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BETMAKERS TECHNOLOGY GROUP LTD Major Shareholding Notification 2023

Jan 24, 2023

64512_rns_2023-01-24_c3a8b0b1-92ab-48a6-825b-0da379537034.pdf

Major Shareholding Notification

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Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To: Company Name/Scheme Betmakers Technology Group Ltd BET.AX ABN/ACN/ARSN 21 164 521 395 1. Details of substantial holder Name Macquarie Group Limited ('MQG'); and its controlled bodies corporate listed in Annexure A ('Macquarie Group Entities') ABN/ACN/ARSN (if applicable) 122 169 279 There was a change in the interests of the substantial holder on: 20 January 2023 The previous notice was given to the company on: 31 October 2022 The previous notice was dated: 26 October 2022

2. Previous and present voting power

The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate had a relevant interest in when last required, and when now required, to give a substantial holding notice to the company or scheme, are as follows:

are as follows:
Class of securities Previous notice Present notice
Person's votes Voting power Person's votes Voting power
'FPO' 105,202,007 11.26% 96,429,409 10.24%

3. Change in relevant interests

Particulars of each change in, or change in the nature of, a relevant interest of the substantial holder or an associate in voting securities of the company or scheme, since the substantial holder was last required to give a substantial holding notice to the company or scheme are as follows:

are as follows:
Date of change Person whose relevant
interest has changed
Nature of change Consideration given in
relation to change
Number of
securities affected
Class Voting power
See Annexure B

See Annexure B

4. Present relevant interests

Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:

Holder of relevant interest Registered holder of
securities
Person entitled to be
registered as holder
Nature of relevant interest Number of
securities
Class Person's votes
MACQUARIE BANK
LIMITED
Macquarie Bank Limited Macquarie Bank Limited Beneficial Owner 50,000,002 FPO 50,000,002
Power to control disposal over
shares pursuant to stock
borrowing and lending activities
(see Annexure C and Annexure
D).
18,815,976 FPO 18,815,976
MACQUARIE
INVESTMENT
MANAGEMENT
AUSTRALIA LIMITED
JPMorgan Chase Bank,
N.A.
JPMorgan Chase Bank,
N.A.
Power to control the exercise of a
right to vote attached to
securities and/or control the
disposal of securities in its
capacity as trustee.

14,868,086
FPO 14,868,086
MACQUARIE
INVESTMENT
MANAGEMENT GLOBAL
LIMITED
BNP Paribas Securities
Services (Australia)
BNP Paribas Securities
Services (Australia)
Power to control the exercise of a
right to vote attached to
securities and/or control the
disposal of securities in its
capacity as investment manager.

329,288
FPO 329,288
HSBC Bank Australia
Limited
HSBC Bank Australia
Limited
Power to control the exercise of a
right to vote attached to
securities and/or control the
disposal of securities in its
capacity as investment manager.
24,217
FPO 24,217
National Australian Bank National Australian Bank Power to control the exercise of a
right to vote attached to
securities and/or control the
disposal of securities in its
capacity as investment manager.
5,282,236
FPO 5,282,236
State Street Bank and
Trust
State Street Bank and Trust Power to control the exercise of a
right to vote attached to
securities and/or control the
disposal of securities in its
capacity as investment manager.
1,715,026
FPO 1,715,026

1

MACQUARIE
INVESTMENT
MANAGEMENT LIMITED
Bond Street Custodians
Limited
Bond Street Custodians
Limited
MIML as the trustee of APRA
regulated superannuation funds
and as Responsible Entity (RE)
of the Macquarie Separately
Managed Account has the power
to control the exercise of a right
to vote and/or the power to
dispose of securities as
investment manager or trustee.
MIML is the operator of investor
directed portfolio services (IDPS)
and can be directed by the
beneficial asset holders to vote
and/or dispose of securities as
held within the IDPSs.
633,823 FPO 633,823
MACQUARIE
INVESTMENT SERVICES
LIMITED
Bond Street Custodians
Limited
Bond Street Custodians
Limited
MISL as the Responsible Entity
of the Macquarie Separately
Managed Account has the power
to control the exercise of a right
to vote and/or power to dispose
of securities.
48,381 FPO 48,381
MACQUARIE
SPECIALIST
INVESTMENT
MANAGEMENT LIMITED
BNP Paribas Securities
Services (Australia)
BNP Paribas Securities
Services (Australia)
Power to control the exercise of a
right to vote attached to
securities and/or control the
disposal of securities in its
capacity as trustee.

4,712,374
FPO 4,712,374

5. Changes in association

The persons who have become associates of, ceased to be associates of, or have changed the nature of their association with, the substantial holder in relation to voting interests in the company or scheme are as follows:

Name and ACN(if applicable) Nature of association
Macquarie Group Limited &
Macquarie GroupEntities
Controlled Bodies Corporate
6. Addresses
The addresses of persons named in this form are as follows:
Name Address
MACQUARIE GROUP LIMITED Level 6, 50 Martin Place, Sydney NSW 2000, Australia
MACQUARIE BANK LIMITED Level 6, 50 Martin Place, Sydney NSW 2000, Australia
MACQUARIE INVESTMENT MANAGEMENT AUSTRALIA
LIMITED
Level 6, 50 Martin Place, Sydney NSW 2000, Australia
MACQUARIE INVESTMENT MANAGEMENT GLOBAL LIMITED Level 6, 50 Martin Place, Sydney NSW 2000, Australia
MACQUARIE INVESTMENT MANAGEMENT LIMITED Level 6, 50 Martin Place, Sydney NSW 2000, Australia
MACQUARIE INVESTMENT SERVICES LIMITED Level 6, 50 Martin Place, Sydney NSW 2000, Australia
MACQUARIE SPECIALIST INVESTMENT MANAGEMENT
LIMITED
Level 6, 50 Martin Place, Sydney NSW 2000, Australia

Signature

Print name
Sign here
Olivia Shepherd
Capacity
Date
Assistant Company Secretary
25 January 2023

2

This is the annexure marked ‘A’ of 18 pages referred to in the Notice of change of interests of substantial holder.

ANNEXURE 'A'

Olivia Shepherd Assistant Company Secretary, Macquarie Group Limited 25 January 2023

Controlled Bodies Corporate Controlled Bodies Corporate Controlled Bodies Corporate
ACN / Company No Entity Name Incorp Country
1250 N LaSalle Member LLC United States
1250 N LaSalle PropertyLLC United States
2375 Ala Wai HoldingLLC United States
2375 Ala Wai PropertyLLC United States
136 024 970 A.C.N. 136 024 970 PTY LTD Australia
153 275 677 A.C.N. 153 275 677 PtyLtd Australia
12725483 Aberthaw Green Limited United Kingdom
B-88238381 Abeto New EnergyS.L. Spain
13163487 Adapt Biogas FinanceCo Limited United Kingdom
13161489 Adapt Biogas HoldCo Limited United Kingdom
8199075 Adapt Biogas Limited United Kingdom
HRB 128514 Adler Capital Holdings GmbH Germany
AerogyLLC United States
HRB 237758 AIF Business Solutions GmbH Germany
U40106TG2020FTC139383 Akamu Solar Power Pvt Ltd India
16241541008 Alabastro New EnergyS.R.L. Italy
B269443 Americas Sustainable EnergyAIV SCSp Luxembourg
16768571008 Ametista New EnergyS.R.L. Italy
2114030766 Ant Solar S.R.L. Italy
3250247 APR Telecoms(Maintenance)Limited(strike off requested) United Kingdom
U40106TG2019FTC135162 Aquila Solar Power Pvt Ltd India
0100-01-213214 AR WIND ENERGY K.K. Japan
202036427c Aragorn HoldingCompanyTwo Pte. Ltd. Singapore
U40106TG2020FTC140186 Aragorn Renewable EnergyPvt Ltd India
U40107TG2013PTC134776 Arkha Solar Power Pvt Ltd India
U40107TG2018FTC125111 Atlantic Urja Pvt Ltd India
20-3690322 AVENAL POWER CENTER,LLC United States
653 880 785 B2R No. 1 PtyLimited Australia
653 881 040 B2R No. 2 PtyLimited Australia
653 881 693 B2R No. 3 PtyLimited Australia
Not registered BCWF Hold Trust Australia
Not registered BCWF Unit Trust Australia
8604966 BELIKE NOMINEES PTY. LIMITED Australia
11974335 Bernard Topco Limited United Kingdom
12095099 Bilbao Offshore TopCo Limited United Kingdom
11431362 BingTK Holdings Limited United Kingdom
11431590 BingTK Limited United Kingdom
105564078445 BLE 101(Thailand)Ltd. Thailand
202025861K BLE C&I Projects 1 Pte. Ltd. Singapore
202128699Z BLE C&I Projects 2 Pte. Ltd. Singapore
202025770W BLE C&I Projects Pte. Ltd. Singapore
0104-03-025952 BLE Japan 101 GK Japan
201901032097 BLE MALAYSIA 101 SDN. BHD. Malaysia
202201012190 BLE MALAYSIA 102 SDN. BHD. Malaysia
202111875G BLE Project 101 Pte. Ltd. Singapore
202115027N BLE Project 102 Pte. Ltd. Singapore
202115880k BLE Project 103 Pte. Ltd. Singapore
202218200N BLE Project 104 Pte. Ltd. Singapore
316923526 BLE Vietnam 101 CompanyLimited Vietnam
201816156M BLUE LEAF ENERGY ASIA PTE. LTD. Singapore
202141031K Blue Leaf EnergyIndia Investments Pte. Ltd. Singapore
AAX-3528 Blue Leaf EnergyIndia LLP India
0100-01-192544 BLUE LEAF ENERGY JAPAN K.K. Japan
703-86-02213 BLUE LEAF ENERGY KOREA CO. LTD. Korea,Republic of
201901031492 BLUE LEAF ENERGY MALAYSIA HOLDINGS SDN. BHD. Malaysia
U45309MH2022FTC375250 Blue Leaf EnergyRenewables Private Limited India
CS2015160102 BLUE LEAF ENERGY SERVICES PHILIPPINES,INC. Philippines
201536002R BLUE LEAF ENERGY SPV HOLDCO PTE. LTD. Singapore
83212085 Blue Leaf EnergyTaiwan Co.,Ltd Taiwan(Province of China)
46-5587770 Blueshine,LLC United States
Bluestone EquityRelease Series 1 Warehouse Trust Australia
12725566 BolneyGreen Limited United Kingdom
008 607 065 BOND STREET CUSTODIANS LIMITED Australia
004 680 004 BOSTON AUSTRALIA PTY LIMITED(IN LIQUIDATION) Australia
662 768 041 BOULDER CREEK WIND FARM HOLDINGS PTY LTD Australia
643055636 BOULDER CREEK WIND FARM PTY LTD Australia
12516896 Bramford Green Limited United Kingdom
12723612 BramleySolar Limited United Kingdom
BridgingPennsylvania HoldCo LLC United States

3

12516809 Bridgwater Green Limited United Kingdom
14551448 BRIGADEIRO HOLDINGS LIMITED United Kingdom
692062 Broadstone HousingInvestments Limited Ireland
88217 Bunhill Investments Unlimited Jersey
756-86-01538 BUSAN ECO DELTA ENERGY CO.,LTD. Korea,Republic of
198-81-021129 BUSAN FLOATING OFFSHORE WIND POWER CO.,LTD. Korea,Republic of
179-81-01129 BUSAN OFFSHORE WIND POWER CO.,LTD. Korea,Republic of
2865830 BUTTONWOOD NOMINEES PTY LIMITED Australia
BVK Phoenix General Partner Inc. United States
Calibrant Asset 1,LLC United States
Calibrant Bakersfield,LLC United States
CALIBRANT CALIFORNIA I,LLC United States
CALIBRANT CALIFORNIA II,LLC United States
Calibrant Darien,LLC United States
Calibrant Eldorado I,LLC United States
Calibrant Eldorado II,LLC United States
Calibrant Equipment,LLC United States
Calibrant Florida I,LLC United States
Calibrant Hammerhead Inc. United States
Calibrant HarrisburgI,LLC United States
Calibrant HarrisburgII,LLC United States
Calibrant HarrisburgIII,LLC United States
CALIBRANT ILLINOIS BATTERY I,LLC United States
Calibrant Lena,LLC United States
Calibrant Mako,LLC United States
Calibrant NY I,LLC United States
Calibrant NY II,LLC United States
Calibrant Renewable Holdings,LLC United States
Calibrant South Portland,LLC United States
Calibrant TE Development,LLC United States
Calibrant TE Fund I,LLC United States
Calibrant Texas I,LLC United States
Calibrant Woodland I,LLC United States
Calibrant Woodland II,LLC United States
4800336 Capital Meters Holdings Limited United Kingdom
4800317 Capital Meters Limited United Kingdom
2103550766 Cat EnergyS.R.L. Italy
CBP Holdings LLC United States
538-88-01399 CERES HOLDINGS CO.,LTD. Korea,Republic of
164108901000 Cero Development Hellas Single Member S.A. Greece
920 433 893 RCS Nanterre Cero France SAS France
12415204 Cero Generation Holdings France Limited United Kingdom
13356303 Cero Generation Holdings Greece Limited United Kingdom
12316686 Cero Generation Holdings ItalyLimited United Kingdom
12479162 Cero Generation Holdings Poland Limited United Kingdom
11346219 Cero Generation Holdings Spain Limited United Kingdom
12318275 Cero Generation Holdings UK Limited United Kingdom
12272533 Cero Generation Limited United Kingdom
979335 Cero Generation Poland Spółka Z OgraniczonąOdpowiedzialnością Poland
162961101000 Cero Generation Services Greece Single Member Private Company Greece
13078063 Cero Generation Services Limited United Kingdom
M-752842 Tomo 42548 Folio 161 Cero Generation Services Limited,Sucursal en España Spain
12517980962 Cero ItalyProjects 1 S.R.L. Italy
12517970963 Cero ItalyProjects 2 S.R.L. Italy
12518000968 Cero ItalyProjects 3 S.R.L. Italy
12495520962 Cero ItalyProjects S.R.L. Italy
978917 Cero Polska 1 Spółka Z OgraniczonąOdpowiedzialnością Poland
982552 Cero Polska 2 Spółka Z OgraniczonąOdpowiedzialnością Poland
12289790961 Cero Services ItalyS.R.L. Italy
11425435 Chablis TK Holdings Limited United Kingdom
10974030 CHAPTRE GreenCo Holdings Limited United Kingdom
6373185 Cheeryble Developments Limited United Kingdom
436-87-01607 CHEONGSAPO OFFSHORE WIND POWER CO.,LTD. Korea,Republic of
Chile Pacific HoldCo 2 SpA Chile
Chile Pacific Holdco 3 SpA Chile
Chu Jih HsingGreen EnergyCo Ltd Taiwan(Province of China)
7082857 CityVoice and Data Limited United Kingdom
13751493 Clifton Investment Holdings Limited United Kingdom
20-2937258 ClosingDocumentation Services,LLC United States
CMC Railroad Holdco LLC United States
16770481006 Cobalto New EnergyS.R.L. Italy
CER151028DM3 Comercializadora Energia de la Reforma S. de R.L. de C.V. Mexico
Commerce and IndustryBrokerage Inc. United States
626485005 ConergySolar Australia PtyLimited Australia
205-81-43369 CORIO GENERATION KOREA LIMITED Korea,Republic of
13715492 Corio Generation Limited United Kingdom
13481762 Corio Generation Service CompanyLimited United Kingdom
90610664 Corio Generation Taiwan Limited Taiwan(Province of China)
Corio OSW Holdings LLC United States
Corio OSW Investments LLC United States
3241012 Corona EnergyLimited United Kingdom
3241002 Corona EnergyRetail 1 Limited United Kingdom
SC138299 Corona EnergyRetail 2 Limited United Kingdom
2746961 Corona EnergyRetail 3 Limited United Kingdom

4

2798334 Corona EnergyRetail 4 Limited United Kingdom
2879748 Corona Gas Management Limited United Kingdom
661 171 937 Cowal AgServices PtyLimited Australia
164 442 148 Cowal Agriculture Holdings PtyLtd Australia
Not Registered Cowal Agriculture Unit Trust Australia
164 441 230 Cowal Agriculture Water PtyLtd Australia
12517381 CowleyBaldon Green Limited United Kingdom
11496686 Craighouse Investments Limited United Kingdom
663546021 CRANBOURNE BESS FIN CO PTY LIMITED Australia
663209283 CRANBOURNE BESS HOLD CO PTY LIMITED Australia
Not Registered Cranbourne BESS Hold Trust Australia
663227843 CRANBOURNE BESS PROJECT CO PTY LIMITED Australia
Not registered Cranbourne BESS Project Trust Australia
51-0566317 Crystal Screens Media Inc. United States
82-3700769 CT MLH Bluff Road Venture,LLC United States
2798685 CyberGuard Technologies Limited United Kingdom
23-3061021 Delaware Capital Management United States
27-1291359 Delaware Capital Management Advisers,Inc. United States
23-2226487 Delaware Distributors,Inc. United States
23-2791871 Delaware Distributors,L.P. United States
46-4850078 Delaware Investments Advisers Partner,Inc. United States
N/A Delaware Investments Corporate Bond Fund(UCITs) Ireland
46-4639812 Delaware Investments Distribution Partner,Inc. United States
46-1906107 Delaware Investments Fund Advisers United States
46-5056965 Delaware Investments Fund Services Company United States
13-3465352 Delaware Investments Management Company,LLC United States
23-2859589 Delaware Management Company United States
23-2601407 Delaware Management Trust Company United States
13-3465338 Delaware Service Company,Inc. United States
85-0779258 Delaware Wilshire Private Markets Fund United States
DELTA1 FINANCE TRUST Australia
DIGITAL ASSET LEASE CO,LLC United States
Dovel Holdings II,LLC United States
16615271000 Dunite New EnergyS.R.L. Italy
12475975 Edammer GP Limited United Kingdom
667764 Edammer Investco PPP Limited Ireland
12476154 Edammer Partner Limited United Kingdom
608 027 505 EDUWEST EQUITY HOLDING PTY LIMITED Australia
608 027 434 EDUWEST PROJECT CO PTY LIMITED Australia
608 027 596 EDUWEST PROJECT HOLDING COMPANY PTY LIMITED Australia
U40106TG2018FTC125784 Egan Solar Power Pvt Ltd India
407-88-02089 EH ENERGY HOLDINGS CO.,LTD. Korea,Republic of
307-88-02095 EH YANGJU CO.,LTD. Korea,Republic of
127338827 ELAINE WINDFARM PTY LTD Australia
U40106TG2020FTC139383 Elio EnergyPrivate Limited India
12517332 Elstree Green Limited United Kingdom
726765 Enbarr Education Limited Ireland
726766 Enbarr Higher Education Holdings Limited Ireland
726767 Enbarr Higher Education Investments Limited Ireland
B-88238423 Encina New EnergyS.L. Spain
6734140822 Energia Verde Trapani S.r.l. Italy
12759332 Enso Green Holdings A Limited United Kingdom
12763872 Enso Green Holdings B Limited United Kingdom
12761273 Enso Green Holdings C Limited United Kingdom
12762856 Enso Green Holdings D Limited United Kingdom
12763409 Enso Green Holdings E Limited United Kingdom
12764449 Enso Green Holdings F Limited United Kingdom
12768166 Enso Green Holdings G Limited United Kingdom
12767586 Enso Green Holdings H Limited United Kingdom
12758956 Enso Green Holdings I Limited United Kingdom
12760999 Enso Green Holdings J Limited United Kingdom
12763391 Enso Green Holdings K Limited United Kingdom
12763931 Enso Green Holdings L Limited United Kingdom
12153574 Enso Green Holdings Limited United Kingdom
12764608 Enso Green Holdings M Limited United Kingdom
12767316 Enso Green Holdings N Limited United Kingdom
12767532 Enso Green Holdings O Limited United Kingdom
13327316 Enso Green Holdings P Limited United Kingdom
13327737 Enso Green HoldingsQLimited United Kingdom
13328511 Enso Green Holdings R Limited United Kingdom
13339227 ENSO GREEN HOLDINGS SS LIMITED United Kingdom
13327847 Enso Green Holdings T Limited United Kingdom
13328379 Enso Green Holdings U Limited United Kingdom
13328563 Enso Green Holdings V Limited United Kingdom
13328645 Enso Green Holdings W Limited United Kingdom
13328111 Enso Green Holdings X Limited United Kingdom
13328867 Enso Green Holdings Y Limited United Kingdom
13328913 Enso Green Holdings Z Limited United Kingdom
12483523 EOS INVESTMENT LIMITED United Kingdom
6435810 EQUITAS NOMINEES PTY. LIMITED Australia
ERC Holdco LLC United States
U40106TG2019FTC135043 Eridanus Solar Power Pvt Ltd India
U40100TG2018FTC125395 Ethan EnergyIndia Pvt Ltd India
79878783 EURO FIN CO PTY LTD Australia

5

11246622 Euro II PPP Platform GP Limited United Kingdom
11246816 Euro II PPP Platform LP Limited United Kingdom
11254324 Euro III Platform Partner Limited United Kingdom
11246941 Euro III PPP Platform GP Limited United Kingdom
619687 Euro Investco PPP Ireland GP Limited Ireland
11469733 Euro IV PPP Platform GP Limited United Kingdom
11469853 Euro IV PPP Platform Partner Limited United Kingdom
11171693 Euro PPP Platform GP Limited United Kingdom
11171914 Euro PPP Platform LP Limited United Kingdom
12126026 Euro V PPP Platform GP Limited United Kingdom
12130996 Euro V PPP Platform Partner Limited United Kingdom
13182125 Evercreech BidCo Limited United Kingdom
10584231 Evercreech Renewable EnergyLimited United Kingdom
6313441 Excell(South East)Limited United Kingdom
5820367 Excell Business Systems(Midlands)Limited United Kingdom
3554106 Excell Business Systems Limited United Kingdom
10834331 Excell Holdings Limited United Kingdom
12277694 Excell Midco Limited United Kingdom
3757024 Excell Network Solutions Ltd. United Kingdom
7550125 Excell UT Limited United Kingdom
556654-2675 Favonius AB Sweden
0713.617.617 Feliz HoldingBV Belgium
202208128N FEMA HOLDCO PTE. LIMITED Singapore
827772 FEMOREN SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
12131010964 FibreConnect Italian HoldingS.p.A. Italy
16449641006 FibreConnect S.P.A. Italy
B88238514 Ficus Solar PV,S.L. Spain
137357 FINCH SECURITIES LIMITED Cayman Islands
12725583 Fleet Green Limited United Kingdom
14151168 Fleete GroupLimited United Kingdom
46-2260160 Florida Coral Lien Investments,LLC United States
16240241006 Fluorite New EnergyS.R.L. Italy
06-1058201 Fox-Pitt Kelton Cochran Caronia Waller LLC United States
1601171 Fox-Pitt,Kelton Limited United Kingdom
32157 Fox-Pitt,Kelton N.V. Curacao
99228 FPK Capital I CIP GP Limited Jersey
20-5600465 Fremantle EnergyHoldings,LLC United States
20-2384759 Fremantle Wind Holdings Inc. United States
182-86-00475 GANA ENERGY CO.,LTD. Korea,Republic of
54001400 GATESUN PTY. LIMITED Australia
570800 GGB inBalans Investco Ireland GP Limited Ireland
16768841005 Giada New EnergyS.R.L. Italy
655049504 GIG AUSTRALIAN OFFSHORE WIND ENERGY HOLDINGS PTY LTD Australia
GIG Australian Offshore Wind EnergyTrust Australia
13843476 GIG Australian Offshore Wind Investments HoldCo Limited United Kingdom
GIG CCS HoldCo,LLC United States
662797382 GIG ENERGY STORAGE AUSTRALIA OPERATIONS PTY LTD Australia
GIG Infrastructure HoldCo,LLC United States
12397572 GIG OSW Extension TopCo Limited United Kingdom
14043915 GIG OSW Investments Appointer Limited United Kingdom
13805252 GIG OSW Service CompanyLimited United Kingdom
794 084 640 GIG OSW Service CompanyLimited French Branch France
T22FC0070G GIG OSW Service CompanyLimited,Singapore Branch Singapore
44203. 0,17,8,M-779340 GIG OSW Service CompanyLimited,Sucursal En Espana Spain
GIG SHE Finance,LLC United States
GIG SHE Holdings,LLC United States
GIG Solar HoldCo,LLC United States
GIG Solar US Legacy1,LLC United States
GIG Solar US Legacy2,LLC United States
GIG US Investment Holdings Inc. United States
GIG US Storage Holdings LLC United States
505-88-01841 GIJANG OFFSHORE WIND POWER CO.,LTD. Korea,Republic of
157315340000 Gilda EnergySingle Member Private Company Greece
9642942 GILLMAN PTY. LIMITED Australia
GLL 200 State Street Corp United States
81-1829460 GLL 400 Hope Interest,LLC United States
GLL Americas Fund GP Corp United States
HRB 148775 GLL Asset Management GmbH Germany
GLL Asset Management LLC United States
47-2799970 GLL BVK Austin GP Inc United States
47-1067714 GLL BVK Denver GP Inc. United States
GLL BVK General Partner Inc United States
81-4279580 GLL BVK MiracorpGeneral Partner,Inc. United States
47-2784803 GLL BVK W.Adams GP,Inc United States
GLL Development and Management Inc United States
HRB 139371 GLL Erste Verwaltungs GmbH Germany
GLL Fremont Interest II LLC United States
HRB 149112 GLL HoldingAG Germany
HRB 198702 GLL HR CEE Management GmbH Germany
GLL HRE General Partner Inc United States
HRB 254244 GLL Investment Management 3 GmbH Germany
HRB 217096 GLL Investment Management GmbH Germany
B236844 GLL NY 1 GP S.à r.l. Luxembourg
HRB 180132 GLL Office II Management GmbH Germany

6

HRB 188989 GLL Office Management GmbH Germany
B 200874 GLL Opportunities GP Sarl Luxembourg
GLL Properties Fund Corp. II United States
HRB 134934 GLL Real Estate Partners GmbH Germany
76.140.219-6 GLL Real Estate Partners GmbH Limitada Chile
20601960843 GLL Real Estate Partners GmbH SAC Peru
GLL Real Estate Partners Inc United States
HRB 206240 GLL Real Estate Partners Kapitalverwaltungsgesellschaft mbH Germany
01-09-905516 GLL Real Estate Partners Kft. Hungary
HRB 188990 GLL Retail Management GmbH Germany
GLL Selection II GP Corp United States
B 165993 GLL Services LuxembourgSarl Luxembourg
GLL US Office Corp United States
GLL US Retail Corp United States
GLL USA Management LLC United States
HRB 236848 Globe Beteiligungs GmbH Germany
5481707 Goonzaran Bluebell FundingLimited United Kingdom
5473771 Goonzaran Bluebell LeasingLimited United Kingdom
12296818 Gordon Topco Limited United Kingdom
664 379 079 GREAT EASTERN OFFSHORE WIND FARM INVESTMENT PTY LTD Australia
664 379 168 GREAT EASTERN OFFSHORE WIND FARM PROJECT CO PTY LTD Australia
664 379 140 GREAT EASTERN OFFSHORE WIND FARM PTY LTD Australia
14523174 Great Eastern Offshore Wind Farm UK HoldCo Limited United Kingdom
Great Southern Offshore Wind Farm Asset Trust Australia
Great Southern Offshore Wind Farm Hold Trust Australia
655049595 GREAT SOUTHERN OFFSHORE WIND FARM PROJECT CO PTY LTD Australia
655049693 GREAT SOUTHERN OFFSHORE WIND FARM PTY LTD Australia
11654061 Green Empire WtE Holdings Limited United Kingdom
Not registered Green Horizon Asset Hold Trust Australia
662 726 909 GREEN HORIZON HOLDINGS PTY LIMITED Australia
538-88-00707 GREEN INVESTMENT GROUP(KOREA)LLC Korea,Republic of
SC576143 Green Investment GroupInvestments Limited United Kingdom
SC574147 Green Investment GroupLimited United Kingdom
SC460459 Green Investment GroupManagement Limited United Kingdom
B269440 Green Investors Holdings AIV SCSp Luxembourg
617-86-04977 GWindSkyCo.,Ltd. Korea,Republic of
846-87-01653 GYEONGJU CLEAN ENERGY CO.,LTD. Korea,Republic of
77.447.163-4 HC Three Investments SpA Chile
11727242 HC2 Investments Limited United Kingdom
642634759 HEARTBEAT ENERGY HOLDCO PTY LIMITED Australia
125438600 HENDERSON WA PTY LIMITED Australia
not registered HENDERSON WA TRUST Australia
13148447 Herman Midco Limited United Kingdom
13145062 Herman Topco Limited United Kingdom
559017 Hermes Infrastructure Investco Ireland GP Limited Ireland
159714202000 Hibiscus EnergySingle Member Private Company Greece
57093204 HSINYOUNG ENERGY CO.,LTD. Taiwan(Province of China)
97666 Hydra Investments 2007 Limited Jersey
14455862 Ibsen GP Limited United Kingdom
728755 Ibsen Investco PPP Limited Ireland
13859624 Ibsen Investment Holdings Limited United Kingdom
14454763 Ibsen Partner Limited United Kingdom
2757020 IDAMENEO(NO. 79)NOMINEES PTY. LIMITED Australia
157422601000 Ilios Serron Single Member Societe Anonyme Greece
14256697 InfinityUK Borrower 1 Limited United Kingdom
14253490 InfinityUK HoldCo 1 Limited United Kingdom
INFINITY US BORROWER 1 LLC United States
INFINITY US HOLDCO 1 LLC United States
2988533 Internal Systems Ltd(strike off requested) United Kingdom
75920433 International Compliance Software HoldingB.V. Netherlands
201729633K ION ENERGY PTE. LIMITED(In Liquidation 27/08/2021) Singapore
12517505 Iron Acton Green Limited United Kingdom
65-0417837 IvyDistributors,Inc. United States
03-0481447 IvyInvestment Management Company United States
0100-02-036303 JIG HOLDINGS LIMITED Japan
Jih WeiGreen EnergyCo. Ltd. Taiwan(Province of China)
611 447 628 JURIS PARTNERSHIP MCHPL EQUITY HOLDING COMPANY PTY LTD Australia
609 122 901 JURIS PARTNERSHIP MCHPL PROJECT CO PTY LTD Australia
609 115 997 JURIS PARTNERSHIP MCHPL PROJECT HOLDING COMPANY PTY LTD Australia
9541115 Kingswood Mortgages 2015-1 Holdings Limited United Kingdom
U40106TG2020FTC142784 Kleio Solar Power Pvt Ltd India
13621736 Kusten Offshore HoldingCompanyLimited United Kingdom
738797 KW SOLAR I SPÓŁKA Z OGRANICZONA ODPOWIEDZIALNOSCIA Poland
750045 KW SOLAR II SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
750035 KW SOLAR III SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
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749817 KW SOLAR VIII SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
56649800 L2 B.V. Netherlands
FC032012 L2 B.V.(UK Branch) United Kingdom
8763016 Lakehouse Mortgages Limited United Kingdom
615861259 LAL LAL WIND FARMS PTY LIMITED Australia
13205508 Lapin Investment Limited United Kingdom

7

Laxman Beach LLC United States
Li Tai EnergyCo Ltd Taiwan(Province of China)
LibertyGreen Renewables Indiana,LLC United States
SC703881 Lochlann FinCo Limited United Kingdom
SC703990 Lochlann HoldCo Limited United Kingdom
SC703876 Lochlann TopCo Limited United Kingdom
LongBeach Airport Hangar Owner LLC United States
B88238449 Loto Solar PV,S.L. Spain
12517014 Lovedean Green Limited United Kingdom
M Acquisition CompanyV Corporation United States
M Acquisition CompanyVI Corporation United States
M Acquisition CompanyVII Corporation United States
M Acquisition V Sponsor,LLC United States
M Acquisition VI Sponsor,LLC United States
M Acquisition VII Sponsor,LLC United States
661 160 201 M2A HoldingPtyLimited Australia
Not Registered M2A HoldingTrust 1 Australia
MAC FUND ONE TRUST Australia
198500776M MACQUARIE(ASIA)PTE LTD. Singapore
27230949 MACQUARIE(ASIA)PTE LTD. TAIWAN BRANCH Taiwan(Province of China)
51983 Macquarie(Bermuda)Limited Bermuda
0100-01-068766 MACQUARIE(JAPAN)LIMITED Japan
SC280388 Macquarie(Scotland)GP Limited United Kingdom
6287793 Macquarie(UK)GroupServices Limited United Kingdom
8594885 MACQUARIE ACCEPTANCES PTY LIMITED Australia
95180788 MACQUARIE ADMIN SERVICES PTY LIMITED Australia
211745 Macquarie Advanced Investment Partners G.P. Ltd. Cayman Islands
CS201900544 MACQUARIE ADVISORS(PHILIPPINES)INC. Philippines
2003/014483/07 Macquarie Advisoryand Capital Markets South Africa ProprietaryLimited South Africa
6863307 Macquarie Aerospace Investments Limited United Kingdom
27-1564084 Macquarie Affiliated Managers(USA)Inc. United States
26-2103542 Macquarie Affiliated Managers Holdings(USA)Inc. United States
2000/001243/07 MACQUARIE AFRICA PROPRIETARY LIMITED South Africa
122169368 MACQUARIE AGRICULTURAL FUNDS MANAGEMENT LTD Australia
611566217 MACQUARIE AGRICULTURAL FUNDS MANAGEMENT NO.2 PTY LIMITED Australia
Not Registered Macquarie Agriculture Fund – CropAustralia 2A Australia
Not Registered Macquarie Agriculture Fund – CropAustralia 2B Australia
139 654 407 MACQUARIE AIRCRAFT LEASING PTY LIMITED Australia
130 643 319 MACQUARIE AIRCRAFT LEASING SERVICES(AUSTRALIA)PTY LTD Australia
MACQUARIE AIRCRAFT LEASING TRUST A Australia
Macquarie Alliance Partners Infrastructure Fund GP,LLC United States
Macquarie Alliance Partners Infrastructure Fund Holdings,L.P. United States
Macquarie Alliance Partners Infrastructure Fund Parent,L.P. United States
Macquarie Alliance Partners Infrastructure Fund,L.P. United States
Macquarie Alliance Partners Management,LLC United States
Macquarie Alliance Partners,LLC United States
37-1740746 Macquarie Alpine Inc. United States
103237181 MACQUARIE ALTERNATIVE ASSETS MANAGEMENT LIMITED Australia
26-3816229 Macquarie Alternative Strategies United States
26-3769039 Macquarie America Holdings Inc. United States
13-4184042 MACQUARIE AMERICAS CORP. United States
124071414 MACQUARIE AMERICAS HOLDINGS PTY LTD Australia
325180 Macquarie ASEAN TechnologyInvestments Holdings GP Ltd. Cayman Islands
201713780Z Macquarie Asia Infrastructure Management 2 Pte. Limited Singapore
289176 Macquarie Asia Infrastructure Management Limited Cayman Islands
170076 Macquarie Asia Securities Limited HongKong
313050 Macquarie Asia Specialized Asset Management I Limited Cayman Islands
647 926 485 Macquarie Asian Progress Fund Australia
T20LP0057G Macquarie Asia-Pacific Infrastructure Fund 3 LP Singapore
202017632H Macquarie Asia-Pacific Infrastructure Management 3 Pte. Ltd. Singapore
41-2183382 Macquarie Asset Advisers United States
8253772 Macquarie Asset Finance Holdings Limited United Kingdom
0100-01-107687 MACQUARIE ASSET FINANCE JAPAN LIMITED Japan
57952C1/GBL MACQUARIE ASSET FINANCE MAURITIUS LTD Mauritius
64219601 MACQUARIE ASSET FINANCE PTY LIMITED Australia
11670775 Macquarie Asset Holdings Limited United Kingdom
461290 MACQUARIE ASSET MANAGEMENT(NZ)LIMITED New Zealand
637680767 MACQUARIE ASSET MANAGEMENT EUROPE HOLDINGS PTY LIMITED Australia
B233.546 Macquarie Asset Management Europe S.à r.l. Luxembourg
42498254 Macquarie Asset Management Europe S.à r.l., Denmark Branch, filial af Macqua
rie Asset Management Europe S.à.r.l.,Luxembourg
Denmark
MI - 2608249 Macquarie Asset Management Europe S.à r.l.,ItalyBranch Italy
84650265 Macquarie Asset Management Europe S.à r.l.,Netherlands Branch Netherlands
n/a Macquarie Asset Management Europe S.à r.l.,Sucursal en España Spain
HRB 265605 Macquarie Asset Management Europe S.à.r.l.,NiederlassungDeutschland Germany
516412-5832 Macquarie Asset Management Europe S.à.r.l.,Sweden Filial Sweden
134474712 MACQUARIE ASSET MANAGEMENT HOLDINGS PTY LIMITED Australia
FC037906 Macquarie Asset Management Holdings PtyLimited(UK Branch) United Kingdom
0100-01-156193 MACQUARIE ASSET MANAGEMENT JAPAN CO.,LTD. Japan
397181 Macquarie Asset Management México,S.A. de C.V. Mexico
1263583 MACQUARIE ASSET MANAGEMENT PTY LIMITED Australia
339052 Macquarie Asset Management Public Investments(NZ)Limited New Zealand
Macquarie Asset Management Strategic Solutions,LLC United States
12514361 Macquarie Asset Management UK Holdings No.1 Limited United Kingdom

