The NSW Supreme Court has determined that the Default Notice issued against Dexus’s shareholding in Australia Pacific Airports Corporation is valid, eliminating what had been a key legal argument for Dexus in its challenge to APAC’s enforcement actions. The judgment represents a significant setback for Dexus and the Dexus Bloc Shareholders in their dispute with APAC, though the practical impact remains uncertain due to the continuation of an interim injunction that prevents any immediate enforcement of the court’s ruling.
A valid Default Notice triggers a compulsory process under which APAC must offer the Dexus Bloc shares for sale to remaining APAC shareholders at a fair market value assessed by an independent valuer. Ordinarily, this process would also result in an immediate and indefinite suspension of governance, voting and information rights for the affected shareholders. The Default Notice arose from disputes between Dexus and APAC over previous obligations, and its validity had been the subject of heated legal contestation spanning several announcements since May 2025.
However, the Court has extended an interim injunction that continues until 5 June 2026, which operates to temporarily restore the Dexus Bloc Shareholders’ governance and voting rights while simultaneously preventing any valuation of their shareholding from being finalised. This dual effect means that while the Default Notice is now legally confirmed, no forced sale of the shares can occur under its terms while the injunction remains in place. This temporary protection provides Dexus with a narrow window, but one that is measured in days rather than months, to pursue its legal remedies.
Dexus has indicated it is reviewing the Court’s judgment carefully and considering whether grounds for appeal exist. Should Dexus choose to proceed with an appeal, it can seek further continuation of the injunction at a directions hearing scheduled for 10 am on Friday, 5 June 2026, which is the same date the injunction is currently set to expire. The company has not yet committed to appealing, suggesting it is taking time to assess both the legal merits and the commercial implications of the Court’s decision.
Beyond the Default Notice dispute, the judgment included critical comments about the conduct of specific Dexus employees, which the Dexus Board has stated it takes seriously and is actively considering. These comments may have internal management implications distinct from the shareholding question itself. For investors, the key uncertainty centres on whether an appeal will be filed, whether it might succeed, and whether the injunction will be extended pending the appeal’s determination.
The 5 June hearing represents the immediate flashpoint. If Dexus does not seek injunction continuation or if the Court refuses to extend it, the compulsory share sale process could commence, with significant implications for Dexus’s ownership stake in APAC and its capital position. Conversely, a successful appeal could fundamentally alter the legal landscape. The announcement is price sensitive and has been flagged as material by the ASX.
View the full ASX announcement (PDF)
About Dexus Limited (ASX: DXS)
Dexus is a leading Australasian property investor, developer and manager operating a diversified real estate and infrastructure portfolio. The company manages a high-quality portfolio of office and industrial properties across Australia and New Zealand, alongside a substantial funds management business overseeing third-party capital. It operates as a major listed property trust (REIT) on the Australian Securities Exchange.
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