DGAP-Adhoc

Dexus Finance Pty Limited: Explanatory Memorandum and Notice of Extraordinary General Meeting

DGAP-Ad-hoc: Dexus Finance Pty Limited / Key word(s): Restructure of Company/AGM/EGM Dexus Finance Pty Limited: Explanatory Memorandum and Notice of Extraordinary General Meeting 23-March-2021 / 00:26 CET/CEST Disclosure of an inside information acc. to Article 17 MAR of the Regulation (EU) No 596/2014, transmitted by DGAP - a service of EQS Group AG. The issuer is solely responsible for the content of this announcement. Dexus (ASX: DXS)

ASX release

23 March 2021

Explanatory Memorandum and Notice of Extraordinary General Meeting

Dexus today provides the attached Explanatory Memorandum and Notice of Extraordinary General Meeting (the 'EM') relating to the proposal to simplify the Dexus corporate structure (the 'Simplification').

This follows the announcement that Dexus was considering making changes to simplify the Dexus corporate structure in the HY21 Results release announced on 9 February 2021.

Dexus Funds Management Limited as the Responsible Entity of each of the four trusts that comprise Dexus has now considered these proposed changes and believes they are in the best long-term interests of Security holders. The Simplification therefore is being brought to Security holders for approval.

The EM explains the Simplification, being a proposed internal reorganisation from a complex quadruple stapled trust structure to a group comprising two stapled trusts, and outlines the advantages, disadvantages, and risks of the Simplification. There will be no change to Dexus's underlying business and operations, or Security holders' interests in them, as a result of the Simplification^[1].

Dexus will hold an Extraordinary General Meeting on Thursday, 22 April 2021 at 3.30pm (AEST) to vote on the Simplification, as set out in the Notice of Extraordinary General Meeting in Annexure A of the EM.

The letter to Security holders, EM and sample Proxy Form are attached and will be despatched to Security holders on Monday, 29 March 2021.

The full ASX Announcement is available at https://www.dexus.com/investor-centre/results-and-reporting/asx-announ ...