8

12514477 Macquarie Asset Management UK Holdings No.2 Limited United Kingdom
637680374 MACQUARIE ASSET MANAGEMENT UK HOLDINGS PTY LIMITED Australia
637679102 MACQUARIE ASSET MANAGEMENT US HOLDINGS PTY LIMITED Australia
736210 MACQUARIE AUSTRALIA PTY LIMITED Australia
74453286 MACQUARIE AUSTRALIA SECURITIES PTY LIMITED Australia
77595012 MACQUARIE AUSTRALIAN INFRASTRUCTURE MANAGEMENT 1 LIMITED Australia
131476910 MACQUARIE AUSTRALIAN INFRASTRUCTURE MANAGEMENT 2 LIMITED Australia
121836235 MACQUARIE AVENIR NO. 2 PTY LIMITED Australia
124071432 MACQUARIE B.H. PTY LTD Australia
848 958 278 Macquarie Bank Europe DAC,Paris Branch France
634817 Macquarie Bank Europe Designated ActivityCompany Ireland
HRB 115545 Macquarie Bank Europe Designated ActivityCompany,Frankfurt Branch Germany
8583542 MACQUARIE BANK LIMITED Australia
1045 Macquarie Bank Limited(DIFC Recognised Company) United Arab Emirates
FC018220 Macquarie Bank Limited(London Branch) United Kingdom
2019/524903/10 Macquarie Bank Limited(registered as an external companyin South Africa) South Africa
FC018220 Macquarie Bank Limited(US Representative Office) United States
N/A Macquarie Bank Limited(Zurich RepOffice) Switzerland
T11FC0018C MACQUARIE BANK LIMITED SINGAPORE BRANCH Singapore
R.P.M. 892390892 Macquarie Belgium TCG SRL Belgium
CNPJ03.516.449/0001 MACQUARIE BRASIL PARTICIPACOES LTDA Brazil
Macquarie CAF FundingII LLC United States
Macquarie CAF Holdings Inc. United States
Macquarie CAF LLC United States
Macquarie CAF Management LLC United States
13-4055193 Macquarie CAF RE Holdings,Inc. United States
839742-2 Macquarie Canada MPIP GP Ltd. Canada
839745-7 Macquarie Canada MPIP LP Ltd. Canada
683412-4 Macquarie Canada Services Ltd. Canada
6489800 Macquarie Canadian Investment Holdings Ltd. Canada
123199548 MACQUARIE CAPITAL(AUSTRALIA)LIMITED Australia
61414 Macquarie Capital(Chile)SpA Chile
3704031 Macquarie Capital(Europe)Limited United Kingdom
847 728 359 Macquarie Capital(Europe)Limited Paris Branch France
34297902 Macquarie Capital(Europe)Limited,Amsterdam Branch Netherlands
905963 Macquarie Capital(Europe)Limited,Dublin Branch Ireland
N/A Macquarie Capital(Europe)Limited,Geneva Representative Office Switzerland
HRB 82506 Macquarie Capital(Europe)Limited,NiederlassungDeutschland Germany
N/A Macquarie Capital(Europe)Limited,Oficina de Representacion en Espana Spain
634747 Macquarie Capital(Ireland)Designated ActivityCompany Ireland
104-81-64533 MACQUARIE CAPITAL(KOREA)LIMITED Korea,Republic of
1952567 MACQUARIE CAPITAL(NEW ZEALAND)LIMITED New Zealand
199704430K MACQUARIE CAPITAL(SINGAPORE)PTE. LIMITED Singapore
98-0141094 MACQUARIE CAPITAL(USA)INC. United States
2149053 Macquarie Capital Acquisitions(Canada)Ltd. Canada
716740-7 Macquarie Capital Acquisitions(Canada)No.2 Ltd. Canada
130 342 915 MACQUARIE CAPITAL ADVISERS CRE PTY LTD Australia
20-5426915 Macquarie Capital Americas Holdings Inc. United States
137760822 MACQUARIE CAPITAL ARGENTINA PTY LTD Australia
364888 Macquarie Capital Asia TechnologyInvestments Holdings GP Ltd. Cayman Islands
905313-1 Macquarie Capital Development Canada Ltd. Canada
127829458 MACQUARIE CAPITAL FINANCE(AUSTRALIA)PTY LTD Australia
885 184 697 R.C.S. Paris Macquarie Capital France Société Anonyme France
80503837 Macquarie Capital France Société Anonyme,Benelux Branch Netherlands
MI - 2629590 Macquarie Capital France Société Anonyme,ItalyBranch Italy
HRB 120651 Macquarie Capital France Société Anonyme,NiederlassungDeutschland Germany
T. 41201,F. 171,H. M-730487 Macquarie Capital France Société Anonyme,Sucursal en España Spain
897 955 597 R.C.S. Paris Macquarie Capital French Fund,Société d’Investissement à Capital Variable France
13-3789912 Macquarie Capital FundingLLC United States
2149050 Macquarie Capital Holdings(Canada)Ltd. Canada
45-4703789 Macquarie Capital Investment Holdings Inc. United States
135973 MACQUARIE CAPITAL LIMITED HongKong
110-84-02227 MACQUARIE CAPITAL LIMITED(SEOUL BRANCH) Korea,Republic of
89407381 Macquarie Capital Limited,Taiwan Securities Branch Taiwan(Province of China)
565608 Macquarie Capital Markets Canada Ltd./Marchés Financiers Macquarie Canada
Ltée.
Canada
1079073 Macquarie Capital Markets North America Ltd./Marchés Financiers Macquarie A
mérique Du Nord Ltée.
Canada
126957 Macquarie Capital Mexico,S.A.P.I. de C.V. Mexico
Macquarie Capital Partners,LLC United States
803092-8 Macquarie Capital Principal Holdings Canada Ltd Canada
U65920MH1995PTC090696 Macquarie Capital Securities(India)Private Limited India
MC-134609 MACQUARIE CAPITAL SECURITIES(JAPAN)LIMITED Cayman Islands
0100-03-012063 MACQUARIE CAPITAL SECURITIES(JAPAN)LIMITED(TOKYO BRANCH) Japan
199801007342 MACQUARIE CAPITAL SECURITIES(MALAYSIA)SDN. BHD. Malaysia
15184/2070C1/GBL MACQUARIE CAPITAL SECURITIES(MAURITIUS)LIMITED Mauritius
180496 Macquarie Capital Securities(Philippines)Inc. Philippines
198702912C MACQUARIE CAPITAL SECURITIES(SINGAPORE)PTE. LIMITED Singapore
B240282 Macquarie Capital SG GP S.a r.l. Luxembourg
B240420 Macquarie Capital SICAV-RAIF Luxembourg
13-3789912 Macquarie Capital US Acquisitions LLC United States
201918662K MACQUARIE CAPITAL VIETNAM GREEN INVESTMENTS PTE. LIMITED Singapore
169009 MACQUARIE CAYMAN HOLDINGS 2 CO. Cayman Islands
168347 MACQUARIE CAYMAN HOLDINGS CO Cayman Islands

9

81119477 MACQUARIE CGM TRADING PTY LIMITED Australia
Macquarie CMF LLC United States
5259474 Macquarie Commodities(UK)Limited United Kingdom
26-0555065 MACQUARIE COMMODITIES(USA)INC. United States
15.246.175/0001-50 Macquarie Commodities Brasil S/A Brazil
6863247 Macquarie Commodities FactoringHoldings(UK)Limited United Kingdom
5259503 Macquarie Commodities Finance(UK)Limited United Kingdom
1049253-1 Macquarie Commodities HoldingCanada Ltd. Canada
633 247 935 MACQUARIE COMMODITIES PTY LIMITED Australia
619688 Macquarie Commodities Trading (Ireland)Limited Ireland
913100003017347000 MACQUARIE COMMODITIES TRADING(SHANGHAI)CO,LTD China
91310000342091408Y Macquarie Commodities Trading (Shanghai)Co,Ltd First Branch China
201711753C MACQUARIE COMMODITIES TRADING(SINGAPORE)PTE. LIMITED Singapore
620092435 MACQUARIE COMMODITIES TRADING AUSTRALIA PTY LIMITED Australia
199655 MACQUARIE COMMODITIES TRADING BAHAMAS LTD Bahamas
1049254-0 Macquarie Commodities TradingCanada Ltd. Canada
625 945 119 MACQUARIE COMMODITIES TRADING PTY LIMITED Australia
CHE-490.254.918 Macquarie Commodities TradingSA Switzerland
Macquarie Commodities TradingUS,LLC United States
200813631K MACQUARIE COMMODITY MARKETS(SINGAPORE)PTE. LIMITED Singapore
Macquarie Communications Infrastructure Holdings,LLC United States
4752472 Macquarie Corona EnergyHoldings Limited United Kingdom
611405 Macquarie Corporate(HongKong)Limited HongKong
7815862 Macquarie Corporate and Asset Finance 1 Limited United Kingdom
8253764 Macquarie Corporate and Asset Finance 2 Limited United Kingdom
6198910 MACQUARIE CORPORATE AND ASSET FINANCE LIMITED Australia
26-3769367 MACQUARIE CORPORATE AND ASSET FUNDING INC. United States
8606862 MACQUARIE CORPORATE FINANCE HOLDINGS PTY LIMITED Australia
8595426 MACQUARIE CORPORATE FINANCE LIMITED Australia
HRB52973 MACQUARIE CORPORATE FINANCE LIMITED NIEDERLASSUNG DEUTSCH
LAND
Germany
686899659 Macquarie Corporate Holdings Belgium NV Belgium
125895 Macquarie Corporate Holdings Europe Limited Jersey
096 705 109 MACQUARIE CORPORATE HOLDINGS PTY LIMITED Australia
FC027878 Macquarie Corporate Holdings PtyLimited(UK Branch) United Kingdom
123199253 MACQUARIE CORPORATE INTERNATIONAL HOLDINGS PTY LIMITED Australia
20-1536178 MACQUARIE COTTON INTERNATIONAL INC. United States
27-2279644 Macquarie CropPartners GP,LLC United States
132821580 MACQUARIE DELTA1 FINANCE SERVICES PTY LIMITED Australia
202125957C MACQUARIE DIGITAL INFRASTRUCTURE ASIA PTE. LIMITED Singapore
202218651G MACQUARIE DIGITAL NETWORKS PTE. LIMITED Singapore
202126530W MACQUARIE DIGITAL TOWER PTE. LIMITED Singapore
8607083 MACQUARIE DIRECT INVESTMENT PTY LIMITED Australia
114099795 MACQUARIE DIVERSIFIED ASSET ADVISORY PTY LIMITED (IN DE-
REGISTRATION)
Australia
54-2077555 MACQUARIE ELECTRONICS USA INC United States
200408424K MACQUARIE EMERGING MARKETS ASIAN TRADING PTE. LIMITED Singapore
F18440 MACQUARIE EMERGING MARKETS ASIAN TRADING PTE. LIMITED (HONG
KONG BRANCH)
Hong Kong
Macquarie EmergingMarkets Debt Select Opportunities Master Fund,Ltd Cayman Islands
143365673 Macquarie EmergingMarkets Investments PtyLtd Australia
127185719 MACQUARIE EMG HOLDINGS PTY LIMITED Australia
22.084.882/0001-53 Macquarie Energia Brasil Comercializadora Ltda. Brazil
CNPJ 19.641.624/0001-16 Macquarie Energia Brasil Ltda. Brazil
1149253-5 Macquarie EnergyCanada Ltd. Canada
122300592 MACQUARIE ENERGY HOLDINGS PTY LTD Australia
TDP 09.03.6.73.02806 MACQUARIE ENERGY HOLDINGS PTY LTD, Indonesia Foreign Trade Repres
entative Office
Indonesia
0104-03-023033 MACQUARIE ENERGY JAPAN LIMITED Japan
8253776 Macquarie EnergyLeasingLimited United Kingdom
93-1043421 Macquarie EnergyLLC United States
MGS141223CE7 Macquarie EnergyMexico,S. de R.L. de C.V. Mexico
20-3690322 Macquarie EnergyNorth America Investments,LLC United States
20-3690322 MACQUARIE ENERGY NORTH AMERICA TRADING INC. United States
Macquarie EnergyPartners GP LLC United States
Macquarie EnergyPartners Inc. United States
631 067 224 MACQUARIE ENERGY SERVICES PTY LIMITED Australia
Macquarie EnergyTradingLLC United States
Macquarie Equipment Capital Inc. United States
935411-5 Macquarie Equipment Finance(Canada)Limited Canada
421234 Macquarie Equipment Finance Designated ActivityCompany Ireland
2017/387403/10 Macquarie Equipment Finance Designated Activity Company (Registered as an
external Companyin South Africa)
South Africa
262381 MACQUARIE EQUIPMENT FINANCE LIMITED New Zealand
605377-7 Macquarie Equipment Finance Ltd./Macquarie Financement d'Équipement Ltée. Canada
475730 Macquarie Equipment Finance Services Limited Ireland
FN 520974p Macquarie Equipment Finance Services Limited,Vienna Branch Austria
468487 Macquarie Equipment FundingLimited Ireland
199801003389 MACQUARIE EQUIPMENT LEASING SDN. BHD. Malaysia
91310000MAC1A06U80 Macquarie Equipment Trading (Shanghai)Co.,Ltd China
63906392 MACQUARIE EQUITIES(US)HOLDINGS PTY. LIMITED Australia
2574923 MACQUARIE EQUITIES LIMITED Australia
2006/000899/07 Macquarie Equities South Africa ProprietaryLimited South Africa
7713808 Macquarie Euro Limited United Kingdom

10

78771123 MACQUARIE EUROPEAN HOLDINGS PTY LIMITED Australia
6146573 Macquarie European Investment Holdings Limited United Kingdom
HRB 82991 Macquarie European Rail GmbH Germany
8253782 Macquarie European Rail Limited United Kingdom
Macquarie Executive Holdings LLC United States
122169304 MACQUARIE FARM SERVICES PTY LIMITED Australia
26-2864605 Macquarie FG Holdings Inc. United States
Macquarie FICC Holdings USA Inc. United States
U65999MH2009PTC190863 MACQUARIE FINANCE(INDIA)PRIVATE LIMITED India
118817440 MACQUARIE FINANCE HOLDINGS PTY LIMITED Australia
106-81-94256 MACQUARIE FINANCE KOREA CO.,LTD. Korea,Republic of
1214964 Macquarie Finance PtyLimited(IN LIQUIDATION) Australia
13-3789912 Macquarie Financial Holdings(USA)LLC United States
124071398 MACQUARIE FINANCIAL HOLDINGS PTY LIMITED Australia
95135694 MACQUARIE FINANCIAL PRODUCTS MANAGEMENT LIMITED Australia
HRB 98935 Macquarie Fonds GmbH Germany
HRB 99628 Macquarie Fondsmanagement GmbH Germany
93752946 MACQUARIE FORESTRY SERVICES PTY LIMITED Australia
52230658 Macquarie Formosa 1 Co.,Ltd. Taiwan(Province of China)
55667289 Macquarie Formosa Solar Co.,Ltd. Taiwan(Province of China)
127735960 MACQUARIE FUND ADVISERS PTY LIMITED Australia
20084503097 Macquarie Fund Solutions - Global Listed Real Assets Luxembourg
3UMP7T,99999,SL,442 Macquarie Fund Solutions - Macquarie Corporate Bond Luxembourg
3UMP7T,99999,SL,442 Macquarie Fund Solutions- EmergingMarkets Small CapFund Luxembourg
Macquarie Fund Solutions-
Macquarie EmergingMarkets Debt Sustainable Opportunities Fund
Luxembourg
657826-8 Macquarie FundingHoldings Canada Ltd. Canada
20-5913559 MACQUARIE FUNDING HOLDINGS LLC United States
6581935 Macquarie FundingInc. Canada
LP00000352 MACQUARIE FUNDING LIMITED PARTNERSHIP Australia
Macquarie FundingLLC United States
23.964.702/0001-90 Macquarie Fundo De Investimento Multimercado Crédito Privado Investimento N
o Exterior
Brazil
093 177 407 MACQUARIE FUNDS MANAGEMENT HOLDINGS PTY LIMITED Australia
724745 MACQUARIE FUNDS MANAGEMENT HONG KONG LIMITED HongKong
201715715W MACQUARIE FUTURES(SINGAPORE)PTE. LIMITED Singapore
20-4193486 Macquarie Futures USA LLC United States
137072112 MACQUARIE FX INVESTMENTS PTY LTD Australia
HRB 82733 Macquarie GermanyHoldings GmbH Germany
Macquarie GH HoldCo,LLC United States
Macquarie GH Lender,LLC United States
128212868 Macquarie GIG Funds Management Limited Australia
Not Registered Macquarie GIG Renewable EnergyFund 3 Parallel Trust Australia
068897C1/GBL MACQUARIE GLOBAL FINANCE SERVICES (MAURITIUS) LIMITED (In Liquid
ation 27/07/2022)
Mauritius
5259497 Macquarie Global Investments(UK)Limited United Kingdom
194165 MACQUARIE GLOBAL OPPORTUNITIES PARTNERS G.P. LTD Cayman Islands
20-8983535 Macquarie Global Opportunities Partners LLC United States
Macquarie Global Services(USA)LLC United States
U93090DL2007FTC199006 MACQUARIE GLOBAL SERVICES PRIVATE LIMITED India
MACQUARIE GLOBAL VALUE EQUITY FUND Australia
Macquarie Good Ventures Inc. United States
5488013 Macquarie GP Limited United Kingdom
5718600 Macquarie GP2 Limited United Kingdom
WK-245599 Macquarie Greater China Infrastructure Management Limited Cayman Islands
124071389 MACQUARIE GROUP(US)HOLDINGS NO.1 PTY LTD Australia
122169279 MACQUARIE GROUP EMPLOYEE RETAINED EQUITY PLAN(MEREP Trust) Australia
200412291W MACQUARIE GROUP HOLDINGS(SINGAPORE)PTE. LIMITED Singapore
6357992 Macquarie GroupHoldings(UK)No.1 Limited United Kingdom
6357999 Macquarie GroupHoldings(UK)No.2 Limited United Kingdom
1952566 MACQUARIE GROUP HOLDINGS NEW ZEALAND LIMITED New Zealand
124071478 MACQUARIE GROUP HOLDINGS NO.3 PTY LTD Australia
11670358 Macquarie GroupInvestments(UK)No.1 Limited United Kingdom
7438584 Macquarie GroupInvestments(UK)No.2 Limited United Kingdom
122169279 MACQUARIE GROUP LIMITED Australia
U74999DL2021FTC375793 Macquarie GroupManagement(India)Private Limited India
CS201909201 MACQUARIE GROUP SERVICES(PHILIPPINES),INC. Philippines
200703288K MACQUARIE GROUP SERVICES(SINGAPORE)PTE. LIMITED Singapore
116467031 MACQUARIE GROUP SERVICES AUSTRALIA PTY LTD Australia
FC027877 MACQUARIE GROUP SERVICES AUSTRALIA PTY LTD(UK BRANCH) United Kingdom
891 855 033 R.C.S Macquarie GroupServices Australia PtyLtd France France
909027 Macquarie GroupServices Australia PTY LTD,Ireland Branch Ireland
637 731 250 MACQUARIE GROUP TREASURY FUNDING PTY LIMITED Australia
609449149 MACQUARIE GROUP TREASURY PTY LTD Australia
656 140 251 Macquarie GT Holdings PtyLimited Australia
388232 Macquarie Holdings(Mexico),S.A. DE C.V. Mexico
200703280D MACQUARIE HOLDINGS(SINGAPORE)PTE. LTD. Singapore
13-3789912 MACQUARIE HOLDINGS(U.S.A.)INC. United States
6309919 Macquarie Holdings(UK)No.1 Limited United Kingdom
201714295K MACQUARIE HOLDINGS 2(SINGAPORE)PTE. LIMITED Singapore
2006/000891/07 Macquarie Holdings South Africa ProprietaryLimited South Africa
MC-199805 Macquarie HongKongFinance Limited Cayman Islands
F15963 Macquarie HongKongFinance Limited(HongKongBranch) HongKong
133001751 MACQUARIE I A RETURNS PTY LIMITED Australia

11

36-4307649 MACQUARIE INC. United States
58341C1/GBL MACQUARIE INDIA HOLDINGS LIMITED Mauritius
202237491H MACQUARIE INDIA INFRACO PTE. LIMITED Singapore
200823500E MACQUARIE INDIA INFRASTRUCTURE MANAGEMENT HOLDINGS PTE. LI
MITED
Singapore
C41803 MACQUARIE INDUSTRIAL INVESTMENTS MALTA LIMITED Malta
CS201221372 MACQUARIE INFRASTRUCTURE ADVISORY(PHILIPPINES)INC. Philippines
3976881 Macquarie Infrastructure and Real Assets(Europe)Limited United Kingdom
n/a Macquarie Infrastructure and Real Assets(Europe)Limited(Spain) Spain
499 798 742 R.C.S. Paris Macquarie Infrastructure and Real Assets(Europe)Limited,Paris Branch France
084 32 112 Macquarie Infrastructure and Real Assets(Europe)Limited,Prague branch Czech Republic
623285 Macquarie Infrastructure and Real Assets(HongKong)Limited HongKong
U67190MH2013PTC241809 Macquarie Infrastructure and Real Assets(India)Private Limited India
784370-4 Macquarie Infrastructure and Real Assets(Sales)Canada Ltd Canada
200513362E MACQUARIE INFRASTRUCTURE AND REAL ASSETS (SINGAPORE) PTE. LI
MITED
Singapore
10640222 Macquarie Infrastructure and Real Assets Core Limited United Kingdom
82018399 MACQUARIE INFRASTRUCTURE AND REAL ASSETS HOLDINGS PTY LIMIT
ED
Australia
20-8983572 Macquarie Infrastructure and Real Assets Inc. United States
B 209.047 Macquarie Infrastructure and Real Assets Investments(Luxembourg)S.à r.l. Luxembourg
8248121 Macquarie Infrastructure and Real Assets Investments Limited United Kingdom
1273174 Macquarie Infrastructure and Real Assets Management(HongKong)Limited HongKong
B138295 Macquarie Infrastructure and Real Assets S.à r.l. Luxembourg
12867138 Macquarie Infrastructure and Real Assets US Holdings Limited United Kingdom
Macquarie Infrastructure Developments LLC United States
74311390 MACQUARIE INFRASTRUCTURE FUNDS MANAGEMENT PTY LIMITED Australia
5755862 Macquarie Infrastructure GP Limited United Kingdom
201218395M MACQUARIE INFRASTRUCTURE HOLDINGS(PHILIPPINES)PTE. LIMITED Singapore
WK-228075 MACQUARIE INFRASTRUCTURE LIMITED Cayman Islands
112772871 MACQUARIE INFRASTRUCTURE MANAGEMENT(ASIA)PTY LIMITED Australia
T06FC6823A MACQUARIE INFRASTRUCTURE MANAGEMENT (ASIA) PTY LIMITED -
SINGAPORE BRANCH
Singapore
20-0643354 MACQUARIE INFRASTRUCTURE MANAGEMENT(USA)INC United States
1174010-5 Macquarie Infrastructure Partners Canada GP Ltd. Canada
Macquarie Infrastructure Partners II GP LLC United States
30-0777655 Macquarie Infrastructure Partners III GP LLC United States
20-4166306 MACQUARIE INFRASTRUCTURE PARTNERS INC United States
Macquarie Infrastructure Partners IV GP LLC United States
20-8983572 Macquarie Infrastructure Partners U.S. GP LLC United States
Macquarie Infrastructure Partners V GP,LLC United States
Macquarie Infrastructure Partners V,L.P. United States
Macquarie Infrastructure Partners VI GP,LLC United States
B 268.433 Macquarie Infrastructure Partners VI SCSp Luxembourg
46726 Macquarie Infrastructure Philippines Limited Bermuda
41533 MACQUARIE INFRASTRUCTURE REINSURANCE COMPANY LIMITED Bermuda
B272719 Macquarie Innovative Venture Partners(Lux)S.à r.l. Luxembourg
330937 Macquarie Innovative Vision Fund Manager Limited Cayman Islands
337957 Macquarie Innovative Vision Partners II Limited Cayman Islands
330936 Macquarie Innovative Vision Partners Limited Cayman Islands
200505701K MACQUARIE INSURANCE(SINGAPORE)PTE. LTD. Singapore
B231864 Macquarie Insurance FacilityLuxembourgS.à r.l. Luxembourg
92985263 MACQUARIE INTERNATIONAL FINANCE LIMITED Australia
4125302 Macquarie International Holdings Limited United Kingdom
91310000736671894N MACQUARIE INTERNATIONAL HOUSING AND LAND CONSULTING (SHANG
HAI)COMPANY LIMITED
China
108590996 MACQUARIE INTERNATIONAL INVESTMENTS PTY LIMITED Australia
1802574 Macquarie International Limited United Kingdom
F11422 MACQUARIE INTERNATIONAL LIMITED(HONG KONG BRANCH) HongKong
169002 MACQUARIE INTERNATIONAL NEW YORK PARKING CO Cayman Islands
502151 Macquarie International Services Limited HongKong
4957256 Macquarie Internationale Investments Limited United Kingdom
1660458 Macquarie Internet Investments Limited HongKong
36631 MACQUARIE INVESTMENT(HONG KONG)LIMITED HongKong
91110000765502969R MACQUARIE INVESTMENT ADVISORY(BEIJING)CO LTD China
91310000662467128L MACQUARIE INVESTMENT ADVISORY (BEIJING) CO LTD (SHANGHAI BRA
NCH)
China
91310000MA1K31CL4R Macquarie Investment Consulting (Shanghai)Co Ltd. China
91310000MA1FR21D8P Macquarie Investment Consulting (Shanghai)Co Ltd.(Shanghai Branch) China
112017919 MACQUARIE INVESTMENT HOLDINGS NO.2 PTY LIMITED Australia
122939600 MACQUARIE INVESTMENT HOLDINGS PTY LIMITED Australia
41471 MACQUARIE INVESTMENT MANAGEMENT(BERMUDA)LIMITED Bermuda
23-2859590 Macquarie Investment Management Advisers United States
92552611 MACQUARIE INVESTMENT MANAGEMENT AUSTRALIA LIMITED Australia
FN 171881 t Macquarie Investment Management Austria Kapitalanlage AG Austria
N/A Macquarie Investment Management Business Trust United States
9612439 Macquarie Investment Management Europe Limited United Kingdom
41107480 Macquarie Investment Management Europe S.A. Denmark Branch, filial af Macq
uarie Investment Management Europe S.A.,Luxembourg
Denmark
B62.793 Macquarie Investment Management Europe SA Luxembourg
81-0842539 Macquarie Investment Management General Partner,Inc. United States
86159060 MACQUARIE INVESTMENT MANAGEMENT GLOBAL LIMITED Australia
FN 350922 m Macquarie Investment Management Holdings(Austria)GmbH Austria
B222865 Macquarie Investment Management Holdings(Luxembourg)S.à r.l. Luxembourg

12

604 942 127 MACQUARIE INVESTMENT MANAGEMENT HOLDINGS PTY LIMITED Australia
002 867 003 MACQUARIE INVESTMENT MANAGEMENT LTD Australia
CHE-283.758.331 Macquarie Investment Management Switzerland GmbH Switzerland
071 745 401 MACQUARIE INVESTMENT SERVICES LIMITED Australia
WK-133809 MACQUARIE INVESTMENTS(SINGAPORE)LIMITED Cayman Islands
4104671 Macquarie Investments(UK)Limited United Kingdom
5582630 Macquarie Investments 1 Limited United Kingdom
5708696 Macquarie Investments 2 Limited United Kingdom
7012592 Macquarie Investments 3 Limited United Kingdom
69416977 MACQUARIE INVESTMENTS AUSTRALIA PTY LIMITED Australia
HRB 74953 Macquarie Investments Deutschland GmbH Germany
45-2856257 Macquarie Investments US Inc. United States
107147222 MACQUARIE JAPAN INFRASTRUCTURE NO.1 PTY LIMITED (IN DE-
REGISTRATION)
Australia
107147188 MACQUARIE JAPAN INFRASTRUCTURE NO.2 PTY LIMITED (IN DE-
REGISTRATION)
Australia
117560415 MACQUARIE JAPAN INFRASTRUCTURE NO.4 PTY LIMITED Australia
LP16087 Macquarie Juweel Investor LP United Kingdom
796-87-01038 MACQUARIE KOREA ADMINISTRATION SERVICES LIMITED Korea,Republic of
104-81-76330 MACQUARIE KOREA ASSET MANAGEMENT CO.,LTD. Korea,Republic of
110356968 MACQUARIE LAH PTY LIMITED Australia
91110000717864826D MACQUARIE LEASING(CHINA)CO LIMITED China
2997799 Macquarie Leasing (UK)Limited United Kingdom
5867292 Macquarie LeasingLimited United Kingdom
20-3609362 Macquarie LeasingLLC United States
2675032 MACQUARIE LEASING NSW PTY LTD Australia
002 674 982 MACQUARIE LEASING PTY. LIMITED Australia
OC363068 Macquarie Lending& Investment Partners LLP United Kingdom
3963773 MACQUARIE LIFE LIMITED Australia
HRB 74075 Macquarie Management GmbH Germany
23-2693133 Macquarie Management Holdings,Inc. United States
2921417 Macquarie Markets TradingLimited HongKong
51142C1/GBL MACQUARIE MAURITIUS INVESTMENTS LIMITED Mauritius
616 486 974 MACQUARIE MEREENIE PTY LIMITED Australia
639997-5 Macquarie Metals and EnergyCapital(Canada)Ltd. Canada
4920378 Macquarie Meters 2(UK)Limited United Kingdom
7361419 Macquarie Meters 3(UK)Limited United Kingdom
1344888 Macquarie Meters 4 Limited HongKong
9794737 Macquarie Meters 5(UK)Limited United Kingdom
130225222 MACQUARIE MIRA FUND INVESTMENTS PTY LTD Australia
120070788 MACQUARIE MORTGAGES CANADA HOLDINGS PTY LIMITED Australia
22-3840451 MACQUARIE MORTGAGES USA LLC United States
B272746 Macquarie N1 Global LuxembourgGP S.a r.l. Luxembourg
200404077D MACQUARIE NE HOLDINGS (SINGAPORE) PTE. LIMITED (in liquidation wef 2
8/11/2016)
Singapore
643783528 MACQUARIE NEW ENERGY HOLDINGS PTY LIMITED Australia
MACQUARIE NEW ENERGY TRUST Australia
6798497 Macquarie New World GamingCanada Ltd. Canada
N/A Macquarie New World GamingPartnership Canada
Macquarie NG-KIH Holdings,LLC United States
3481018 Macquarie North America Ltd. Canada
Macquarie NufangUS LLC United States
8595711 MACQUARIE NZ HOLDINGS PTY LIMITED Australia
140 135 379 MACQUARIE OFFSHORE SERVICE HOLDINGS PTY LIMITED Australia
129 590 576 MACQUARIE OFFSHORE SERVICES PTY LTD Australia
FS200805155 Macquarie Offshore Services PtyLtd - Philippine Branch Philippines
26-4389305 Macquarie Opportunities Inc. United States
Macquarie Pelican Inc. United States
Macquarie Pelican Investor LLC United States
Macquarie PF II LLC United States
Macquarie PF Inc. United States
Macquarie PF LLC United States
9995266 Macquarie Physical Commodities UK Limited United Kingdom
83-2987158 Macquarie Physical Commodities,LLC United States
45-1622999 Macquarie Physical Metals(USA)Inc. United States
201842473W MACQUARIE PRINCIPAL FINANCE ASIA PTE. LIMITED Singapore
629759600 MACQUARIE PRINCIPAL FINANCE PTY LIMITED Australia
FC035740 Macquarie Principal Finance PtyLimited,UK Branch United Kingdom
11667655 Macquarie Principal Finance UK Limited United Kingdom
112561501 MACQUARIE PRINCIPAL PTY LIMITED Australia
082 038 328 MACQUARIE PRISM PTY LIMITED Australia
Macquarie Private Debt Asset Management,LLC United States
590627 Macquarie Private Debt Europe Limited(In Liquidation) Ireland
625128 Macquarie Products(Ireland)Limited Ireland
601831467 Macquarie Professional Series Global EquityFund Australia
64904169 MACQUARIE PROPERTY(OBU)PTY LIMITED Australia
142 083 092 MACQUARIE RADAR HOLDINGS PTY LIMITED(IN DE-REGISTRATION) Australia
27-2437046 Macquarie Real Estate Absolute Return Partners,Inc. United States
26-3872414 MACQUARIE REAL ESTATE ADVISORY SERVICES LLC United States
HRB 167136 Macquarie Real Estate Financial Services GmbH Germany
82-2058238 Macquarie Real Estate Funds Management Inc. United States
625995324 MACQUARIE REAL ESTATE INVESTMENT HOLDING (AUSTRALIA) PTY LIM
ITED
Australia
Macquarie Real Estate Investments Holdings(North America),Inc. United States

13

115524028 MACQUARIE REAL ESTATE MANAGEMENT(AUSTRALIA)LIMITED Australia
Macquarie Real Estate Management(US),LLC United States
616987949 MACQUARIE RENEWABLE ENERGY HOLDINGS PTY LIMITED Australia
26-1386300 MACQUARIE RENEWABLE ENERGY INC United States
Macquarie Renewables Asset Trust Australia
Macquarie Renewables Project Trust Australia
672846-4 Macquarie Resource Capital Canada Ltd. Canada
7055620 Macquarie Restorations Limited United Kingdom
Macquarie Room 125 Holdings LLC United States
6309906 Macquarie Ropemaker Limited United Kingdom
Macquarie Rotorcraft Holdings LLC United States
535266 Macquarie Rotorcraft Leasing (Ireland)Limited Ireland
11697950 Macquarie Rotorcraft LeasingHoldings Limited United Kingdom
2789711 Macquarie Rotorcraft LeasingServices(HongKong)Limited HongKong
640740 Macquarie Rotorcraft LeasingServices(Ireland)Limited Ireland
11744005 Macquarie Rotorcraft LeasingServices(UK)Limited United Kingdom
2019/234469/10 Macquarie Rotorcraft Leasing Services (UK) Limited (Registered as an external
Companyin South Africa)
South Africa
46-3045888 Macquarie Rotorcraft Leasing,Inc. United States
604949144 MACQUARIE SCT PTY LIMITED Australia
2832126 MACQUARIE SECURITIES(AUSTRALIA)LIMITED Australia
9131000066438035XT MACQUARIE SECURITIES (AUSTRALIA) LIMITED SHANGHAI REPRESENTA
TIVE OFFICE
China
1748511 MACQUARIE SECURITIES(NZ)LIMITED New Zealand
105539119915 MACQUARIE SECURITIES(THAILAND)LIMITED Thailand
104-81-99444 MACQUARIE SECURITIES KOREA LIMITED Korea,Republic of
3435443 MACQUARIE SECURITIES MANAGEMENT PTY LIMITED Australia
2006/023546/07 MACQUARIE SECURITIES SOUTH AFRICA(PTY)LTD South Africa
003 297 336 MACQUARIE SECURITISATION LIMITED Australia
44 Macquarie Septa(Guernsey),LLP Guernsey
LP016856 Macquarie Septa(UK)I,LP United Kingdom
LP016857 Macquarie Septa(UK)II,LP United Kingdom
Macquarie Septa(US)I,LLC United States
Macquarie Septa Aero,LLC United States
496224 MACQUARIE SERVICES(HONG KONG)LIMITED HongKong
388231 MACQUARIE SERVICES(MEXICO),S.A. de C.V. Mexico
27-3610899 Macquarie Services(USA)LLC United States
608 027 667 MACQUARIE SERVICES PARTNERSHIP PTY LIMITED Australia
CHE-147.179.326 Macquarie Services SA Switzerland
17733 Macquarie Servicios Electricos de Mexico S. de R.L de C.V. Mexico
11.988.470/001-21 Macquarie Servicos de Consultoria Limitada Brazil
116 582 524 MACQUARIE SPECIALISED ACCOMMODATION SOLUTIONS PTY LIMITED Australia
75295608 MACQUARIE SPECIALISED ASSET MANAGEMENT 2 LIMITED Australia
87382965 MACQUARIE SPECIALISED ASSET MANAGEMENT LTD Australia
9699834 Macquarie Specialised Asset Services Limited United Kingdom
10325961 Macquarie Specialised Investment Solutions Limited United Kingdom
86438995 MACQUARIE SPECIALIST INVESTMENT MANAGEMENT LIMITED Australia
125 574 389 MACQUARIE SPECIALIST INVESTMENTS LENDING PTY LIMITED (IN DERE
GISTRATION)
Australia
46-2151809 Macquarie Storage Investments Inc. United States
086 587 635 MACQUARIE STRUCTURED AND SPECIALIST INVESTMENTS HOLDINGS P
TY LIMITED
Australia
65747417 MACQUARIE STRUCTURED PRODUCTS(INTERNATIONAL)PTY LIMITED Australia
489855 Macquarie Structured Securities (Europe) Public Limited Company (in voluntary l
iquidation from 19/11/2019)
Ireland
65309033 MACQUARIE SYNDICATION(NO.12)PTY LIMITED Australia
80218846 MACQUARIE TECHNOLOGY INVESTMENTS PTY LIMITED Australia
1460479-2 Macquarie TechnologyServices(Canada)2 Ltd Canada
680639-2 Macquarie TechnologyServices(Canada)Ltd. Canada
Macquarie Texas Loan Holder LLC United States
6863285 Macquarie Trade & Asset Finance International Limited United Kingdom
20-5913622 Macquarie TradingServices Inc. United States
78223382 MACQUARIE TRANSPORTATION FINANCE AUSTRALIA PTY LIMITED Australia
11655793 Macquarie Transportation Finance Limited United Kingdom
HRB 76979 Macquarie Treuvermögen GmbH Germany
8607109 MACQUARIE TWENTIETH AVIATION LEASING PTY. LIMITED Australia
2579363 Macquarie UK Holdings Limited United Kingdom
655 531 561 Macquarie UK Holdings PtyLimited Australia
5452920 Macquarie UK Passenger LeasingLimited United Kingdom
46-1366111 Macquarie US Gas SupplyLLC United States
Macquarie US MPIP GP LLC United States
Macquarie US MPIP LP LLC United States
3UMP7T.99999.SL.442 Macquarie US Smaller Companies Luxembourg
45-2856257 Macquarie US TradingLLC United States
261723 MACQUARIE VEHICLES(NZ)LIMITED New Zealand
2299526 Macquarie Ventures(HongKong)Limited HongKong
HRB 232580 Macquarie Verwaltungs GmbH Germany
Macquarie Waikiki Holdings LLC United States
603 363 220 MACQUARIE WORSLEY HOLDINGS PTY LIMITED Australia
213181 Macquarie Zhaopin Holdings Limited Cayman Islands
46-2716036 Macquarie-PowerFin Solar,LLC United States
6740557 Macseven Consultants Ltd United Kingdom
619 573 643 MAFCA INVESTMENTS PTY LIMITED Australia
B-88238456 Magnolia Solar PV,S.L. Spain

