MinterEllison LAWYERS

8 August 2011 LEVEL 49 CENTRAL PARK 152-158 ST GEORGES TERRACE PERTH GPO BOX A39 PERTH WA 6837 AUSTRALIA DX 124 PERTH wwwminterellisoncom TELEPHONE +61 894297444 FACSIMILE +61 894297666

By Hand

C Australian Competition and Consumer Commission o8 AUG 20113rd floor East Point Plaza

- --~--==-------233 Adelaide Terrace PERTPerth WA 6000 1 OC ID

Dear Sirs

Exclusive dealing notification - Mirvac (WA) Pty Limited

We act on behalf ofMirvac (W A) Pty Limited (ACN 095 901 769) We enclose the following documents

1 Form G Exclusive Dealing Notification including annexure A and

2 cheque being payment for the prescribed lodgement fee of $100

Yours faithfully MINTER ELLISON

Contact DealU1a Carpenter Direct phone +61 894297434 Email dealU1acarpenterminterellisoncom Partner responsible Graeme Slattery Direct phone +61 894297576 Our reference 60-1479871

MINTER ELLISON GROUP AND ASSOCIATED OFFICES SYDNEY MELBOURNE BRISBANE CANBERRA ADELAIDE PERTH GOLD COAST HONG KONG SHANGHAI JAKARTA SAN FRANCISCO LONDON AUCKLAND WELLINGTON

Regulation 71

FormG Conunonwealth of Australia

Competition and Consumer Act 2010 - subsection 93 (1)

NOTIFICATION OF EXCLUSIVE DEALING

To the Australian Competition and Consumer Commission

Notice is hereby given in accordance with subsection 93 (1) of the Competition and Consumer Act 2010 of particulars of conduct or of proposed conduct ofa kind referred to subsections 47 (2) (3) (4) (5) (6) (7) (8) or (9) of that Act in which the person giving notice engages or proposes to engage

PLEASE FOLLOW DIRECTIONS ON BACK OF THIS FORM

1 Applicant

(a) Name of person giving notice (Refer to direction 2)

Mirvac (WA) Pty Limited (ACN 095 901 769) (Applicant)

(b) Short description of business carried on by that person (Refer to direction 3)

Property development

(c) Address in Australia for service of documents on that person

c- Graeme Slattery Minter Ellison Lawyers Level 49 152-158 St Georges Terrace

2 Notified arrangement

(a) Description of the goods or services in relation to the supply or acquisition of which this notice relates

The supply of a maximum of three eligible residential apartments at The Point

Mandurah (Apartments) to purchasers intending to rent out the Apartments for a

profit (Investors)

Property management services of Gap Real Estate Pty Ltd (ACN 082 644 068) of

9478 William Street Perth Western Australia 6000 (Gap Real Estate)

(b) Description of the conduct or proposed conduct

The Applicant proposes to give or allow a certain credit to the Investors (Credit) on

the condition that the Investors acquire property management services for the

Apartments from Gap Real Estate in accordance with a property management

agreement for term of at least 24 months conunencing on the date of settlement of the

Apartment

The Credit will

2

(i) comprise 5 of the gross purchase price (excluding GST) of the Apartment minus the gross rental return received under the property management agreement with Gap Real Estate

(ii) be paid by the Applicant to the Investor and

(iii) be offered by the Applicant to potential Investors from 830am Saturday 3 September 2011 until 500pm Sunday 13 November 2011 (Offer Period) or until such time as 3 Apartments have been sold whichever is earlier

(Refer to direction 4)

3 Persons or classes of persons affected or likely to be affected by the notified conduct

(a) Class or classes of persons to which the conduct relates (Refer to direction 5)

Investors of the Apartments

(b) Number of those persons

(i) At present time

Unknown The Apartments are for sale to the general public currently

(ii) Estimated within the next year (Refer to direction 6)

The Applicant is proposing to sell the three Apartments within the next year The

proposed conduct will relate to all Investors purchasing the Apartments

(c) Where number of persons stated in item 3 (b) (i) is less than 50 their names and addresses

