Vicinity Centres Re : 2017 AGM – Addresses and presentation

16 November 2017

Market Announcements Office ASX Limited

20 Bridge Street

SYDNEY NSW 2000

Dear Sir/Madam

2017 Annual General Meeting of Vicinity Centres - Addresses and presentation

Please find attached copies of the Chairman's and CEO and Managing Director's addresses and presentation to be delivered at the 2017 Annual General Meeting of Vicinity Limited and meeting of the Unitholders of Vicinity Centres Trust (the Meeting), together Vicinity Centres (ASX:VCX), which are being held concurrently today at Sofitel Melbourne On Collins.

The Meeting is being webcast live from commencement at 11.00am (AEDT), a link to which can be found on Vicinity Centres' website at vicinity.com.au.

Yours faithfully

Michelle Brady

Company Secretary

National Office

Level 4, Chadstone Tower One 1341 Dandenong Road

PO Box 104

Chadstone VIC 3148

T +61 3 7001 4000

F +61 3 7001 4001

vicinity.com.au

Licensed Agents - Vicinity Real Estate Licence Pty Ltd ABN 39 060 482 635 and

Vicinity (Vic) Pty Ltd ABN 47 054 494 352

Vicinity Limited ABN 90 114 757 783 and Vicinity Centres RE Ltd

ABN 88 149 781 322

As responsible entity for:

Vicinity Centres Trust ARSN 104 931 928

ASX Announcement

16 November 2017

Chairman's address Mr Peter Hay

At Vicinity Centres (Vicinity, ASX:VCX), our business model is simple and transparent, based on a consistent strategy since formation.

We continue to be focused on creating long-term value and sustainable earnings growth, through targeted investment in the best assets across the retail spectrum. This means from time-to-time you will see us sell assets if we do not expect them to meet our investment criteria over the long term.

Since formation, we have been delivering on our focus of continual portfolio quality improvement and this year, we have implemented changes to support the sustainability of earnings over the long term for Vicinity.

We maintain a strong balance sheet, with diverse capital sources, to ensure that we operate with agility through economic and property cycles.

Our scale enables us to continue to drive an efficient cost structure and a low management expense ratio.

We have set clear financial objectives at both the corporate and asset level to assess long-term value creation and sustainable earnings growth, on a through cycle basis.

With over $25 billion of assets under management generating $18 billion in retail sales annually, across around 8,300 tenancies, Vicinity's portfolio benefits from its scale and reach.

Earlier this month, we announced the addition of a further three premium centres into our portfolio, all located in Sydney's CBD.

As one of the largest landlords of Australian retail property, we are able to offer our consumers and retailers a diverse range of retail destinations right across the country.

Our scale and reach also mean that we are able to positively impact a large number of communities across Australia, a key focus of our sustainability strategy.

National Office

Level 4, Chadstone Tower One 1341 Dandenong Road

PO Box 104

Chadstone VIC 3148

T +61 3 7001 4000

F +61 3 7001 4001

vicinity.com.au

Vicinity Limited ABN 90 114 757 783 and Vicinity Centres RE Ltd

ABN 88 149 781 322

As responsible entity for:

Vicinity Centres Trust ARSN 104 931 928

As part of improving the quality of our portfolio, our development pipeline enables us to continue to revitalise our assets, keeping up with changing consumer trends and introducing the latest retail concepts. We have a $2 billion pipeline of identified projects, around half of which is Vicinity's share, and we also continue to progress the planning on a number of additional projects outside of this pipeline.

There has been a significant transformation of our business over the two years since the merger:

• We have divested $1.7 billion of assets, acquired in excess of $500 million of assets and completed

  $1 billion of developments, with an initial yield of 7% and an internal rate of return of greater than 12%

• We have generated a total return of 14.1% per annum

• Average asset values have grown by a third

• Specialty sales on a per square metre basis are up by more than 12%

• Our occupancy rate has improved 60 basis points to 99.5%

• Our balance sheet has also significantly improved, with reduced gearing and a material extension of our debt duration, all recognised by a rating increase by Standard & Poor's, and

• Advancements in our sustainability program have been acknowledged with Vicinity being ranked number one retail property company across Australia and the Asia Pacific region, by the Global Real Estate Sustainability Benchmark.

This portfolio enhancement has been achieved at the same time that we delivered on the merger integration well ahead of program, and we also exceeded our synergy targets.

In August 2017, we announced a number of initiatives to further strengthen our capital position and support future growth.

From FY18, Vicinity's primary earnings measure will be revised from underlying earnings to funds from operations (FFO). Under FFO, we will no longer be adding back lost rent into our earnings.

Concurrently, our distribution policy was changed to a payout ratio of between 95% and 100% of adjusted funds from operations (AFFO), which adjusts FFO for regular maintenance capital expenditure and incentives. Both FFO and AFFO are industry standard measures. This change in policy will result in a lower distribution for FY18 but will enhance the sustainability of our distribution over the long term. For FY18, we expect a payout ratio of 100% of AFFO.

We are also targeting $300 million of non-core assets to be sold over FY18 to further improve our portfolio quality.

These initiatives build on our on-market security buy-back program of up to 5% of issued capital which commenced in August this year. This buy-back has already added value to Vicinity securityholders, with over 2% of our issued capital acquired to date at an average price which is 6% below our net tangible assets per security.

Our focus and progress on strategy delivery throughout FY17, together with the initiatives outlined on this slide, position Vicinity strongly going forward.

Before I hand over to Angus to provide you with an overview of our results for FY17, on behalf of the Board and our securityholders I would like to take this opportunity to thank Angus for his enormous effort and commitment in successfully integrating two iconic Australian retail property groups, whilst delivering on strategy and creating a stronger portfolio and business to go forward with.

As previously announced, Angus will be retiring from Vicinity at the end of December 2017. I have enjoyed a great working relationship with Angus, and I wish him all the best in his future endeavours, after some quality downtime.

Following the completion of a global search, we announced in August 2017 that Grant Kelley will be commencing as CEO and Managing Director on 1 January 2018. Grant's diverse global background including real estate investment, corporate strategy, funds management and private equity, spans close to three decades, through to his most recent role running one of Asia's larger independent listed diversified property companies. Grant will bring to Vicinity a strong strategic and analytical perspective on the changes occurring in the property industry globally. Grant's proven ability to manage and adapt to change will be imperative at a time of significant evolution across the global retail landscape.

[The Chairman's address continues following the CEO and Managing Director's address.]

CEO and Managing Director's address Mr Angus McNaughton

In August 2017, we released a solid set of annual results which were driven by benefits from ongoing portfolio enhancement, the consistent underlying performance of our assets and further efficiencies implemented across the business.

Statutory net profit after tax for the period was just under $1.6 billion, underpinned by strong net property valuation gains, which helped deliver a 15.5% total return for the year. Comparable underlying earnings per security grew 4.6% and we paid a distribution of 17.3 cents per security.

This growth was supported by our continued strong focus on efficiencies and a reduction in net corporate overheads of 7.3%.

Gearing at 24.7%, which is just below the lower-end of our target range of 25% to 35%, positions Vicinity's balance sheet well for future investment opportunities.

Strong progress was made on our development pipeline, including the completion in June 2017 of the major redevelopment of Chadstone and in July 2017, we commenced DFO Perth and opened the first stage of Mandurah Forum. While just last month, we opened stage one of The Glen.