14

B 222.868 MAIF 2 Executives SCSp Luxembourg
B 215.119 MAIF 2 LuxembourgGP S.à r.l. Luxembourg
B245842 MAIF 3 LuxembourgGP S.à r.l. Luxembourg
MAM Americas,Inc. United States
MAM Ashita AMS1 BidCo BV Netherlands
MAM GIG US Renewable Holdings,Inc. United States
MAM TOCE HoldCo,LLC United States
B88238464 Manzano Solar PV,S.L. Spain
MAP GatewayHoldings,LLC United States
MAP HOLDING TRUST Australia
MAPIF(ECI)PARENT,L.P. United States
MAPIF AV 1,L.P. United States
MAPIF CIV 2,L.P. United States
B 271.073 MAPIF LuxembourgGP S.à.r.l. Luxembourg
13262637 Maryland HoldCo Limited United Kingdom
13743697 Maryland Topco Limited United Kingdom
9011066 Matrix Networks(Holdings)Limited United Kingdom
11227977 Matrix Networks GroupLimited United Kingdom
6024071 Matrix Networks Limited United Kingdom
14340098 Matrix Water Limited United Kingdom
MBL COVERED BOND TRUST Australia
MCIV B-3,LLC United States
MCIV B-4,LLC United States
26-1386300 MCP Solar Assets Partners I LLC United States
26-2282798 MCP Solar Assets Partners II LLC United States
Medical Student Loan Trust United States
4866246 MEIF(UK)Limited United Kingdom
SL29421 MEIF 5 Executives LP United Kingdom
61582 MEIF 5 GuernseyGP Limited Guernsey
B 205.045 MEIF 5 LuxembourgGP S.à r.l. Luxembourg
B 230.098 MEIF 6 Executives SCSp Luxembourg
B224086 MEIF 6 LuxembourgGP S.à r.l. Luxembourg
69775 MEIF 6 N2 GP Limited Guernsey
B 257.565 MEIF 7 Co-Invest SCSp Luxembourg
B256935 MEIF 7 LuxembourgGP S.à.r.l. Luxembourg
B271943 MEIF 7 Sophisticated Staff Investors Feeder SCSp Luxembourg
B271736 MEIF 7 Virtus Holdings SCSp Luxembourg
12517251 Melksham Calne Green Limited United Kingdom
B252339 MELREF LuxembourgGP S.à r.l. Luxembourg
MEP California Energy,LLC United States
MGETS Delaware GP,LLC United States
B252024 MGETS LuxembourgGP S.à r.l. Luxembourg
61686 MGIDF GuernseyGP Limited Guernsey
B250906 MGIF LuxembourgGP S.à r.l. Luxembourg
20-8983572 MGOP Feeder I GP LLC United States
9299753 MGREF 1 GP Limited United Kingdom
B233863 MGREF 2 LuxembourgGP S.à r.l. Luxembourg
58972 MIDF UK1 GUERNSEY GP LIMITED Guernsey
7 MIDF UK1 LLP Guernsey
59027 MIDF UK1B GUERNSEY GP LIMITED Guernsey
61687 MIDF UK2 GuernseyGP Limited Guernsey
HRB 121454 MIF Holdings GmbH Germany
10140440 MIF Holdings Limited United Kingdom
20-8723490 MIF US Investment Holdings LLC United States
20-8879012 MIF US INVESTMENT PARTNERSHIP United States
MIGS(ECI)GP,LLC United States
MIGS II(ECI)GP,LLC United States
MIHI Boxwood Sponsor,LLC United States
13-3789912 MIHI LLC United States
2114040765 Milano EnergyS.R.L. Italy
38-3938360 MIP III(ECI)GP LLC United States
MIP IV(Canada)GP,LLC United States
MIP IV(ECI)Executives,L.P. United States
MIP IV(ECI)GP,LLC United States
MIP IV Executives,L.P. United States
B 213.745 MIP IV LuxembourgGP S.à r.l. Luxembourg
MIP V(ECI)GP,LLC United States
B241810 MIP V LuxembourgGP S.à r.l. Luxembourg
B267686 MIP VI LuxembourgGP S.à r.l. Luxembourg
HRB 212106 MIRA Beteiligungs GmbH Germany
MIRA Infrastructure Global Solution GP LLC United States
MIRA Infrastructure Global Solution II GP,LLC United States
62697 MIRA UK Gas Holdings GP Limited Guernsey
82-3000316 MLH 650 Oakdale,LLC United States
82-3448347 MLH Bluff Road Holdings,LLC United States
MLH Bluff Road Lot 3,LLC United States
82-4149757 MLH Logistics DevCo,LLC United States
82-2986892 MLH Logistics Holdings,LLC United States
82-3012398 MLH Oakdale Holdings,LLC United States
10480217 Moorgate PL Holdings Limited United Kingdom
MPF Boca Investor LLC United States
8499211 MPF Nominees Limited United Kingdom
MPF Oxford Thompson HoldingLLC United States
MPF Oxford Thompson PropertyLLC United States

15

7317376 MPF PARKING HOLDINGS NZ LIMITED New Zealand
7320380 MPF PARKING NZ LIMITED New Zealand
MPF Thompson Investor LLC United States
MPF Vanderbilt Boca HoldingLLC United States
MPF Vanderbilt Boca PropCo Parent LLC United States
MPF Vanderbilt Boca PropertyII LLC United States
MPF Vanderbilt Boca PropertyLLC United States
12341536 MPRC Europe Ltd United Kingdom
61160558 MQCAPITAL PTY LIMITED Australia
MQCar Park,LLC United States
600550 MQPPP Investments Ireland GP Limited Ireland
U51909MH2012FTC226545 MQG Commodities(India)Private Limited India
MRED Lending,LLC United States
B262005 MREP GP S.à.r.l. Luxembourg
Not Registered MSAS Services Trust Australia
B 214.067 MSCIF LuxembourgGP S.à r.l. Luxembourg
MSS Development,LLC United States
MSS EnergyHoldings,LLC United States
124335333 MTF HOLDINGS PTY LIMITED Australia
7789756 Murrow AD Plant Ltd United Kingdom
Not Registered MySpecialised Accommodation Solutions HoldingTrust Australia
Not registered MySpecialised Accommodation Solutions Sub-Trust Australia
658 747 730 MYSAS Services PtyLimited Australia
U40300TG2014PTC094049 Natems Renewables EnergyPvt Ltd India
U40102TG2014PTC094073 Natems Solar Power Pvt Ltd India
B132283 New World GamingInternational S.a.r.l Luxembourg
Newton Solar SPV I LLC United States
559325-9095 Nordic Onshore Renewables Investments AB Sweden
11909504 Nordic Renewable Power Holdings(UK)Limited United Kingdom
13788742 NORGH HOLDING COMPANY LIMITED United Kingdom
Northeast PropertyOwner LLC United States
900275 NRG 1 spółka z ograniczonąodpowiedzialnością Poland
927704 NRG 10 spółka z ograniczonąodpowiedzialnością Poland
927663 NRG 11 spółka z ograniczonąodpowiedzialnością Poland
927650 NRG 12 spółka z ograniczonąodpowiedzialnością Poland
927739 NRG 13 spółka z ograniczonąodpowiedzialnością Poland
927667 NRG 14 spółka z ograniczonąodpowiedzialnością Poland
927647 NRG 16 spółka z ograniczonąodpowiedzialnością Poland
900081 NRG 2 spółka z ograniczonąodpowiedzialnością Poland
900083 NRG 3 spółka z ograniczonąodpowiedzialnością Poland
927646 NRG 4 spółka z ograniczonąodpowiedzialnością Poland
927740 NRG 5 spółka z ograniczonąodpowiedzialnością Poland
927716 NRG 6 spółka z ograniczonąodpowiedzialnością Poland
927712 NRG 7 spółka z ograniczonąodpowiedzialnością Poland
927741 NRG 8 spółka z ograniczonąodpowiedzialnością Poland
927718 NRG 9 spółka z ograniczonąodpowiedzialnością Poland
OC370637 NTS Communications LLP(strike off requested) United Kingdom
624 080 404 NU MOBILE PTY LIMITED Australia
BC0883591 NWG Canada Investments Ltd. Canada
157723441 NZ MORTGAGES PTY LTD Australia
305533 OdysseyWater GP Partners Ltd Cayman Islands
14109912 OGL Computer Support Holdings Limited United Kingdom
2798681 OGL Computer Support Limited United Kingdom
27-4650575 OLF,LLC United States
B88269352 Olivo New EnergyS.L. Spain
26-33383464 One Call Debt HelpLLC United States
14044244 OSW Investments Japan JVCo 1 Limited United Kingdom
14044571 OSW Investments Japan JVCo 2 Limited United Kingdom
14045792 OSW Investments Korean JVCo 1 Limited United Kingdom
14044316 OSW Investments Korean JVCo 2 Limited United Kingdom
14045466 OSW Investments Korean JVCo 3 Limited United Kingdom
14045222 OSW Investments Korean JVCo 4 Limited United Kingdom
14046991 OSW Investments Korean JVCo 5 Limited United Kingdom
14043366 OSW Investments R4 JVCo(UK)Limited United Kingdom
113519823 OT HOLDINGS PTY LTD Australia
71982244 PACIFIC RIM OPERATIONS PTY LIMITED Australia
26-1286651 PADUA MG HOLDINGS LLC United States
42541265 Pakaa HoldCo ApS Denmark
B88284161 Paseta Servicios Empresariales,S.L. Spain
628 898 153 PATHWAY INVESTMENTS AUSTRALIA PTY LIMITED Australia
Pelican Bidco LLC United States
Pelican Blocker Corporation United States
Pelican Investor Holdings LLC United States
66 531 917 920 PELICAN WAREHOUSE TRUST NO.1 Australia
12725744 Pembroke Green Limited United Kingdom
Permian Water SupplyCompanyLLC United States
B-06922447 Petra New Energy,S.L. Spain
752614982 Petro Tradelinks Inc. United States
13843650 Philippines OSW Investments Limited United Kingdom
Pipeline Rehabilitation No.4 Trust Australia
12023482 Poland Wind HoldCo Limited United Kingdom
617 378 006 Polaris Global EquityFund(Hedged) Australia
B-06922462 Polenta New Energy Spain
Procentrix,LLC United States

16

603672975 PROPERTYIQPTY LIMITED Australia
U40200TG2018FTC125773 Proteus EnergyPvt Ltd India
PT BLE Indonesia One Indonesia
09.03.1.05.73897 PT MACQUARIE COMMODITIES INDONESIA Indonesia
9120009631109 PT MACQUARIE SEKURITAS INDONESIA Indonesia
PUMA MASTERFUND P-17 Australia
PUMA Masterfund S-10 Australia
PUMA MASTERFUND S-11 Australia
PUMA Masterfund S-12 Australia
PUMA Masterfund S-13 Australia
PUMA SERIES 2014-1 Australia
PUMA Series 2014-2 Australia
Not registered PUMA Series 2014-4P Australia
PUMA Series 2015-1 Australia
PUMA Series 2015-2P Australia
PUMA SERIES 2015-3 Australia
PUMA Series 2017-1 Australia
PUMA Series 2019-1 Australia
PUMA Series 2020-1P(Terminated 29/12/2022) Australia
PUMA Series 2021-1P Trust Australia
PUMA Series 2021-2 Trust Australia
PUMA Series 2022-1 Trust Australia
PUMA Series 2022-2 Trust Australia
PUMA Series 2022-3 Trust Australia
PUMA Series R Trust Australia
PUMA Series Trust 2013-1 Australia
PUMA Series W Trust Australia
PUMA SUBFUND B-1 Australia
PUMA SUBFUND COMMBANK Australia
654223 Purple Investco PPP Limited Ireland
797065 PV 1100 SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
797141 PV 1110 SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
797026 PV 1120 SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
797117 PV 1130 SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
797034 PV 1140 SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
797028 PV 1150 SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
763055 PV 120 SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
797907 PV 1230 SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
797986 PV 1270 SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
763209 PV 130 SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
798085 PV 1310 SPÓŁKA Z OGRANICZONA ODPOWIEDZIALNOSCIA Poland
763423 PV 140 SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
806863 PV 1460 SPÓŁKA Z OGRANICZONA ODPOWIEDZIALNOSCIA Poland
763130 PV 150 SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
806857 PV 1510 SPÓŁKA Z OGRANICZONA ODPOWIEDZIALNOSCIA Poland
807338 PV 1520 SPÓŁKA Z OGRANICZONA ODPOWIEDZIALNOSCIA Poland
763381 PV 170 SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
763324 PV 180 SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
763398 PV 210 SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
763792 PV 220 SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
763313 PV 230 SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
763368 PV 240 SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
763730 PV 250 SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
763619 PV 260 SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
763383 PV 310 SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
763636 PV 350 SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
763697 PV 390 SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
763692 PV 440 SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
763710 PV 450 SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
763370 PV 460 SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
763733 PV 480 SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
763698 PV 490 SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
795636 PV 510 SPÓŁKA Z OGRANICZONA ODPOWIEDZIALNOSCIA Poland
795608 PV 520 SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
795669 PV 530 SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
795671 PV 540 SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
795666 PV 550 SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
795546 PV 560 SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
795634 PV 570 SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
795616 PV 580 SPÓŁKA Z OGRANICZONA ODPOWIEDZIALNOSCIA Poland
795618 PV 600 SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
796292 PV 610 SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
796239 PV 620 SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
796171 PV 650 SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
796258 PV 690 SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
12517501 Rayleigh Green Limited United Kingdom
6334248 Real LeasingSolutions Limited United Kingdom
26-4203808 Regal Capital Group,LLC United States
not registered REGIONAL MEDIA TRUST Australia
150 449 684 RELOAD WIND FARM PTY LTD Australia
13515008 Renewables HoldCo Limited United Kingdom
U40108TG2014PTC095876 Repal Green Power Pvt Ltd India
U40102TG2014PTC094845 Repal Renewables Pvt Ltd India
200921086K RESOURCE MARINE PTE. LIMITED Singapore

17

8812523 Resource Utilities Limited United Kingdom
114 594 080 REVERSE MORTGAGE SERVICES PTY LTD Australia
827776 RIBOLLA SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
630706 Rijn InvestCo PPP Ireland GP Limited Ireland
10290340 Robin Bidco Limited United Kingdom
10289677 Robin Midco Limited United Kingdom
10289095 Robin Topco Limited United Kingdom
MC-25427 ROC Asia Pacific Private EquityOffshore Fund,L.P. Cayman Islands
10379378 Ropemaker RB Holdings Limited United Kingdom
827762 ROSELLE SPÓŁKA Z OGRANICZONĄODPOWIEDZIALNOŚCIĄ Poland
B88269329 Sabina Solar PV S.L. Spain
Samphire CH Trust Australia
646786941 SAMPHIRE CHCO PTY LIMITED Australia
646765031 SAMPHIRE HOLDCO PTY LIMITED Australia
Samphire Partner Trust Australia
646791620 SAMPHIRE PARTNERCO PTY LIMITED Australia
B-06922488 Sandala New Energy,S.L. Spain
Sanfermin BUPA S.A.S. Colombia
14173155 Sanfermin UK Limited United Kingdom
B88300579 Sauce New Energy,S.L. Spain
Savion Module SupplySupport Provider,LLC United States
622786 Scheldt Investco PPP Ireland GP Limited Ireland
SE Health LLC United States
SE Health Member LLC United States
SE Health Trust United States
13525889 Sea Lion Wind HoldCo Limited United Kingdom
16616521007 Selce New EnergyS.R.L. Italy
201420398Z SELENE INVESTMENTS SINGAPORE PTE. LTD. Singapore
ShangLao Shih International Co Ltd Taiwan(Province of China)
622787 Shannon Investco PPP Ireland GP Limited Ireland
Sierra-KBMP,LLC United States
627 172 445 SKYLIGHT DEV CO PTY LIMITED Australia
627 172 490 SKYLIGHT MID CO PTY LIMITED Australia
SKYLIGHT MID TRUST Australia
627172543 SKYLIGHT PROJECT CO PTY LIMITED Australia
SKYLIGHT PROJECT TRUST Australia
SKYLIGHT RETAIL NORTH SUB TRUST Australia
627172589 SKYLIGHT RN PTY LIMITED Australia
SMART ABS Series 2016-1 Trust Australia
SMART ABS Series 2016-2US Trust Australia
SMART ABS SERIES 2016-3 TRUST Australia
SMART ABS Series 2017-1 Trust Australia
SMART ABS Series 2017-2 Trust Australia
SMART ABS SERIES 2019-1 Trust Australia
SMART ABS Series 2020-1 Trust(Terminated 24/12/2022) Australia
SMART ABS Series 2022-1P Trust Australia
SMART ABS Series W Trust Australia
SMART ABS SERIES W2 TRUST Australia
SMART E Trust Australia
SMART O Warehouse Trust Australia
SMART S Warehouse Trust Australia
SMART Series R Trust Australia
16769431004 Smeraldo New EnergyS.R.L. Italy
1985150893 SOL PV 1 S.R.L. Italy
10481790961 Solar ItalyIII S.R.L. Italy
10482220968 Solar ItalyVI S.R.L. Italy
B90336116 Solar-PV EXT 001 Sociedad Limitada Spain
11788560 Sole Renewables ItalyLimited United Kingdom
11729534 Sole Renewables Limited United Kingdom
8128232 Somerset Farm(East Anglia)Ltd United Kingdom
12068057 Sonne(Italy)Holdings Limited United Kingdom
B269439 South American Renewables AIV SCSp Luxembourg
648 267 234 SPECIALISED ACCOMMODATION SOLUTIONS PTY LIMITED Australia
SpecialtyFinance Holdings,Inc. United States
10707700968 SR Augusta S.R.L. Italy
10707690961 SR Bari S.R.L. Italy
10707680962 SR Project 1 S.R.L. Italy
10706940961 SR Project 4 S.R.L. Italy
10706920963 SR Project 5 S.R.L. Italy
10706730966 SR San Giuseppe S.R.L. Italy
10706720967 SR Taranto S.R.L. Italy
10706710968 SR Torino S.R.L. Italy
10706700969 SR Trapani S.R.L. Italy
13639535 SteepHousingHoldings Limited United Kingdom
34298324 StichtingSecurityTrustee E-MAC DE 2009-I Netherlands
Not Registered Summer HousingSDA Trust Australia
Summerset Intermediate Holdings 2 LLC United States
12726010 Sundon Green Limited United Kingdom
164223301000 Sunrider Holdings Single Member Societe Anonyme Greece
145646406000 Sunrider Single Member Societe Anonyme Greece
91441900MA7GDQQP66 Sustainable Feedstocks GroupGuangdongLimited China
13531506 Sustainable Feedstocks GroupLimited United Kingdom
TA Trust Australia
B-06922454 Talaria New Energy,S.L Spain

18

12428321 Taranis Bidco Limited United Kingdom
12412264 Taranis Midco Limited United Kingdom
12415435 Taranis Parentco Limited United Kingdom
12409681 Taranis Topco Limited United Kingdom
U40300TG2020FTC140936 Tasoula EnergyPrivate Limited India
37-1750174 Tax Ease CompanyLLC United States
20-2937172 Tax Ease Employee Services CompanyLLC United States
75-3130882 Tax Ease Financial Services,LP United States
41-2228674 Tax Ease FL REO,LLC United States
75-3130887 Tax Ease FundingGP LLC United States
90-0909796 Tax Ease FundingTwo,LLC United States
20-2937047 Tax Ease Holdings LLC United States
20-2937080 Tax Ease Lien Investments 1,LLC United States
26-4377481 Tax Ease Lien Servicing,LLC United States
20-2937103 Tax Ease Ohio,LLC United States
Tax Ease REO II,LLC(Merged 31/12/2022) United States
655672254 TC AKARUA 1 PTY LIMITED Australia
624 520 556 TC AKARUA 2 PTY LIMITED Australia
WC-374858 TC Feeder GP Ltd Cayman Islands
202105903W TC Singapore Holdings GP Pte Ltd Singapore
655646772 TC YORK OFFICE 1 PTY LIMITED Australia
656117930 TC YORK OFFICE 2 PTY LIMITED Australia
656133345 TC YORK OFFICE 3 PTY LIMITED Australia
202132829Z TCK Holdings 1 GP Pte. Ltd. Singapore
Tech and EnergyTransition Corporation United States
Tech and EnergyTransition Sponsor LLC United States
70142951 TELBANE PTY LTD Australia
726768 Telemachus Holdings Limited Ireland
12035922 TenacityCapital Limited United Kingdom
B-88284153 Tencata Servicios Empresariales,S.L. Spain
OC315196 The Bluebell Transportation LLP United Kingdom
3678027 The Excell GroupLimited United Kingdom
OC315171 The Goonzaran LLP United Kingdom
IT1935/08 THE MACQUARIE TOPI40 INVESTMENT TRUST South Africa
13152295 Thetis BidCo Limited United Kingdom
13169124 Thetis MidCo Limited United Kingdom
13150629 Thetis ParentCo Limited United Kingdom
13167752 Thetis TopCo Limited United Kingdom
B-88282181 Ticopa Servicios Empresariales,S.L. Spain
TO Development Services,LLC United States
TO LA Solar HoldCo,LLC United States
16245141003 Topazio New EnergyS.R.L. Italy
12159282 Tornado Acquisitions Bidco Limited United Kingdom
12156815 Tornado Acquisitions Midco Limited United Kingdom
12157015 Tornado Acquisitions Parentco Limited United Kingdom
12156673 Tornado Acquisitions Topco Limited United Kingdom
5318259 TownleyNetwork Solutions Ltd United Kingdom
TRAMS ABS Series 2015-1 Australia
TreatyOak Clean Energy,LLC United States
2764070906 Trisol 81 S.r.l. Italy
2764090904 Trisol 82 S.r.l. Italy
2012853459 Tristone Capital Global Inc. Canada
208568022 Tristone Capital Inc. Canada
1782120 Tristone Capital SA(Argentine Branch) Argentina
2012712838 Tristone Capital SA Ltd Canada
5061907 TTG(Southern)Limited United Kingdom
7064975 UK Gas Transportation Limited United Kingdom
9243327 UK Green CommunityLendingLimited United Kingdom
SC424067 UK Green Investment Bank Limited United Kingdom
9568027 UK Green Investment Climate International Limited United Kingdom
9648750 UK NPD Investments GP Limited United Kingdom
10636785 UK Platform GP Limited United Kingdom
10637715 UK Platform Partner Limited United Kingdom
6339585 UK Power Distribution Limited United Kingdom
9316859 UK PPP Investments GP Limited United Kingdom
12330605 UK PPP Transportation GP Limited United Kingdom
661644 UK PPP Transportation No 3 Limited Ireland
12332255 UK PPP Transportation Partner Limited United Kingdom
63193558 Urja Seventh B.V. Netherlands
3705740 UtilityMeteringServices Limited United Kingdom
12980402 Vanadium Holdco Limited United Kingdom
Vantage Commodities Financial Services II,LLC United States
Vantage Commodities Financial Services,LLC United States
U40100TG2021FTC157349 VEH Aarush Renewables Private Limited India
U40200TG2022FTC163122 VEH Cyra EnergyPrivate Limited India
U40102TG2015FTC097559 VEH Global India Pvt Ltd India
U40106TG2022FTC163085 VEH Green EnergyPrivate Limited India
U40106TG2022FTC163236 VEH Greencrest EnergyPrivate Limited India
U40100TG2021FTC157117 VEH Jayin Renewables Private Limited India
U40106TG2021FTC157202 VEH Mitra EnergyPrivate Limited India
U40108TG2022FTC163208 VEH Pavan Urja Private Limited India
U40108TG2022FTC163205 VEH Radiant EnergyPrivate Limited India
U40106TG2021FTC157036 VEH Renewables Private Limited India
U40106TG2021FTC156436 VEH Srishti EnergyPrivate Limited India

19

U40300TG2021FTC157482 VEH Surya EnergyPrivate Limited India
201544292E Vibrant EnergyHoldings Pte. Ltd. Singapore
201610864Z Vibrant EnergyIndia Pte. Ltd. Singapore
2021020007075-00 VIND ENERGY CORP. Philippines
90-0423397 W & R Corporate LLC United States
51-0261715 Waddell & Reed Financial,Inc. United States
43-1244426 Waddell & Reed Services Company United States
12517507 Walpole Green Limited United Kingdom
12725706 WarleyGreen Limited United Kingdom
158126936000 WattcropHellas Developments & Services I.K.E. Greece
151637036000 WattCropHellas I.K.E Greece
13433898 WattcropProjects UK Limited United Kingdom
13181262 WattcropUK Developments & Services Ltd United Kingdom
WaveCrest EnergyServices,LLC United States
WaveCrest Energy,LLC United States
9056366 Wavenet(Holdings)Limited(strike off requested) United Kingdom
11486047 Wavenet GroupHoldings Limited(strike off requested) United Kingdom
3919664 Wavenet Limited United Kingdom
WCE Holdings,LLC United States
Whole Loan Trust United States
Wholesale DC Asset Holdings LLC United States
WI RNG Hub North HoldCo LLC United States
85-2105927 WI RNG Hub North LLC United States
Willow Depositor LLC United States
54813080 WOODROSS NOMINEES PTY. LIMITED Australia
WoodwayBluebonnet Pipeline LLC United States
WoodwayEnergyInfrastructure LLC United States
WoodwayHoldings LLC United States
WoodwayManagement Holdings LLC United States
WoodwayManagement LLC United States
WoodwayMidstream Holdings LLC United States
WoodwayTexas Pipeline LLC United States
12726341 Wylfa Green Limited United Kingdom
127338783 YENDON WINDFARM PTY LTD Australia
1449995 Yorkton Capital Partners II Inc. Canada
1430727 Yorkton Capital Partners Inc. Canada
Not Registered YoungMac Trust Australia
N/A Zhonghe Fengtai EquityInvestment(Tianjin)Partnership China

20

ANNEXURE 'B'

This is the annexure marked ‘B’ of 7 page(s) referred to in the Notice of change of interests of substantial holder.

Olivia Shepherd Assistant Company Secretary, Macquarie Group Limited 25 January 2023

Date of
change
Person whose
relevant interest
changed
Nature of change Consideration
per security


Number of
securities
affected


Class
Person's votes
affected
27-Oct-22 MBL Stock - Sale AUD 0.3075 -1,505 FPO 1,505
27-Oct-22 MBL Stock - Sale AUD 0.3075 -2,276 FPO 2,276
27-Oct-22 MBL Stock - Sale AUD 0.3075 -1,592 FPO 1,592
27-Oct-22 MBL Stock - Sale AUD 0.3075 -1,679 FPO 1,679
27-Oct-22 MBL Stock - Sale AUD 0.3075 -1,211 FPO 1,211
27-Oct-22 MBL Stock - Sale AUD 0.3075 -1,389 FPO 1,389
27-Oct-22 MBL Stock - Sale AUD 0.3075 -793 FPO 793
27-Oct-22 MBL Stock - Sale AUD 0.3075 -2,930 FPO 2,930
27-Oct-22 MBL Stock - Sale AUD 0.3075 -1,137 FPO 1,137
27-Oct-22 MBL Stock - Sale AUD 0.3075 -608 FPO 608
27-Oct-22 MBL Stock - Sale AUD 0.3075 -1,619 FPO 1,619
27-Oct-22 MBL Stock - Sale AUD 0.3075 -3,583 FPO 3,583
27-Oct-22 MBL Stock - Sale AUD 0.3075 -2,340 FPO 2,340
27-Oct-22 MBL Stock - Sale AUD 0.3075 -3,000 FPO 3,000
27-Oct-22 MBL Stock - Sale AUD 0.305 -75,761 FPO 75,761
27-Oct-22 MBL Stock - Sale AUD 0.305 -80,000 FPO 80,000
27-Oct-22 MBL Stock - Sale AUD 0.305 -40,000 FPO 40,000
27-Oct-22 MBL Stock - Sale AUD 0.305 -4,239 FPO 4,239
28-Oct-22 MBL Stock - Sale AUD 0.265 -16,535 FPO 16,535
28-Oct-22 MBL Stock - Sale AUD 0.265 -1,800 FPO 1,800
28-Oct-22 MBL Stock - Sale AUD 0.265 -48,518 FPO 48,518
28-Oct-22 MBL Stock - Sale AUD 0.265 -1,300 FPO 1,300
28-Oct-22 MBL Stock - Sale AUD 0.265 -231,847 FPO 231,847
31-Oct-22 MBL Borrow Delivery AUD 0.00 524,000 FPO 524,000
31-Oct-22 MBL Borrow Return AUD 0.00 -267,672 FPO 267,672
31-Oct-22 MBL Borrow Return AUD 0.00 -255,000 FPO 255,000
31-Oct-22 MBL Stock - Sale AUD 0.27 -100,000 FPO 100,000
31-Oct-22 MBL Stock - Sale AUD 0.2725 -5,367 FPO 5,367
31-Oct-22 MBL Stock - Sale AUD 0.2725 -4,294 FPO 4,294
31-Oct-22 MBL Stock - Sale AUD 0.27 -714 FPO 714
31-Oct-22 MBL Stock - Sale AUD 0.27 -13,000 FPO 13,000
31-Oct-22 MBL Stock - Sale AUD 0.27 -31,453 FPO 31,453
31-Oct-22 MBL Stock - Sale AUD 0.27 -57 FPO 57
31-Oct-22 MBL Stock - Sale AUD 0.27 -39,000 FPO 39,000
31-Oct-22 MBL Stock - Sale AUD 0.27 -44 FPO 44
31-Oct-22 MBL Stock - Sale AUD 0.27 -253 FPO 253
31-Oct-22 MBL Stock - Sale AUD 0.27 -15,479 FPO 15,479
31-Oct-22 MBL Stock - Sale AUD 0.2725 -2,063 FPO 2,063
31-Oct-22 MBL Stock - Sale AUD 0.275 -19,363 FPO 19,363
31-Oct-22 MBL Stock - Sale AUD 0.275 -30,637 FPO 30,637
31-Oct-22 MBL Stock - Sale AUD 0.275 -50,000 FPO 50,000
31-Oct-22 MIMGL On market sale AUD 0.28 -117,834 FPO 117,834
01-Nov-22 MBL Borrow Delivery AUD 0.00 3,000,000 FPO 3,000,000
01-Nov-22 MBL Stock - Sale AUD 0.2725 -15,081 FPO 15,081
01-Nov-22 MBL Stock - Sale AUD 0.2725 -900 FPO 900
01-Nov-22 MBL Stock - Sale AUD 0.2725 -4,019 FPO 4,019
01-Nov-22 MBL Stock - Sale AUD 0.2725 -6,470 FPO 6,470
01-Nov-22 MBL Stock - Sale AUD 0.2725 -981 FPO 981
01-Nov-22 MBL Stock - Sale AUD 0.2725 -900 FPO 900
01-Nov-22 MBL Stock - Sale AUD 0.2725 -5,000 FPO 5,000
01-Nov-22 MBL Stock - Sale AUD 0.2725 -900 FPO 900
01-Nov-22 MBL Stock - Sale AUD 0.2725 -1,036 FPO 1,036
01-Nov-22 MBL Stock - Sale AUD 0.2725 -2,607 FPO 2,607
01-Nov-22 MBL Stock - Sale AUD 0.2725 -1,458 FPO 1,458
01-Nov-22 MBL Stock - Sale AUD 0.2725 -3,142 FPO 3,142
01-Nov-22 MBL Stock - Sale AUD 0.2725 -637 FPO 637
01-Nov-22 MBL Stock - Sale AUD 0.2725 -4,000 FPO 4,000
01-Nov-22 MBL Stock - Sale AUD 0.2725 -696 FPO 696
01-Nov-22 MBL Stock - Sale AUD 0.2725 -20,000 FPO 20,000
02-Nov-22 MBL Borrow Return AUD 0.00 -1,957,973 FPO 1,957,973

21

02-Nov-22 MBL Borrow Return AUD 0.00 -384,000 FPO 384,000
02-Nov-22 MBL Borrow Return AUD 0.00 -359,350 FPO 359,350
02-Nov-22 MBL Borrow Return AUD 0.00 -300,000 FPO 300,000
03-Nov-22 MBL Borrow Delivery AUD 0.00 60,000 FPO 60,000
03-Nov-22 MBL Borrow Return AUD 0.00 -9,447 FPO 9,447
03-Nov-22 MBL Borrow Return AUD 0.00 -32,328 FPO 32,328
03-Nov-22 MBL Stock - Sale AUD 0.265 -88,940 FPO 88,940
03-Nov-22 MBL Stock - Sale AUD 0.265 -2,000 FPO 2,000
03-Nov-22 MBL Stock - Sale AUD 0.265 -20,000 FPO 20,000
03-Nov-22 MBL Stock - Sale AUD 0.265 -50,000 FPO 50,000
03-Nov-22 MBL Stock - Sale AUD 0.265 -39,060 FPO 39,060
04-Nov-22 MIMAL On marketpurchase AUD 0.26 814,953 FPO 814,953
07-Nov-22 MBL Stock - Sale AUD 0.245 -13,000 FPO 13,000
07-Nov-22 MBL Stock - Sale AUD 0.245 -439 FPO 439
07-Nov-22 MBL Stock - Sale AUD 0.245 -92 FPO 92
07-Nov-22 MBL Stock - Sale AUD 0.245 -3,951 FPO 3,951
07-Nov-22 MBL Stock - Sale AUD 0.245 -14,204 FPO 14,204
07-Nov-22 MBL Stock - Sale AUD 0.245 -30,000 FPO 30,000
07-Nov-22 MBL Stock - Sale AUD 0.245 -138,248 FPO 138,248
07-Nov-22 MBL Stock - Sale AUD 0.245 -66 FPO 66
07-Nov-22 MBL Stock - Sale AUD 0.245 -10,000 FPO 10,000
07-Nov-22 MBL Stock - Sale AUD 0.245 -1,687 FPO 1,687
07-Nov-22 MBL Stock - Sale AUD 0.245 -342 FPO 342
07-Nov-22 MBL Stock - Sale AUD 0.245 -1,711 FPO 1,711
07-Nov-22 MBL Stock - Sale AUD 0.245 -1,027 FPO 1,027
07-Nov-22 MBL Stock - Sale AUD 0.245 -2,396 FPO 2,396
07-Nov-22 MBL Stock - Sale AUD 0.245 -4,449 FPO 4,449
07-Nov-22 MBL Stock - Sale AUD 0.245 -5,134 FPO 5,134
07-Nov-22 MBL Stock - Sale AUD 0.245 -3,765 FPO 3,765
07-Nov-22 MBL Stock - Sale AUD 0.245 -6,503 FPO 6,503
07-Nov-22 MBL Stock - Sale AUD 0.245 -3,080 FPO 3,080
07-Nov-22 MBL Stock - Sale AUD 0.245 -5,819 FPO 5,819
07-Nov-22 MBL Stock - Sale AUD 0.245 -7,187 FPO 7,187
07-Nov-22 MBL Stock - Sale AUD 0.245 -9,241 FPO 9,241
07-Nov-22 MBL Stock - Sale AUD 0.245 -7,872 FPO 7,872
07-Nov-22 MBL Stock - Sale AUD 0.245 -9,925 FPO 9,925
07-Nov-22 MBL Stock - Sale AUD 0.245 -8,557 FPO 8,557
07-Nov-22 MBL Stock - Sale AUD 0.245 -4,603 FPO 4,603
08-Nov-22 MBL Borrow Delivery AUD 0.00 225,000 FPO 225,000
08-Nov-22 MBL Borrow Return AUD 0.00 -164,650 FPO 164,650
08-Nov-22 MBL Borrow Return AUD 0.00 -70,000 FPO 70,000
08-Nov-22 MIMGL On market sale AUD 0.25 -1,431 FPO 1,431
08-Nov-22 MIMGL Transfer - Sell AUD 0.25 -9,295 FPO 9,295
08-Nov-22 MIMGL Transfer - Buy AUD 0.25 9,295 FPO 9,295
10-Nov-22 MBL Stock - Sale AUD 0.2525 -20,000 FPO 20,000
10-Nov-22 MBL Stock - Sale AUD 0.2525 -32,437 FPO 32,437
10-Nov-22 MBL Stock - Sale AUD 0.2525 -1,747 FPO 1,747
10-Nov-22 MBL Stock - Sale AUD 0.2525 -1,800 FPO 1,800
10-Nov-22 MBL Stock - Sale AUD 0.2525 -1,870 FPO 1,870
10-Nov-22 MBL Stock - Sale AUD 0.2525 -966 FPO 966
10-Nov-22 MBL Stock - Sale AUD 0.2525 -1,800 FPO 1,800
11-Nov-22 MBL Stock - Purchase AUD 0.2675 40,000 FPO 40,000
11-Nov-22 MBL Stock - Purchase AUD 0.2675 25,000 FPO 25,000
11-Nov-22 MBL Stock - Purchase AUD 0.265 11,089 FPO 11,089
11-Nov-22 MBL Stock - Purchase AUD 0.265 12,531 FPO 12,531
11-Nov-22 MBL Stock - Purchase AUD 0.265 168 FPO 168
11-Nov-22 MBL Stock - Purchase AUD 0.265 1,754 FPO 1,754
11-Nov-22 MBL Stock - Purchase AUD 0.265 70 FPO 70
11-Nov-22 MBL Stock - Purchase AUD 0.265 74 FPO 74
11-Nov-22 MBL Stock - Purchase AUD 0.265 57 FPO 57
11-Nov-22 MBL Stock - Purchase AUD 0.265 71 FPO 71
11-Nov-22 MBL Stock - Purchase AUD 0.265 49 FPO 49
11-Nov-22 MBL Stock - Purchase AUD 0.265 54 FPO 54
11-Nov-22 MBL Stock - Purchase AUD 0.265 63 FPO 63
11-Nov-22 MBL Stock - Purchase AUD 0.265 34 FPO 34
11-Nov-22 MBL Stock - Purchase AUD 0.265 1,787 FPO 1,787
11-Nov-22 MBL Stock - Purchase AUD 0.265 103 FPO 103
11-Nov-22 MBL Stock - Purchase AUD 0.265 2,393 FPO 2,393
11-Nov-22 MBL Stock - Purchase AUD 0.265 91 FPO 91
11-Nov-22 MBL Stock - Purchase AUD 0.265 1,804 FPO 1,804
11-Nov-22 MBL Stock - Purchase AUD 0.265 67,808 FPO 67,808
11-Nov-22 MBL Stock - Purchase AUD 0.265 70,131 FPO 70,131
11-Nov-22 MBL Stock - Purchase AUD 0.265 10,872 FPO 10,872
11-Nov-22 MBL Stock - Purchase AUD 0.265 18,997 FPO 18,997
11-Nov-22 MIMAL On market sale AUD 0.26 -4,327 FPO 4,327

