Entitlement Offer and the Institutional Placement. The Retail Entitlement Offer was not underwritten.
	Underwriting fee of 1.75% and an offer management fee of 0.5% for the Institutional Entitlement Offer and Institutional Placement only.
	Not applicable.
	Not applicable.

• See chapter for defined terms.

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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 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 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 +Despatch date	Not applicable.
	Not applicable.
	No prospectus was produced. An offer document and entitlement and acceptance form was sent to Eligible Retail Shareholders on 16 February 2009.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Not applicable.
	Refer to item 7 of this Appendix 3B

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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)

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

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

• See chapter for defined terms.

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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

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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.

Sign here: Date: 24 March 2009

(Company Secretary)

Print name: Clifford R Chuter

• See chapter for defined terms.

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