Dexus Property's $2.5 billion takeover of Investa is off after it failed to get enough support from the target company's shareholders.
The deal had been thrown into doubt this week when rival Cromwell Property Group acquired a 9.8 per cent blocking stake in Investa Office Fund.
Cromwell is believed to have voted against the takeover, along with Investa's other institutional investors.
Investa said that only one of two necessary resolutions were approved by unitholders in a vote on Friday.
"This means that the proposal was not approved and will not proceed, as both resolutions were required to be passed by the requisite majorities," Investa said in a statement.
Nearly 39 per cent unit holders voted against the proposal, according to Investa's statement to the ASX.
The deal required a minimum 75 per cent support to go through.
The deal between Investa and Dexus, agreed in December, would have created the largest Australian office trust, with combined assets worth $24.1 billion.
The two companies are focused on office properties in business districts in Sydney and Melbourne, and had aimed at closing the deal in April after a unitholders vote on the proposal.
Analysts expect Cromwell to make its own bid for Investa - either singly or jointly with another property manager.
Cromwell has not indicated its intention but said the acquisition is in line with its strategy to capitalise on the right opportunities.
Shares in Investa closed four cents, or 0.98 per cent higher, at $4.11.
Dexus shares closed 10 cents, or 1.2 per cent lower, at $8.12, while Cromwell's were 1.5 cents, or 1.5 per cent lower, at 98 cents.