22

11-Nov-22 MISL On marketpurchase AUD 0.26 21,327 FPO 21,327
11-Nov-22 MISL Transfer out - client account AUD 0.00 -21,327 FPO 21,327
11-Nov-22 MISL On marketpurchase AUD 0.26 4,967 FPO 4,967
11-Nov-22 MISL On marketpurchase AUD 0.26 2,521 FPO 2,521
11-Nov-22 MISL On marketpurchase AUD 0.26 3,134 FPO 3,134
11-Nov-22 MISL On marketpurchase AUD 0.26 2,038 FPO 2,038
11-Nov-22 MISL On marketpurchase AUD 0.26 1,672 FPO 1,672
11-Nov-22 MISL On marketpurchase AUD 0.26 4,103 FPO 4,103
11-Nov-22 MISL On marketpurchase AUD 0.26 2,892 FPO 2,892
11-Nov-22 MIMGL Transfer - Buy AUD 0.26 32,128 FPO 32,128
14-Nov-22 MBL Stock - Purchase AUD 0.2625 852 FPO 852
15-Nov-22 MBL Stock - Purchase AUD 0.265 4,960 FPO 4,960
15-Nov-22 MBL Stock - Purchase AUD 0.265 62,718 FPO 62,718
15-Nov-22 MBL Stock - Purchase AUD 0.265 936 FPO 936
15-Nov-22 MBL Stock - Purchase AUD 0.265 1,602 FPO 1,602
15-Nov-22 MBL Stock - Purchase AUD 0.265 20,700 FPO 20,700
15-Nov-22 MBL Stock - Purchase AUD 0.265 9,084 FPO 9,084
15-Nov-22 MBL Stock - Purchase AUD 0.27 36,947 FPO 36,947
15-Nov-22 MBL Stock - Purchase AUD 0.27 8,800 FPO 8,800
15-Nov-22 MBL Stock - Purchase AUD 0.27 38,800 FPO 38,800
15-Nov-22 MBL Stock - Purchase AUD 0.27 15,453 FPO 15,453
15-Nov-22 MBL Stock - Purchase AUD 0.27 194,076 FPO 194,076
15-Nov-22 MBL Stock - Purchase AUD 0.27 2,450 FPO 2,450
15-Nov-22 MBL Stock - Purchase AUD 0.27 38,200 FPO 38,200
15-Nov-22 MBL Stock - Purchase AUD 0.27 39,215 FPO 39,215
15-Nov-22 MBL Stock - Purchase AUD 0.27 9,509 FPO 9,509
15-Nov-22 MBL Stock - Purchase AUD 0.27 25,124 FPO 25,124
15-Nov-22 MBL Stock - Purchase AUD 0.27 580 FPO 580
17-Nov-22 MBL Stock - Sale AUD 0.2875 -6,409 FPO 6,409
17-Nov-22 MBL Stock - Sale AUD 0.2875 -6,409 FPO 6,409
17-Nov-22 MBL Stock - Sale AUD 0.2875 -6,409 FPO 6,409
17-Nov-22 MBL Stock - Sale AUD 0.2875 -6,409 FPO 6,409
17-Nov-22 MBL Stock - Sale AUD 0.2875 -25,000 FPO 25,000
17-Nov-22 MBL Stock - Sale AUD 0.2875 -3,800 FPO 3,800
17-Nov-22 MBL Stock - Sale AUD 0.2875 -6,409 FPO 6,409
17-Nov-22 MBL Stock - Sale AUD 0.2875 -1,780 FPO 1,780
17-Nov-22 MBL Stock - Sale AUD 0.2875 -5,654 FPO 5,654
17-Nov-22 MBL Stock - Sale AUD 0.2875 -6,409 FPO 6,409
17-Nov-22 MBL Stock - Sale AUD 0.2875 -5,764 FPO 5,764
17-Nov-22 MBL Stock - Sale AUD 0.2875 -6,409 FPO 6,409
17-Nov-22 MBL Stock - Sale AUD 0.2875 -5,661 FPO 5,661
17-Nov-22 MBL Stock - Sale AUD 0.2875 -6,409 FPO 6,409
17-Nov-22 MBL Stock - Sale AUD 0.2875 -4,938 FPO 4,938
17-Nov-22 MBL Stock - Sale AUD 0.285 -17,983 FPO 17,983
17-Nov-22 MBL Stock - Sale AUD 0.2875 -6,409 FPO 6,409
17-Nov-22 MBL Stock - Sale AUD 0.2875 -6,409 FPO 6,409
17-Nov-22 MBL Stock - Sale AUD 0.2875 -834 FPO 834
17-Nov-22 MBL Stock - Sale AUD 0.2875 -8,500 FPO 8,500
17-Nov-22 MBL Stock - Sale AUD 0.2875 -4,921 FPO 4,921
17-Nov-22 MBL Stock - Sale AUD 0.2875 -2,229 FPO 2,229
17-Nov-22 MBL Stock - Sale AUD 0.2875 -20,000 FPO 20,000
17-Nov-22 MBL Stock - Sale AUD 0.2875 -5,058 FPO 5,058
18-Nov-22 MBL Derivative - Sale AUD 0.0 -3,333,333 FPO 3,333,333
18-Nov-22 MBL Stock - Purchase AUD 1.0895 3,333,333 FPO 3,333,333
21-Nov-22 MBL Borrow Delivery AUD 0.00 550,000 FPO 550,000
21-Nov-22 MBL Borrow Return AUD 0.00 -60,000 FPO 60,000
21-Nov-22 MBL Borrow Return AUD 0.00 -298,000 FPO 298,000
22-Nov-22 MBL Borrow Return AUD 0.00 -2,533,688 FPO 2,533,688
22-Nov-22 MBL Borrow Return AUD 0.00 -799,645 FPO 799,645
22-Nov-22 MBL Stock - Purchase AUD 0.2725 2,079 FPO 2,079
22-Nov-22 MBL Stock - Purchase AUD 0.2725 1,510 FPO 1,510
22-Nov-22 MBL Stock - Purchase AUD 0.2725 2,602 FPO 2,602
23-Nov-22 MBL Stock - Purchase AUD 0.295 467 FPO 467
23-Nov-22 MBL Stock - Purchase AUD 0.295 4,000 FPO 4,000
23-Nov-22 MBL Stock - Purchase AUD 0.295 28,340 FPO 28,340
23-Nov-22 MBL Stock - Purchase AUD 0.295 1,208 FPO 1,208
23-Nov-22 MBL Stock - Purchase AUD 0.295 5,480 FPO 5,480
23-Nov-22 MBL Stock - Purchase AUD 0.295 1,190 FPO 1,190
23-Nov-22 MBL Stock - Purchase AUD 0.295 59,315 FPO 59,315
23-Nov-22 MBL Stock - Sale AUD 0.2925 -1,624 FPO 1,624
23-Nov-22 MBL Stock - Sale AUD 0.2925 -228 FPO 228
23-Nov-22 MBL Stock - Sale AUD 0.2925 -765 FPO 765
23-Nov-22 MBL Stock - Sale AUD 0.2925 -1,589 FPO 1,589
23-Nov-22 MBL Stock - Sale AUD 0.2925 -1,017 FPO 1,017
23-Nov-22 MBL Stock - Sale AUD 0.2925 -3,613 FPO 3,613

23

23-Nov-22 MBL Stock - Sale AUD 0.2925 -3,530 FPO 3,530
23-Nov-22 MBL Stock - Sale AUD 0.2925 -4,625 FPO 4,625
23-Nov-22 MBL Stock - Sale AUD 0.2925 -4,625 FPO 4,625
23-Nov-22 MBL Stock - Sale AUD 0.2925 -3,044 FPO 3,044
23-Nov-22 MBL Stock - Sale AUD 0.2925 -1,425 FPO 1,425
25-Nov-22 MBL Collateral Receive AUD 0.00 506,874 FPO 506,874
28-Nov-22 MBL Collateral Receive Return AUD 0.00 -361,474 FPO 361,474
29-Nov-22 MBL Borrow Delivery AUD 0.00 20,000 FPO 20,000
29-Nov-22 MBL Collateral Receive Return AUD 0.00 -55,072 FPO 55,072
30-Nov-22 MBL Borrow Delivery AUD 0.00 200,000 FPO 200,000
30-Nov-22 MBL Borrow Delivery AUD 0.00 450,000 FPO 450,000
30-Nov-22 MBL Borrow Delivery AUD 0.00 131,000 FPO 131,000
30-Nov-22 MBL Borrow Delivery AUD 0.00 200,000 FPO 200,000
30-Nov-22 MBL Borrow Delivery AUD 0.00 1,500,000 FPO 1,500,000
30-Nov-22 MBL Borrow Delivery AUD 0.00 150,000 FPO 150,000
30-Nov-22 MBL Borrow Delivery AUD 0.00 30,000 FPO 30,000
30-Nov-22 MBL Borrow Return AUD 0.00 -2,681,535 FPO 2,681,535
30-Nov-22 MIMGL On marketpurchase AUD 0.26 11,779 FPO 11,779
01-Dec-22 MBL Borrow Delivery AUD 0.00 2,000,000 FPO 2,000,000
01-Dec-22 MBL Borrow Return AUD 0.00 -1,250,000 FPO 1,250,000
01-Dec-22 MBL Borrow Return AUD 0.00 -250,000 FPO 250,000
01-Dec-22 MBL Borrow Return AUD 0.00 -200,000 FPO 200,000
01-Dec-22 MBL Borrow Return AUD 0.00 -450,000 FPO 450,000
01-Dec-22 MBL Collateral Receive Return AUD 0.00 -90,328 FPO 90,328
01-Dec-22 MSIML On market sale AUD 0.26 -442,436 FPO 442,436
01-Dec-22 MSIML Transfer - Sell AUD 0.26 -135,227 FPO 135,227
01-Dec-22 MIMAL On market sale AUD 0.26 -3,898 FPO 3,898
01-Dec-22 MIMAL Transfer - Buy AUD 0.26 135,227 FPO 135,227
02-Dec-22 MBL Borrow Delivery AUD 0.00 100,000 FPO 100,000
02-Dec-22 MBL Borrow Return AUD 0.00 -150,000 FPO 150,000
02-Dec-22 MBL Borrow Return AUD 0.00 -50,040 FPO 50,040
02-Dec-22 MBL Derivative - Sale AUD 0.0 -2,533,688 FPO 2,533,688
02-Dec-22 MBL Stock - Purchase AUD 1.0895 2,533,688 FPO 2,533,688
05-Dec-22 MBL Borrow Delivery AUD 0.00 24,208 FPO 24,208
05-Dec-22 MBL Borrow Delivery AUD 0.00 138,465 FPO 138,465
05-Dec-22 MBL Stock - Purchase AUD 0.28 114 FPO 114
05-Dec-22 MBL Stock - Purchase AUD 0.28 4,886 FPO 4,886
05-Dec-22 MBL Stock - Purchase AUD 0.28 5,000 FPO 5,000
05-Dec-22 MBL Stock - Purchase AUD 0.28 5,000 FPO 5,000
05-Dec-22 MBL Stock - Purchase AUD 0.28 10,000 FPO 10,000
05-Dec-22 MBL Stock - Purchase AUD 0.28 2,535 FPO 2,535
05-Dec-22 MBL Stock - Purchase AUD 0.28 1,519 FPO 1,519
05-Dec-22 MBL Stock - Purchase AUD 0.28 8,481 FPO 8,481
05-Dec-22 MBL Stock - Purchase AUD 0.28 1,853 FPO 1,853
05-Dec-22 MBL Stock - Purchase AUD 0.28 8,147 FPO 8,147
05-Dec-22 MBL Stock - Purchase AUD 0.28 4,965 FPO 4,965
05-Dec-22 MBL Stock - Purchase AUD 0.28 10,000 FPO 10,000
05-Dec-22 MBL Stock - Purchase AUD 0.28 2,000 FPO 2,000
05-Dec-22 MBL Stock - Purchase AUD 0.28 5,645 FPO 5,645
05-Dec-22 MBL Stock - Purchase AUD 0.28 471 FPO 471
05-Dec-22 MBL Stock - Purchase AUD 0.2825 13,008 FPO 13,008
05-Dec-22 MBL Stock - Purchase AUD 0.285 12,701 FPO 12,701
05-Dec-22 MBL Stock - Purchase AUD 0.285 1,000 FPO 1,000
05-Dec-22 MBL Stock - Purchase AUD 0.285 36,299 FPO 36,299
05-Dec-22 MBL Stock - Purchase AUD 0.2825 3,365 FPO 3,365
05-Dec-22 MBL Stock - Purchase AUD 0.2825 40,000 FPO 40,000
05-Dec-22 MBL Stock - Purchase AUD 0.2825 6,635 FPO 6,635
05-Dec-22 MBL Stock - Purchase AUD 0.285 20,000 FPO 20,000
06-Dec-22 MBL Borrow Return AUD 0.00 -1,367,021 FPO 1,367,021
06-Dec-22 MBL Borrow Return AUD 0.00 -1,166,667 FPO 1,166,667
06-Dec-22 MBL Stock - Purchase AUD 0.3 1,750 FPO 1,750
06-Dec-22 MBL Stock - Purchase AUD 0.3 33,160 FPO 33,160
06-Dec-22 MBL Stock - Purchase AUD 0.3 15,090 FPO 15,090
06-Dec-22 MSIML On market sale AUD 0.29 -57,108 FPO 57,108
06-Dec-22 MIMGL On market sale AUD 0.29 -3,848 FPO 3,848
07-Dec-22 MBL Borrow Delivery AUD 0.00 250,000 FPO 250,000
07-Dec-22 MBL Collateral Receive AUD 0.00 1,083,836 FPO 1,083,836
07-Dec-22 MBL Stock - Purchase AUD 0.285 10,000 FPO 10,000
08-Dec-22 MBL Collateral Receive Return AUD 0.00 -7,530 FPO 7,530
08-Dec-22 MSIML On market sale AUD 0.29 -110,305 FPO 110,305
09-Dec-22 MBL Borrow Return AUD 0.00 -62,630 FPO 62,630
09-Dec-22 MIMAL On marketpurchase AUD 0.31 83,051 FPO 83,051
12-Dec-22 MBL Collateral Receive Return AUD 0.00 -769,259 FPO 769,259
12-Dec-22 MBL Stock - Purchase AUD 0.305 21 FPO 21
12-Dec-22 MBL Stock - Purchase AUD 0.305 1,904 FPO 1,904

24

12-Dec-22 MBL Stock - Purchase AUD 0.305 8,075 FPO 8,075
12-Dec-22 MBL Stock - Purchase AUD 0.305 10,000 FPO 10,000
12-Dec-22 MBL Stock - Purchase AUD 0.305 2,296 FPO 2,296
12-Dec-22 MBL Stock - Purchase AUD 0.305 7,704 FPO 7,704
12-Dec-22 MBL Stock - Purchase AUD 0.305 1,691 FPO 1,691
12-Dec-22 MBL Stock - Purchase AUD 0.305 20,000 FPO 20,000
13-Dec-22 MBL Stock - Purchase AUD 0.305 8,533 FPO 8,533
13-Dec-22 MBL Stock - Purchase AUD 0.305 1,884 FPO 1,884
13-Dec-22 MBL Stock - Purchase AUD 0.305 4,583 FPO 4,583
13-Dec-22 MBL Stock - Purchase AUD 0.305 1,618 FPO 1,618
13-Dec-22 MBL Stock - Purchase AUD 0.305 692 FPO 692
13-Dec-22 MBL Stock - Purchase AUD 0.305 2,690 FPO 2,690
14-Dec-22 MBL Stock - Sale AUD 0.28 -9,011 FPO 9,011
14-Dec-22 MBL Stock - Sale AUD 0.28 -640 FPO 640
14-Dec-22 MBL Stock - Sale AUD 0.28 -159,360 FPO 159,360
14-Dec-22 MBL Stock - Sale AUD 0.28 -13,450 FPO 13,450
14-Dec-22 MBL Stock - Sale AUD 0.28 -2,313 FPO 2,313
14-Dec-22 MBL Stock - Sale AUD 0.28 -263 FPO 263
14-Dec-22 MBL Stock - Sale AUD 0.28 -25,000 FPO 25,000
14-Dec-22 MBL Stock - Sale AUD 0.28 -183 FPO 183
14-Dec-22 MBL Stock - Sale AUD 0.28 -1 FPO 1
14-Dec-22 MBL Stock - Sale AUD 0.28 -445 FPO 445
14-Dec-22 MBL Stock - Sale AUD 0.28 -1,336 FPO 1,336
14-Dec-22 MBL Stock - Sale AUD 0.28 -2,227 FPO 2,227
14-Dec-22 MBL Stock - Sale AUD 0.28 -3,118 FPO 3,118
14-Dec-22 MBL Stock - Sale AUD 0.28 -4,008 FPO 4,008
14-Dec-22 MBL Stock - Sale AUD 0.28 -4,899 FPO 4,899
14-Dec-22 MBL Stock - Sale AUD 0.28 -7,572 FPO 7,572
14-Dec-22 MBL Stock - Sale AUD 0.28 -8,462 FPO 8,462
14-Dec-22 MBL Stock - Sale AUD 0.28 -5,790 FPO 5,790
14-Dec-22 MBL Stock - Sale AUD 0.28 -6,681 FPO 6,681
14-Dec-22 MBL Stock - Sale AUD 0.28 -11,135 FPO 11,135
14-Dec-22 MBL Stock - Sale AUD 0.28 -10,244 FPO 10,244
14-Dec-22 MBL Stock - Sale AUD 0.28 -9,353 FPO 9,353
14-Dec-22 MBL Stock - Sale AUD 0.28 -12,025 FPO 12,025
14-Dec-22 MBL Stock - Sale AUD 0.28 -8,737 FPO 8,737
14-Dec-22 MBL Stock - Sale AUD 0.28 -37,976 FPO 37,976
15-Dec-22 MBL Collateral Receive Return AUD 0.00 -14 FPO 14
15-Dec-22 MBL Stock - Sale AUD 0.2725 -19,340 FPO 19,340
15-Dec-22 MBL Stock - Sale AUD 0.2725 -17,800 FPO 17,800
15-Dec-22 MBL Stock - Sale AUD 0.2725 -3,465 FPO 3,465
15-Dec-22 MBL Stock - Sale AUD 0.2725 -15,000 FPO 15,000
15-Dec-22 MBL Stock - Sale AUD 0.2725 -440 FPO 440
15-Dec-22 MBL Stock - Sale AUD 0.2725 -690 FPO 690
15-Dec-22 MBL Stock - Sale AUD 0.2725 -460 FPO 460
15-Dec-22 MBL Stock - Sale AUD 0.2725 -3,889 FPO 3,889
15-Dec-22 MBL Stock - Sale AUD 0.2725 -30,000 FPO 30,000
15-Dec-22 MBL Stock - Sale AUD 0.2725 -410 FPO 410
15-Dec-22 MBL Stock - Sale AUD 0.2725 -800 FPO 800
15-Dec-22 MBL Stock - Sale AUD 0.2725 -20,000 FPO 20,000
15-Dec-22 MBL Stock - Sale AUD 0.2725 -540 FPO 540
15-Dec-22 MBL Stock - Sale AUD 0.2725 -1,000 FPO 1,000
15-Dec-22 MBL Stock - Sale AUD 0.2725 -20,000 FPO 20,000
15-Dec-22 MBL Stock - Sale AUD 0.2725 -25,000 FPO 25,000
15-Dec-22 MBL Stock - Sale AUD 0.2725 -6,646 FPO 6,646
15-Dec-22 MBL Stock - Sale AUD 0.2725 -34,520 FPO 34,520
16-Dec-22 MBL Collateral Receive Return AUD 0.00 -139 FPO 139
16-Dec-22 MSIML On market sale AUD 0.28 -42,867 FPO 42,867
19-Dec-22 MBL Collateral Receive AUD 0.00 153 FPO 153
19-Dec-22 MBL Stock - Purchase AUD 0.295 4,549 FPO 4,549
19-Dec-22 MBL Stock - Purchase AUD 0.295 6,900 FPO 6,900
19-Dec-22 MBL Stock - Purchase AUD 0.295 369 FPO 369
19-Dec-22 MBL Stock - Purchase AUD 0.295 8,280 FPO 8,280
19-Dec-22 MBL Stock - Purchase AUD 0.295 10,000 FPO 10,000
19-Dec-22 MBL Stock - Purchase AUD 0.295 90,000 FPO 90,000
19-Dec-22 MBL Stock - Purchase AUD 0.295 1,367 FPO 1,367
19-Dec-22 MBL Stock - Purchase AUD 0.295 165 FPO 165
19-Dec-22 MBL Stock - Purchase AUD 0.295 4,148 FPO 4,148
19-Dec-22 MBL Stock - Purchase AUD 0.295 24,222 FPO 24,222
19-Dec-22 MBL Stock - Purchase AUD 0.295 21,002 FPO 21,002
19-Dec-22 MBL Stock - Purchase AUD 0.295 62 FPO 62
19-Dec-22 MBL Stock - Purchase AUD 0.295 8,936 FPO 8,936
19-Dec-22 MBL Stock - Purchase AUD 0.295 162 FPO 162
19-Dec-22 MBL Stock - Purchase AUD 0.295 2,064 FPO 2,064
19-Dec-22 MBL Stock - Purchase AUD 0.295 7,774 FPO 7,774

25

19-Dec-22 MBL Stock - Purchase AUD 0.295 5,000 FPO 5,000
19-Dec-22 MBL Stock - Purchase AUD 0.29 1,511 FPO 1,511
19-Dec-22 MIML On market sale AUD 0.29 -2,630 FPO 2,630
19-Dec-22 MIML On market sale AUD 0.29 -2,630 FPO 2,630
20-Dec-22 MBL Stock - Sale AUD 0.2825 -2,947 FPO 2,947
20-Dec-22 MBL Stock - Sale AUD 0.2825 -3,824 FPO 3,824
20-Dec-22 MBL Stock - Sale AUD 0.2825 -1,976 FPO 1,976
20-Dec-22 MBL Stock - Sale AUD 0.2825 -2,054 FPO 2,054
20-Dec-22 MBL Stock - Sale AUD 0.2825 -3,527 FPO 3,527
20-Dec-22 MIML On market sale AUD 0.29 -10,000 FPO 10,000
21-Dec-22 MBL Stock - Purchase AUD 0.285 2,684 FPO 2,684
21-Dec-22 MBL Stock - Purchase AUD 0.285 1,479 FPO 1,479
21-Dec-22 MBL Stock - Purchase AUD 0.285 2,803 FPO 2,803
21-Dec-22 MBL Stock - Purchase AUD 0.285 397 FPO 397
21-Dec-22 MBL Stock - Purchase AUD 0.285 715 FPO 715
21-Dec-22 MBL Stock - Purchase AUD 0.285 885 FPO 885
21-Dec-22 MBL Stock - Purchase AUD 0.285 690 FPO 690
22-Dec-22 MBL Collateral Receive Return AUD 0.00 -20,795 FPO 20,795
22-Dec-22 MBL Stock - Purchase AUD 0.285 12,725 FPO 12,725
22-Dec-22 MBL Stock - Purchase AUD 0.285 29,900 FPO 29,900
22-Dec-22 MBL Stock - Purchase AUD 0.285 7,375 FPO 7,375
22-Dec-22 MBL Stock - Purchase AUD 0.2875 10,000 FPO 10,000
23-Dec-22 MBL Stock - Sale AUD 0.275 -26,974 FPO 26,974
23-Dec-22 MBL Stock - Sale AUD 0.275 -500 FPO 500
23-Dec-22 MBL Stock - Sale AUD 0.275 -3,635 FPO 3,635
23-Dec-22 MBL Stock - Sale AUD 0.275 -71,072 FPO 71,072
23-Dec-22 MBL Stock - Sale AUD 0.275 -70,429 FPO 70,429
23-Dec-22 MBL Stock - Sale AUD 0.275 -23,180 FPO 23,180
23-Dec-22 MBL Stock - Sale AUD 0.275 -4,210 FPO 4,210
28-Dec-22 MBL Collateral Receive AUD 0.00 4 FPO 4
29-Dec-22 MBL Collateral Receive Return AUD 0.00 -4 FPO 4
30-Dec-22 MBL Stock - Sale AUD 0.275 -100,000 FPO 100,000
04-Jan-23 MBL Borrow Return AUD 0.00 -132,630 FPO 132,630
04-Jan-23 MBL Borrow Return AUD 0.00 -37,370 FPO 37,370
05-Jan-23 MBL Collateral Receive Return AUD 0.00 -5,667 FPO 5,667
05-Jan-23 MSIML On market sale AUD 0.28 -11,069 FPO 11,069
05-Jan-23 MSIML Transfer - Sell AUD 0.28 -5,277 FPO 5,277
05-Jan-23 MIMAL Transfer - Buy AUD 0.28 35,287 FPO 35,287
05-Jan-23 MIMAL Transfer - Buy AUD 0.28 25,570 FPO 25,570
05-Jan-23 MIMAL On market sale AUD 0.28 -74,400 FPO 74,400
05-Jan-23 MIMAL Transfer - Buy AUD 0.28 35,465 FPO 35,465
05-Jan-23 MIMAL Transfer - Buy AUD 0.28 223 FPO 223
05-Jan-23 MIMAL Transfer - Sell AUD 0.28 -35,465 FPO 35,465
05-Jan-23 MIMAL Transfer - Buy AUD 0.28 15,884 FPO 15,884
05-Jan-23 MIMAL Transfer - Buy AUD 0.28 5,277 FPO 5,277
05-Jan-23 MIMAL On market sale AUD 0.28 -53,640 FPO 53,640
05-Jan-23 MIMAL Transfer - Sell AUD 0.28 -25,570 FPO 25,570
05-Jan-23 MIMGL On market sale AUD 0.28 -74,027 FPO 74,027
05-Jan-23 MIMGL Transfer - Sell AUD 0.28 -15,884 FPO 15,884
05-Jan-23 MIMGL On marketpurchase AUD 0.28 445 FPO 445
05-Jan-23 MIMGL On market sale AUD 0.28 -469 FPO 469
05-Jan-23 MIMGL On market sale AUD 0.28 -33,322 FPO 33,322
05-Jan-23 MIMGL Transfer - Sell AUD 0.28 -223 FPO 223
05-Jan-23 MIMGL Transfer - Sell AUD 0.28 -35,287 FPO 35,287
06-Jan-23 MBL Derivative - Sale AUD 0.0 -799,645 FPO 799,645
06-Jan-23 MBL Stock - Purchase AUD 1.064 799,645 FPO 799,645
06-Jan-23 MSIML On market sale AUD 0.28 -3,593 FPO 3,593
06-Jan-23 MIMAL On market sale AUD 0.28 -24,146 FPO 24,146
06-Jan-23 MIMAL On market sale AUD 0.28 -17,409 FPO 17,409
06-Jan-23 MIMGL On market sale AUD 0.28 -151 FPO 151
06-Jan-23 MIMGL On market sale AUD 0.28 -10,815 FPO 10,815
06-Jan-23 MIMGL On market sale AUD 0.28 -24,025 FPO 24,025
10-Jan-23 MBL Borrow Return AUD 0.00 -799,645 FPO 799,645
10-Jan-23 MBL Collateral Receive Return AUD 0.00 -3,400 FPO 3,400
11-Jan-23 MBL Collateral Receive Return AUD 0.00 -44,720 FPO 44,720
12-Jan-23 MBL Collateral Receive Return AUD 0.00 -8,703 FPO 8,703
13-Jan-23 MBL Collateral Receive Return AUD 0.00 -66,249 FPO 66,249
16-Jan-23 MIMGL On market sale AUD 0.29 -104,479 FPO 104,479
17-Jan-23 MBL Collateral Receive Return AUD 0.00 -45,557 FPO 45,557
17-Jan-23 MBL Stock - Purchase AUD 0.285 1,752 FPO 1,752
17-Jan-23 MBL Stock - Purchase AUD 0.285 497 FPO 497
17-Jan-23 MBL Stock - Purchase AUD 0.285 815 FPO 815
17-Jan-23 MBL Stock - Purchase AUD 0.285 3,744 FPO 3,744
17-Jan-23 MBL Stock - Purchase AUD 0.285 955 FPO 955
17-Jan-23 MBL Stock - Purchase AUD 0.285 315 FPO 315

26

17-Jan-23 MBL Stock - Purchase AUD 0.285 90 FPO 90
17-Jan-23 MBL Stock - Purchase AUD 0.285 255 FPO 255
17-Jan-23 MBL Stock - Purchase AUD 0.285 98 FPO 98
17-Jan-23 MBL Stock - Purchase AUD 0.285 316 FPO 316
17-Jan-23 MBL Stock - Purchase AUD 0.285 97 FPO 97
17-Jan-23 MBL Stock - Purchase AUD 0.285 183 FPO 183
17-Jan-23 MBL Stock - Purchase AUD 0.285 286 FPO 286
17-Jan-23 MBL Stock - Purchase AUD 0.285 76 FPO 76
17-Jan-23 MBL Stock - Purchase AUD 0.285 134 FPO 134
17-Jan-23 MBL Stock - Purchase AUD 0.285 90,387 FPO 90,387
17-Jan-23 MBL Stock - Purchase AUD 0.2825 25,000 FPO 25,000
18-Jan-23 MBL Borrow Delivery AUD 0.00 523,000 FPO 523,000
18-Jan-23 MBL Borrow Return AUD 0.00 -117,370 FPO 117,370
18-Jan-23 MBL Borrow Return AUD 0.00 -24,208 FPO 24,208
18-Jan-23 MBL Borrow Return AUD 0.00 -200,000 FPO 200,000
18-Jan-23 MBL Borrow Return AUD 0.00 -131,000 FPO 131,000
18-Jan-23 MBL Borrow Return AUD 0.00 -20,000 FPO 20,000
18-Jan-23 MBL Borrow Return AUD 0.00 -30,000 FPO 30,000
18-Jan-23 MBL Collateral Receive AUD 0.00 36,605 FPO 36,605
18-Jan-23 MBL Stock - Purchase AUD 0.285 178,594 FPO 178,594
19-Jan-23 MBL Borrow Return AUD 0.00 -30,420 FPO 30,420
19-Jan-23 MBL Collateral Receive Return AUD 0.00 -7,504 FPO 7,504
19-Jan-23 MBL Stock - Sale AUD 0.27 -2,689 FPO 2,689
19-Jan-23 MBL Stock - Sale AUD 0.27 -2 FPO 2
19-Jan-23 MBL Stock - Sale AUD 0.27 -100,000 FPO 100,000
19-Jan-23 MBL Stock - Sale AUD 0.27 -66,640 FPO 66,640
19-Jan-23 MBL Stock - Sale AUD 0.27 -10,000 FPO 10,000
19-Jan-23 MBL Stock - Sale AUD 0.27 -15,000 FPO 15,000
19-Jan-23 MBL Stock - Sale AUD 0.27 -5,669 FPO 5,669
19-Jan-23 MIMAL On market sale AUD 0.27 -163,294 FPO 163,294
19-Jan-23 MIMGL On market sale AUD 0.27 -330,714 FPO 330,714
20-Jan-23 MBL Borrow Delivery AUD 0.00 110,200 FPO 110,200
20-Jan-23 MBL Borrow Return AUD 0.00 -110,200 FPO 110,200
20-Jan-23 MBL Borrow Return AUD 0.00 -178,590 FPO 178,590
20-Jan-23 MBL Derivative - Sale AUD 0.0 -3,333,333 FPO 3,333,333
20-Jan-23 MBL Stock - Sale AUD 0.26 -8,487 FPO 8,487
20-Jan-23 MBL Stock - Sale AUD 0.2625 -719 FPO 719
20-Jan-23 MBL Stock - Sale AUD 0.26 -23,029 FPO 23,029
20-Jan-23 MBL Stock - Sale AUD 0.2575 -60,000 FPO 60,000
20-Jan-23 MBL Stock - Sale AUD 0.2575 -76,396 FPO 76,396
20-Jan-23 MBL Stock - Sale AUD 0.2575 -59,919 FPO 59,919
20-Jan-23 MBL Stock - Sale AUD 0.2575 -30,000 FPO 30,000
20-Jan-23 MBL Stock - Sale AUD 0.255 -15,000 FPO 15,000
20-Jan-23 MBL Stock - Sale AUD 0.255 -200,000 FPO 200,000
20-Jan-23 MBL Stock - Purchase AUD 1.064 3,333,333 FPO 3,333,333

27

This is the annexure marked ‘C’ of 1 page referred to in the Notice of change of interests of substantial holder.

ANNEXURE 'C'

Olivia Shepherd
Assistant Company Secretary, Macquarie Group Limited
Type of agreement
Securities Lending Agreement
Parties to agreement
(i) Macquarie Bank Limited ("MBL") and
(ii) Client (Please refer to Annexure C-1.)
Transfer date
Please refer to Annexure C-1 against Lender.
Holder of voting rights
MBL
Are there any restrictions on
voting rights?
As all rights and title in the securities pass to the
transferee/Borrower, the transferee/Borrower has the right
to vote or not to vote at its discretion.
However in certain circumstances agreed between the
parties, the transferee/Borrower may seek to exercise voting
rights in accordance with instructions of the
transferor/Lender.
Scheduled return date
(if any)
N/A
Does the Borrower have the
right to return early?
Yes, the Borrower has the right to return at its discretion and
with notice.
Does the Lender have the
right to recall early?
Yes, with notice given to the other party before close of
Business on a Business Day, unless otherwise agreed with
the Client (see Annexure D).
Will securities be returned on
settlement?
Yes, Borrower will redeliver securities.
25 January 2023
Olivia Shepherd
Assistant Company Secretary, Macquarie Group Limited
Type of agreement
Securities Lending Agreement
Parties to agreement
(i) Macquarie Bank Limited ("MBL") and
(ii) Client (Please refer to Annexure C-1.)
Transfer date
Please refer to Annexure C-1 against Lender.
Holder of voting rights
MBL
Are there any restrictions on
voting rights?
As all rights and title in the securities pass to the
transferee/Borrower, the transferee/Borrower has the right
to vote or not to vote at its discretion.
However in certain circumstances agreed between the
parties, the transferee/Borrower may seek to exercise voting
rights in accordance with instructions of the
transferor/Lender.
Scheduled return date
(if any)
N/A
Does the Borrower have the
right to return early?
Yes, the Borrower has the right to return at its discretion and
with notice.
Does the Lender have the
right to recall early?
Yes, with notice given to the other party before close of
Business on a Business Day, unless otherwise agreed with
the Client (see Annexure D).
Will securities be returned on
settlement?
Yes, Borrower will redeliver securities.
25 January 2023
Type of agreement Securities Lending Agreement
Parties to agreement (i) Macquarie Bank Limited ("MBL") and
(ii) Client (Please refer to Annexure C-1.)
Transfer date Please refer to Annexure C-1 against Lender.
Holder of voting rights MBL
Are there any restrictions on
voting rights?
As all rights and title in the securities pass to the
transferee/Borrower, the transferee/Borrower has the right
to vote or not to vote at its discretion.
However in certain circumstances agreed between the
parties, the transferee/Borrower may seek to exercise voting
rights in accordance with instructions of the
transferor/Lender.
Scheduled return date
(if any)
N/A
Does the Borrower have the
right to return early?
Yes, the Borrower has the right to return at its discretion and
with notice.
Does the Lender have the
right to recall early?
Yes, with notice given to the other party before close of
Business on a Business Day, unless otherwise agreed with
the Client (see Annexure D).
Will securities be returned on
settlement?
Yes, Borrower will redeliver securities.

28

ANNEXURE 'C-1'

Securities Lending Agreement - Macquarie Bank Limited

Parties to agreement Transfer dates
Citigroup Global Markets Limited 19/01/2023
JPMorgan Chase Bank (Sydney
branch) as agent
30/09/2022
1/11/2022
8/11/2022
20/01/2023
Citibank NA (Sydney branch) as agent 10/06/2022
23/06/2022
National Australia Bank Limited 21/11/2022
Citibank NA (London branch) as agent 21/02/2022
18/01/2023
State Street Bank and Trust Company
(Sydney) as agent
1/12/2022
5/12/2022
Waterhouse VC Pty Ltd as trustee for
Waterhouse VC Unit Trust
18/07/2022
19/07/2022
20/07/2022
21/07/2022
22/07/2022
25/07/2022
26/07/2022
27/07/2022
28/07/2022
3/08/2022
4/08/2022
5/08/2022
20/09/2022
27/09/2022

29

ANNEXURE 'D'

This is the annexure marked ‘D’ referred to in the Notice of change of interests of substantial holder.

