EQS-Adhoc: Dexus Finance Pty Limited: 2026 AGM Chair and Group CEO address

Dexus (ASX: DXS)

ASX release

28 October 2026

2026 AGM Chair and Group CEO address

Dexus provides its Chair and Group CEO address and presentation for the Dexus Annual General Meeting (AGM) which is being held today at 2.00pm (AEDT). The presentation is available to view online at www.dexus.com/dxs

The meeting will be webcast and can be viewed by using the following link: https://meetings.openbriefing.com/DXS26

 Authorised by the Board of Dexus Funds Management Limited

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Chair’s address

Good afternoon, I’m Warwick Negus, Chair of the Board of Directors of Dexus Funds Management Limited.

On behalf of the Dexus Board, welcome to our AGM. It’s great to see some of you in person again.

Before we start the meeting, can I ask our audience in the room to ensure your mobile phones are switched off or silenced. In the event of an emergency, the fire exits are located along the corridor outside this room. This is also where you will find the rest rooms.

I would like to acknowledge the Traditional Custodians of the land on which we are presenting from today and pay our respects to their Elders past and present. I would also like to extend that respect to, and welcome, any First Nations people who are joining our meeting today.

We appreciate that not all Security holders can attend in person and have provided the opportunity for everyone to participate in the meeting through our hybrid meeting format.

Today I’m joined by our independent directors Varya Davidson, Mark Ford, Jonathan Gidney, Peeyush Gupta, Rhoda Harrington, Elana Rubin, and Dexus’s Group CEO and Managing Director Ross Du Vernet. It is a pleasure to have them here today. 

We will hear from Varya and Jonathan on their election later in the meeting.

I will commence the meeting with my address which will provide you with an overview of our positioning and key aspects of our 2026 result. I’ll then hand over to Ross who will discuss our quarterly update and strategic priorities.

We will then turn to the formal aspects relating to the resolutions which were outlined in the 2026 Notice of Meeting and Explanatory Memorandum sent out on 24 September.

I will now table my appointment as Chair of today’s meeting and open the meeting.

Accordingly, I formally call for a poll on all resolutions to be put to the meeting and declare the polls open so that you can now start to lodge your votes.

Today, our $15 billion balance sheet portfolio is largely invested in high-quality office and industrial real estate alongside third party clients.

We have been transitioning our balance sheet portfolio, improving its quality, becoming more capital efficient and building a more diversified business with a clear ambition to create a more resilient business that can generate sustainable earnings growth over time.

We have a funds management business of scale and significant relationships with clients, but there is work to do to ensure the strategies and products continue to be relevant and deliver for clients and for us.

Over the past few years, Dexus has been making a deliberate transition to become more capital efficient and diversified. Ross will talk more to the benefits of this later.

Today, we have a high-quality investment portfolio. We also have a funds management business of scale and significant relationships with clients, and we will be disciplined about continuing to actively manage our products to ensure fund strategies generate appropriate returns for clients and for us.

The FY26 results show we’ve delivered what we said we would and continued to make progress on our transition, noting we have further to go.

Specific issues have emerged in the infrastructure funds and mandates that transitioned to Dexus from AMP, and we’re addressing these directly. Our portfolio and deep relationships have created a privileged position when it comes to opportunities and deal flow, and we will be disciplined in choosing opportunities for us to deploy capital alongside third party clients.

The security price materially understates the value of the underlying investments and value in the platform. The Board acknowledges this disconnect, and we are working with management on improving it, both in the near-term and sustainably over time.

In FY26 we delivered solid outcomes in our core business despite navigating some challenges in infrastructure.

We delivered on divestment targets, secured attractive capital growth opportunities, substantially resolved redemptions across the core real estate platform and raised capital from clients (twice as much as last year).

In our own investment portfolio, we improved occupancy, income and returns from the assets we already own.

We continue to focus on meeting the needs of our fund clients, delivering performance in those strategies and ensuring we bring new opportunities that create long term value.

We are also laying the foundations for long term growth, with initiatives like the Boral JV, a more than decade long project which has the potential to create the nation’s largest logistics precinct, and investments in businesses like ADC, an exclusively Australian focused data centre business that is part of the first consortium to secure a large contract with the global AI leader, Anthropic.

And we are being responsible in how we think about costs and overheads to run the business.

Despite a subdued transactions market, we have taken an active approach to capital recycling to enhance the quality of the portfolio and strengthen our balance sheet over the last seven years.

