Scentre : Announcement of buy-back - Appendix 3C

ASX Announcement

27 June 2019

SCENTRE GROUP (ASX: SCG) $800 MILLION SECURITY BUY-BACK PROGRAM

Attached is an Appendix 3C in relation to the $800 million security buy-back program as announced today.

Contacts:
Company Secretary	Investor Relations	Corporate Affairs / Media
Maureen McGrath	Andrew Clarke	Alexis Lindsay
[phone]	[phone]	[phone]

SCENTRE GROUP LIMITED ABN 66 001 671 496

SCENTRE MANAGEMENT LIMITED ABN 41 001 670 579 AFS Licence No: 230329 as responsible entity of Scentre Group Trust 1 ABN 55 191 750 378 ARSN 090 849 746

RE1 LIMITED ABN 80 145 743 862 AFS Licence No: 380202 as responsible entity of Scentre Group Trust 2 ABN 66 744 282 872 ARSN 146 934 536

RE2 LIMITED ABN 41 145 744 065 AFS Licence No: 380203 as responsible entity of Scentre Group Trust 3 ABN 11 517 229 138 ARSN 146 934 652 Level 30, 85 Castlereagh Street, Sydney NSW 2000 Australia · GPO Box 4004 Sydney NSW 2001 Australia · T [phone] · scentregroup.com

Appendix 3C Announcement of buy-back

Appendix 3C

Announcement of buy-back

(except minimum holding buy-back)

Rule 3.8A

Information and documents given to ASX become ASX's property and may be made public.

Introduced 1/9/99. Origin: Appendix 7B. Amended 13/3/2000, 30/9/2001, 11/01/10

ABN	Trust 1, Scentre Group Trust 2 and Scentre Group Trust 3
Name of entity
	Scentre Group Trust 1 ARSN 090 849 746
	Scentre Group Trust 2 ARSN 146 934 536
	Scentre Group Trust 3 ARSN 146 934 652
We (the entity) give ASX the following information.

Information about buy-back

+subject of the buy-back(eg, ordinary/preference)

(eg, one for one)

(and if partly paid, details of how much has been paid and how much is outstanding)

+class on issue

approval is required for buy-back

buy-back is intended to be conducted within the 10/12 limit)

+ See chapter 19 for defined terms.	Appendix 3C Page 1
11/01/2010

Appendix 3C Announcement of buy-back

adecisionshareholder's/unitholder'swhether to accept the offer (eg, details of any proposed takeover bid)

Schemes On-marketBuy-backs) Instrument 2016/1159, the following information is provided:

(a) None of Scentre Management Limited (SML) the responsible entity of Scentre Group Trust 1, RE1 Limited (RE1) the responsible entity of Scentre Group Trust 2, or RE2 Limited (RE2) the responsible entity of Scentre Group Trust 3, hold any interest in SCG stapled securities.

(b) Associates of SML, RE1 and RE2 hold 18,319,829 SCG stapled securities.

(c) Any SCG stapled securities bought back will be funded by existing debt facilities.

On-marketbuy-back

the company's behalf	prior to commencement of the on-market buy-
back.
Deleted 30/9/2001.

buy back a maximum number of shares - that number

Note: This requires a figure to be included, not a percentage.

aggregate buy-back consideration paid or payable is A$800,000,000.00.

buyperiodbackof timeshares/units- that periodwithin ofa time; if the company/trust intends that the buy-backbe of unlimited duration - that intention

back within 12 months.

The buy-back may cease earlier if the maximum number of securities is bought back prior to the period end date. The Group reserves the right to suspend or terminate the buy-back at any time.

+ See chapter 19 for defined terms.	11/01/2010
Appendix 3C Page 2

Appendix 3C

Announcement of buy-back

buyconditionsback areshares/unitsmet - thoseif conditions

Employee share scheme buy-back

bought back

+ See chapter 19 for defined terms.	Appendix 3C Page 3
11/01/2010

Appendix 3C

Announcement of buy-back

Selective buy-back

class of person whose shares are proposed to be bought back

bought back

Equal access scheme

be bought back

to be bought back if all offers are accepted

offer+

Cross reference: Appendix 7A, clause 9.

Compliance statement

1. The company is in compliance with all Corporations Act requirements relevant to this buy-back.

or, for trusts only:

1. Each trust is in compliance with all requirements of the Corporations Act as modified by ASIC Corporations (ASX-listed Schemes On-marketBuy-backs) Instrument 2016/1159, and of each trust's constitution, relevant to this buy- back.

2. There is no information that the listing rules require to be disclosed that has not already been disclosed, or is not contained in, or attached to, this form.

Sign here:	Company secretary	Date: 27 June 2019
Print name:	Maureen Therese McGrath

+ See chapter 19 for defined terms.	11/01/2010
Appendix 3C Page 4