Olivia Shepherd Assistant Company Secretary, Macquarie Group Limited 25 January 2023

30

DATE 9 AUGUST 2021

________

EQUITY OPTION AND LOAN FACILITY

________

==> picture [106 x 96] intentionally omitted <==

MACQUARIE BANK LIMITED (ABN 46 008 583 542) 50 Martin Place Sydney NSW 2000 Telephone: (02) 8232 8333 © Macquarie Bank Limited

1

Contents Page:

Section 1: Equity Option Agreement.................................................................................................... 7 Section 1: Equity Option Agreement.................................................................................................... 7
1. INCONSISTENCIESKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKT
2. OPTIONSKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKT
2.1 Issue of OptionsKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKT
2.2 The nature of OptionsKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKT
2.3 Lapse of OptionKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKT
2.4 Assessed Value PaymentKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKT
3. PREMIUMKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKT
3.1 Fixed PremiumKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKT
3.2 Variable PremiumKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKT
3.3 Early Termination PremiumKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKT
4. CASH SETTLEMENTKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKT
5. SELL INSTRUCTIONSKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKT
5.1 Sell InstructionsKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKT
5.2 Effect of a Sell InstructionKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKU
5.3 Sell Instructions – Option In-the-MoneyKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKU
5.4 Macquarie's discretion regarding Sell InstructionsKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKU
5.5 Sell Instructions – Option Out-of-the-MoneyKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKU
6. EARLY TERMINATION AND EARLY LAPSEKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKV
6.1 Early TerminationKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKV
6.2 Early Lapse: Option Acceleration EventsKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKV
7. OPTION ADJUSTMENTSKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKV
7.1 Potential Adjustment EventsKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKV
7.2 Adjustment and consistency with the Secured PropertyKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKV
Section 2: Security Arrangements..................................................................................................... 10
1. INCONSISTENCIESKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNM
2. MORTGAGEKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNM
2.1 Creation of MortgageKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNM
2.2 Macquarie’s rightsKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNM
2.3 Power of AttorneyKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNM
2.4 Continuing SecurityKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNM
2.5 Dealing with the Secured PropertyKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNM
2.6 Additional payments required from the InvestorsKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNN
2.7 Further AssurancesKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNN
2.8 No notice required unless mandatoryKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNN
3. REPRESENTATIONS BY THE INVESTORKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNO
4. UNDERTAKINGS BY THE INVESTORKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNO
5. RIGHTS OF THE INVESTORKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNO

2

6. EARLY TERMINATION EVENTSKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNO
6.1 General Consequences of an Early Termination EventKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNO
6.2 Appointment of ReceiverKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNP
6.3 Status and Capacity of ReceiverKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNP
6.4 Powers of ReceiverKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNP
6.5 Deferred SettlementKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNP
Section 3: Sponsorship Agreement................................................................................................... 14
1. INTERPRETATIONKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNQ
1.1 InconsistenciesKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNQ
1.2 VariationKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNQ
2. SPONSORSHIP AND AGENCYKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNQ
2.1 AppointmentKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNQ
2.2 TransferKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNQ
2.3 Express authorisationKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNQ
2.4 Sponsor to notify MacquarieKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNQ
2.5 TerminationKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNQ
2.6 HINs to which this Sponsorship Agreement appliesKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNQ
2.7 InstructionsKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNR
2.8 Appointment of agents and other third partiesKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNR
2.9 Pledging and sub-positionsKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNR
2.10 Security InterestKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNR
2.11 Payment of feesKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNR
3. MANDATORY PROVISIONSKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNR
3.1 Sponsor’s RightsKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNR
3.2 Investor’s RightsKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNR
4. OTHER RIGHTS AND DUTIESKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNS
4.1 Supply of InformationKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNS
4.2 Mandatory Notifications and AcknowledgementsKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNS
5. FOR JOINT HOLDINGS ONLYKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNS
6. CHANGE OF CONTROLLING PARTICIPANTKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNT
7. CLAIMS FOR COMPENSATIONKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNT
8. NO PREJUDICEKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNT
9. CONTACT DETAILSKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNT
Section 4: Loan Agreement............................................................................................................... 18
1. LINKED LOANSKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNU
1.1 Transaction Requests for Linked LoansKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNU
1.2 Drawdown and application of Linked Loan proceedsKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNU
1.3 InterestKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNU
1.4 RepaymentKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNU
2. EARLY TERMINATION, EARLY REPAYMENT DATES AND PREPAYMENTKKKKKKKKKKKKKKKKKKKKKKNU

3

2.1 Early TerminationKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNU
2.2 Early Repayment DatesKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNU
2.3 PrepaymentKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNU
3. ADDITIONAL REPRESENTATIONSKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKNV
Section 5: Nominee Terms................................................................................................................ 20
1. INTERPRETATIONKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOM
1.1 Nature of agreementKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOM
1.2 Inconsistency with Transaction DocumentsKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOM
2. APPOINTMENT OF NOMINEEKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOM
2.1 AppointmentKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOM
2.2 Transfer to NomineeKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOM
2.3 Express authorisationKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOM
2.4 Other Permitted ActionsKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOM
2.5 Notice to MacquarieKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOM
2.6 IndemnificationKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOM
2.7 TerminationKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKON
2.8 Delivery of Secured PropertyKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKON
2.9 GeneralKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKON
3. APPOINTMENT OF SUB-CUSTODIANKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKON
Section 6: General Conditions........................................................................................................... 22
EACH MACQUARIE ENTITY AND THE INVESTOR AGREES:KKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOO
1. INTERPRETATIONKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOO
1.1 Incorporation and InconsistenciesKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOO
1.2 InterpretationKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOO
1.3 ConfirmationsKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOO
1.4 DiscretionKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOO
1.5 Single AgreementKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOO
1.6 Business Day ConventionKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOO
1.7 Closure of FacilityKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOP
1.8 Payments NettingKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOP
2. SET-OFF AND TERMINATIONKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOP
2.1 Set-offKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOP
2.2 TerminationKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOP
3. CURRENCY CONVERSION AND CONVERSION EVENTSKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOP
3.1 Currency ConversionKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOP
3.2 Conversion EventsKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOQ
4. DEFAULT INTERESTKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOQ
5. CONDITIONAL SETTLEMENTKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOQ
6. INDEMNITIESKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOQ
7. TAXATIONKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOQ

4

7.1 DeductionsKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOQ
7.2 GSTKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOQ
7.3 Stamp DutyKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOR
8. PAYMENTSKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOR
9. CONFIDENTIALITYKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOR
10. REPRESENTATIONSKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOR
11. DISCLAIMERKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOS
11.1 GenerallyKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOS
11.2 Reference SecuritiesKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOS
12. WRITTEN NOTICESKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOS
12.1 Sending noticesKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOS
12.2 Effectiveness of notices by a Macquarie EntityKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOS
12.3 Effectiveness of notices by the InvestorKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOT
12.4 Posting notices on Macquarie’s websiteKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOT
12.5 Good faith relianceKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOT
13. DIRECT DEBIT REQUEST SERVICE AGREEMENTKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOT
14. CONSENT TO TELEPHONE RECORDINGKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOT
15. ANTI-MONEY LAUNDERING - COUNTER-TERRORIST FINANCING (AML-CTF)KKKKKKKKKKKOT
16. ADDITIONAL UNDERTAKINGSKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOU
17. PRIVACYKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOU
18. ASSIGNMENTKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOU
19. NO MERGERKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOU
20. VARIATIONKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOV
21. SEVERABILITYKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOV
22. WAIVERKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOV
23. TIME OF ESSENCEKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOV
24. JOINT HOLDERSKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOV
25. GOVERNING LAW AND SUBMISSION TO JURISDICTIONKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOV
25.1 Governing lawKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOV
25.2 JurisdictionKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOV
26. ROUNDINGKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOV
27. TRADE REPORTING CONSENTKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKOV
28. LIMITED RECOURSEKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKPM
Section 7: Stock Borrow Agreement.................................................................................................. 31
1. APPLICATIONKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKPN
2. BORROWING REFERENCE SECURITIESKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKPN
3. DELIVERY OF REFERENCE SECURITIESKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKPN
4. DISTRIBUTIONS AND VOTINGKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKPN
5. EARLY TERMINATION AND CASH SETTLEMENT OF STOCK LOANKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKPO
6. REDELIVERY OF EQUIVALENT SECURITIESKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKPO

5

7. STOCK BORROW FEE AND NOTIFIABLE CONSIDERATIONKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKPO
8. SECURITIES OWNER WARRANTYKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKPO
9. OBSERVANCE OF PROCEDURESKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKPO
10. SECURITY INTERESTKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKPP
11. COLLATERAL PROVISIONSKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKPP
12. TRANSFERS AND CALCULATIONSKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKPP
13. TRANSFER OF TITLE AND NO SECURITY INTERESTKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKPP
14. ADDITIONAL REPRESENTATION BY THE INVESTORKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKPP
Section 8: Margining Provisions......................................................................................................... 34
1. COLLATERALKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKPQ
2. TRANSFERS AND CALCULATIONSKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKPQ
3. TRANSFER OF TITLE AND NO SECURITY INTERESTKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKPQ
4. ADDITIONAL REPRESENTATION BY THE INVESTORKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKPQ
Section 9: Glossary............................................................................................................................ 35
Directory............................................................................................................................................. 47
Macquarie Group Privacy Policy........................................................................................................ 48

6

Section 1: Equity Option A reement g

MACQUARIE, THE TRADING PARTICIPANT, THE SPONSOR, THE NOMINEE AND THE INVESTOR AGREE:

  • (b) Unless clause 3.1(c) applies, the Investor must pay the Fixed Premium to Macquarie on the Fixed Premium Payment Date.

  • (c) The Investor and Macquarie may agree that the Fixed Premium will be payable by way of instalments, in which case the Investor must pay an amount equal to the Fixed Premium Instalment to Macquarie on each Fixed Premium Payment Date.

3.2 Variable Premium

1. INCONSISTENCIES

Unless otherwise specified, to the extent that there is any inconsistency between a Confirmation for an Option and any other Transaction Document, such Confirmation will prevail for the purpose of the relevant Option.

2. OPTIONS

The Investor must pay to Macquarie the Variable Premium (if any) for an Option on the Variable Premium Payment Date.

3.3 Early Termination Premium

The Investor must pay to Macquarie the Early Termination Premium (if any) for an Option on the Early Termination Premium Payment Date.

  • 2.1 Issue of Options

  • (a) The Investor can apply for one or more Options by making a Transaction Request.

  • (b) Macquarie is not obliged to accept any Transaction Request.

  • (c) If Macquarie accepts a Transaction Request for one or more Options, in consideration of the promise by the Investor to pay to Macquarie:

    • (i) any Fixed Premium;

    • (ii) any Variable Premium; and

    • (iii) any Early Termination Premium,

Macquarie will grant those Options to the Investor, on the terms of this Equity Option Agreement.

2.2 The nature of Options

Each Option constitutes an irrevocable offer by Macquarie to the Investor to, on effective exercise of that Option during the Exercise Period and where the Option is In-the-Money:

  • (a) if the Investor has given Macquarie a valid Sell Instruction, buy the Underlying Parcel for the Protection Price of the Option, subject to and in accordance with clause 5; or

  • (b) if the Investor has given Macquarie a valid Cash Settlement Request, pay the Investor the Cash Settlement Amount (if any) on the Cash Settlement Payment Date.

2.3 Lapse of Option

Any offer made by Macquarie to the Investor in respect of an Option expires at the end of the Option’s Exercise Period and may not be accepted by the Investor thereafter.

2.4 Assessed Value Payment

If an Option which was In-the-Money lapses by operation of clause 2.3, Macquarie will pay the Assessed Value Payment (if any) to the Investor on the Cash Settlement Payment Date.

3. PREMIUM

3.1 Fixed Premium

  • (a) The Investor must pay to Macquarie the Fixed Premium (if any) for an Option.

4. CASH SETTLEMENT

  • (a) The Investor may accept Macquarie’s offer in clause 2.2(b) by giving a Cash Settlement Request to Macquarie in accordance with clause 4(b).

  • (b) A Cash Settlement Request must:

  • (i) be in writing and signed by the Investor;

  • (ii) identify the type and number of Options to which the Cash Settlement Request relates; and

  • (iii) state that the Investor is exercising such Options and elects settlement by way of Cash Settlement.

  • (c) Any Cash Settlement Request given by the Investor to Macquarie in relation to an Option prior to the Exercise Period will be irrevocable and will be deemed to be received by Macquarie at the start of the Exercise Period.

  • (d) Macquarie may in its absolute discretion agree to accept as a Cash Settlement Request any instruction (whether oral or written) from the Investor purporting to exercise an Option and electing settlement by way of Cash Settlement, notwithstanding the requirements of clause 4(b) have not been satisfied in full.

5. SELL INSTRUCTIONS

The Investor may accept Macquarie’s offer in clause 2.2(a) by giving a Sell Instruction to Macquarie in accordance with clause 5.1.

5.1 Sell Instructions

  • (a) A Sell Instruction must:

  • (i) be in writing and duly signed by the Investor;

  • (ii) identify the type and number of Options to which the Sell Instruction relates; and

  • (iii) be received by Macquarie no later than 10 (ten) Scheduled ASX Business Days before the Expiry Date of those Options.

  • (b) Any Sell Instruction given by the Investor to Macquarie in relation to an Option (which is not

7

validly revoked) will be deemed to be received by Macquarie at the start of the relevant Exercise Period.

  • (c) A Sell Instruction given to Macquarie may be revoked by the Investor:

  • (i) at any time prior to 5 (five) Scheduled ASX Business Days before the Expiry Date of those Options, without Macquarie’s consent; and

  • (ii) otherwise, only with the written consent of Macquarie (such consent not to be unreasonably withheld, for example, if Macquarie would not incur any loss, cost or expense (or risk thereof) by agreeing to the revocation).

  • (d) Any request to revoke a Sell Instruction in accordance with clause 5.1(b) must be made in writing to Macquarie.

  • (e) Macquarie may agree to accept as a Sell Instruction any instruction (whether oral or written) from the Investor purporting to exercise an Option and electing settlement by way of Physical Settlement, notwithstanding the requirements of clause 5.1(a) have not been satisfied in full.

5.2 Effect of a Sell Instruction

A Sell Instruction (which is not validly revoked) constitutes, where the relevant Option is:

  • (a) In-the-Money, a notice to Macquarie during the Exercise Period to exercise all of the Options to which that Sell Instruction relates in accordance with clause 5.3; and

  • (b) Out-of-the-Money, a notice to the Trading Participant to sell, on the Investor’s behalf, all of the Reference Securities for each of the Options to which that Sell Instruction relates in accordance with clause 5.5.

5.3 Sell Instructions – Option In-the-Money

Subject to clause 5.4, if the Investor validly exercises an Option that is In-the-Money in accordance with clause 5.2(a):

(a) the Investor:

  - (i) must Deliver to Macquarie each Reference Security in the Deliverable Parcel on the Delivery Date; and

  - (ii) irrevocably directs the Sponsor to procure the Delivery of the relevant Reference Securities to Macquarie in accordance with the Investor’s obligation under this clause 5.3, to the extent the Reference Securities are sponsored by the Sponsor under the Facility;
  • (b) if Macquarie receives the Deliverable Parcel in accordance with clause 5.3(a), Macquarie will pay to the Investor the Physical Settlement Amount (less any Secured Monies outstanding) on the Physical Settlement Payment Date.

  • 5.4 Macquarie's discretion regarding Sell Instructions

acquire the Deliverable Parcel under clause 5.3 because of an Internal Trading Restriction or other legal or regulatory considerations, Macquarie may elect not to Physically Settle any of the Options to which that Sell Instruction relates (even if it has previously accepted that Sell Instruction).

  • (b) If Macquarie makes the election referred to in clause 5.4(a):

  • (i) clause 2.2(b) will apply to those Options as if the Investor had exercised those Options during the Exercise Period by giving a valid Cash Settlement Request to Macquarie; and

  • (ii) clause 5.5 will apply to each Reference Security related to the affected Options,

and Macquarie will ensure that the sum of:

  • (1) the Cash Settlement Amount paid in respect of each of the affected Options; and

  • (2) the Sale Proceeds of the Reference Securities related to the affected Options

is at least equal to the Physical Settlement Amount the Investor would have received had Physical Settlement of the Options occurred in accordance with clause 5.3.

5.5 Sell Instructions – Option Out-of-the-Money

  • (a) If:

  • (i) the Investor has given a valid Sell Instruction for an Option that is Out-of- the-Money, or Macquarie has made an election under clause 5.4; and

  • (ii) the Trading Participant has accepted the Sell Instruction,

the Investor irrevocably directs the Trading Participant to sell the relevant Reference Securities on their Valuation Date (and in accordance with any applicable Trading Participant Terms).

Macquarie will ensure that the Investor receives a price per Reference Security equal to the Final Reference Price.

  • (b) If clause 5.5(a) applies, the Investor irrevocably directs:

    • (i) Macquarie to instruct the Sponsor and the Trading Participant to take whatever action Macquarie deems appropriate or necessary in connection with the sale of the relevant Reference Securities contemplated by clause 5.5(a) (and the settlement of such sale);

    • (ii) the Sponsor or the Trading Participant (as the case may be) to pay the Sale Proceeds to Macquarie; and

    • (iii) Macquarie to pay:

  • (1) to Macquarie any amounts currently due and payable by the Investor to Macquarie from the Sale Proceeds; and

  • (a) Where Macquarie is, or becomes, unable to

8

  • (2) the balance to the Investor, on the Payment Date.

  • (c) Any sale effected by the Trading Participant pursuant to clause 5.5 will be effected in accordance with any applicable Trading Participant Terms, and may be effected:

  • (i) on a Regulated Exchange; or

  • (ii) as an off-market transaction (which may include a sale to Macquarie as principal),

provided always that each Reference Security is sold at its Final Reference Price.

6. EARLY TERMINATION AND EARLY LAPSE

6.1 Early Termination

Clause 2 of the General Conditions sets out the circumstances in which an Option may be terminated as a result of the occurrence of an Early Termination Event and the consequences of that termination.

6.2 Early Lapse: Option Acceleration Events

  • (a) If an Option Acceleration Event occurs in relation to an Option, Macquarie may declare a date earlier than the Expiry Date for that Option to be the Lapse Date of that Option.

  • (b) Macquarie will give not less than one Business Day’s prior notice to the Investor of the declaration of any Lapse Date pursuant to clause 6.2(a), unless:

  • (i) the giving of prior notice is not reasonably practicable given the risk such Option Acceleration Event has created for Macquarie (including the risk of incurring any cost, loss or expense); or

  • (ii) the Option Acceleration Event is the event described in sub-paragraph (c) of the definition of Option Acceleration Event.

  • (c) If a Lapse Date is declared in relation to one or more Options pursuant to clause 6.2(a):

  • (i) the relevant Options will lapse and clauses 2.2, 2.4, 3.2, 4, and 5 will no longer apply to those Options; and

  • (ii) Macquarie will determine (acting in a reasonable manner) the:

    • (1) Early Termination Premium(s) (if any) payable by the Investor; and

    • (2) Early Lapse Amount(s) (if any) payable by Macquarie.

  • (d) If an Early Lapse Amount is payable by Macquarie to the Investor, such amount will be payable within five (5) Business Days of the Lapse Date.

7. OPTION ADJUSTMENTS

7.1 Potential Adjustment Events

  • (a) If a Potential Adjustment Event occurs or is announced in relation to any Reference Security for an Option, Macquarie may, unless clause 7.1(c) applies:

(i) adjust the terms of the Option in accordance with clause 7.1(b); and

  • (ii) determine the effective date of such adjustments.

  • (b) Adjustments made under clause 7.1(a) will be:

  • (i) consistent with the methodology employed by the ASX (if any) for adjustments to exchange-traded options in respect of events similar to the relevant Potential Adjustment Event; or

  • (ii) as Macquarie determines appropriate (acting in a reasonable manner), having regard to the relevant Potential Adjustment Event and its effect on the Option and the relevant Reference Security,

provided however that any such adjustments are made for the purposes of preserving (to the extent reasonably practicable) the economic equivalence of the parties’ positions immediately prior to the adjustments being made in relation to the Potential Adjustment Event.

  • (c) If Macquarie determines (acting in a reasonable manner) that:

  • (i) if the Option were to be adjusted in accordance with clause 7.1(b):

    • (1) Macquarie would not be able to continue to effectively manage its risk, on an on-going basis, of maintaining the Option on issue; or

    • (2) Macquarie would incur a material increase in costs in managing its risk, on an on-going basis, of maintaining the Option on issue; or

  • (ii) it is not reasonably practicable to adjust the Option in accordance with clause 7.1(b),

Macquarie may treat such Potential Adjustment Event as an Option Acceleration Event in relation to that Option.

  • 7.2 Adjustment and consistency with the Secured Property

  • (a) For the purposes of:

  • (i) better protecting Macquarie’s interests as mortgagee; and

  • (ii) preserving the economic equivalence of a Series and the Secured Property related to that Series,

if any adjustment is made to:

  • (1) the Secured Property under the Security Arrangements, then an equivalent adjustment will, to the extent reasonably practicable, be made by Macquarie to the Options to which that Secured Property relates; and

  • (2) the terms of an Option under this clause 7, Macquarie will, to the extent reasonably practicable, procure that equivalent adjustments are made to any related Secured Property in accordance with the Security Arrangements.

  • (b) The parties agree that any adjustments made to the terms of an Option and any related Secured Property may not occur simultaneously.

9

Section 2: Security

MACQUARIE AND THE INVESTOR AGREE:

1. INCONSISTENCIES

To the extent that there is any inconsistency between these Security Arrangements and any other Transaction Document, these Security Arrangements will prevail.

2. MORTGAGE

2.1 Creation of Mortgage

The Investor:

  • (a) as legal and/or beneficial owner; or

  • (b) if the Investor is acting in its capacity as a trustee of a trust, as a trustee and in accordance with its powers as trustee,

of the Secured Property mortgages to Macquarie all of its present and future right, title and interest in, and to, the Secured Property as security for the due and punctual payment and satisfaction of the Secured Monies ( Mortgage ).

2.2 Macquarie’s rights

Without limiting any rights, powers or remedies Macquarie has under these Security Arrangements or at law, the Investor irrevocably authorises Macquarie, to the extent Macquarie reasonably considers necessary for the purposes of ensuring:

  • (a) that Macquarie has the full benefit of the rights, powers and remedies contemplated by these Security Arrangements; and

  • (b) the protection or perfection of Macquarie’s interests as mortgagee in relation to the Secured Property pursuant to these Security Arrangements,

to do any one or more of the following at any time:

  • (i) if registrable, register this Mortgage pursuant to any relevant law (including, without limitation, the Corporations Act, the PPSA and any analogous legislation in any relevant jurisdiction) at the Investor's reasonable expense;

  • (ii) if the Mortgage created under these Security Arrangements is an equitable mortgage, instruct the issuer of the Secured Property (or its registry service provider) to register the Secured Property in Macquarie’s name (or that of a nominee) as legal mortgagee;

  • (iii) to request the issuer of any Secured Property (or its registry service provider) to deliver to Macquarie all documents of title in respect of the Secured Property;

  • (iv) to insert Macquarie’s name, Macquarie’s nominee’s name or the name of any purchaser pursuant to a power of sale conferred by law or the power of sale referred to in these Security Arrangements, in all or any transfer documents (“Transfer Documents”) (and other relevant documents, if any) relating to any Secured Property;

Arran ements g

  • (v) to sign in the Investor’s name any Transfer Documents (and other relevant ancillary or incidental documents);

  • (vi) to cause any Transfer Documents to be stamped and/or registered; and

  • (vii) to deliver the certificates (if any) deposited with Macquarie in respect of any Secured Property (and/or any certificate issued consequent on the registration of any Transfer Documents) to any such nominee or any such purchaser named in any Transfer Document.

2.3 Power of Attorney

The Investor irrevocably authorises:

  • (a) Macquarie and each of its executive directors, division directors and associate directors, severally, to do (either in the Investor’s name or Macquarie’s name on the Investor’s behalf) all acts and things that the Investor is obliged to do under these Security Arrangements or which Macquarie reasonably considers necessary for the purposes of ensuring:

  • (i) that Macquarie has the full benefit of the rights, powers and remedies contemplated by these Security Arrangements; and

  • (ii) the protection or perfection of Macquarie’s interests as mortgagee in relation to the Secured Property pursuant to these Security Arrangements; and

  • (b) Macquarie, and each of its officers, agents, employees and solicitors to complete any details and fill in any blanks in these Security Arrangements, or any documentation contemplated by these Security Arrangements that Macquarie reasonably considers necessary for the purposes of ensuring:

  • (i) that Macquarie has the full benefit of the rights, powers and remedies contemplated by these Security Arrangements; and

  • (ii) the protection or perfection of Macquarie’s interests as mortgagee in relation to the Secured Property pursuant to these Security Arrangements.

2.4 Continuing Security

The Mortgage created under these Security Arrangements is a continuing security and remains in full force and effect until the whole of the Secured Monies have been paid or satisfied in full.

2.5 Dealing with the Secured Property

  • (a) For the purpose of better securing and preserving the value of Macquarie’s rights under these Security Arrangements, the Investor agrees to deal with the Secured Property in any manner Macquarie, as mortgagee, reasonably considers necessary for the purposes of ensuring:

  • (i) that Macquarie has the full benefit of the rights,

10

powers and remedies contemplated by these Security Arrangements; and

  • (ii) the protection or perfection of Macquarie’s interests as mortgagee pursuant to these Security Arrangements.

  • (b) Clause 2.5(a) includes, without limitation:

  • (i) where documents of title exist in relation to the Secured Property:

    • (1) depositing those documents with Macquarie;

    • (2) instructing the Issuing Entity (or their registry service provider) to deposit with Macquarie (or Macquarie’s nominee) all documents of title to the Secured Property and any other documents reasonably requested by Macquarie in relation to the Secured Property; and

  • (3) notifying the Issuing Entity (or their registry service provider) of the details of the Mortgage; and

  • (ii) applying any cash receipts or sale proceeds received in respect of, or derived from, the Secured Property to either the acquisition of Securities or the satisfaction (in whole or in part) of the Secured Monies;

  • (iii) requiring all or any of the Secured Property to be transferred to the Nominee;

  • (iv) requiring any Income derived from the Secured Property to be either re-invested into additional Secured Property (including by way of any distribution reinvestment plan conducted by the Issuing Entity) or applied in satisfaction (in whole or in part) of the Secured Monies;

  • (v) at the Investor’s own cost:

    • (1) disposing of, or acquiring, any Securities or Accretions (on commercially reasonable terms, which may include for consideration or otherwise);

    • (2) substituting or replacing any of the Secured Property with other Securities or Accretions.

2.6 Additional payments required from the Investors

(a) If at any time:

  • (i) a Potential Adjustment Event occurs or is expected to occur in relation to the Reference Securities for a Series;

  • (ii) the terms of those Options are, or will be, adjusted under the Equity Option Agreement; and

  • (iii) the Investor does not, or will not, hold the Securities and/or Accretions necessary to effect a Physical Settlement of those Options following any adjustments to the terms of those Options under the Equity Option Agreement,

the Investor hereby:

  • (1) directs Macquarie to acquire such additional Securities and/or Accretions as are, or would be, necessary to effect a Physical Settlement of those Options following any adjustments to the terms of those Options under the Equity Option Agreement; and

    • (2) agrees to pay additional funds to Macquarie in connection with the acquisition of such additional Securities and/or Accretions.
  • (b) Where clause 2.6(a) applies:

  • (i) the amount payable by the Investor will be determined by Macquarie having regard to:

    • (1) any value able to be realised in connection with any Potential Adjustment Event affecting the relevant Secured Property (eg, the amount of any Special Dividend attaching to the Secured Property, or the value of any rights attaching to the Secured Property); and
  • (2) the value of the Securities and/or Accretions acquired,

  • provided always that Macquarie acts in a

  • reasonable manner in determining such values; and

  • (ii) the amount payable by the Investor must be paid to Macquarie within three (3) Business Days of Macquarie giving the Investor notice of the amount payable by the Investor.

2.7 Further Assurances

  • (a) The Investor agrees to do all things reasonably required by Macquarie to:

  • (i) give effect to the intent and purpose of these Security Arrangements;

  • (ii) to ensure that Macquarie has the full benefit of the rights and powers contemplated under these Security Arrangements;

  • (iii) to ensure that the Mortgage is enforceable, perfected (including where possible, by control in addition to registration) and the protection or perfection of Macquarie’s interests as mortgagee in relation to the Secured Property pursuant to these Security Arrangements; and

  • (iv) enabling Macquarie to exercise rights in connection with the Mortgage,

which may include, without limitation, the Investor:

  • (1) obtaining consents, signing and producing documents, getting documents completed and signed and supplying information; and/or

  • (2) providing additional security to Macquarie in relation to the Secured Money under a separate security arrangement.

  • (b) Everything the Investor is required to do under this clause is at the Investor’s expense. The Investor agrees to pay or reimburse the reasonable Costs of Macquarie in connection with anything the Investor is required to do under this clause.

2.8 No notice required unless mandatory

Unless otherwise expressly provided for in a Transaction Document, before exercising a right under this Mortgage or conferred by law (including a right to sell), neither Macquarie nor the Receiver need give the Investor any notice or demand or allow a lapse of time that is required by law unless the notice, demand or lapse of time cannot be excluded. A reference to a notice under this clause includes any notice under the PPSA (including a notice of a verification statement).

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3. REPRESENTATIONS BY THE INVESTOR

In addition to any other representations given under the Terms and Conditions, the Investor represents to Macquarie:

  • (a) on the Commencement Date of each Option and each Linked Loan; and

  • (b) on each date on which any Secured Monies remain outstanding, with reference to the facts and circumstances at the time, that:

  • (i) unless clause 3(b)(ii) applies, and subject to Macquarie taking legal title to the Secured Property in accordance with clause 2.2(ii) of these Security Arrangements, on acquisition of any Secured Property by the Investor or on any Secured Property becoming the subject of the Mortgage, the Investor is (or in the case of Secured Property to be acquired, will be), subject to the Mortgage, the legal and beneficial owner of, and have good title to, the Secured Property free from any Security Interest other than the Mortgage;

  • (ii) if the Investor agrees to be bound by the Terms and Conditions in its capacity as trustee of a trust, it is, subject to the Mortgage, the legal owner but not the beneficial owner of, and has good title to, the Secured Property free from any Security Interest other than the Mortgage; and

  • (iii) on:

    • (1) the later to occur of:

      • (A) acquisition of any Secured Property by the Investor; or

      • (B) on such Secured Property becoming the subject of the Mortgage; and

    • (2) deposit of the documents of title (if any) to the Secured Property with Macquarie,

these Security Arrangements create a first ranking security interest over the Secured Property, being an equitable mortgage.

Where the Investor is acting in its capacity as trustee, the representations made under this clause are made by the Investor in its capacity as trustee of the trust and in its personal capacity.

The Investor acknowledges that Macquarie enters into or acts (or omits to act) in relation to each Transaction Document in reliance on the representations in this clause.

4. UNDERTAKINGS BY THE INVESTOR

The Investor undertakes, while any Secured Monies remain outstanding:

  • (a) not to create, agree or attempt to create or allow to exist, any Security Interest over or in respect of any Secured Property;

  • (b) not to dispose of, or otherwise deal with, or attempt to deal with, any of the Secured Property or any interest in it;

  • (c) to notify Macquarie in writing if any representation made by the Investor under the Terms and Conditions is found to have been incorrect or misleading when made;

  • (d) to do everything necessary to ensure that no Early

Termination Event or Potential Early Termination Event occurs;

  • (e) if an Early Termination Event or Potential Early Termination Event occurs, to immediately notify Macquarie in writing giving full details of the event and any step(s) taken or proposed to be taken to remedy it;

  • (f) to pay any calls, instalment or other money which is payable in respect of the Secured Property;

  • (g) to deal with the Secured Property as Macquarie (in its capacity as mortgagee) may reasonably consider necessary for the purposes of ensuring:

  • (i) that Macquarie has the full benefit of the rights, powers and remedies contemplated by these Security Arrangements; and

  • (ii) the protection or perfection of Macquarie’s interests as mortgagee in relation to the Secured Property pursuant to these Security Arrangements; and

  • (h) to supply Macquarie with any information about, or documents affecting:

  • (i) the Secured Property;

  • (ii) this Mortgage; or

  • (iii) the Investor’s financial affairs or business.

5. RIGHTS OF THE INVESTOR

Without limiting any other rights of the Investor under the Terms and Conditions, until an Early Termination Event or Potential Early Termination Event occurs in relation to the Investor, the Investor has the right to, subject to clause 2.5:

  • (a) receive any Ordinary Dividend payable (subject to any deduction for Tax) in cash; and

  • (b) exercise the right to vote,

in respect of any Secured Property.

6. EARLY TERMINATION EVENTS

  • 6.1 General Consequences of an Early Termination Event

  • (a) If an Early Termination Event occurs in relation to the Investor, Macquarie may, without being obliged to do so and despite any waiver of any previous Early Termination Event, and in addition to any other rights or remedies Macquarie has under the Terms and Conditions or at law, do all acts and things and exercise all rights, powers and remedies in relation to the Secured Property that:

  • (i) the Investor could do or exercise; or

  • (ii) Macquarie (in its capacity as mortgagee) may reasonably consider necessary for the purposes of ensuring:

    • (1) that Macquarie has the full benefit of the rights, powers and remedies contemplated by these Security Arrangements; and

    • (2) the protection or perfection of Macquarie’s interests as mortgagee pursuant to these Security Arrangements.

  • (b) Macquarie will give prior notice to the Investor before exercising any of the rights, duties and powers referred to in clause 6.1(a), unless the giving of prior

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notice to the Investor is not reasonably practicable given the risk such Early Termination Event has created for Macquarie (including the risk of incurring any cost, loss or expense).

  • (c) Without limiting clause 6.1(a), such acts or things include, but are not limited to Macquarie:

  • (i) taking possession and assuming control of the Secured Property;

  • (ii) receiving, retaining, and/or applying in satisfaction of the Secured Monies, all money or other distributions (whether monetary or otherwise) made or to be made in respect of the Secured Property or the sale proceeds of the Secured Property;

  • (iii) disposing of, redeeming, agreeing to sell or otherwise dealing with the Secured Property (whether or not Macquarie has taken possession) on such terms as Macquarie determines (acting in a reasonable manner);

  • (iv) employing solicitors, agents, accountants, auctioneers and consultants on such terms as Macquarie reasonably thinks fit;

  • (v) carrying out and enforcing, or refraining from carrying out or enforcing, the Investor’s rights and obligations that may arise in connection with the Secured Property or obtained or incurred in the exercise of Macquarie’s rights, powers and remedies;

  • (vi) instituting, conducting, defending, settling, arranging, compromising and submitting to arbitration any claims, questions or disputes whatsoever which may arise in connection with the Secured Property or in any way relating to these Security Arrangements, and to execute any associated releases or other discharges;

  • (vii) signing or executing documents; and/or

  • (viii) transferring or converting any of the Secured Property in a Participant Sponsored Holding to an Issuer Sponsored Holding in the name of the Nominee or Macquarie.

6.3 Status and Capacity of Receiver

Unless and until Macquarie otherwise gives notice in writing to the Investor and the Receiver that the Receiver acts as Macquarie’s agent, or until an order is made or resolution is passed for the winding up of the Investor, the Receiver is the Investor’s agent, and the Investor alone is responsible for the acts and defaults of the Receiver, but in exercising any of Macquarie’s powers, the Receiver has both the Investor’s and Macquarie’s authority.

6.4 Powers of Receiver

Subject to any specific limitations placed on it by the terms of its appointment, the Receiver, in addition to any right, power or remedy conferred on it by law (including under section 420 of the Corporations Act), may do any act, matter or thing and exercise any right, power or remedy that may be done or exercised by Macquarie or the Investor in relation to the Secured Property.

6.5 Deferred Settlement

If, in accordance with clause 5.3(c) of the Equity Option Agreement, Macquarie pays the Physical Settlement Amount for an Option prior to Delivery of the entire Deliverable Parcel in accordance with clause 5.3(a) of the Equity Option Agreement then, without limiting any other rights that Macquarie may have:

  • (a) the Investor assigns to Macquarie, free of any Security Interests, the entire beneficial interest in all of the Reference Securities included in the Deliverable Parcel that have not been so Delivered; and

  • (b) in order to ensure the perfection and completion of the assignment of the legal title of such Reference Securities as contemplated by the Equity Option Agreement:

    • (i) Macquarie may do any of the things described in clause 2.2; and
  • (ii) clauses 2.3, 2.5, 2.7, 2.8 and 4 will continue to apply whilst clause 5 shall cease to apply,

  • (with such changes as are necessary), in respect of

  • those Reference Securities.

  • (d) Any money which Macquarie pays or becomes liable to pay by reason of doing any of the above, except to the extent that such amount arises due to negligence, fraud or wilful default on the part of Macquarie, forms part of the Secured Money.

6.2 Appointment of Receiver

Where clause 6.1(a) applies, Macquarie may appoint any person to be a receiver or receiver and manager (the Receiver) of the Secured Property and:

  • (a) the Receiver may be appointed by Macquarie on such terms as Macquarie reasonably considers appropriate;

  • (b) Macquarie may remove a Receiver and may appoint another in their place;

  • (c) Macquarie may (acting in a reasonable manner) from time to time determine the remuneration of the Receiver; and

  • (d) if two or more persons are appointed as Receiver, they may be appointed jointly and/or severally and may be appointed in respect of different parts of the Secured Property.

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Section 3: Sponsorship A reement g

MACQUARIE, THE SPONSOR AND THE INVESTOR AGREE:

1. INTERPRETATION

1.1 Inconsistencies

To the extent that there is any inconsistency between this Sponsorship Agreement and any other Transaction Document, the other Transaction Document will prevail.

1.2 Variation

If this Sponsorship Agreement is or becomes inconsistent with the ASX Settlement Operating Rules, the Sponsor may, by giving the Investor (the “Participant Sponsored Holder”) not less than seven (7) Business Days written Notice, vary this Sponsorship Agreement to the extent the Sponsor considers reasonably necessary to remove any inconsistency.

2. SPONSORSHIP AND AGENCY

2.1 Appointment

  • (a) The Investor hereby appoints the Sponsor, and the Sponsor accepts that appointment to:

  • (i) provide, as agent of the Investor, transfer and settlement services in relation to the Securities which form part of the Secured Property for the purposes of this Facility; and

  • (ii) as agent and nominee of the Investor, to:

    • (1) take delivery of any Securities purchased by, or to be delivered to, the Investor; or

    • (2) effect delivery of any Securities sold, or to be delivered, by the Investor (to the extent the same is held by the Sponsor),

on the terms of this Sponsorship Agreement.

  • (b) Notwithstanding any other provision of this Sponsorship Agreement, the Investor agrees that while there are any Secured Monies owing under this Facility, the Investor will:

  • (i) not limit, suspend or terminate the appointment of the Sponsor without the prior written consent of Macquarie;

  • (ii) not provide any direction to the Sponsor which is inconsistent with the provisions of the Terms and Conditions without Macquarie's prior written consent; and

  • (iii) only exercise its rights under clauses 2.5, 4.2(d) and 6 in accordance with the instructions of Macquarie.

2.2 Transfer

The Investor agrees to, at the time specified by Macquarie, deliver to the HIN specified under clause 2.6 all of the Secured Property for a Series which are Securities.

2.3 Express authorisation

The Investor expressly authorises and directs the Sponsor to take whatever action is reasonably required

by Macquarie in accordance with the ASX Settlement Operating Rules to give effect to Macquarie’s rights under the Terms and Conditions including (without limitation):

  • (a) to transfer or convert any of the Securities which form part of the Secured Property which are in an Issuer Sponsored Holding to a Participant Sponsored Holding with the Sponsor acting as the Sponsor for the Securities pursuant to this Sponsorship Agreement;

  • (b) to act in accordance with any direction or instruction which it receives from Macquarie or the Nominee in respect of any of the Secured Property, including in relation to the utilisation of the HIN under which the Secured Property is registered; and

  • (c) providing an Issuing Entity (or the registry service provider thereof) with information required for administrative purposes in relation to the Secured Property.

2.4 Sponsor to notify Macquarie

The Sponsor must, as soon as practicable, notify Macquarie as soon as it becomes aware of any action taken by the Investor:

  • (a) to limit, suspend or terminate either the terms of this Sponsorship Agreement or the Sponsor's appointment; or

  • (b) to transfer or convert any of the Securities which form part of the Secured Property of which it is the Sponsor under the terms of this Sponsorship Agreement, except for any transfer to Macquarie or the Nominee or any other transfer which is otherwise required to give effect to the Investor’s obligations under the Terms and Conditions.