More recently, we committed to $2 billion of assets being divested over three years to FY27. Pleasingly, we have exceeded our target ahead of time, completing c. $2.5 billion of divestments. These actions, along with the completion of committed developments, will further enhance the quality of our portfolio while maintaining a prudent level of gearing.

Our office portfolio is 95% prime grade and 78% weighted to core CBD markets.

And our industrial portfolio is 89% weighted to core industrial estates and distribution centres.

The quality of the portfolio is evident in stabilising valuations during the year, with the total portfolio valuation increasing by 1%, despite the interest rate environment.

We have been considered and decisive in responding to the APAC matter. Our priority is to act in the best interests of our clients, and to provide stakeholders with confidence in our business as we move forward.

To provide background to this matter, the Dexus Bloc is a group of interests in APAC (the company that owns Melbourne and Launceston Airports). Dexus became the manager of the Dexus Bloc through the 2023 AMP Capital transaction. As manager, Dexus acts in a fiduciary capacity for those investors.

In May this year, the NSW Supreme Court handed down a judgment against the Dexus Bloc in proceedings relating to a sale process. The Dexus Bloc investors have now appealed the judgment, with a court date set for 30 November. This means the final outcome for the Dexus Bloc holding in APAC and the potential ultimate impact of this matter on Dexus remains uncertain at this time.

The judgment made a number of adverse findings regarding conduct. While we sought to act in the best interests of our clients throughout the process, it is clear this situation does not meet the standards we set for ourselves and that our stakeholders rightly expect of us. We recognise the disruption and uncertainty this matter has caused for our clients and Security holders.

The Board and management have considered the judgment carefully and have taken direct action including standing down relevant employees and making remuneration adjustments, where appropriate. Further, additional mandatory training has been completed by relevant employees and governance KPIs have been introduced for all employees.

We are implementing a range of initiatives as part of our ongoing programs to strengthen governance, risk management and organisational controls. Current areas of focus include culture and accountability, information governance, compliance and control frameworks, and escalation arrangements.

We have also updated the reporting line of our Chief Risk Officer directly to CEO, with a functional line to our Board Risk Committee. This change reflects the important role that Risk and Compliance plays in supporting Dexus' strategy, governance and long-term success. It also further strengthens the independence and influence of the function across the organisation.

In June 2026, we also commenced a strategic review of the infrastructure funds and mandates. The review reflects our commitment to address issues that have emerged and determine a path forward for investors.

Further detail on the APAC matter and our response can be found throughout our Annual Report, and Ross will provide an update on the infrastructure review later on.

Before we move to the formal items of business, I want to update Security holders on a matter that has had the ongoing attention of the Board.

As many of you will know, allegations arose this year regarding KPMG's conduct. These matters have been examined through regulatory investigations and by the Parliamentary Joint Committee on Corporations and Financial Services.

KPMG was appointed by Security holders at the 2024 Annual General Meeting and signed our accounts for the year ended 30 June 2025. As more information emerged regarding the allegations, we onboarded a new KPMG lead audit partner and engagement partner during the year ended 30 June 2026.

The Board has also sought and received additional safeguards from KPMG, and as a result KPMG has agreed to implement specific controls over Dexus's confidential information.

The Board has considered the disruption that would be caused by further changes in audit firms and audit partners in a short period of time. As we stand here today, KPMG remain our external auditor and we will continue to maintain a watching brief on this matter.

We are disappointed by the way this issue has evolved and we recognise it has caused concern. In this regard I thank Security holders for their patience. 

In summary, FY26 was a year with both challenges and evidence of real progress. We invest for the long term, and despite market and more recent challenges, we have a solid plan and team in place to execute.

While the core portfolio is expected to benefit from leasing momentum, earnings in FY27 will be lower. This is driven by a minimal contribution from performance fees and trading profits, higher financing costs, and the practical completion of Atlassian. We’ve also made some allowances for a materially lower earnings contribution from funds under review and consultation.

As a result, and barring unforeseen circumstances, for the 12 months ended 30 June 2027, we expect AFFO of 37.5-39.5 cents per security, and distributions of 37.0 cents per security.

The Board and management acknowledge that our securities are trading at a material discount to net asset backing. At our half-year results in February, we announced an on-market securities buyback, with meaningful progress linked to divestments and the release of capital from major transactions. The interest rate rises and geopolitical uncertainty that followed have impacted transaction and investment markets and have slowed the pace of execution.