Not yet known

4 Public benefit claims

(a) Arguments in support of notification (Refer to direction 7)

See Annexure A

(b) Facts and evidence relied upon in support of these claims

See Annexure A

5 Market definition

Provide a description of the market(s) in which the goods or services described at 2 (a) are supplied or acquired and other affected markets including significant suppliers and acquirers substitutes available for the relevant goods or services any restriction on the supply or acquisition of the relevant goods or services (for example geographic or legal restrictions) (Refer to direction 8)

The Mandurah residential apartment market

The Western Australian rental property management services market

3

6 Public detriments

(a) Detriments to the public resulting or likely to result from the notification in particular the likely effect of the notified conduct on the prices of the goods or services described at 2 (a) above and the prices of goods or services in other affected markets (Refer to direction 9)

See Annexure A

(b) Facts and evidence relevant to these detriments

See Annexure A

7 Further information

(a) Name postal address and contact telephone details of the person authorised to provide additional information in relation to this notification

c- Graeme Slattery Minter Ellison Lawyers Level 49 152-158 St Georges Terrace

Dated 8 August 2011

Signed byon behalf of the applicant

_ _~_~mm mm __ m__ _ _

(S ignature)

Gra~me Mich~~Lsectlattery___ _ (Full Name)

Minter Ellison bull- ------- - -

(Organisation)

Partner _--_ _-__ -- bullbullbullbullbullbull______~--

(Position in Organisation)

4

DIRECTIONS

1 In lodging this form applicants must include all information including supporting evidence that they wish the Commission to take into account in assessing their notification

Where there is insufficient space on this form to furnish the required information the information is to be shown on separate sheets numbered consecutively and signed by or on behalfofthe applicant

2 If the notice is given by or on behalfofa corporation the name of the corporation is to be inserted in item I (a) not the name of the person signing the notice and the notice is to be signed by a person authorised by the corporation to do so

3 Describe that part of the business of the person giving the notice in the course of the which the conduct is engaged in

4 Ifparticulars ofa condition or ofa reason ofthe type referred to in section 47 of the Competition and Consumer Act 2010 have been reduced in whole or in part to writing a copy ofthe writing is to be provided with the notice

5 Describe the business or consumers likely to be affected by the conduct

6 State an estimate of the highest number of persons with whom the entity giving the notice is likely to deal in the course of engaging in the conduct at any time during the next year

7 Provide details ofthose public benefits claimed to result or to be likely to result from the proposed conduct including quantification of those benefits where possible

8 Provide details of the market(s) likely to be affected by the notified conduct in particular having regard to goods or services that may be substitutes for the good or service that is the subject matter of the notification

9 Provide details of the detriments to the public which may result from the proposed conduct including quantification of those detriments where possible

5

ANNEXURE A

Public benefits Arguments in support ofnotification and facts and evidence relied upon in support of these claims

I The Applicant believes the proposed conduct will

(a) offer investors comfort on the return of their investment for a 24 month period

(b) save the Investors time and expense in fmding a suitable property management agent The Applicant has had positive prior experiences with Gap Real Estate which has a local onsite property management team with knowledge of the local rental market

(c) provide the Investors and tenants with coordinated property management services which should produce consistency of service and economies of scale in relation to services including marketing and advertising the Apartments to potential tenants and carrying out rental inspections ofthe Apartments and

(d) ensure consistency of management of the Apartments

2 The Applicant believes the proposed conduct will not substantially lessen competition in the market for property management services as

(a) the proposed conduct will only affect a very small percentage of the residential apartment available for purchase in The Point and an even smaller percentage of the residential properties available for purchase in Mandurah and Western Australia more generally

(i) The Point is comprised of 145 apartments 34 of which are currently for sale Of these 26 Apartments are eligible for the Credit A maximum of three of these 26 Apartments will receive the Credit (ie there will be a maximum of three Apartments) and

(ii) the offer of the Credit is only available during the Offer Period or until 3 Apartments are sold whichever is earlier