2.5 Termination

  • (a) Subject to the other terms of this Sponsorship Agreement, the ASX Settlement Operating Rules and the rights of Macquarie under the Terms and Conditions, this Sponsorship Agreement will be terminated on the occurrence of any of the following events:

  • (i) on Macquarie giving written notice to the Investor of the closure of the Facility under clause 1.7 of the General Conditions;

  • (ii) by notice in writing from either the Investor or the Sponsor to the other;

  • (iii) on the Sponsor becoming insolvent;

  • (iv) on the termination or suspension of the Sponsor; or

  • (v) on the giving of Withdrawal Instructions by the Investor to a Controlling Participant in accordance with ASX Settlement Operating Rule 7.1.10(c).

  • (b) Termination by either the Sponsor or the Investor under clause 2.5(a)(ii) will be effective on receipt of the notice by the other party to this Sponsorship Agreement, subject to Macquarie's rights under the Terms and Conditions.

2.6 HINs to which this Sponsorship Agreement applies

The parties agree that all of the Securities which form part of the Secured Property will be registered under the HIN or such other HIN as may be agreed by Macquarie (unless such Securities are transferred to the Nominee in

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accordance with the Terms and Conditions).

The HIN(s) to which this Sponsorship Agreement applies will be specified in the relevant term sheet that is agreed between Macquarie and the Investor as part of the account opening process. If any one or more of the HINs are not known at the time the relevant term sheet is agreed, the Investor authorises Macquarie to insert it once it is available.

2.7 Instructions The parties agree that:

  • (a) if the Sponsor receives instructions concerning the Secured Property from both the Investor and Macquarie, the instruction given by Macquarie will take precedence over the instruction given by the Investor; and

  • (b) for the avoidance of doubt, any instruction or direction to the Sponsor from Macquarie under this Sponsorship Agreement is an instruction or direction given on behalf of the Investor; provided however that Macquarie may only give instructions or directions in accordance with its rights under the Terms and Conditions.

2.8 Appointment of agents and other third parties

The Sponsor may, in accordance with the ASX Settlement Operating Rules and subject to the approval of Macquarie, appoint any agent, independent contractor or other third party to perform any of its obligations, or take any action required by it, under this Sponsorship Agreement or the ASX Settlement Operating Rules.

2.9 Pledging and sub-positions

  • (a) Subject to the terms of this Sponsorship Agreement, where the Investor arranges with any person to give a charge or any other interest in Financial Products in a Participant Sponsored Holding, the Investor authorises the Sponsor to take whatever action is reasonably required by the person in accordance with the ASX Settlement Operating Rules to give effect to that arrangement.

  • (b) The Investor acknowledges that where, in accordance with this Sponsorship Agreement and/or Macquarie’s or the Investor’s instructions, the Sponsor initiates any action which has the effect of creating a sub-position over Financial Products in the Participant Sponsored Holding, the right of the Investor to transfer, convert or otherwise deal with those Financial Products is restricted in accordance with the terms of the ASX Settlement Operating Rules relating to sub-positions.

  • (c) Nothing in this Sponsorship Agreement operates to override any interest of ASX Clear in the financial products.

2.10 Security Interest

Where Macquarie (or a Related Body Corporate of Macquarie) (such person, the “Security Holder”) has a security interest (as that term is defined in the Personal Property Securities Act 2009) in or over any of the rights of the Participant Sponsored Holder under this Sponsor Agreement, the Participant Sponsored Holding and/or any financial products in the Participant Sponsored Holding (the “Collateral”) (for example, in connection with a margin lending or other lending arrangement), the Sponsor and the Participant Sponsored Holder acknowledge and agree:

  • (a) the Sponsor agrees to take action in relation to the Collateral (including any Transfer or Conversion into or out of the Participant Sponsored Holding) in accordance with any instructions given by the Security Holder (without seeking the consent of the Participant Sponsored Holder or any other person on behalf of the Participant Sponsored Holder);

  • (b) only the Security Holder (or the Sponsor acting on the instructions of the Security Holder in accordance with this Clause 2.10) is able to initiate or control the sending of any electronic messages or other electronic communications in relation to the Participant Sponsored Holding (including any Transfer or Conversion into or out of the Participant Sponsored Holding) ; and

  • (c) the Sponsor is under no duty to enquire whether the Security Holder may validly give any such instruction.

  • The Participant Sponsored Holder irrevocably authorises and directs Sponsor to transfer or otherwise deal or act in connection with the Collateral (including any Transfer or Conversion into or out of the Participant Sponsored Holding) in accordance with any instruction the Security Holder gives.

This Clause 2.10 is an agreement of the type described in section 26 of the Personal Property Securities Act 2009 and applies despite anything to the contrary in this Sponsorship Agreement (including Clause 3.2).

2.11 Payment of fees

The Investor will pay all brokerage fees and associated transactional costs within the period prescribed by the Sponsor (if any).

3. MANDATORY PROVISIONS

3.1 Sponsor’s Rights

  • (a) Where the Investor authorises the Sponsor to buy Financial Products, the Investor will pay for those Financial Products within two (2) Business Days of the date of purchase, unless otherwise agreed by the parties.

  • (b) Subject to clause 3.1(c), the Sponsor is not obliged to transfer Financial Products into the Participant Sponsored Holding, where payment for those Financial Products has not been received, until payment is received.

  • (c) Where a contract for the purchase of Financial Products remains unpaid, after the Sponsor has made a demand of the Investor to pay for the Financial Products, the Sponsor may sell those Financial Products that are the subject of that contract at the Investor’s risk and expense and that expense will include brokerage and stamp duty.

  • (d) Where the Sponsor claims that an amount lawfully owed to it has not been paid by the Investor, the Sponsor has the right to refuse to comply with the Investor’s Withdrawal Instructions, but only to the extent necessary to retain Financial Products of the minimum value held in a Participant Sponsored Holding (where the minimum value is equal to 120% of the current market value of the amount claimed).

3.2 Investor’s Rights

  • (a) Subject to the terms of this Sponsorship Agreement, including clauses 3.1(c) and (d), the Sponsor will initiate any Transfer, Conversion or other action necessary to give effect to Withdrawal Instructions

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within two (2) Business Days of the date of the receipt of the Withdrawal Instructions.

  • (b) Subject to ASX Settlement Operating Rule 7.4 and the terms of this Sponsorship Agreement, the Sponsor will not initiate any Transfer or Conversion into or out of the Investor’s Participant Sponsored Holding without the Investor’s express authority.

  • (c) The Sponsor holds an Australian financial services license under the Corporations Act and is a participant of ASX Clear and ASX Settlement. The Investor can obtain information as to the status of the Sponsor from the Australian Securities & Investments Commission and from the ASX.

  • (d) In certain circumstances, the Investor may lodge a complaint about the Sponsor with the Australian Banking Industry Ombudsman or the National Guarantee Fund.

4. OTHER RIGHTS AND DUTIES

4.1 Supply of Information

The Investor will supply all information and supporting documentation which is reasonably required to permit the Sponsor to comply with the registration requirements, as are in force from time to time, under the ASX Settlement Operating Rules.

4.2 Mandatory Notifications and Acknowledgements

  • (a) The Investor acknowledges that if the Sponsor is not a Market Participant of an Approved Market Operator, neither the Approved Market Operator nor any Related Party of the Approved Market Operator has any responsibility for regulating the relationship between the Investor and the Sponsor, other than in relation to the ASX Settlement Operating Rules relating to sponsorship agreements.

  • (b) The Investor acknowledges that if a Transfer is taken to be effected by the Sponsor under section 9 of the ASX Settlement Operating Rules and the Source Holding for the Transfer is a Participant Sponsored Holding under this Sponsorship Agreement, then:

  • (i) the Investor may not assert or claim against ASX Settlement or the relevant Issuer that the Transfer was not effected by the Sponsor or that the Sponsor was not authorised by the Investor to effect the Transfer; and

  • (ii) unless the Transfer is also taken to have been effected by a Market Participant of Approved Market Operator or a Clearing Participant of ASX Clear, the Investor has no claim arising out of the Transfer against the compensation arrangement applicable to the Approved Market Operator or a Clearing Participant of ASX Clear under the Corporations Regulations.

  • (c) If the Sponsor breaches any of the provisions of this Sponsorship Agreement, the Investor may refer that breach to any regulatory authority, including ASX Settlement.

  • (d) Subject to Macquarie’s rights under the Terms and Conditions, if the Sponsor is suspended from CHESS participation, subject to the assertion of an interest in Financial Products controlled by the Sponsor, or by the liquidator, receiver, administrator or trustee of that Sponsor:

  • (i) the Investor has the right, within twenty (20)

Business Days of ASX Settlement giving Notice of suspension, to give notice to ASX Settlement requesting that any Participant Sponsored Holdings be removed either:

  - (1) from the CHESS Subregister; or

  - (2) from the control of the suspended Sponsor to the control of another Sponsor with whom they have concluded a valid Sponsorship Agreement pursuant to ASX Settlement Operating Rule 12.19.10; or
  • (ii) where the Investor does not give notice under clause 4.2(d)(i), ASX Settlement may effect a change of Controlling Participant under ASX Settlement Operating Rule 12.19.11 and the Investor will be deemed to have entered into a new Sponsorship Agreement with the new Sponsor on the same terms as this Sponsorship Agreement; and

  • (iii) where the Investor is deemed to have entered into a Sponsorship Agreement in accordance with clause 4.2(d)(ii) the new Sponsor must enter into a Sponsorship Agreement with the Investor within ten (10) Business Days of the change of Controlling Participant.

  • (e) The Investor confirms that before the Investor executed this Sponsorship Agreement, the Sponsor provided the Investor with an explanation of this Sponsorship Agreement and that the Investor understood the effect of this Sponsorship Agreement.

  • (f) The Investor acknowledges that:

  • (i) in the event of the Investor’s death or bankruptcy, a Holder Record Lock will be applied to all Participant Sponsored Holdings in accordance with the ASX Settlement Operating Rules, unless the Investor’s legally appointed representative or trustee elects to remove the Participant Sponsored Holdings from the CHESS Subregister; and

  • (ii) if the Investor dies, the provisions of this Sponsorship Agreement are deemed to remain in operation, in respect of the legally appointed representative authorised to administer the Investor’s estate, subject to the consent of the legally appointed representative, for a period of up to three calendar months after the removal of a Holder Record Lock applied pursuant to clause 4.2(f)(i), unless the Investor’s legally appointed representative or trustee elects to remove the Participant Sponsored Holdings from the CHESS Subregister.

5. FOR JOINT HOLDINGS ONLY

  • (a) With respect to joint holdings only, each Investor acknowledges that, if one of the Investors dies, the Sponsor will transfer all Holdings under the joint Holder Record into new Holdings under a new Holder Record in the name of the survivor, and that this Sponsorship Agreement will remain valid for the new Holdings under the new Holder Record.

  • (b) Each Investor acknowledges that in the event of the bankruptcy of one of the Investors, the Sponsor will:

  • (i) establish a new Holder Record in the name of the bankrupt Investor, transfer the interest of the bankrupt Investor into new Holdings under the new Holder Record and request that ASX Settlement apply a Holder Record Lock to all Holdings under that Holder Record, unless the legally appointed

16

representative of the bankrupt Investor elects to remove the Participant Sponsored Holdings from the CHESS Subregister; and

  • (ii) establish a new Holder Record in the name(s) of the remaining Investors and Transfer the interest of the remaining Investors into new Holdings under the new Holder Record.

6. CHANGE OF CONTROLLING PARTICIPANT

  • (a) The Sponsor will notify Macquarie in writing at least ten (10) Business Days before issuing a Participant Change Notice to the Investor.

  • (b) If the Investor receives a Participant Change Notice from the Controlling Participant of the Participant Sponsored Holding and the Participant Change Notice was received at least twenty (20) Business Days prior to the date proposed in the Participant Change Notice for the change of Controlling Participant, the Investor is not obliged to agree to the change of Controlling Participant, and may choose to do any of the things set out in sub-clauses (i) and (ii):

  • (i) the Investor may choose to terminate this Sponsorship Agreement by giving Withdrawal Instructions under the ASX Settlement Operating Rules to the Controlling Participant, indicating whether the Investor wishes to transfer its Participant Sponsored Holding to another Controlling Participant or one or more Issuer Sponsored Holdings.

  • (ii) If the Investor does not take any action to terminate this Sponsorship Agreement in accordance with clause 6(b)(i), and does not give any other instructions to the Controlling Participant which would indicate that the Investor does not agree to the change of Controlling Participant then, on the date referred to in clause 6(c) below (the “Effective Date”), Macquarie, the Sponsor and the Investor authorise the Controlling Participant to novate this Sponsorship Agreement to the new Controlling Participant without obtaining any further approval, consent or authorisation from Macquarie, the Sponsor or the Investor and this Sponsorship Agreement will then be binding on all parties as if, on the Effective Date:

    • (1) the new Controlling Participant is a party to this Sponsorship Agreement in substitution for the existing Controlling Participant;

    • (2) any rights of the existing Controlling Participant are transferred to the new Controlling Participant; and

    • (3) the existing Controlling Participant is released by the Investor from any obligations arising on or after the Effective Date.

  • (c) The novation in clause 6(b)(ii) will not take effect until the Investor has received a notice from the new Controlling Participant confirming that the new Controlling Participant consents to acting as the Investor’s Controlling Participant. The Effective Date may as a result be later than the date set out in the Participant Change Notice.

  • (d) The Investor will be taken to have consented to the novation referred to in clause 6(b)(ii) by doing any act consistent with the novation of this Sponsorship Agreement to the new Controlling Participant (for example, by giving an instruction to the new Controlling Participant), on or after the Effective Date,

and such consent will be taken to be given as of the Effective Date.

  • (e) This Sponsorship Agreement continues for the benefit of the existing Controlling Participant in respect of any rights and obligations accruing before the Effective Date and, to the extent that any law or provision of any agreement makes the novation in clause 6(b)(ii) not binding or effective on the Effective Date, then:

  • (i) this Sponsorship Agreement will continue for the benefit of the existing Controlling Participant until such time as the novation is effective; and

  • (ii) the existing Controlling Participant will hold the benefit of this Sponsorship Agreement on trust for the new Controlling Participant.

  • (f) Nothing in this Sponsorship Agreement will prevent the completion of CHESS transactions by the existing Controlling Participant where the obligation to complete those transactions arises before the Effective Date and this Sponsorship Agreement will continue to apply to the completion of those transactions, notwithstanding the novation of this Sponsorship Agreement to the new Controlling Participant.

  • CLAIMS FOR COMPENSATION

  • (a) If the Sponsor breaches a provision of this Sponsorship Agreement and the Investor makes a claim for compensation in respect of that breach, the ability of the Sponsor to satisfy that claim will depend on the financial circumstances of the Sponsor.

  • (b) No compensation arrangements apply to the Investor.

  • (c) If a breach by a Sponsor of a provision of this Sponsorship Agreement falls within the circumstances specified in the compensation arrangements applicable to the Approved Market Operator or the Clearing Participant of ASX Clear under the Corporations Act and Corporations Regulations, the Investor may be able to make a claim under the relevant compensation arrangements.

8. NO PREJUDICE

The Investor agrees that the rights of Macquarie under the Security Arrangements will not be affected by:

  • (a) any change of Sponsor;

  • (b) any removal of the Participant Sponsored Holdings from the CHESS Subregister; or

  • (c) the transfer of any of the Securities which form part of the Secured Property to a new Holding,

occurring in accordance with this Sponsorship Agreement.

9. CONTACT DETAILS

The Investor may wish to discuss the terms and conditions of the Sponsorship Agreement with the Sponsor. The contact details for this purpose are set out in the Directory. The Investor is entitled to receive a copy of the executed Sponsorship Agreement on request.

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Section 4: Loan A reement g

MACQUARIE AND THE INVESTOR AGREE:

1. LINKED LOANS

  • 1.1 Transaction Requests for Linked Loans

  • (a) The Investor may apply for a Linked Loan by making a Transaction Request:

  • (i) in conjunction with a Transaction Request for the Linked Options; or

  • (ii) on and from the Commencement Date of the Linked Options.

  • (b) By making a Transaction Request, the Investor offers to borrow the amount specified in the Transaction Request on the terms of this Loan Agreement, as supplemented by any applicable Confirmation.

  • (c) Macquarie has no obligation to accept any Transaction Request for a Linked Loan.

  • 1.2 Drawdown and application of Linked Loan proceeds

  • (a) If Macquarie accepts the Investor’s Transaction Request for a Linked Loan, Macquarie will pay the proceeds of the Linked Loan:

  • (i) where the Investor has also provided a Buy Instruction in conjunction with such Transaction Request, in accordance with any applicable Trading Participant Terms; or

  • (ii) to the Investor’s nominated account, on the Linked Loan’s Commencement Date.

  • (b) If Macquarie provides a Linked Loan to the Investor, the Investor undertakes to use the loan proceeds wholly or predominantly for a business or investment purpose (other than investment in residential property) or both. Macquarie may, but is not obliged to, monitor whether the proceeds are actually applied in accordance with this clause.

2. EARLY TERMINATION, EARLY REPAYMENT DATES AND PREPAYMENT

2.1 Early Termination

Clause 2 of the General Conditions sets out the circumstances in which Linked Loans may be terminated and the consequences of that termination.

  • 2.2 Early Repayment Dates

  • (a) If a Loan Acceleration Event occurs in relation to a Linked Loan, Macquarie may declare a date on which that Linked Loan will terminate (“ Acceleration Date ”).

  • (b) Macquarie will give at least one Business Day’s prior notice to the Investor of the declaration of any Acceleration Date unless the giving of prior notice to the Investor is not reasonably practicable given the risk such Loan Acceleration Event has created for Macquarie (including the risk of incurring any cost, loss or expense).

  • (c) If an Acceleration Date is declared in respect of a Loan, Macquarie will, on the Acceleration Date, calculate (acting in a reasonable manner):

  • (i) the amount of the Loan to be repaid;

  • (ii) the Loan Break Value payable by the Investor (if any and if negative) or Macquarie (if any and if positive) in relation to that Loan.

  • (d) The amount of the Loan to be repaid, together with, if the Loan Break Value is payable by the Investor to Macquarie, the Loan Break Value, will be payable:

  • (i) unless paragraph (ii) applies, within three (3) Business Days of the Investor receiving notice of the amount payable by it; and

  • (ii) if:

    • (1) the Loan Acceleration Event giving rise to the Acceleration Date for the relevant Loan is the occurrence of an Option Acceleration Event in relation to the Linked Options for that Loan; and

    • (2) an Exceptional Circumstance occurs at any time:

1.3 Interest

  • (a) The Investor must pay interest on the amount of each Linked Loan in advance on each Interest Payment Date.

  • (b) The amount of interest payable on each Interest Payment Date is calculated as follows:

I = L x R% x IP/365

where:

I = the interest payable;

L = the amount of the Linked Loan outstanding;

  1. on or after the Lapse Date; and

  2. before the amount referred to in clause 2.2(d) is paid by the Investor to Macquarie,

within 12 hours of the occurrence of that Exceptional Circumstance.

  • (e) If the Loan Break Value is payable by Macquarie to the Investor, such amount will be payable within five (5) Business Days of the Acceleration Date.

  • 2.3 Prepayment

  • (a) If the Investor wishes to prepay all or any part of a Loan:

R = the Interest Rate; and

IP = the number of days in the relevant Interest Period.

1.4 Repayment

Subject to clause 2 of this Loan Agreement and clause 2 of the General Conditions, the Investor must repay each Linked Loan to Macquarie on its Repayment Date.

  • (i) the Investor must notify Macquarie of the proposed prepayment (and the amount thereof) by 11am (Sydney time) on the fourth Business Day before the intended date of prepayment;

  • (ii) Macquarie will notify the Investor of the Loan Prepayment Amount (if any) and which party is obliged to pay it by the second Business Day before the proposed prepayment; and

  • (iii) on the date of prepayment, and, where the Loan Prepayment Amount is:

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(1) positive, the Investor must; or

  • (2) negative, Macquarie must,

pay to the other party the absolute value of the Loan Prepayment Amount.

  • (b) Any notice of prepayment given by the Investor may not be revoked by the Investor unless otherwise agreed by Macquarie (such consent not to be unreasonably withheld, for example, where Macquarie would not incur any loss, cost or expense (or risk thereof) by agreeing to the revocation).

3. ADDITIONAL REPRESENTATIONS

  • (a) In addition to any other representations made under the Terms and Conditions, on:

  • (i) the date the Investor submits a Transaction Request for a Loan; and

  • (ii) the Loan’s Commencement Date,

with reference to the facts and circumstances at the time, the Investor represents to Macquarie that any financial accommodation provided by Macquarie under this Loan Agreement will be applied wholly or predominantly for business or investment purposes (other than investment in residential property), or both.

  • (b) The Investor acknowledges that:

  • (i) if the representations made under this clause 4 are made by the Investor in its capacity as trustee of a trust, the representations are also made by the Investor in its personal capacity; and

  • (ii) Macquarie enters into, acts, or omits to act, in relation to this Loan Agreement (including making any Loan) in reliance on the representations in this clause 3.

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Section 5: Nominee Terms

MACQUARIE, THE NOMINEE AND THE INVESTOR AGREE:

1. INTERPRETATION

1.1 Nature of agreement

These Nominee Terms set out the terms on which the Nominee will hold Reference Securities and any Accretions for the Investor.

1.2 Inconsistency with Transaction Documents

If there is any inconsistency between the provisions of these Nominee Terms and any other Transaction Document (other than the General Conditions), the other Transaction Documents will prevail to the extent of the inconsistency.

  • (i) use, transfer, sell or convert the Secured Property; and/or

  • (ii) to take whatever action is reasonably required,

to give effect to the Investor’s obligations under the Terms and Conditions, including to act in accordance with any direction or instruction which it receives from the Investor or Macquarie (in its capacity as mortgagee) in respect of the Secured Property, provided that such direction or instruction is not inconsistent with the Terms and Conditions.

  • (b) The Investor:

  • (i) authorises the Nominee to (in good faith) comply with any instructions purported to be given by Macquarie in accordance with these Nominee Terms, without the need to enquire as to the validity of such instruction; and

  • (ii) agrees that the Nominee shall have no liability to the Investor for complying with such instruction in good faith.

2.4 Other Permitted Actions

2. APPOINTMENT OF NOMINEE

  • 2.1 Appointment

  • (a) The Investor hereby appoints the Nominee to hold any Reference Securities and Accretions transferred to it, on the Investor’s behalf as its nominee, subject to the Terms and Conditions.

  • (b) The Investor agrees not to provide any direction to the Nominee which is inconsistent with the Terms and Conditions and any such direction is void.

  • (c) The Investor agrees not to, without Macquarie’s prior written consent, terminate the appointment of the Nominee or attempt to change the arrangements with the Nominee for any of the Secured Property while any Secured Monies remain outstanding.

  • (d) The Nominee must keep, or cause to be kept, proper records in respect of any of the Secured Property held by it under these Nominee Terms.

2.2 Transfer to Nominee

  • (a) In consideration of Macquarie accepting a Transaction Request for a Series, the Investor will, on request by Macquarie, cause legal title to any Reference Securities and Accretions included in the Secured Property for that Series to be held by the Nominee, as the Investor’s nominee in accordance with these Nominee Terms.

  • (b) For the avoidance of doubt, the Investor shall be absolutely entitled to the Secured Property transferred in accordance with this clause as against the Nominee. Subject to Macquarie's rights under the Terms and Conditions, the Investor is entitled to instruct and direct the Nominee about any matter concerning the Secured Property and the Nominee shall (to the extent it is capable) comply with such instructions, including without limitation, with regard to all voting rights (to the extent available) attached to the Secured Property.

2.3 Express authorisation

  • (a) The Investor expressly authorises and directs the Nominee to:

The Investor hereby authorises the Nominee to, in providing the services referred to in these Nominee Terms:

  • (a) endorse for collection cheques, drafts and other negotiable instruments as may be required under, or contemplated by, the Terms and Conditions;

  • (b) in general, attend to all non-discretionary details in connection with the sale, exchange, substitution, purchase or transfer of the Secured Property and any other dealings with the Secured Property as may be required under, or contemplated by, the Terms and Conditions;

  • (c) hold the Secured Property in any account, in the Nominee’s own name or that of any sub-custodian, suitable for the holding of the Secured Property (without establishing any separate account designated for the exclusive custody of the Secured Property) and, on a pooled basis with the property of other persons or other clients of the Nominee, provided that the Nominee maintains a record of the Secured Property held for the Investor;

  • (d) participate in any rights issue, dividend or other reinvestment schemes in accordance with any instruction given by Macquarie on the Investor’s behalf;

  • (e) collect cash or other distributions paid or distributed on or in relation to the Secured Property and apply those funds as required under the Terms and Conditions; and

  • (f) do everything reasonably necessary to effect the custody of the Secured Property by the Nominee or any sub-custodian (as the case may be) in accordance with applicable laws and the Terms and Conditions.

2.5 Notice to Macquarie

The Nominee must, as soon as reasonably practicable, notify Macquarie as soon as it becomes aware of any action taken by the Investor to limit, suspend or terminate any provision of these Nominee Terms or the Nominee's appointment.

  • 2.6 Indemnification

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The Nominee indemnifies Macquarie for all liability, loss, costs, charges and expenses arising from or incurred by Macquarie as a result of the breach by it of any of its obligations under the Terms and Conditions.

which comes to its notice in the course of providing services to others unless otherwise required by these Nominee Terms.

3. APPOINTMENT OF SUB-CUSTODIAN

2.7 Termination

Subject to the provisions of these Nominee Terms, the appointment of the Nominee under these Nominee Terms will apply until the Facility has been closed pursuant to clause 1.7 of the General Conditions.

2.8 Delivery of Secured Property

The Nominee must release and deliver, and procure that its sub-custodian releases and delivers, to the Investor any part of the Secured Property that Macquarie has notified it that it no longer relies on as Secured Property.

2.9 General

  • (a) (appoint advisers) The Nominee may appoint or engage, at the Investor’s reasonable expense, accountants, auditors, barristers, solicitors, advisers, consultants, brokers, counterparties, couriers and other persons where it considers their appointment or engagement necessary or desirable for the purpose of exercising its powers or performing its obligations under these Nominee Terms. The Nominee is not liable for any loss or damage or expense suffered or incurred as a result of any act or omission whatsoever (including a negligent act or omission) of that person beyond the extent to which the Nominee is able to get recovery from such person. Such persons may or may not be associated or related to the Nominee.

    • (a) The Nominee may appoint, substitute and remove sub-custodians to carry out any provision of the Transaction Documents as the Nominee may from, time to time, direct. Any such appointment will not relieve the Nominee of its responsibilities or liabilities under the Terms and Conditions.

    • (b) All Secured Property delivered to or otherwise held by the Nominee or its sub- custodian must be held and dealt with in accordance with the Terms and Conditions.

    • (c) As against the Nominee, the Investor’s entitlement to the relevant Secured Property is subject to the Nominee’s lien (as the case may be) over the Secured Property in its capacity as nominee to secure any expenses or outlays reasonably incurred or paid by it in accordance with the Terms and Conditions (but excluding any unpaid bank fees or other expenses or outlays incurred or paid as a result of the Nominee’s own fraud, negligence or wilful default).

    • (d) The Investor consents to the Nominee disclosing to any sub-custodian any information in that party’s possession about the Investor, the Terms and Conditions or any matter contemplated by the Terms and Conditions that such party may request from time to time provided that the giving of such information to such party must only occur to the extent that:

      • (i) it is required by law;
  • (b) (conflicts of interest) The Nominee may effect transactions which involve a potential conflict of interest with the Nominee’s duty to the Investor and the Nominee is not liable to account to the Investor for any profit, commission or remuneration made or received in relation to those transactions or any connected transactions.

  • (c) (comply with law) The Nominee is authorised to comply with any obligations imposed on it by law, and the powers conferred on the Nominee by these Nominee Terms are in addition to any statutory powers conferred on the Nominee.

  • (d) The Nominee:

  • (i) is not responsible for reviewing or providing advice to the Investor on the Secured Property or any part of it;

  • (ii) disclaims any knowledge of the terms on which any Secured Property is issued, and it is the responsibility of the Investor to investigate and satisfy itself as to those matters;

  • (iii) is not responsible for the accuracy or completeness of any information received from third parties and passed to, or accessed by, the Investor;

  • (ii) the request for information arose as a result of a request by any governmental or judicial body; or

  • (iii) the giving of such information is considered by the Nominee to be reasonably necessary in connection with either:

  • (1) the issuing, lapsing, expiry or administration of any Secured Property, any Options and/or any Loan;

  • (2) effecting transactions in connection with the Terms and Conditions (including in order to allow a party to make a payment under the Terms and Conditions without any deduction or withholding for or on account of any tax or with such deduction or withholding at a reduced rate); or

  • (3) the Macquarie Group’s internal risk management requirements, procedures and policies,

and the recipient of such information has agreed to maintain the confidentiality of such information on terms acceptable to the Nominee (acting in a reasonable manner).

  • (iv) is not obliged to institute or defend legal proceedings unless indemnified to its satisfaction; and

  • (v) is free to provide similar services to others, and is not obliged to disclose to any person anything

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Section 6: General Conditions

EACH MACQUARIE ENTITY AND THE INVESTOR AGREES:

1. INTERPRETATION

  • 1.1 Incorporation and Inconsistencies

  • (a) In each Transaction Document, unless the context otherwise requires, the definitions contained in the Glossary apply.

  • (b) The General Conditions apply to each Transaction Document. To the extent there is any inconsistency between the General Conditions and any other Transaction Document, that other Transaction Document will prevail to the extent of the inconsistency.

1.2 Interpretation

In each Transaction Document, unless the context otherwise requires:

  • (a) a reference to an agreement or to any deed, document or instrument includes, respectively, that agreement, deed, document or instrument as amended, novated, supplemented, varied or replaced from time to time;

  • (b) a reference to any statute, ordinance, code or other law, or to any sections or provisions thereof includes any statutory modification or enactment or any statutory provision substituted therefore and all ordinances, by-laws, regulations and other statutory documents or instruments issued thereunder;

  • (c) the singular includes the plural and vice versa;

  • (d) the word “person” includes a firm, a body corporate, an unincorporated association and a statutory authority;

  • (e) a reference to any party includes a reference to that party’s executors, administrators, successors, substitutes and permitted assigns and any person taking by way of novation;

  • (f) a reference to anything (including any amount) is a reference to the whole or any part of it and a reference to a group of persons is a reference to any one or more of them;

  • (g) a reference to the words "including" or "such as" when introducing an example, does not limit the meaning of the words to which the example relates to that example or examples of a similar kind;

  • (h) where any word or phrase is given a defined meaning, any other part of speech or other grammatical form in respect of such word or phrase, has a corresponding meaning;

  • (i) headings are inserted for convenience only and do not affect the interpretation of the relevant document;

  • (j) unless otherwise expressly provided for, a reference to a time and day are references to the time and day in Sydney, Australia;

  • (k) a reference in a Transaction Document to a clause is

a reference to a clause in that Transaction Document unless otherwise expressly provided;

  • (l) a reference to “transfer” means:

  • (i) in relation to certificated Securities that cannot, or which the parties have agreed will not, be paid or delivered by book-entry, payment or delivery in appropriate physical form to the recipient or its account accompanied by any duly executed instruments of transfer, assignments in blank, transfer tax stamps and any other documents necessary to constitute a valid and legally effective transfer to the recipient;

  • (ii) in relation to Securities that must, or which the parties have agreed will, be paid or delivered by book-entry, initiating the transfer by the giving of written instructions (including instructions given by facsimile transmission, telex, e-mail or message generated by an electronic messaging system or otherwise) to the relevant depository institution or other entity specified by the recipient, together with a written copy thereof to the recipient, sufficient if complied with to result in a valid and legally effective transfer of the relevant property to the recipient; and

  • (iii) in relation to cash, payment.

  • (m) unless the contrary intention appears in a Transaction Document, a reference to a term which is defined in the PPSA has the meaning it has in the PPSA; and

  • (n) a reference to a payment of an amount means a payment in cleared and unencumbered funds and, in the case of a payment by the Investor, a payment by way of direct debit of the Investor’s Linked Account (unless otherwise agreed with us).

1.3 Confirmations

If a Confirmation and a Transaction Document are inconsistent, the Confirmation will prevail to the extent of the inconsistency.

1.4 Discretion

If a Macquarie Entity has the discretion to require or determine something, consent to something, or act in a certain way under the Terms and Conditions, that discretion must be exercised in a reasonable manner.

1.5 Single Agreement

The parties agree that:

  • (a) the Transaction Documents constitute one single agreement between the parties; and

  • (b) each Series, Loan, Stock Loan and all related margining is entered into in reliance on the fact that all Transaction Documents form a single agreement between the parties, and the parties would not otherwise enter into any Series, Loan, Stock Loan or related margining.

1.6 Business Day Convention

Unless otherwise provided for in a Transaction Document, if the day on or by which a party must do something under a Transaction Document is not a Business Day, CHESS Business Day or Scheduled ASX Business Day, the parties agree and confirm that the party may do it on or by the next Business Day, CHESS Business Day or

22

Scheduled ASX Business Day (as appropriate) or if that day is in another calendar month, on the previous Business Day, CHESS Business Day or Scheduled ASX Business Day.

1.7 Closure of Facility

  • (a) Notwithstanding any other provision of a Transaction Document, if at any time:

  • (i) each of Macquarie and the Investor have no further obligations to each other under the Facility; and

  • (ii) there are no Secured Monies outstanding,

Macquarie, or the Investor, may, on giving 10 (ten) Business Days prior written notice, give a notice to the other party specifying a date on which the Facility will close.

  • (b) On the giving of such notice under clause 1.7(a), each parties’ rights and obligations in respect of the Facility, other than those which accrued prior to such Facility close date, will cease.

1.8 Payments Netting

If on any day, amounts would otherwise be payable by each party to the other under this Facility in the same currency, then, on such date, each party’s obligation to make payment of any such amount will be:

  • (a) automatically satisfied and discharged; and

  • (b) replaced by an obligation on the party owing more to the other party to pay that other party the excess of the larger aggregate amount over the smaller aggregate amount.

2. SET-OFF AND TERMINATION

2.1 Set-off

Where an Early Termination Event or Potential Early Termination Event has occurred, Macquarie may (in addition to any general or banker’s lien, right of set-off, right to combine accounts or any other right to which it may be entitled at law), set-off and apply any amount payable by the Investor to Macquarie under the Facility (whether payable at such time or in the future or on the occurrence of a contingency) against any amount payable by Macquarie to the Investor (whether payable at such time or in the future or on the occurrence of a contingency).

For the purposes of this clause 2.1, if an obligation is unascertained, Macquarie may, acting reasonably, estimate that obligation and set off in respect of the estimate, subject to Macquarie accounting to the Investor when the obligation is ascertained.

2.2 Termination

  • (a) If an Early Termination Event occurs with respect to the Investor, Macquarie may, and without being obliged to do so, despite any waiver of any previous Early Termination Event, and in addition to any other rights or remedies conferred by the Terms and Conditions or by law, nominate a date (the “ Early Termination Date ”) on which:

  • (i) each Series;

(ii) each Loan;

  • (iii) each Stock Loan; and

  • (iv) all related margining,

will terminate and Macquarie's and the Investor’s obligations under such Series, Loans, Stock Loans and related margining (other than those set out in this clause 2.2) will cease.

  • (b) Macquarie will give prior notice to the Investor of the declaration of any Early Termination Date, unless the giving of prior notice to the Investor is not reasonably practicable given the risk such Early Termination Event has created for Macquarie (including the risk of incurring any cost, loss or expense).

  • (c) If an Early Termination Date is nominated pursuant to clause 2.2(a) Macquarie (acting in a reasonable manner) will calculate, as at the Early Termination Date:

  • (i) the amount of each Loan to be repaid by the Investor on the Early Termination Date;

  • (ii) the Early Termination Premium payable by the Investor (if any) or the Early Lapse Amount payable by Macquarie (if any) in relation to the terminated Options;

  • (iii) the Loan Break Value payable by the Investor (if any and if negative) or Macquarie (if any and if positive) in relation to the terminated Loans;

  • (iv) an amount equal to the number of Borrowed Securities multiplied by the price at which those Reference Securities are able to be sold at that time (as determined by Macquarie in its absolute discretion);

  • (v) the value of any Stock Loan Margin Balance (which shall be deemed to be an amount payable by the Investor to Macquarie);

  • (vi) the value of the Margin Balance (which shall be deemed to be any amount payable by Macquarie to the Investor); and

  • (vii) the value of any other outstanding obligations of Macquarie and the Investor under the Terms and Conditions.

  • (d) If clause 2.2(c) applies, Macquarie will, on the basis of the values so established, take an account (as at the Early Termination Date) of what is due from:

  • (i) the Investor to Macquarie; and

(ii) Macquarie to the Investor,

and the sums due from Macquarie to the Investor will be set-off against the sums due from the Investor to Macquarie to determine a single net sum that is payable by whichever party has the claim valued at the lower amount (the “ Net Early Termination Amount ”). The Net Early Termination Amount will be payable by the applicable party on the Early Termination Payment Date.

3. CURRENCY CONVERSION AND CONVERSION EVENTS

3.1 Currency Conversion

  • (a) Where an amount is to be converted from one currency to another currency under the Terms and Conditions, Macquarie will act as calculation agent

23

for the conversion of the currency.

  • (b) All determinations and calculations made by Macquarie in respect of the rate at which a conversion of currency will occur, or has occurred, will be made by Macquarie acting in a reasonable manner having regard to:

  • (i) market exchange rates at the time such conversion occurs or occurred; and

  • (ii) the exchange rates that Macquarie is able to, or would be able to, transact at, or effect, the relevant currency conversion required under the Terms and Conditions.

3.2 Conversion Events

Where a Conversion Event occurs on a date on which an amount is to be calculated or paid under the Terms and Conditions or on which a Macquarie Entity is to determine a rate for which an amount is to be converted from one currency to another:

  • (a) the Macquarie Entity may defer the calculation, determination or payment (as the case may be) to the next succeeding Business Day on which no Conversion Event exists; or

the Terms and Conditions, not being avoided, repaid or reduced for any reason whatsoever. If the relevant security or payment is avoided, repaid or reduced, the discharging party will be entitled subsequently to recover the value or amount of that security or payment from that other party, as if that settlement or discharge had not occurred.

6. INDEMNITIES

Each indemnity in a Transaction Document:

  - (a) is a continuing obligation despite any settlement of account or the occurrence of any other thing;

  - (b) must be discharged without set-off, deduction, abatement, counterclaim, suspension or deferment;

  - (c) constitutes a separate and independent obligation of the party giving the indemnity from its other obligations under the Transaction Documents; and

  - (d) survives the termination of any Transaction Document.