We continue to view the buyback as a lever to create value for Security holders over the medium term, and we remain resolved to execute in a disciplined manner as we pursue both divestments and attractive investment opportunities while maintaining prudent gearing levels.

We have solid foundations with a differentiated funds platform, strong client relationships and a diverse product offering. Our investment portfolio is high quality and positioned to benefit as liquidity returns to the office market.

Before passing to Ross, I would like to thank my fellow Directors and the Dexus team for their commitment and contribution over the past 12 months, and you, our investors, for your continued support.

Group CEO’s address

Thanks Warwick and good afternoon everyone.

12 months ago, we set out the priorities and actions to reshape the business to deliver more sustainable earnings growth over the longer term. The macro environment during FY26 was challenging, with three rate rises and the Middle East conflict impacting capital raising conditions and transaction markets. Notwithstanding this, we made solid progress.

We raised almost twice as much third party capital in FY26 as we did in FY25. This included our opportunistic fund, DREP2, exceeding its original target by nearly $300 million, the establishment of a new product, DSIT1, to acquire an interest in Chermside shopping centre, and resolving the redemptions in our flagship fund, DWPF. We also exceeded the quantum and timing of our divestment target, as Warwick mentioned.

Our major projects are also progressing well. Atlassian Central, here in Sydney, has topped out and is on track to complete this year. Our other major project, Waterfront in Brisbane, has experienced delays but remains favourably positioned in the country’s strongest workplace market and the project remains profitable and yield on cost is expected to remain within the 5-6% range.

We also continue to actively address fund specific issues. That includes responding directly to the APAC matter, continuing to support our fund investors, and ensuring we embed learnings into the wider business.

Despite a challenging operating environment, we continue to see positive momentum across the Platform in the quarter to 30 September 2026.

On the balance sheet, rent collections across our office and industrial portfolios remain strong at 99.5%.

The office portfolio occupancy reduced slightly to 94.2% but remains well above the market average of 85.1%. Average incentives of 23.8% are also down reflecting lower incentive deals done in Sydney’s prime core market and a higher proportion of effective deals during the period.

Positively office market conditions continue to improve with positive net absorption recorded in three of the four major CBDs, and demand remaining concentrated on high-quality, well-located assets.

Industrial performance remained strong, with over 113,000 square metres of leasing, occupancy of 94.0% and releasing spreads of around 36%. The portfolio remains 8.1% under-rented, supporting future income growth on upcoming lease expiries.

In the funds business, the September quarter saw continued strong investment performance in the flagship funds, Dexus Wholesale Property Fund and Dexus Wholesale Shopping Centre Fund, and we raised circa $230 million from both domestic and offshore investors, including more than $160 million of secondary unit transactions.

As communicated at Dexus’s FY26 results, following an increase in its redemption queue, Dexus in conjunction with the responsible entity of the healthcare fund (DHPF) undertook a structured engagement process to understand investor objectives going forward. The responsible entity has now engaged an independent advisor and is reviewing the full range of options for the fund, including asset sales, alternative capital and ownership structures, or a wind-up. DHPF’s third party FUM is $1.1 billion and Dexus has a $180 million co-investment interest in the fund.

During the quarter there was also some important news for ADC, a small Australian data centre business that Dexus owns a controlling interest in. ADC is part of a consortium that has recently entered into a lease with an Australian subsidiary of Anthropic for the delivery of the first stage of a proposed hyperscale data centre campus in the Western Downs region of Queensland.

While subject to further approvals, this is an exciting opportunity. ADC has launched a fund raising process to introduce additional capital to the business, of which Dexus is yet to determine the extent to which it will participate. Further details will be provided at financial close of the Anthropic project.

Our two city-shaping developments that will further enhance portfolio quality are well underway as you can see in the images on this slide.

Atlassian Central which is 100% pre-leased for 15 years, is on schedule for practical completion later this year.

As announced at the full year result, completion of Waterfront Brisbane has been delayed, with the expected completion of late 2029 based on the contractor's current program.

Dexus’s share of total cost is expected to increase, primarily due to interest costs and leasing incentives.

We remain confident in the project: 71% pre-leased, with rents around 50% below market, in the country's strongest office market. The project remains profitable, yield on cost remains materially in line, and known valuation impacts are reflected in carrying values and NTA.  

In the industrial portfolio, construction continues at seven projects across 71,000 square metres at Jandakot Airport, including two newly committed projects since FY26, both 100% pre-leased.

