Introduction
Two recent court decisions involving Dexus Funds Management have brought national attention to a long-standing but frequently underestimated issue in institutional investing: pre-emptive rights (PERs). Whether dealing with internal restructures, upstream ownership changes, or shifts in management control, these cases reinforce the importance of rigorous due diligence and contractual risk assessment—particularly during mergers, acquisitions, or co-invested asset transfers. For investment managers, superannuation trustees, and asset owners, the message is clear: pre-emptive rights can be triggered even when no change in economic exposure occurs, with potentially serious consequences for asset control and transaction execution.