  7. TAXATION

  - 7.1 Deductions
  • (b) where there is a Conversion Event on each of the five (5) Business Days following the date on which the amount is to be calculated or paid under the Terms and Conditions or on which the conversion rate was to be determined, the Macquarie Entity may:

  • (i) direct that payment to be made in Australian dollars in an amount calculated by that Macquarie Entity (acting in a reasonable manner); and/or

  • (ii) determine (in a reasonable manner) the rate at which such currency will be converted to the other currency.

4. DEFAULT INTEREST

  • (a) If the Investor does not pay any amount payable under the Terms and Conditions on the due date for payment, the Investor must pay interest on the overdue amount at the Default Rate.

Interest charged at the Default Rate accrues daily from (and including) the due date to (but excluding) the date of actual payment and is calculated based on actual days elapsed.

  • (b) If a liability becomes merged in a judgment, the Investor agrees to pay interest on the amount of that liability as an independent obligation. This interest:

  • (i) accrues daily from (and including) the date the liability becomes due for payment both before and after the judgment up to (but excluding) the date the liability is paid; and

  • (ii) is calculated at the judgment rate or the Default Rate (whichever is higher).

  • (c) The Investor agrees to pay interest under this clause 4 on demand by Macquarie.

5. CONDITIONAL SETTLEMENT

Any settlement or discharge by a party (“discharging party”) in favour of another party is conditional on any security or payment given or made to the discharging party by that other party or by any other person in consideration for, or in connection with, that settlement or discharge in relation to that other party’s obligations under

  • (a) If the Investor:

  • (i) is not, or ceases to be, an Australian resident for taxation purposes; and

  • (ii) is or becomes required to deduct any tax from any payment due to a Macquarie Entity in connection with a Transaction Document,

then:

  - (1) the Investor must pay that amount to the appropriate authority and promptly provide the Macquarie Entity with evidence of payment; and

  - (2) the amount payable to the Macquarie Entity will be increased so that (after deducting that tax and paying any taxes on the increased amount) the Macquarie Entity receives the same amount the Macquarie Entity would have received had the Investor been an Australian resident for taxation purposes at the relevant time and had no deduction been required.
  • (b) If a Macquarie Entity is required to deduct any tax from any payment due to the Investor in connection with a Transaction Document because:

  • (i) that Investor is not, or has ceased to be, an Australian resident for taxation purposes; or

  • (ii) of any other withholding required by law,

then:

  • (1) the Macquarie Entity must pay that amount to the appropriate authority and promptly provide the Investor with evidence of payment; and

  • (2) the amount payable to the Investor will be reduced as a result of, and by the amount of, the deductions referred to in clause 7.1(b)(i) and (ii).

  • 7.2 GST

  • (a) To the extent that any supply made in connection with

24

a Transaction Document is a taxable supply, the recipient must pay, in addition to the consideration provided under the Transaction Document for that supply (unless it expressly includes GST), an amount (additional amount) equal to the amount of the consideration (or its GST exclusive market value) multiplied by the rate at which GST is imposed in respect of the supply. The relevant Macquarie Entity will issue a tax invoice in respect of any taxable supply it makes to the Investor.

  • (b) Terms used in this clause 7.2 which are defined in the GST Act have the same meaning in this clause.

  • (c) If either party is entitled under a Transaction Document to be reimbursed or indemnified by the other party for a cost or expense incurred in connection with that Transaction Document, the reimbursement or indemnity payment must not include any GST component of the cost or expense for which an input tax credit may be claimed by the party being reimbursed or indemnified, or by its representative member.

7.3 Stamp Duty

The Investor must pay and account for:

  • (a) any transfer or similar duties or taxes (if any); and

  • (b) any loan security or other stamp duties (if any),

chargeable in connection with any transaction effected pursuant to, or contemplated by, a Transaction Document, and will indemnify and keep indemnified each Macquarie Entity against any liability arising as a result of the Investor’s failure to do so.

8. PAYMENTS

Macquarie may apply any money payable to the Investor in accordance with a Transaction Document or received or recovered by it towards the satisfaction of any Secured Money currently outstanding in the following order:

  • (a) first to those amounts that have been outstanding longest; and

  • (b) thereafter as Macquarie may reasonably determine.

9. CONFIDENTIALITY

Each party agrees not to disclose information provided by any other party that is not publicly available (including the existence or contents of any Transaction Document) except:

  • (a) to any person in connection with an exercise of rights or a dealing with rights or obligations under the Mortgage (including preparatory steps such as negotiating with any potential assignee of Macquarie’s rights or other person who is considering contracting with Macquarie or a receive in connection with the Mortgage);

  • (b) to officers, employees, legal and other advisers and auditors of the Investor, Macquarie or a receiver;

  • (c) to any party to this Mortgage or any Related Body Corporate of any party to the Transaction Document, provided the recipient agrees to act consistently with this clause; or

  • (d) with the disclosing party’s consent (not to be unreasonably withheld); or

  • (e) any disclosure the disclosing party reasonably believes is required by any law or a Regulated

Exchange (except this paragraph does not permit Macquarie to disclose any information of the kind referred to in section 275(1) of the PPSA).

Each party consents to the disclosures made in accordance with this clause.

10. REPRESENTATIONS

  • (a) Each party represents to each other party on each date:

  • (i) it enters into a Transaction Document;

  • (ii) it provides or accepts a Transaction Request or an Instruction;

  • (iii) it is issued or issues a Confirmation;

  • (iv) it makes any binding communication in accordance with a Transaction Document; and

  • (v) on which any Secured Monies are outstanding,

with reference to the facts and circumstances at the time, that:

  • (1) it has the power and authority to enter into the Transaction Document and comply with its obligations under it;

  • (2) its obligations under the Transaction Document are valid and binding and are enforceable against it in accordance with the Transaction Document’s terms;

  • (3) it obtains various benefits by entering into, exercising its rights and performing its obligations under, the Transaction Document;

  • (4) it is able to pay its debts as and when they become due and payable;

  • (5) there are no actions or claims pending, the adverse determination of which might have a material adverse effect on its ability to perform its obligations under the Transaction Document, or on the rights granted to another party under this Facility; and

  • (6) no Early Termination Event or Potential Early Termination Event continues unremedied.

  • (b) The Investor represents to each other party on each date:

  • (i) it enters into a Transaction Document;

  • (ii) it provides a Transaction Request or an Instruction;

  • (iii) it is issued a Confirmation;

  • (iv) it makes any binding communication in accordance with a Transaction Document; and

  • (v) on which any Secured Monies are outstanding,

with reference to the facts and circumstances at the time, that:

  • (1) unless it has told Macquarie otherwise in writing, all information contained in the Application Form and any Transaction Request, Instruction, Confirmation or other Transaction Document is complete and accurate;

  • (2) without limiting the above, it is a wholesale client (as defined in the Corporations Act) in relation to the services provided under the Transaction

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Transaction Document in reliance on the representations in these General Conditions.

Documents. In the event that the Investor ceases to be a wholesale client, Macquarie, the Sponsor and/or the Trading Participant may cease to deal with the Investor;

  • (3) if it is a director, officer or employee of an Issuing Entity, it will not contravene any applicable policy or procedure of the Issuing Entity relating to dealing in Reference Securities and that it has obtained any necessary approval to enter into a Transaction;

  • (4) it has complied and will comply with all applicable disclosure obligations in relation to the holding of Reference Securities and entry into a Transaction (including any requirements imposed by an Issuing Entity, a Regulated Exchange or under the Corporation Act);

  • (5) entry into a Transaction will not contravene any applicable law, or any contractual obligations that apply to it or its associates or Related Bodies Corporate;

  • (6) if it is providing a Mortgage, the Secured Property and all sums deposited with Macquarie are not subject to any Security Interest (other than as provided for under a Transaction Document) and are beneficially owned by it, unless it acts as trustee of a trust, in which case it is the legal owner, but not the beneficial owner;

  • (7) if it enters into a Transaction Document (including by signing, giving or making that document) in its capacity as trustee of a trust (including a superannuation fund):

  • (i) it is the sole trustee of the trust, having been properly appointed;

  • (ii) the trust is properly established under the relevant trust deed and is validly subsisting;

  • (iii) as trustee, it has the power to a n d i s a u t h o r i s e d t o borrow money, enter into derivative transactions, provide any security as contemplated under the Transaction Document, perform all of its obligations under the Transaction Document and carry on the business or make the investments contemplated by entering into the Transaction Document;

11. DISCLAIMER

11.1 Generally

Subject to the remainder of this clause, no Macquarie Entity is responsible for any losses or any financial consequence or inconvenience of any kind whatsoever which may occur in or about, as a result of, or in relation to the exercise, attempted exercise or non-exercise of any Macquarie Entity’s rights, powers or remedies under the Terms and Conditions, except to the extent that such losses, financial consequence or inconvenience arise as a result of that Macquarie Entity’s own fraud, negligence or wilful default.

11.2 Reference Securities

The Investor’s obligations under a Transaction Document, including its obligations to repay monies owing by it

under a Transaction Document are not affected by:

  • (a) the success or failure of any Reference Security; or

  • (b) the level of return from, or loss of money invested in, a Reference Security.

12. WRITTEN NOTICES

12.1 Sending notices

  - (a) Subject to clause 12.2, all notices and other communications required under a Transaction Document to be in writing must be sent to the recipient by hand, prepaid post (airmail if outside Australia) or Electronic Communication.

  - (b) All notices and other communications are to be sent to the address of the respective parties as set out in the Application Form or as a party may notify to the other party in writing from time to time.

  - (c) A communication sent by Electronic Communication must state the first and last name of the sender and the Electronic Communication is taken to be signed by the named sender.
  • (iv) it is not in breach of trust;

  • (v) it has the right to be fully indemnified out of the trust assets for obligations incurred under the Transaction Document before the claims of beneficiaries and that this right of indemnity has not been limited in any way;

  • (vi) no property of the trust has been resettled or set aside in any way;

  • (vii) the Transaction Document is for the benefit of the trust; and

  • (viii) entry into a Transaction will not contravene any applicable law or regulation, including but not limited to the Superannuation Industry (Supervision) Act 1993 (Cth) and related regulations.

  • (c) If the representations made under this clause are made by a party in its capacity as trustee of a trust, the representations are also made by that party in its personal capacity.

  • (d) Each party acknowledges that each other party enters into or acts (or omits to act) in relation to any

12.2 Effectiveness of notices by a Macquarie Entity

A notice or other communication given by a Macquarie Entity is deemed to be duly received by the Investor as follows:

  • (a) if sent by hand, when left at the address of the recipient;

  • (b) if sent by prepaid post, 3 Business Days after the date of posting; or

  • (c) if sent by Electronic Communication, either:

  • (i) on receipt by the sender of an acknowledgement or transmission report generated by the device from which the Electronic Communication was sent indicating that the Electronic Communication was sent in its entirety to the recipient; or

  • (ii) four hours after the time sent (as recorded on the device from which the sender sent the Electronic Communication) unless the sender receives an automated message that the Electronic Communication has not been delivered, whichever happens first.

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12.3 Effectiveness of notices by the Investor

A notice or other communication given by the Investor is deemed to be duly received by a Macquarie Entity when it is actually received by that Macquarie Entity.

12.4 Posting notices on Macquarie’s website

A Macquarie Entity may also give a communication to the Investor by making it available at Macquarie’s website for the Investor’s retrieval by Electronic Communication, on condition that a Macquarie Entity notify the Investor by Electronic Communication that the communication is available for the Investor’s retrieval. A communication a Macquarie Entity makes available for the Investor’s retrieval is deemed to be duly received when the Electronic Communication a Macquarie Entity sends the Investor to notify the Investor of the availability of the communication for retrieval is deemed to be received under clause 12.2(c).

12.5 Good faith reliance

The Investor agrees that each Macquarie Entity will be entitled to rely and act on any communication it believes, in good faith, to be given by the Investor in accordance with this clause 12 provided that the Macquarie Entity did not, at that time, have reasonable grounds to believe that the communication was not given by the Investor.

13. DIRECT DEBIT REQUEST SERVICE AGREEMENT

The Investor authorises and requests Macquarie (User ID 161320), or its nominated administrator or custodian, to debit each account nominated by the Investor in the Application Form (or as may otherwise be notified by the Investor to Macquarie from time to time in writing) (“Linked Account/s”) until further notice from the Investor in writing, with any amount which the Investor becomes obliged to pay to Macquarie in connection with the Facility, through BECS (Bulk Electronic Clearing System). Any such debit will be subject to the provisions of this clause 13. The Investor understands and acknowledges that:

  • (a) the nominated financial institution of the Investor’s Linked Account/s may in its absolute discretion, decide the order of priority of payment by it of any moneys pursuant to this request or any authority or mandate;

  • (b) the financial institution may, in its absolute discretion, at any time by notice in writing to the Investor, terminate this request as to future debits;

  • (c) Macquarie (or its nominated administrator) may, by providing at least 14 days prior notice in writing to the Investor, vary the timing of future debits or any of the terms within this clause 13;

  • (d) the Investor can cancel a given direct debit service instruction at any time by giving Macquarie (or its nominated administrator), or the nominated financial institution of the Investor’s Linked Account/s at least 14 days prior notice in writing;

  • (e) where the debit obligation does not fall on a Business Day, the Investor will be responsible for contacting the Investor’s financial institution directly to determine the date the debit will be processed and to ensure that sufficient cleared funds are available;

  • (f) it is the Investor’s responsibility to ensure that there are sufficient cleared funds in the Investor’s Linked Account/s to honour any direct debit instruction;

  • (g) the Investor’s direct debit request service agreement may be cancelled if three direct debit payments are dishonoured because of insufficient funds within a 12-month period. Macquarie (or its nominated administrator) will give the Investor at least 14 days' notice in writing if it intends to cancel the Investor’s direct debit request. Macquarie (or its nominated administrator) will also charge the cost of any dishonoured direct debits against the Investor’s Linked Account/s;

  • (h) if at any time the Investor feels that a direct debit against the Investor’s Linked Account/s is inappropriate or wrong, it is the Investor’s responsibility to notify Macquarie (or its nominated administrator) or the Investor’s financial institution as soon as possible;

  • (i) direct debiting through BECS is not available on all accounts. The Investor understands that the Investor is advised to check the Investor’s account details against a recent statement or check with the financial institution as to whether the Investor can request a direct debit from the Investor’s Linked Account. If the Investor is uncertain about this, the Investor should contact the financial institution directly; and

  • (j) Macquarie (or its nominated administrator) may need to pass on details of the Investor’s direct debit request to its sponsor bank in BECS to assist with the checking of any incorrect or wrongful debits to the Investor’s Linked Account. In all other circumstances, Macquarie will keep all information relating to the Investor private and confidential unless otherwise required by law or unless otherwise permitted by the Terms and Conditions.

14. CONSENT TO TELEPHONE RECORDING

Each party:

  • (a) consents to the recording of all telephone conversations in connection with a Transaction Document or in connection with future dealings in relation to a Transaction Document or the Facility, with or without the use of an automatic tone warning device;

  • (b) agrees to obtain any necessary consent of, and give notice of such recording to, its affected personnel;

  • (c) agrees that recordings may be submitted in evidence in any proceedings relating to a Transaction Document or the Facility; and

  • (d) agrees that no party is obliged to maintain copies of such recordings and transcripts for the benefit of any other party.

  • ANTI-MONEY LAUNDERING - COUNTER-

TERRORIST FINANCING (AML CTF)

  • (a) The Investor acknowledges and agrees that each Macquarie Entity may be subject to AML/CTF Laws.

  • (b) The Investor undertakes that it:

  • (i) will not knowingly do anything to put any Macquarie Entity in breach of AML/CTF Laws;

  • (ii) will notify Macquarie if it is, or becomes aware of anything that would put a Macquarie Entity or the Investor in breach of AML/CTF Laws; and

  • (iii) will, following a reasonable request, provide additional information and assistance, and comply

27

with all reasonable requests, to facilitate a Macquarie Entity’s compliance with AML/CTF Laws in Australia or equivalent laws in an overseas jurisdiction;

  • (c) The Investor represents that it is not aware, and has no reason to suspect that:

  • (i) the money used to fund its investment in the Facility is derived from or related to money laundering, terrorism financing or similar activities (Illegal Activities); and

  • (ii) proceeds of any investment made pursuant to the Facility will fund Illegal Activities; and

  • (d) The Investor:

  • (i) consents to each Macquarie Entity disclosing, in connection with AML/CTF Laws, any of its Personal Information (as defined in the Privacy Act 1988 (Cth)) that that Macquarie Entity holds;

  • (ii) that, in certain circumstances, a Macquarie Entity may be obliged to freeze or block the Facility (or part thereof) or an associated account where they are used in connection with Illegal Activities or suspected Illegal Activities. Freezing or blocking can arise as a result of the monitoring that is required by AML/CTF Laws. If this occurs, no Macquarie Entity will be liable to the Investor for any consequences or losses whatsoever, and the Investor agrees to indemnify each Macquarie Entity if such party is found liable to a third party in connection with the freezing or blocking of this Facility (or part thereof) or an associated account where it occurs in connection with AML/CTF Laws; and

  • (iii) each Macquarie Entity retains the right not to provide services and/or issue any financial products to any person that that Macquarie Entity decides that it does not wish to supply.

16. ADDITIONAL UNDERTAKINGS

The Investor undertakes to:

  • (a) supply, promptly following receipt of such request, a Macquarie Entity with any financial or other information relating to the Investor that the Macquarie Entity may reasonably request from time to time; and

  • (b) do anything that a Macquarie Entity reasonably requires so that full effect is, or can be, given to each party’s rights and obligations under the Terms and Conditions, including signing or executing additional documents.

17. PRIVACY

  • (a) The Investor consents to Macquarie giving, from time to time, to:

  • (i) any other Macquarie Entity;

  • (ii) any other third parties; or

  • (iii) a person notified to Macquarie in writing by the Investor as its representative (including financial adviser) for the purposes of any Transaction Document,

any information in Macquarie’s possession about the Investor, a Transaction Document or any matter contemplated by a Transaction Document that such parties may reasonably request from time to time.

  • (b) In the case of Macquarie giving information to any of the persons referred to in paragraphs (a)(i) and (ii) above, the giving of such information to such parties must only occur to the extent that:

  • (i) it is required by law, or requested by any governmental or judicial body; or

  • (ii) the giving of such information is considered by Macquarie to be reasonably necessary in connection with either:

    • (1) the issuing, lapsing, expiry or administration of any Options, Loans, Reference Securities or other transactions in connection with the Transaction Documents;

    • (2) effecting transactions in connection with a Transaction Document; or

    • (3) Macquarie’s internal risk management requirements, procedures and policies,

and the recipient of such information has agreed to maintain the confidentiality of such information on terms acceptable to Macquarie (acting in a reasonable manner).

  • (c) Any information given by Macquarie in accordance with this clause 17 may be given in electronic, paper or spoken form.

  • (d) Macquarie is not in any way liable to the Investor, and the Investor releases Macquarie, Macquarie’s directors and employees from any liability, for the unauthorised accessing or release of any such information by such parties (except to the extent, and only to the extent, such unauthorised accessing or release arises from Macquarie’s negligence, fraud or wilful default).

18. ASSIGNMENT

  • (a) The Investor may not assign or otherwise transfer the benefit of a Transaction Document or any of their respective rights, remedies, powers, duties or obligations under a Transaction Document without the prior written consent of each Macquarie Entity a party to that Transaction Document.

  • (b) A Macquarie Entity may:

  • (i) assign, transfer and otherwise grant participations or sub-participations in all or any part of the benefit of a Transaction Document and any of the rights, remedies, powers, duties and obligations of that Macquarie Entity under a Transaction Document without the Investor’s consent; and

  • (ii) disclose to a potential assignee, transferee, participant or sub- participant such information about the Investor and the relevant Transaction Document as the Macquarie Entity reasonably considers necessary.

Where a Macquarie Entity does any of the acts or matters referred to in clause 18(b)(i), that Macquarie Entity will give the Investor written notice of such occurrence as soon as is reasonably practicable following such act or matter occurring.

19. NO MERGER

Unless expressly provided in a Transaction Document, no right of a party or Transaction Document merges in, adversely affects or is adversely affected by any other right, Transaction Document, Security Interest, judgment or remedy which a party (or anyone claiming through it) may have or obtain.

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Investor.

20. VARIATION

Macquarie may, from time to time, by prior written notice sent to the Investor, make any Change to a Transaction Document provided that such Change:

  • (a) is necessary in the reasonable opinion of Macquarie to comply with any statutory or other requirements of law or any requirement of a Regulated Exchange, ASX Clear, ASX Settlement or CHESS; or

  • (b) does not, in the reasonable opinion of Macquarie, materially prejudice the interests of the Investor.

  • GOVERNING LAW AND SUBMISSION TO JURISDICTION

25.1 Governing law

Each Transaction Document is governed by, and will be construed in accordance with, the laws of New South Wales.

25.2 Jurisdiction

Each party to a Transaction Document irrevocably:

21. SEVERABILITY

  • (a) Any part of a Transaction Document which is illegal, void or unenforceable will be ineffective to the extent only of that illegality, voidness or unenforceability, without invalidating the remaining parts of that Transaction Document.

  • (b) If any condition, clause, provision or term ("Condition") of these Terms and Conditions contains within it any sub- conditions, sub-clauses, subprovisions or sub-terms ("Sub-Conditions"), each of those Sub-Conditions and any combination of any Sub-Conditions is a separate Condition and is to be read as if it was a separately expressed Condition.

  • (a) submits to and accepts, generally and unconditionally, the non-exclusive jurisdiction of the courts and appellate courts of New South Wales with respect to any legal action or proceedings which may be brought at any time and relating in any way to a Transaction Document; and

  • (b) waives any objection it may now or in the future have to the venue of any such action or proceedings and any claim it may now or in the future have that any such action or proceeding has been brought in an inconvenient forum.

26. ROUNDING

22. WAIVER

  • (a) The:

  • (i) failure or delay by a party in exercising any right under a Transaction Document does not operate as a waiver of any right (provided that such failure or delay is not unreasonable in all the circumstances); and

  • (ii) exercise of a single right, or partial exercise of any right, by a party under a Transaction Document does not prevent that party from exercising any other right.

  • (b) The rights of a party under Transaction Documents are cumulative and are not exclusive of any other rights provided by law.

  • (c) A waiver by a party is effective only if it is in writing signed by that party.

23. TIME OF ESSENCE

Time is of the essence in respect of the obligations of a party under a Transaction Document to:

  • (a) pay any money or amount to another party when due; and

  • (b) deliver Securities or Accretions to another party when due.

24. JOINT HOLDERS

If more than one person is the Investor (eg, joint holders of an Option or joint borrowers under a Loan):

  • (a) all notices, payments and other correspondence to such Investor may be directed, given or made to the first-named person in the Application Form or Transaction Document;

  • (b) each of those persons is jointly and severally liable in their capacity as the Investor; and

  • (c) one of those persons dies, the survivor(s) will be the only person(s) recognised by Macquarie as being the

All calculations of amounts payable in respect of the Facility will be rounded to four decimal places. For the purposes of making any payment, any fraction of a cent will be disregarded.

27. TRADE REPORTING CONSENT

Notwithstanding anything to the contrary in this Agreement or in any non-disclosure, confidentiality or other agreement between the parties, each party hereby consents to the disclosure of information:

  • (a) to the extent required or permitted by any applicable law, rule or regulation which mandates reporting and/or retention of transaction and similar information or to the extent required by any order or directive regarding reporting and/or retention of transaction and similar information issued by any authority or body or agency in accordance with which the other party is required or accustomed to act (“Reporting Requirements”); or

  • (b) to and between the other party’s head office, branches or affiliates, or any persons or entities who provide services to such other party or its head office, branches or affiliates, in each case, in connection with such Reporting Requirements.

Each party acknowledges that pursuant to global regulatory reform initiatives, regulators require reporting of trade data to increase market transparency and enable regulators to monitor systemic risk to ensure safeguards are implemented globally.

Each party further acknowledges that disclosures made pursuant hereto may include, without limitation, the disclosure of trade information including a party’s identity (by name, address, corporate affiliation, identifier or otherwise) to any swap or trade data repository or one or more systems or services operated by any trade repository (“TR”) and any relevant regulators and that such disclosures could result in certain anonymous swap transaction and pricing data becoming available to the public. Each party further acknowledges that, for purposes of complying with regulatory reporting obligations, a party may use a third party service provider

29

to transfer trade information into a TR and that a TR may engage the services of a global trade repository regulated by one or more governmental regulators.

28. LIMITED RECOURSE

Unless otherwise agreed with the Investor and set out in the Confirmation, Macquarie’s recourse to the Investor for payments under the Facility is limited to the value of the Secured Property.

This applies despite anything else in these Terms and Conditions but is subject to the following:

  • (a) this does not affect Macquarie’s rights under clause 2 of the General Conditions or Macquarie’s other termination, acceleration, netting or set-off rights under these Terms and Conditions or otherwise;

  • (b) this does not affect Macquarie’s rights to enforce its rights in connection with the Secured Property;

  • (c) Macquarie may take action against the Investor to recover any shortfall in the amounts owing to Macquarie under these Terms to the extent the shortfall arises (directly or indirectly) as a result of: the Investor’s fraud or wilful default in connection with these Terms and Conditions and, if the Investor is acting as trustee or responsible entity, the Investor’s breach of trust.

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Section 7: Stock Borrow A reement g

1. APPLICATION

  • (a) This Section 7 will only apply to a Series of Options if noted in your Confirmation.

  • (b) Notwithstanding the use of expressions such as “borrow”, “lend”, which are used to reflect terminology used in the market for transactions of the kind provided for in this Section 7, title to the Reference Securities ”borrowed” or “lent” provided in accordance with this Facility shall pass from one party to another as provided for in this Facility.

2. BORROWING REFERENCE SECURITIES

  • (a) In consideration of Macquarie entering into the Facility, the Investor agrees that upon the giving of notice by Macquarie, it will lend to Macquarie Reference Securities that are comprised in the Secured Property in such number as is required by Macquarie on the terms of the Stock Borrow Agreement set out in this Section 7.

  • (b) Macquarie may use the Borrowed Securities for any purpose.

  • (c) Macquarie must notify the Investor where it has Borrowed Securities from the Investor.

have not otherwise agreed that Investor will not receive any compensation for loss of franking credits, then Macquarie must either

  • (i) If Section 216-10 of the Income Tax Assessment Act 1997 applies, give Investor a statement in the form approved by the Commissioner of Taxation for the purposes of section 216-30 of the Income Tax Assessment Act 1997 setting out such information in relation to that distribution as is required by the approved form; or

  • (ii) Pay to Investor an amount equal to the franking credit allocated (or under section 202-65 of the Income Tax Assessment Act 1997, taken to have been allocated) to the dividend or distribution.

  • (c) Subject to clause 4(d), where in respect of any Borrowed Securities any rights relating to the conversion, subdivision, consolidation, pre-emption, rights arising under a takeover offer or other rights, including those requiring election by the holder for the time being of such Borrowed Securities, become exercisable prior to the redelivery of the Equivalent Securities then, on redelivery of Equivalent Securities Macquarie will deliver Equivalent Securities in such form as will arise if the right is exercised or, in the case of a right which may be exercised in more than one manner, is exercised as specified by Macquarie.

  • (d) Notwithstanding clause 4(c), where in respect of any Borrowed Securities the relevant Issuer issues any right or option in respect of the Borrowed Securities, Macquarie must deliver or make available to Investor on the date determined by Macquarie:

  • (i) the right, or option; or

  • (ii) an identical right or option; or

3. DELIVERY OF REFERENCE SECURITIES

The Investor shall deliver or procure the delivery of the requested number of Reference Securities to Macquarie together with appropriate instruments of transfer (where necessary) duly stamped (where necessary) and such other instruments (if any) as may be requisite to vest title thereto in Macquarie. The Investor will execute and deliver all necessary documents and give all necessary instructions to ensure that all right, title and interest in any Reference Securities borrowed shall pass from Investor to Macquarie.

4. DISTRIBUTIONS AND VOTING

  • (a) Unless otherwise agreed, where any dividend or other distribution (whether in property or money) is made or paid in relation to any Borrowed Securities and the record date of the dividend or distribution is a date on which such Borrowed Securities are on loan to Macquarie, Macquarie will, on the date determined by Macquarie, pay and deliver to Investor the dividend or distribution, or a sum of money equivalent (or property identical) to the same to Investor.

  • (b) If the record date for the dividend or distribution occurs whilst Reference Securities are on loan to Macquarie, and had Investor been the holder of the Reference Securities on the relevant record date Investor would have received a franked distribution (including a franked distribution that flows indirectly to Investor) in respect of the Reference Securities, then provided Investor is an Australian resident as defined in section 6(1) of the Income Tax Assessment Act 1936 and Investor and Macquarie

  • (iii) a payment equal to the value to Investor of the right or option (as determined by Macquarie at its discretion); together with any such endorsements or assignments as shall be customary and appropriate.

  • (e) If Macquarie is required to make any payments to acquire or exercise any right or option which it is obliged to acquire or exercise under the provisions of this clause 4 Investor must indemnify Macquarie for the amount of any such payment.

  • (f) If a call in respect of Borrowed Securities that are not fully paid is announced to the ASX by the relevant Issuer, then Macquarie will notify Investor of the call. On receipt of such notification, Investor must pay to Macquarie the amount referred to in such call in respect of the Borrowed Securities no later than 5 Business Days before the date that is the last day that payment for the call can be made, in which case the Borrowed Securities, as adjusted for the call amount having been paid, will be taken to be Equivalent Securities with respect to the relevant Stock Loan, without prejudice to any other right a party may have under this Facility.

  • (g) In the case of a conversion, subdivision or consolidation of the Borrowed Securities, the securities into which the Borrowed Securities have been converted, subdivided or consolidated will be taken to be Equivalent Securities with respect to the relevant Stock Loan, without prejudice to any other right a party may have under this Facility.

  • (h) If:

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  • (i) An event of a kind specified in this clause 4 occurs, and Macquarie considers that any of the provisions of this clause 4 are not appropriate in any particular situation; or

  • (ii) An event occurs which is not dealt with in this clause 4 which Macquarie considers should have been dealt with,

Macquarie may:

  • (iii) Make, or refrain from making, any adjustment to the Borrowed Securities as Macquarie considers appropriate, and determine the effective date of such adjustment; or

  • (iv) Re-deliver the Equivalent Securities.

  • (i) If, pursuant to the Facility, Macquarie may require you to take any action in respect of any Securities (including pay any call, instalments or other monies, acquire or dispose of rights, sell, dispose, redeem, make any adjustment to or otherwise deal with Securities) those rights will apply equally to the manner in which you exercise your rights pursuant to any Stock Loan, with the intent that the Equivalent Securities will be adjusted in an equivalent manner to the way in which the corresponding Securities would have been adjusted in the event that they were not Borrowed Securities.

  • (j) Neither Investor nor the Nominee may exercise voting rights in respect of the Borrowed Securities.

  • EARLY TERMINATION AND CASH SETTLEMENT OF STOCK LOAN

  • (a) Notwithstanding any other provision in these terms, Macquarie may, if it is not able to access Equivalent Securities or is not able to access Equivalent Securities at a reasonable cost or price (determined by Macquarie) to meet its redelivery obligation under the Stock Borrow Agreement, nominate an early termination of the Stock Loan. Upon such early termination, Macquarie may, instead of redelivering Equivalent Securities pay you an amount equal to the number of Borrowed Securities multiplied by the price at which those Reference Securities are able to be sold at that time (as determined by Macquarie in its absolute discretion) (the “ Stock Loan Cash Settlement Amount ”).

  • (b) You agree that upon payment of the Stock Loan Cash Settlement Amount, all of Macquarie’s obligations under the Stock Loan are extinguished and Investor shall have no further claim against Macquarie in respect of that Stock Loan.

  • (c) For the avoidance of doubt, you acknowledge that Macquarie ‘s election to cash settle the Stock Loan as provided herein does not constitute an Event of Default or a breach of the Facility, and if Macquarie makes the election to cash settle the Stock Loan in accordance with clause 5(a), you are not entitled to demand specific performance or any other legal or equitable remedy in respect of the redelivery of Equivalent Securities.

6. REDELIVERY OF EQUIVALENT SECURITIES

  • (a) Subject to clause 5, Macquarie undertakes to redeliver Equivalent Securities to you at the time agreed in the notice provided under clause 2(a);

  • (b) Macquarie also undertakes to redeliver Equivalent Securities at such times, in such number and in such

manner as to enable you to comply with your obligations and to exercise your rights pursuant to the terms of any other transaction between Investor and Macquarie under the Facility. For the avoidance of doubt, and without limitation, Macquarie undertakes to redeliver Equivalent Securities to Investor:

  • (i) Where the Borrowed Securities secured your obligations under a Loan – immediately on or before the Repayment Date for the Loan;

  • (ii) Where the Borrowed Securities secured your obligations under an Option – immediately on or before the Repayment Date for the Option;

  • (iii) Where the Early Termination Date (including as a result of an Event of Default occurring) occurs in relation to a Transaction secured by the Borrowed Securities – immediately on or before the Early Termination Date.

  • (c) Macquarie may at any time terminate a particular Stock Loan and redeliver the Equivalent Securities due and outstanding to Investor under the Stock Borrow Agreement.

7. STOCK BORROW FEE AND NOTIFIABLE CONSIDERATION

  • (a) On the drawdown date of each Stock Loan, Macquarie may pay you a Stock Borrow Fee. Unless otherwise specified, no Stock Borrow Fee is payable.

  • (b) Macquarie may reduce the premium payable by Investor in respect of an Option or the interest amount payable by Investor under a Loan by an amount equal to any Stock Borrow Fee.

  • (c) For the purposes of section 26BC(3)(d) of the Income Tax Assessment Act (Cth) 1936 the “notifiable consideration” in respect of the Stock Borrow Agreement under this Section 7 is:

  • (i) A fee – where applicable, the Stock Borrow Fee;

  • (ii) An adjustment – if made under clause 4;

  • (iii) Other consideration – where applicable, a reduction in the premium payable by Investor in respect of an Option or the interest amount payable by Investor in respect of the Loan as set out in the Confirmation;

  • (iv) Other consideration – Macquarie’s obligations to pay the amounts and/or to deliver the property set out in clauses 4 and 6.

8. SECURITIES OWNER WARRANTY

  • (a) Investor agrees that Investor will not dispose of (by transfer, declaration of trust or otherwise) your right to receive any part of the total consideration to be given by Macquarie under this Stock Borrow Agreement being the right to redelivery of the Equivalent Securities under clause 6 and the notifiable consideration in clause 7.

  • (b) Notwithstanding anything else in this Agreement, Macquarie indemnifies Investor for all brokerage, charges and stamp duty incurred by Investor as a result of Macquarie borrowing Borrowed Securities under the Stock Borrow Agreement.

9. OBSERVANCE OF PROCEDURES

Each party will, in taking an action that may be required in

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accordance with this Stock Borrow Agreement observe the procedures and timetable applied by the ASX Operating Rules (if and to the extent applicable) and, further, will observe any agreement (oral or otherwise) as to the time for delivery or redelivery of any money, Borrowed Security or Equivalent Securities entered into pursuant to this Stock Borrow Agreement.

10. SECURITY INTEREST

  • (a) The Borrowed Securities are released from the Security Interest granted under Section 2 upon transfer of those Borrowed Securities pursuant to a Stock Borrow Agreement.

  • (b) By entering into a Stock Borrow Agreement Investor does not breach any of its obligations under this Facility.

  • (c) For the avoidance of doubt, any Equivalent Securities redelivered to Investor pursuant to a Stock Borrow Agreement form part of the Secured Property, in accordance with the terms of this Facility.

  • (d) By entering into a Stock Borrow Agreement Investor:

  • (i) Acknowledges that the Nominee will hold your rights under the Stock Borrow Agreement for you and that those rights will form part of the Secured Property;

  • (ii) Irrevocably authorises and directs the Nominee to act in accordance with any directions of Macquarie, without seeking Investor consent, for any purpose under, or in respect of, the Stock Borrow Agreement, even if the directions contradict instructions that Investor has given or will give later in relation to the Stock Borrow Agreement;

  • (iii) In respect of any Secured Property that is a right under a Stock Borrow Agreement, Investor acknowledges that Macquarie is able to initiate sending instructions by which the right under the Stock Borrow Agreement can be exercised, transferred or otherwise dealt with.

12. TRANSFERS AND CALCULATIONS

  • (a) Transfers. All transfers under this Section of any Cash Collateral shall be made in accordance with the instructions of Macquarie or the Investor , as applicable, by transfer into one or more bank accounts specified by the recipient.

  • (b) Calculations. All calculations for the purposes of clause 11 will be made by the Valuation Agent as of the relevant Valuation Time using commercially reasonable measures.

  • TRANSFER OF TITLE AND NO SECURITY INTEREST

  • (a) Transfer of Title. Each party agrees that all right, title and interest in and to any Cash Collateral which it transfers to the other party under the terms of this Section shall vest in the recipient free and clear of any liens, claims, charges or encumbrances or any other interest of the transferring party or of any third person.

  • (b) No Security Interest. Nothing in this Section is intended to create or does create in favour of either party any mortgage, charge, lien, pledge, encumbrance or other security interest in any cash or other property transferred by one party to the other party under the terms of this Section.

14. ADDITIONAL REPRESENTATION BY THE INVESTOR

In addition to any other representations given under the Terms and Conditions, the Investor represents (which representation will be deemed to be repeated as of each date on which it transfers Cash Collateral) that it is the sole owner of or otherwise has the right to transfer all Cash Collateral it transfers to Macquarie under this Section, free and clear of any security interest, lien, encumbrance or other restriction.

11. COLLATERAL PROVISIONS

  • (a) Stock Loan Delivery Amount. Subject to clause 12, on or promptly following a Stock Loan Margining Date, Macquarie will transfer to the Investor an amount of Cash Collateral at least equal to each applicable Stock Loan Delivery Amount. Unless otherwise specified in the applicable Confirmation, the “ Stock Loan Delivery Amount ” applicable to the Investor in respect of each Stock Loan for any Stock Loan Margining Date will equal the amount as notified by Macquarie by which the Stock Loan Exposure exceeds the Stock Loan Margin Balance in respect of that Stock Loan.