(b) while other property managers will not be able to provide property management services to the Investor during the 24 month term of the property management agreement with Gap Real Estate there

(i) is no restriction on who can provide property management services after this 24 month term

(ii) is no restriction on the provision ofproperty management services applicable to the other apartments at The Point and

(iii) there are numerous other owners and vendors of residential apartments in Mandurah in particular and Western Australia more generally

(c) an Investor who wishes to purchase one or more of the 26 Apartments but who does not wish to access the Credit is not compelled to engage Gap Real Estate Such an Investor may

6

(i) manage the rental of the apartment themselves

(ii) engage any agent of their choice to manage the rental of the apartment and

(iii) not rent the apartment

Public detriments

Detriments to the public resulting or likely to result from the notification in particular the likely effect of the notified conduct on the prices of the goods or services described at 2 (a) above and the prices ofgoods or services in other affected markets and facts and evidence relevant to these detriments

1 The Applicant believes that there will be no or little detriment to the public likely to result from the proposed conduct

2 See paragraph 2 of Annexure A in relation to the public benefits

3

6 Public detriments

(a) Detriments to the public resulting or likely to result from the notification in particular the likely effect of the notified conduct on the prices of the goods or services described at 2 (a) above and the prices of goods or services in other affected markets (Refer to direction 9)

See Annexure A

(b) Facts and evidence relevant to these detriments

See Annexure A

7 Further information

(a) Name postal address and contact telephone details of the person authorised to provide additional information in relation to this notification

c- Graeme Slattery Minter Ellison Lawyers Level 49 152-158 St Georges Terrace

Dated 8 August 2011

Signed byon behalf of the applicant

_ _~_~mm mm __ m__ _ _

(S ignature)

Gra~me Mich~~Lsectlattery___ _ (Full Name)

Minter Ellison bull- ------- - -

(Organisation)

Partner _--_ _-__ -- bullbullbullbullbullbull______~--

(Position in Organisation)

4

DIRECTIONS

1 In lodging this form applicants must include all information including supporting evidence that they wish the Commission to take into account in assessing their notification

Where there is insufficient space on this form to furnish the required information the information is to be shown on separate sheets numbered consecutively and signed by or on behalfofthe applicant

2 If the notice is given by or on behalfofa corporation the name of the corporation is to be inserted in item I (a) not the name of the person signing the notice and the notice is to be signed by a person authorised by the corporation to do so

3 Describe that part of the business of the person giving the notice in the course of the which the conduct is engaged in

4 Ifparticulars ofa condition or ofa reason ofthe type referred to in section 47 of the Competition and Consumer Act 2010 have been reduced in whole or in part to writing a copy ofthe writing is to be provided with the notice

5 Describe the business or consumers likely to be affected by the conduct

6 State an estimate of the highest number of persons with whom the entity giving the notice is likely to deal in the course of engaging in the conduct at any time during the next year

7 Provide details ofthose public benefits claimed to result or to be likely to result from the proposed conduct including quantification of those benefits where possible

8 Provide details of the market(s) likely to be affected by the notified conduct in particular having regard to goods or services that may be substitutes for the good or service that is the subject matter of the notification

9 Provide details of the detriments to the public which may result from the proposed conduct including quantification of those detriments where possible

5

ANNEXURE A

Public benefits Arguments in support ofnotification and facts and evidence relied upon in support of these claims

I The Applicant believes the proposed conduct will

(a) offer investors comfort on the return of their investment for a 24 month period

(b) save the Investors time and expense in fmding a suitable property management agent The Applicant has had positive prior experiences with Gap Real Estate which has a local onsite property management team with knowledge of the local rental market

(c) provide the Investors and tenants with coordinated property management services which should produce consistency of service and economies of scale in relation to services including marketing and advertising the Apartments to potential tenants and carrying out rental inspections ofthe Apartments and

(d) ensure consistency of management of the Apartments

2 The Applicant believes the proposed conduct will not substantially lessen competition in the market for property management services as

