ARC FUNDS LIMITED — Director's Dealing 2010

May 17, 2010

Appendix 3Y Change of Director’s Interest Notice

Rule 3.19A.2

Appendix 3Y

Change of Director’s Interest Notice

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 30/9/2001.

Name of entity TIDEWATER INVESTMENTS LIMITED ABN 52 001 746 710

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of Director	ANDREW JOHN BROWN
Date of last notice	21 APRIL 2010

Part 1 - Change of director’s relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.

In the case of a trust, this includes interests in the trusNote: In the case of a company, interests which come within pdisclosed in this part.	t made available by the responsible entity of the trustaragraph (i) of the definition of “notifiable interest of a director” should be	t made available by the responsible entity of the trustaragraph (i) of the definition of “notifiable interest of a director” should be	t made available by the responsible entity of the trustaragraph (i) of the definition of “notifiable interest of a director” should be	t made available by the responsible entity of the trustaragraph (i) of the definition of “notifiable interest of a director” should be
Direct or indirect interest		INDIRECT
Nature of indirect interest(including registered holder)Note: Provide details of the circumstances giving rise to the relevantinterest.		EXERCISE OF THE RIGHT TO VOTEATTACHED TO SHARES HELD BY:L,T & M. BROWN INVESTMENTS P/L; A.BROWN AND COMPANY P/L; ABRONMANAGEMENT SERVICES P/L <BROWNFAMILY S/F A/C>
Date of change		12 MAY 2010
No. of securities held prior to change		7,465,572 OR	DINARY SHARES
Class
Number acquired		163,480 OR	DINARY SHARES
Number disposed
		163,480 OR	INARY SHARES
Value/ConsiderationNt If idti i h id dtil	d titd	$34,331 (ACQ	UISITION/DISPOSAL)
oe: conseraon s non-cas, prove eas an esmaevaluation
No. of securities held after change		7,465,572 ORDINARY SHARES

• See chapter 19 for defined terms.

Appendix 3Y Page 1

11/3/2002

Appendix 3Y Change of Director’s Interest Notice

Nature of change OFF MARKET TRANSFER Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back

Part 2 – Change of director’s interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.

Detail of contract Nature of interest Name of registered holder (if issued securities) Date of change No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed Interest acquired Interest disposed Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation Interest after change

• See chapter 19 for defined terms.

Appendix 3Y Page 2

11/3/2002