Turning to the year ahead and the priority areas. We have a clear strategy and are focused on execution. Our objectives of transitioning the balance sheet, expanding capital partnerships, and enhancing platform efficiency will guide what we do.

As we execute the near-term priorities, we are also ensuring the business is positioned with options for longer term growth. Our logistics partnership with Boral and seed investment in the Australian focused data centre business ADC, are both good examples.

That’s also why we are investing in our people. People are an important part of our business. The connection with customers, clients, partners and the decisions to create value and manage risk all relies on people. We have a great team of passionate experts who thrive in creating and driving value from assets, and we continue to invest in them. This year, there has been a particular focus on upskilling our people to help them navigate change and challenging markets. And I would like to acknowledge the contribution of our people who have worked tirelessly this year, in some challenging environments.

I would also like to acknowledge our CFO, Keir Barnes, who will be leaving us at the end of the year to pursue an opportunity outside of real estate. I have known Keir for many years and worked with her closely for the past seven. She has been a great partner and made a tremendous contribution to Dexus and we wish her well in this next phase of her career.

Our plan is designed to close the valuation gap between the security price and the intrinsic value of the business. Transitioning the balance sheet is a key driver and focus area.

We have a high-quality portfolio of assets. However, the operating environment has impacted the return equation for real estate. Capital is more scarce and more expensive. We need to make our balance sheet investments work harder and we want our investment portfolio to be more resilient. That is why we are transitioning the balance sheet. We will continue to hold high-quality assets, but we are transitioning to hold these investments alongside fee-paying third party capital. This improves the economics of our ownership, and releases capital, which can then be used to repay debt, invest in higher-returning opportunities, or buy back our own securities.

As a management team and a board, we have rigorously explored a range of options to unlock value in the business, including exploring alternative structures for our balance sheet assets and funds management business.

We expect to introduce third party capital on both an asset and a portfolio basis. Atlassian is a good example of an asset where we will look to introduce third party capital alongside us. We have existing JVs where we will look to introduce additional third party capital, and we are also exploring opportunities to bring institutional investors into portfolios of high-quality office assets which we own on balance sheet. All of these activities, along with ordinary course asset sales, could release considerable amounts of capital over time.

This transition has the potential to create meaningful value, but execution is important - what we sell, the price we sell, what we invest in, the generation of funds relationships, and the potential change in our asset and business mix. We will continue to test and reassess, and will be measured and pragmatic in our execution to deliver the best outcome for Security holders.

Today, we have provided an update on the strategic review of infrastructure funds, which was announced in June. The review has confirmed that clients across a number of funds are seeking liquidity and Dexus will work closely with Responsible Entity Boards and infrastructure clients to determine the appropriate way forward for each fund and mandate. Macquarie Capital was engaged to support the review, which included an independent assessment of each fund in conjunction with Responsible Entity Boards and infrastructure clients. 

Specifically, the focus during FY27 for the Dexus Diversified Infrastructure Trust (DDIT) and the Dexus Core Infrastructure Fund (DCIF) will be to progress assets sales to provide liquidity to clients. For other infrastructure funds, consultation regarding the best pathway to provide liquidity remains ongoing. For funds and mandates with a stake in APAC, the path forward will depend in part on the outcome of the appeal which is due to be heard from 30 November this year.

The infrastructure review has given us a clear basis to simplify the platform and focus our capital and capability where Dexus can deliver the strongest long-term outcomes. As a result, Dexus is refocusing the business on the real estate markets of office, industrial and retail, plus a targeted alternatives platform.

The alternatives platform will be focused on emerging real asset sectors that:

• Leverage the core capabilities of the Dexus platform
• Derive a substantial portion of income from real estate-like activities
• Provide material growth potential

From an infrastructure perspective, activity will therefore be focused on areas which are predominantly enabled by physical real estate or real estate related activities. The alternatives team is currently focused on data centres and select living subsectors, as well as multi-sector investment opportunities, for example, healthcare precincts. It will also continue to deliver on existing fund commitments across healthcare, public-private partnerships and transport.

I’d like to conclude by thanking you for your ongoing support. I know this has been a difficult year. While there have been some challenges, there have been bright spots too. The most pleasing for me is the way the team have rallied around challenges, remained focused operationally and delivered strong results, while continuing to successfully pursue and secure opportunities that will provide profitable long-term growth for the business.

I'll now hand back to Warwick to move to the formal business of the meeting.

ENDS

2423352  28-Oct-2026 CET/CEST