(a) the proposed conduct will only affect a very small percentage of the residential apartment available for purchase in The Point and an even smaller percentage of the residential properties available for purchase in Mandurah and Western Australia more generally

(i) The Point is comprised of 145 apartments 34 of which are currently for sale Of these 26 Apartments are eligible for the Credit A maximum of three of these 26 Apartments will receive the Credit (ie there will be a maximum of three Apartments) and

(ii) the offer of the Credit is only available during the Offer Period or until 3 Apartments are sold whichever is earlier

(b) while other property managers will not be able to provide property management services to the Investor during the 24 month term of the property management agreement with Gap Real Estate there

(i) is no restriction on who can provide property management services after this 24 month term

(ii) is no restriction on the provision ofproperty management services applicable to the other apartments at The Point and

(iii) there are numerous other owners and vendors of residential apartments in Mandurah in particular and Western Australia more generally

(c) an Investor who wishes to purchase one or more of the 26 Apartments but who does not wish to access the Credit is not compelled to engage Gap Real Estate Such an Investor may

6

(i) manage the rental of the apartment themselves

(ii) engage any agent of their choice to manage the rental of the apartment and

(iii) not rent the apartment

Public detriments

Detriments to the public resulting or likely to result from the notification in particular the likely effect of the notified conduct on the prices of the goods or services described at 2 (a) above and the prices ofgoods or services in other affected markets and facts and evidence relevant to these detriments

1 The Applicant believes that there will be no or little detriment to the public likely to result from the proposed conduct

2 See paragraph 2 of Annexure A in relation to the public benefits

4

DIRECTIONS

1 In lodging this form applicants must include all information including supporting evidence that they wish the Commission to take into account in assessing their notification

Where there is insufficient space on this form to furnish the required information the information is to be shown on separate sheets numbered consecutively and signed by or on behalfofthe applicant

2 If the notice is given by or on behalfofa corporation the name of the corporation is to be inserted in item I (a) not the name of the person signing the notice and the notice is to be signed by a person authorised by the corporation to do so

3 Describe that part of the business of the person giving the notice in the course of the which the conduct is engaged in

4 Ifparticulars ofa condition or ofa reason ofthe type referred to in section 47 of the Competition and Consumer Act 2010 have been reduced in whole or in part to writing a copy ofthe writing is to be provided with the notice

5 Describe the business or consumers likely to be affected by the conduct

6 State an estimate of the highest number of persons with whom the entity giving the notice is likely to deal in the course of engaging in the conduct at any time during the next year

7 Provide details ofthose public benefits claimed to result or to be likely to result from the proposed conduct including quantification of those benefits where possible

8 Provide details of the market(s) likely to be affected by the notified conduct in particular having regard to goods or services that may be substitutes for the good or service that is the subject matter of the notification

9 Provide details of the detriments to the public which may result from the proposed conduct including quantification of those detriments where possible

5

ANNEXURE A

Public benefits Arguments in support ofnotification and facts and evidence relied upon in support of these claims

I The Applicant believes the proposed conduct will

(a) offer investors comfort on the return of their investment for a 24 month period

(b) save the Investors time and expense in fmding a suitable property management agent The Applicant has had positive prior experiences with Gap Real Estate which has a local onsite property management team with knowledge of the local rental market

(c) provide the Investors and tenants with coordinated property management services which should produce consistency of service and economies of scale in relation to services including marketing and advertising the Apartments to potential tenants and carrying out rental inspections ofthe Apartments and

(d) ensure consistency of management of the Apartments

2 The Applicant believes the proposed conduct will not substantially lessen competition in the market for property management services as

(a) the proposed conduct will only affect a very small percentage of the residential apartment available for purchase in The Point and an even smaller percentage of the residential properties available for purchase in Mandurah and Western Australia more generally

(i) The Point is comprised of 145 apartments 34 of which are currently for sale Of these 26 Apartments are eligible for the Credit A maximum of three of these 26 Apartments will receive the Credit (ie there will be a maximum of three Apartments) and

(ii) the offer of the Credit is only available during the Offer Period or until 3 Apartments are sold whichever is earlier

(b) while other property managers will not be able to provide property management services to the Investor during the 24 month term of the property management agreement with Gap Real Estate there

(i) is no restriction on who can provide property management services after this 24 month term

(ii) is no restriction on the provision ofproperty management services applicable to the other apartments at The Point and

(iii) there are numerous other owners and vendors of residential apartments in Mandurah in particular and Western Australia more generally

(c) an Investor who wishes to purchase one or more of the 26 Apartments but who does not wish to access the Credit is not compelled to engage Gap Real Estate Such an Investor may

6

(i) manage the rental of the apartment themselves

(ii) engage any agent of their choice to manage the rental of the apartment and

(iii) not rent the apartment

Public detriments

Detriments to the public resulting or likely to result from the notification in particular the likely effect of the notified conduct on the prices of the goods or services described at 2 (a) above and the prices ofgoods or services in other affected markets and facts and evidence relevant to these detriments

1 The Applicant believes that there will be no or little detriment to the public likely to result from the proposed conduct

2 See paragraph 2 of Annexure A in relation to the public benefits

5

ANNEXURE A

Public benefits Arguments in support ofnotification and facts and evidence relied upon in support of these claims

I The Applicant believes the proposed conduct will

(a) offer investors comfort on the return of their investment for a 24 month period

(b) save the Investors time and expense in fmding a suitable property management agent The Applicant has had positive prior experiences with Gap Real Estate which has a local onsite property management team with knowledge of the local rental market

(c) provide the Investors and tenants with coordinated property management services which should produce consistency of service and economies of scale in relation to services including marketing and advertising the Apartments to potential tenants and carrying out rental inspections ofthe Apartments and

(d) ensure consistency of management of the Apartments

2 The Applicant believes the proposed conduct will not substantially lessen competition in the market for property management services as

(a) the proposed conduct will only affect a very small percentage of the residential apartment available for purchase in The Point and an even smaller percentage of the residential properties available for purchase in Mandurah and Western Australia more generally

(i) The Point is comprised of 145 apartments 34 of which are currently for sale Of these 26 Apartments are eligible for the Credit A maximum of three of these 26 Apartments will receive the Credit (ie there will be a maximum of three Apartments) and

(ii) the offer of the Credit is only available during the Offer Period or until 3 Apartments are sold whichever is earlier

(b) while other property managers will not be able to provide property management services to the Investor during the 24 month term of the property management agreement with Gap Real Estate there

(i) is no restriction on who can provide property management services after this 24 month term

(ii) is no restriction on the provision ofproperty management services applicable to the other apartments at The Point and

(iii) there are numerous other owners and vendors of residential apartments in Mandurah in particular and Western Australia more generally

(c) an Investor who wishes to purchase one or more of the 26 Apartments but who does not wish to access the Credit is not compelled to engage Gap Real Estate Such an Investor may

6

(i) manage the rental of the apartment themselves

(ii) engage any agent of their choice to manage the rental of the apartment and

(iii) not rent the apartment

Public detriments

Detriments to the public resulting or likely to result from the notification in particular the likely effect of the notified conduct on the prices of the goods or services described at 2 (a) above and the prices ofgoods or services in other affected markets and facts and evidence relevant to these detriments

1 The Applicant believes that there will be no or little detriment to the public likely to result from the proposed conduct

2 See paragraph 2 of Annexure A in relation to the public benefits

6

(i) manage the rental of the apartment themselves

(ii) engage any agent of their choice to manage the rental of the apartment and

(iii) not rent the apartment

Public detriments

Detriments to the public resulting or likely to result from the notification in particular the likely effect of the notified conduct on the prices of the goods or services described at 2 (a) above and the prices ofgoods or services in other affected markets and facts and evidence relevant to these detriments

1 The Applicant believes that there will be no or little detriment to the public likely to result from the proposed conduct

2 See paragraph 2 of Annexure A in relation to the public benefits