  • (b) Stock Loan Return Amount. Subject to clause 12, on or promptly following a Stock Loan Margining Date, the Investor will transfer to Macquarie Cash Collateral having a value as close as practicable to each applicable Stock Loan Return Amount and the Stock Loan Margin Balance will, upon such transfer, be reduced accordingly. Unless otherwise specified in the applicable Confirmation, the “ Stock Loan Return Amount ” applicable to the Investor in respect of each Stock Loan f or any Stock Loan Margining Date will equal the amount by which the Stock Loan Margin Balance exceeds the Stock Loan Exposure in respect of that Stock Loan.

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Section 8: Margining Provisions

1. COLLATERAL

  • (a) Margin Delivery Amount. Subject to clause 2 and clause 5, on or promptly following a Margining Date, the Investor will transfer to Macquarie an amount of Cash Collateral at least equal to the applicable Margin Delivery Amount. Unless otherwise specified in the applicable Confirmation, the “ Margin Delivery Amount ” applicable to the Investor for any Margining Date will equal the amount as notified by Macquarie that is given by the following formula:

A + B

where:

any liens, claims, charges or encumbrances or any other interest of the transferring party or of any third person.

  • (d) No Security Interest. Nothing in this Section is intended to create or does create in favour of either party any mortgage, charge, lien, pledge, encumbrance or other security interest in any cash or other property transferred by one party to the other party under the terms of this Section.

4. ADDITIONAL REPRESENTATION BY THE INVESTOR

In addition to any other representations given under the Terms and Conditions, the Investor represents (which representation will be deemed to be repeated as of each date on which it transfers Cash Collateral ) that it is the sole owner of or otherwise has the right to transfer all Cash Collateral it transfers to Macquarie under this Section, free and clear of any security interest, lien, encumbrance or other restriction.

A = the amount by which the Net Margin Exposure exceeds the Margin Balance on that date;

B = an amount equal to the amount (if any) of Cash Collateral delivered by Macquarie to the Investor under the Stock Borrow Agreement on that date; and

Net Margin Exposure means the amount by which the Margin Exposure exceeds the Secured Shares Value on that date.

  • (b) Margin Return Amount. Subject to clause 2, on or promptly following a Margining Date, Macquarie will transfer to the Investor Cash Collateral having a value as close as practicable to the applicable Margin Return Amount and the Margin Balance will, upon such transfer, be reduced accordingly. Unless otherwise specified in the applicable Confirmation, the “ Margin Return Amount ” applicable to Macquarie f or any Margining Date will equal the amount as notified by Macquarie that is given by the following formula:

A + B

Where:

A = the amount by which the Margin Balance exceeds the Net Margin Exposure; and

B = an amount equal to the amount (if any) of Cash Collateral returned by the Investor to Macquarie under the Stock Borrow Agreement on that date.

2. TRANSFERS AND CALCULATIONS

  • (a) Transfers. All transfers under this Section of any Cash Collateral shall be made in accordance with the instructions of Macquarie or the Investor , as applicable, by transfer into one or more bank accounts specified by the recipient.

  • (b) Calculations. All calculations for the purposes of clause 1 will be made by the Valuation Agent as of the relevant Valuation Time using commercially reasonable measures.

3. TRANSFER OF TITLE AND NO SECURITY INTEREST

  • (c) Transfer of Title. Each party agrees that all right, title and interest in and to any Cash Collateral which it transfers to the other party under the terms of this Section shall vest in the recipient free and clear of

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context requires.

Section 9: Glossar y

Acceleration Date means, in respect of a Loan, the date nominated pursuant to clause 2.2(a) of the Loan Agreement.

Accretions means all money, dividends, interest, distributions, bonus shares, rights, issues, options, warrants, notes, convertible instruments, securities, units and other property or instruments of any kind whatsoever, and all allotments, accretions, offers, benefits, privileges and advantages whatsoever, now or hereafter made, granted, issued or otherwise distributed in respect of, in substitution for, in addition to, or in exchange for, any property forming part of the Secured Property and all of the Investor’s rights consequent on any conversion, redemption, cancellation, reclassification, forfeiture, consolidation, subdivision, reduction of capital, liquidation or scheme of arrangement or takeover in connection with any property forming part of the Secured Property.

Adjusted Stock Loan Percentage means a percentage, determined by Macquarie, acting in good faith and in a commercially reasonably manner, reflecting:

  • (a) any additional or increased costs imposed on Macquarie or any other member of the Macquarie Group; or

  • (b) any reduction in the rate of return to Macquarie or any other member of the Macquarie Group (including, without limitation, as a result of any reduction in the rate of return on capital as more capital is required to be allocated), or any amount due and payable to Macquarie or any other member of the Macquarie Group,

in each case, under any Transaction Document in connection with the Stock Loan or any linked or related transactions or margining under any Transaction Document, arising as a result of a Regulatory Event.

AML/CTF Laws means the Anti-Money Laundering and Counter-Terrorism Financing Act 2006, rules and other subordinate instruments.

Application means an application to Macquarie for the Facility by way of an Application Form.

ASX Business Day means a Scheduled ASX Business Day on which the ASX is open for trading during its regular trading session.

ASX Clear means ASX Clear Pty Ltd (ABN 48 001 314 503).

ASX Operating Rules means the operating rules of the ASX from time to time. These rules are available from www.asx.com.au or from Macquarie on request.

ASX Settlement means ASX Settlement Pty Ltd (ABN 49 008 504 532).

ASX Settlement Operating Rules means the settlement operating rules of ASX Settlement from time to time. These rules are available from www.asx.com.au or from Macquarie on request.

Australian dollars means the lawful currency of Australia.

Available Loan Balance means, in relation to Linked Options, if Macquarie agrees that a Linked Loan is available:

  • (a) initially either:

  • (i) the amount agreed by Macquarie and the Investor at the time acceptance of the relevant Transaction Request occurs; or

  • (ii) if no such amount is agreed, an amount equal to the Protected Value of the Linked Options; and

  • (b) thereafter, the amount determined under (a) above, less the aggregate of all amounts outstanding (if any) under Linked Loans relating to the Linked Options.

Basket means for an Option, a basket composed of each Reference Security to which that Option relates in the relative proportions or numbers specified in the related Confirmation.

Borrowed Securities means securities borrowed from Investor by Macquarie in accordance with Section 7 of the Facility.

Business Day :

Application Form means the application form included in, derived from, or accompanying, these Terms and Conditions.

Approved Market Operator has the meaning set out in the ASX Settlement Operating Rules.

ASIC means the Australian Securities and Investments Commission.

ASIC Market Integrity Rules means the market integrity rules provided for under the Corporations Amendment (Financial Market Supervision) Act 2010 , as may be amended or supplemented from time to time.

Assessed Value Payment means, in relation to an Option, 100% (one hundred per cent) of the Cash Settlement Amount that would have been payable in relation to that Option if a Cash Settlement Request had been validly given in relation to that Option.

ASX means ASX Limited (ABN 98 008 624 691) or the securities market conducted by ASX Limited, as the

  • (a) where used in the Sponsorship Agreement, has the meaning set forth in the ASX Settlement Operating Rules; and

  • (b) otherwise, means a day on which commercial banks are open for business (including dealings in foreign exchange and foreign currency deposits) in Sydney and Melbourne other than a Saturday, Sunday, New Year's Day, Good Friday, Easter Monday, Christmas Day and Boxing Day.

Buy Instruction means an instruction to acquire Securities given to the Trading Participant by the Investor, or by Macquarie on behalf of the Investor in accordance with the Terms and Conditions.

Cap Price means, for an Option, either:

  • (a) the price agreed by Macquarie and the Investor at the time acceptance of the Transaction Request for that Option occurs;

  • (b) the price determined in accordance with the method

35

agreed by Macquarie and the Investor for determining the Cap Price of the relevant Option; or

  • (c) if sub-paragraphs (a) and (b) do not apply, the price determined by multiplying the Cap Price Percentage by the Initial Reference Price of the Underlying Parcel for that Option,

as adjusted from time to time in accordance with the Terms and Conditions.

Cap Price Percentage means, for an Option, the cap price percentage agreed by Macquarie and the Investor for that Option at the time acceptance of the relevant Transaction Request occurs, as adjusted from time to time in accordance with the Terms and Conditions.

Cash Collateral means cash in Australian dollars.

Cash Settlement means, in relation to an Option, settlement of the Option in accordance with clause 2.2(b) of the Equity Option Agreement.

Cash Settlement Amount means, in relation to an Option, an amount equal to the greater of:

  • (a) the Protection Price minus the Final Reference Price for the Underlying Parcel for that Option; and

  • (b) zero.

Cash Settlement Payment Date means, in relation to an Option, the day which is five (5) Business Days after the Final Valuation Date for that Option.

Cash Settlement Request means a request for Cash Settlement made in accordance with clause 4 of the Equity Option Agreement.

Change means a modification, variation, alteration or deletion of, or addition to, the Terms and Conditions.

CHESS means the Clearing House Electronic Subregister System.

CHESS Account means the Participant Sponsored Holding.

CHESS Business Day means any day which is a Business Day and a day on which CHESS is able to execute settlement instructions.

CHESS Subregister has the meaning set forth in the ASX Settlement Operating Rules.

Chi-X Australia means Chi-X Australia Pty Ltd (ABN 47 129 584 667) or the securities market conducted by ChiX Australia Pty Ltd, as the context requires.

Clearing Participant has the meaning set forth in the ASX Settlement Operating Rules.

Commencement Date means:

  • (a) for an Option, the date agreed by Macquarie and the Investor at the time acceptance of the relevant Transaction Request occurs; provided however that if a Hedging Disruption occurs on such date, Macquarie may postpone the Commencement Date to the next relevant ASX Business Day on which no Hedging Disruption occurs; and

  • (b) for a Linked Loan, the date agreed by Macquarie and the Investor at the time acceptance of the relevant

Transaction Request occurs; provided however that if a Hedging Disruption occurs on such date, Macquarie may postpone the Commencement Date to the next Business Day on which no Hedging Disruption occurs.

Commercial Terms means:

  • (a) for a Series – the Commencement Date, Protection Price, the Protection Price Percentage, the Cap Price (if any), the Cap Price Percentage (if any), the Underlying Parcel, the Number of Options, the Fixed Premium (if any), the Fixed Premium Payment Date (if any) and the Expiry Date for the Options comprising that Series;

  • (b) for a Linked Loan – the Commencement Date, the amount of the Linked Loan, the Interest Rate, the Interest Payment Dates and the Repayment Date; and

  • (c) any other variables or parameters relating to an Option or a Loan (as agreed in writing by the parties).

Confirmation means, for a Series or a Loan, a document issued by Macquarie to the Investor that confirms the terms (including some or all of the Commercial Terms) of the Series or the Loan (as applicable).

Controlling Participant has the meaning set out in the ASX Settlement Operating Rules.

Conversion has the meaning set out in the ASX Settlement Operating Rules.

Conversion Event means in relation to a calculation or payment of a currency, any event beyond the reasonable control of Macquarie that, in Macquarie’s reasonable opinion, makes it impractical for that currency to be calculated, converted, delivered or paid in accordance with the Terms and Conditions.

Corporations Act means the Corporations Act 2001 (Cth).

Corporations Regulations means the regulations made under the Corporations Act.

Costs include costs, charges and expenses, including those incurred in connection with advisers and any legal costs on a full indemnity basis.

Default Rate means 2% plus the 90 day bank bill swap bid rate (expressed as a percentage) for that day quoted on the page designated as “BBSW” on the Reuters Monitor or another page that replaces that system to display the bank bill swap rate, calculated daily.

Deliver means, in relation to Reference Securities, to transfer the Reference Securities as an off-market transfer in accordance with the ASX Settlement Operating Rules, or such other means as is reasonably determined by the relevant Macquarie Entity.

Deliverable Parcel means, where a valid Sell Instruction has been given, the Reference Securities included in the Underlying Parcel for each Option in relation to which the Sell Instruction has been validly given (and not revoked).

Delivery Date means, in relation to a Reference Security,

the Final Valuation Date for that Reference Security.

Directory means the back page of the Terms and Conditions.

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Early Lapse Amount means in relation to an Option, the amount payable by Macquarie in consideration of the early lapse or termination of the Option, calculated as the greater of:

  • (a) zero; and

  • (b) the sum of:

  • (i) if the Option Termination Value for that Option is positive, an amount equal to the Option Termination Value; minus

  • (ii) any Fixed Premium Instalments not yet paid to Macquarie (whether or not yet due); minus

  • (iii) other than where an Early Termination Event has occurred in relation to Macquarie, the amount of any Option Break Costs; plus

  • (iv) the amount of any Option Break Gains.

Early Termination Date means the date nominated pursuant to clause 2.2(a) of the General Conditions.

of Security Interest over any property (other than the Mortgage or any other Security Interest permitted by a Transaction Document), including over any Reference Security or Secured Property which is, or which is to be, held by or with the Sponsor or the Nominee under the Facility; or

  • (h) if the Investor is a trustee of a trust either:

  • (i) the Investor ceases to be the trustee of the trust or any step is taken to either:

    • (1) appoint another trustee of the trust; or

    • (2) remove the Investor as trustee of the trust,

in either case without Macquarie’s consent; or

  • (ii) an application or order is sought or made in any court for:

  • (1) the Investor’s removal as trustee of the trust; or

  • (2) the property of the trust to be brought into court or administered by the court or to be brought under its control.

Early Termination Event means the occurrence of one or more of the following events:

  • (a) a party fails to:

  • (i) pay any money; or

  • (ii) deliver or transfer any Securities,

when due in accordance with a Transaction Document, and, other than in the case of a failure to pay any money under:

  • (1) clause 2.2(d) of the General Conditions; or

  • (2) clause 6.2(d) of the Equity Option Agreement,

such failure has not been remedied within one (1) Business Day (in the case of (i)) or one (1) CHESS Business Day (in the case of (ii));

  • (b) a party fails to duly and punctually perform or comply with any of its obligations under a Transaction Document (other than as contemplated by subparagraph (a)) and such party’s failure or noncompliance:

  • (i) has, or may have, a material adverse effect on the other party’s substantive rights, and obligations under the Facility; and

  • (ii) is not remedied within two (2) Business Days of the other party notifying such party of the relevant failure or non- compliance;

  • (c) an Insolvency Event occurs in relation to a party;

  • (d) the Investor breaches, or engages in any conduct which would constitute a breach of, clause 4(a) or (b) of the Security Arrangements;

  • (e) a party dies or loses capacity (whether mental or otherwise) for any reason whatsoever;

  • (f) any representation made by a party in connection with a Transaction Document is found to have been incorrect or misleading when made and such party’s misrepresentation has, or may have, a material adverse effect on the other party’s substantive rights, and obligations under the Facility; unless, if such misrepresentation is reasonably capable of being remedied, the misrepresentation is remedied within two (2) Business Days of such misrepresentation occurring;

Early Termination Payment Date means the day which is:

  • (a) in the case of an amount payable by Macquarie, 5 (five) Business Days following the Early Termination Date; and

  • (b) in the case of an amount payable by the Investor, 3 (three) Business Days following the date on which Macquarie notifies the Investor in writing of the amount it is required to pay.

Early Termination Premium means in relation to an Option, the amount payable as part of the consideration for issuing the Option calculated as the greater of:

  • (a) zero; and

  • (b) the sum of:

  • (i) if the Option Termination Value for that Option is negative, an amount equal to the absolute value of that Option Termination Value; plus

  • (ii) any Fixed Premium Instalments not yet paid to

    • Macquarie (whether or not yet due); plus
  • (iii) other than where an Early Termination Event has occurred in relation to Macquarie, the amount of any Option Break Costs; minus

  • (iv) the amount of any Option Break Gains.

Early Termination Premium Payment Date means:

  • (a) for the purposes of clause 6.2 of the Equity Option Agreement,

  • (i) unless paragraph (ii) applies, within three (3) Business Days of the Investor receiving notice of the amount payable by it; and

  • (ii) if an Exceptional Circumstance occurs at any time:

    • (1) on or after the Lapse Date; and

    • (2) before the Early Termination Premium is paid by the Investor to Macquarie,

within 12 hours of the occurrence of that Exceptional Circumstance; and

  • (g) the Investor creates or allows to be created any form

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  • (b) for the purposes of clause 2.2 of the General Conditions (in the case of an Early Termination Event), the Early Termination Payment Date.

Effective Date , where used in the Sponsorship Agreement, has the meaning set out in clause 6(b) of the Sponsorship Agreement.

Electronic Communication means a communication of information in the form of data, text or images by means of guided or unguided electromagnetic energy, or both. Electronic Communications include email.

Equity Option Agreement means Section 1 of the Terms and Conditions.

Equivalent Securities means securities of an identical type, nominal value, description and amount to the Reference Securities of a Stock Loan.

Exceptional Circumstance means, in relation to an Option, the value of the Reference Securities (as determined by Macquarie) declines by 5% or more.

Exercise Period means, for an Option, the period commencing at 10:00am (Sydney time) on the Option’s Expiry Date and ending at 4.00pm (Sydney time) on that day.

manner) that:

  • (i) given the expected daily liquidity of the relevant Reference Security on Regulated Exchanges; and/or

  • (ii) in order to ensure Macquarie’s compliance with applicable law (including the Corporations Act) or the rules, market practices, operating guidelines of a Regulated Exchange,

Macquarie is, or would be, unable to acquire, dispose or exit all of its Hedge Positions in connection with the Option to which that Reference Security relates on the Valuation Date, the Final Reference Price will be the arithmetic average of either the:

  • (1) official closing price of that Reference Security on the ASX; or

  • (2) VWAP for that Reference Security,

over the term of the Valuation Period, provided however that if sub-paragraph (2) of the definition of Valuation Period applies to such Option and/or Reference Security, the Final Reference Price will be Macquarie’s estimate of the price of that Reference Security on the ASX at the Scheduled Closing Time.

Final Valuation Date means, in relation to:

  • (a) a Reference Security:

Expiry means in respect of an Option, the Final Valuation Date for that Option.

Expiry Date means, for an Option, the date agreed by Macquarie and the Investor at the time acceptance of the relevant Transaction Request occurs, as adjusted in accordance with the Transaction Documents and clause 1.6 of the General Conditions if such date is not a Business Day.

Facility or Equity Option and Loan Facility means the facility for acquiring Options and Linked Loans offered on the terms and conditions set out in the Terms and Conditions.

Final Reference Price means, in relation to a Reference Security:

  • (a) unless paragraph (b) applies, either:

  • (i) the official closing price of that Reference Security on the ASX (or, if Macquarie determines acting reasonably that the closing price on another Relevant Exchange is more reflective of supply and demand for the Reference Security, the closing price on that other Relevant Exchange) on the Valuation Date;

  • (ii) if Macquarie determines (acting in a reasonable manner) that it is, or would be, unable to acquire, dispose or exit all of its Hedge Positions in connection with the Option to which that Reference Security relates at such price, the Final Reference Price will be the VWAP on the Valuation Date;

  • (iii) if the Valuation Date for that Reference Security is deemed to occur as a result of the application of sub-paragraph (b)(ii) of the definition of Valuation Date, then the Final Reference Price will be Macquarie’s estimate of the price of that Reference Security on the ASX or other Relevant Exchange at the Scheduled Closing Time;

  • (b) if Macquarie determines (acting in a reasonable

  • (i) where the Final Reference Price of such Reference Security is determined on a Valuation Date, that Valuation Date; or

  • (ii) where the Final Reference Price of such Reference Security is determined over the course of a Valuation Period, the last day in that Valuation Period; and

  • (b) an Option, the last Final Valuation Date to occur in relation to a Reference Security in the Underlying Parcel.

Financial Products has the meaning set forth in the ASX Settlement Operating Rules.

Fixed Premium means, for an Option, the amount (if any) determined by Macquarie and agreed by the Investor.

Fixed Premium Instalment means, for an Option, the Fixed Premium for that Option, divided by the number of Fixed Premium Payment Dates for that Option.

Fixed Premium Payment Date means each date agreed by Macquarie and the Investor for payment of the Fixed Premium or a Fixed Premium Instalment (as the cased may be) at the time acceptance of the relevant Transaction Request occurs for that Option, subject to adjustment in accordance with clause 1.6 of the General Conditions if such date is not a Business Day.

General Conditions mean Section 6 of the Terms and Conditions.

Glossary means Section 7 of the Terms and Conditions.

GST means any goods and services tax levied under the GST Act.

GST Act means A New Tax System (Goods and Services Tax) Act 1999.

Hedge Positions means:

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  • (a) in relation to an Option or a Series, any of the following:

  • (i) Securities equivalent to the Reference Security;

  • (ii) options, futures or other derivatives relating to Securities equivalent to the Reference Security; and

  • (iii) any other transactions or assets Macquarie reasonably considers necessary to manage its risk associated with issuing the Option; and

  • (b) in the case of a Loan, any transactions or assets Macquarie reasonably considers necessary to manage its risk associated with issuing that Loan.

Hedging Disruption occurs:

  • (a) in respect of an Option where:

  • (i) Macquarie is unable, whether due to:

    • (1) Internal Trading Restrictions;
  • (ii) any change in the interpretation by any court, tribunal or regulatory authority of any applicable law or regulation (including any action taken by a taxing authority); or

  • (iii) other circumstances beyond the reasonable control of Macquarie,

either:

  • (1) Macquarie is unable to acquire, substitute, maintain, unwind or dispose of any Hedge Positions, or realise, recover or remit the proceeds of any such Hedge Positions; or

  • (2) Macquarie has incurred, or will incur, a materially increased cost in performing its obligations in respect of a Loan when compared with circumstances existing on the Commencement Date of the Loan (including due to any increase in tax liability, decrease in tax benefit or other adverse effect on Macquarie’s tax position),

  • (2) legal or regulatory issues;

  • (3) the unavailability of stock borrow in relation to the relevant Reference Security (other than as a result of Macquarie’s own actions);

  • (4) any change announced to any applicable short selling or stock borrowing/lending laws in Australia, or any governmental or regulatory interpretation thereof;

  • (5) the occurrence of a Conversion Event; or

  • (6) any other circumstance(s) beyond the reasonable control of Macquarie,

to acquire, substitute, maintain, unwind or dispose of any Hedge Positions in respect of such Option, or realise, recover or remit the proceeds of any such Hedge Positions; or

  • (ii) due to:

  • (1) the adoption of, or any change in, any applicable law or regulation, including any tax law; or

  • (2) any change in the interpretation by any court, tribunal or regulatory authority of any applicable law or regulation (including any action taken by a taxing authority);

  • (3) any reduction in either:

    • (A) the liquidity of; or

    • (B) the availability of stock-borrow for,

a Security equivalent to a Reference Security (other than as a result of Macquarie’s own actions); or

  • (4) any other circumstance(s) beyond the reasonable control of Macquarie;

Macquarie has incurred, or will incur, a materially increased cost to acquire, substitute, maintain, unwind or dispose of any Hedge Positions in respect of such Option(s), or realise, recover or remit the proceeds of any such Hedge Positions when compared with circumstances existing on the Commencement Date of the Option; and

  • (b) in respect of a Loan where, whether due to:

  • (i) the adoption of, or any change in, any applicable law or regulation, including any tax law;

provided however that where Macquarie determines that, notwithstanding the occurrence of such event:

  • (X) it would be able to continue to effectively manage its risk, on an on-going basis, if the Series or the Loan (as the case may be) were to remain on issue; and

  • (Y) it would not incur a material increase in costs in managing its risk, on an on-going basis, if the Series or the Loan (as the case may be) were to remain on issue,

Macquarie may elect to not treat such event as a Hedging Disruption.

HIN or Holder Identification Number has the meaning set out in the ASX Settlement Operating Rules and means, in the context of any Secured Property which are ASX-listed Securities, the HIN notified by the Sponsor or Macquarie to the Investor.

Holder Record has the meaning set out in the ASX Settlement Operating Rules.

Holder Record Lock has the meaning set out in the ASX Settlement Operating Rules.

Holding has the meaning set out in the ASX Settlement Operating Rules.

Illegal Activities has the meaning set forth in clause 15(c) of the General Conditions.

In-the-Money means, in relation to an Option, the Final Reference Price of the Underlying Parcel being below the Protection Price.

Income means any dividends, interest or other distributions of any kind whatsoever (whether in money or property and including the issue of bonus Securities, Ordinary Dividends and Special Dividends) with respect to a Reference Security.

Initial Reference Price means, in relation to a Reference Security for an Option, the official closing price of that Reference Security on the ASX (or, if Macquarie determines acting reasonably that the closing price on another Relevant Exchange is more reflective of supply and demand for the Reference Security, the closing price on that other Relevant Exchange) on the Commencement Date; provided however that if Macquarie determines (acting in a reasonable manner) that it is, or would be,

39

unable to acquire or dispose of its Hedge Positions for that Option at that price, the Initial Reference Price for such Reference Security will be:

  • (a) the VWAP for that Reference Security on the Commencement Date; or

  • (b) otherwise determined by Macquarie (acting in a reasonable manner).

Insolvency Event means in relation to a party:

  • (a) where a party is a corporation:

  • (i) except to reconstruct or amalgamate while solvent, an application is made for an order, a meeting is convened to consider a resolution, a resolution is passed or an order is made that the party be wound up or otherwise dissolved or that an administrator, liquidator or provisional liquidator of the party be appointed; or

  • (ii) a receiver, receiver and manager, administrator, controller, trustee or similar officer is appointed in respect of all or any part of the business, assets or revenues of the party;

  • (b) the party dies, becomes insolvent (or is presumed to be insolvent under any applicable law) or is subject to any arrangement, assignment or composition (except to reconstruct or amalgamate while solvent), or is protected from any creditors or otherwise unable to pay their debts when they fall due;

  • (c) where a party is an individual, the party commits an act of bankruptcy or is insolvent (as that term is understood for the purposes of the Bankruptcy Act 1966 (Cth), or any other analogous term under any analogous legislation;

  • (d) as a result of the operation of the Corporations Act, the party is taken to have failed to comply with a statutory demand and such failure has a material adverse effect on the other party’s substantive rights, and obligations under the Facility; or

  • (e) anything analogous to, or of a similar effect to, anything described above occurring in relation to a party.

Instruction means a written instruction (unless otherwise agreed by Macquarie) from the Investor to enter into a Transaction, including a Buy Instruction and a Sell Instruction.

Interest Payment Date means in relation to a Linked Loan and an Interest Period, each date agreed by the parties at the time acceptance of the relevant Transaction Request occurs, subject to adjustment in accordance with clause 1.6 of the General Conditions if such date is not a Business Day.

Interest Period means, in relation to a Linked Loan:

  • (a) initially, the period from (and including) the Commencement Date to (and excluding) the earlier of the first Interest Period End Date and the Repayment Date; and

  • (b) thereafter, each period from (and including) an Interest Period End Date to (and excluding) the earlier of:

  • (i) the next Interest Period End Date; and

  • (ii) the Repayment Date.

Interest Period End Date means, in relation to a Linked

Loan:

  • (a) initially the date agreed between the parties at the time of acceptance of the relevant Transaction Request; and

  • (b) thereafter each anniversary of the initial Interest Period End Date (or as otherwise agreed between the parties).

Interest Rate means, in respect of a Linked Loan, the rate agreed by the Investor and Macquarie at the time acceptance of the relevant Transaction Request occurs.

Internal Trading Restrictions means any internal restriction imposed on Macquarie that has the effect of limiting the ability of Macquarie to acquire, substitute, maintain, unwind or dispose of any Hedge Positions in relation to a Series, including where:

  • (a) the Macquarie Group is advising an Issuing Entity in relation to a proposed Potential Adjustment Event; or

  • (b) any further acquisitions or substitutions of any Hedge Positions or the Reference Security for an Option may require Macquarie, or another member of the Macquarie Group, to make a take-over offer in relation to the Reference Security under the Corporations Act or any other applicable or analogous law in any overseas jurisdiction.

Investor means a wholesale client (as defined in the Corporations Act) submitting an Application for the Facility.

Issuer has the meaning set forth in the ASX Settlement Operating Rules.

Issuer Sponsored Holding has the meaning set out in the ASX Settlement Operating Rules.

Issuing Entity means in relation to Reference Securities, the entity that issued those Reference Securities and in the case of a Stapled Security, any of the entities which issued a Security forming part of that Stapled Security.

Lapse Date means, in relation to any Option, the date nominated pursuant to clause 6.2 of the Equity Option Agreement.

Linked Account has the meaning set forth in clause 13 of the General Conditions.

Linked Loan means, in relation to a Series of Options, a loan provided to the Investor by Macquarie in relation to which the Investor nominates that Series as being the Series to which that loan is linked in the Transaction Request for that Loan.

Linked Loan Exposure means the amount of each Linked Loan that is outstanding, together with any accrued and unpaid interest payable in respect of each Linked Loan, in each case, as determined by the Valuation Agent.

Linked Option Exposure means the amount, if any, as determined by the Valuation Agent that would be payable to Macquarie by the Investor (expressed as a positive number) or by Macquarie to the Investor (expressed as a negative number) if each Linked Option were terminated as of the relevant Valuation Time in accordance with clause 2.2 of the General Conditions.

Linked Options means in relation to a Linked Loan, the Series nominated in the Transaction Request for that Loan.

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Loan means a loan made to the Investor under the Loan Agreement, including a Linked Loan.

Loan Acceleration Event means, in relation to a Loan, the occurrence of any one or more of the following events:

  • (a) the occurrence of a Hedging Disruption in respect of the Loan; and

  • (b) an Option Acceleration Event occurring in relation to the Linked Options for that Loan.

Loan Agreement means Section 4 of the Terms and Conditions.

Loan Break Costs means in relation to a Loan, the amount determined by Macquarie (acting in a reasonable manner) of any costs, expenses and losses incurred by Macquarie in respect of the early liquidation or redeployment of any Hedge Positions entered into by Macquarie in connection with providing the Loan to the Investor. Loan Break Gains means in relation to a Loan, the amount determined by Macquarie (acting in a reasonable manner) of any gains incurred by Macquarie in respect of the early liquidation or redeployment of any Hedge Positions entered into by Macquarie in connection with providing the Loan to the Investor.

Loan Break Value means in relation to a Loan, the amount determined by Macquarie (acting in a reasonable manner) having regard to:

  • (a) the amount (expressed as a negative number and payable by the Investor to Macquarie) calculated as the present value of any interest unpaid (whether or not yet due) in respect of the Loan which Macquarie reasonably determines to be attributable to its costs (including internal costs and charges) of providing the Investor with that Loan; and

  • (b) the amount (expressed as a positive number and payable by Macquarie to the Investor) calculated as the difference between:

  • (i) the amount of the Loan repaid or prepaid (as the case may be); and

  • (ii) the present value of such amount, as calculated by Macquarie;

  • (c) where:

  • (i) a Linked Loan (or part thereof) is prepaid early by the Investor;

  • (ii) an Early Termination Event occurs in relation to the Investor; or

  • (iii) a Loan Acceleration Event occurs in relation to a Linked Loan as a result the Option Acceleration Event described in sub-paragraph (c) of the definition of Option Acceleration Event occurring in relation to the Linked Options,

the amount (expressed as a negative number and, if any, payable by the Investor to Macquarie) equal to a portion of any commission paid to the Investor’s adviser in relation to that Linked Loan as it relates to:

  • (1) the amount of the Linked Loan repaid or prepaid early (as the case may be); and

  • (2) the time between the date of repayment or prepayment (as the case may be) and the end of the current Interest Period;

  • (d) the amount (expressed as a positive number and, if any, payable by Macquarie to the Investor) equal to

the Loan Break Gains; and

  • (e) in all circumstances other than where an Early Termination Event occurs in relation to Macquarie, and without duplication of any amount referred to in paragraphs (a), (b) or (c), the amount (expressed as a negative number and, if any, payable by the Investor to Macquarie) of any Loan Break Costs.

For the purposes of paragraph (a) and (b), the present value of any amount will be calculated by Macquarie having regard to:

  • (1) the time period between the dates on which such amount was originally scheduled to be paid by the Investor to Macquarie and the date on which such amounts will be paid to Macquarie in connection with the prepayment of the Loan or the occurrence of the Loan Acceleration Event or Early Termination Event (as the case may be); and

  • (2) prevailing market interest rates for the relative time period.

Loan Prepayment Amount means an amount equal to the sum of:

  • (a) the amount of the Loan to be prepaid, expressed as a positive number and payable by the Investor to Macquarie;

  • (b) where the Loan Break Value is payable by:

  • (i) the Investor, plus; or

  • (ii) Macquarie, minus,

the absolute value of the Loan Break Value.

Macquarie means Macquarie Bank Limited (ABN 46 008 583 542 and AFSL 237502).

Macquarie Entity means Macquarie and any of its Related Bodies Corporate.

Macquarie Group means the Macquarie Entities, and their employees, officers and directors.

Margin Balance means, subject to clause 1(b) of the Margining Provisions, with respect to the Investor on a Margining Date, the Cash Collateral that has been transferred to or received by Macquarie under the Margining Provisions.

Margining Date means each Business Day which, if treated as a Margining Date, would result in a Margin Delivery Amount or a Margin Return Amount.

Margin Delivery Amount has the meaning given in clause 2(a) of the Margining Provisions.

Margin Exposure means, with respect to the Investor on a Margining Date, the aggregate of:

  • (a) the Linked Option Exposure; and

  • (b) the Linked Loan Exposure.

Margin Return Amount has the meaning given in clause 2(b) of the Margining Provisions.

Market Disruption Event means any event beyond the reasonable control of Macquarie that disrupts or impairs the ability of Macquarie to effect transactions in, or obtain market values for:

41

  • (a) Securities equivalent to the Reference Securities; or

  • (b) futures, options or other derivatives relating to Securities equivalent to the Reference Securities,

on any Regulated Exchange or otherwise (as the case may be) including, without limitation:

  • (i) any suspension of, or limitation imposed on trading by a Regulated Exchange;

  • (ii) the closure of a Regulated Exchange prior to its Scheduled Closing Time; or

  • (iii) the failure of a Regulated Exchange to open on a Scheduled ASX Business Day.

Market Participant has the meaning set forth in the ASX Operating Rules.

Mortgage means the mortgage created under clause 2.1 of the Security Arrangements.

Nationalisation occurs where it is announced that any Reference Security for an Option, or if applicable, all or substantially all of the assets of the relevant Issuing Entity are, or will be, nationalised, expropriated or are otherwise required to be transferred to any governmental agency, authority, entity or instrumentality thereof.

Net Early Termination Amount has the meaning given in clause 2.2(d) of Section 6.

Nominee means Belike Nominees Limited (ABN 31 008 604 966 and AFSL 238164), or such other entity as Macquarie may nominate from time to time.

Nominee Terms means Section 5 of the Terms and Conditions.

Notice has the meaning set forth in the ASX Settlement Operating Rules.

Number of Options means, in relation to a Series, the number of Options comprising that Series.

Option means an option granted by Macquarie to the Investor under the Equity Option Agreement.

Option Acceleration Event means, in respect of an Option, the occurrence of any one or more of the following events:

  • (a) a Reference Security for the Option:

  • (i) or the relevant Issuing Entity is, or will be de-listed or withdrawn from admission to trading status on the ASX;

  • (ii) ceases, or will cease, to be able to be settled through the principal clearance system customarily used for settling trades in that Reference Security on the Commencement Date of the Option;

  • (iii) is, or will be, subject to an Insolvency Event;

Option Break Costs means, in respect of an Option, all costs, expenses and losses (and, if any, payable by the Investor to Macquarie) incurred by Macquarie in connection with the termination, unwind or disposal of any Hedge Position entered into in connection with the Option.

Option Break Gains means, in respect of an Option, all gains (and, if any, payable by the Macquarie to Investor) made by Macquarie in connection with the termination, unwind or disposal of any Hedge Position entered into in connection with the Option.

Option Termination Value means the amount determined by Macquarie (acting in a reasonable manner) as of the Early Termination Date or Lapse Date (as the case may be) as the current value to the Investor of the Option. For the purposes of determining the value of the Option, Macquarie will have regard to:

  • (i) the methodology and practices used to determine the cost of the Option to the Investor when it was first acquired;

  • (ii) the factors referred to in these Terms and Conditions as being relevant to the determination of the cost to the Investor of the Option when first acquired; and

  • (iii) the circumstances existing on the Early Termination Date or Lapse Date as the case may be (eg, the price and volatility of the Reference Assets, the time remaining until the Expiry Date, the expected future dividends or distributions of the Reference Assets and prevailing market interest rates).

Ordinary Dividend means Income which Macquarie determines (acting in a reasonable manner) is not a Special Dividend.

Out-of-the-Money means in relation to an Option, the Final Reference Price of the Underlying Parcel being equal to, or above, the Protection Price.

Participant Change Notice has the meaning set out in the ASX Settlement Operating Rules. Participant Sponsored Holding means the Participant Sponsored Holding (as that term is defined in the ASX Settlement Operating Rules) established in relation to the Investor pursuant to the Sponsorship Agreement.

Payment Date means, in respect of an Option, within 5 (five) Business Days of the Final Valuation Date for that Option.

Physical Settlement means, for an Option, the settlement of the Option under clause 5.3 of the Equity Option Agreement.

Physical Settlement Amount means, in relation to a Series, an amount equal to the Protection Price for those Options multiplied by the number of Options in that Series in relation to which a Sell Instruction has been validly given (and not revoked).

  • (iv) is, or will be, subject to a Nationalisation; or

  • (v) is, or will be, subject to a Potential Adjustment Event in relation to which clause 7.1(c) of the Equity Option Agreement applies;

  • (b) a Hedging Disruption; or

  • (c) Macquarie consents to a request from the Investor that the Expiry Date be accelerated to an earlier date specified by the Investor.

Physical Settlement Payment Date means, in relation to an Option, the day which is no later than five (5) Business Days following the Delivery of the Deliverable Parcel in accordance with clause 5.3(a) of the Equity Option Agreement.

Potential Adjustment Event means, in relation to a Reference Security, any one or more of the following:

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  • (a) a subdivision, consolidation or reclassification of the Reference Security;

  • (b) a distribution or dividend of any Reference Securities to existing holders of a Reference Security by way of bonus, capitalisation or similar issue;

  • (c) a distribution, issue or dividend to existing holders of a Reference Security of (i) Securities; or (ii) other share capital or Securities granting the right to payment of dividends, distributions and/or the proceeds of liquidation of the relevant Issuing Entity (or any other entity); or (iii) share capital or other Securities of another issuer as a result of a spin-off or other similar transaction, or (iv) any other type of Securities, rights or warrants or other assets;

  • (d) a Special Dividend;

  • (e) a Share Call;

  • (f) in respect of the relevant Issuing Entity, any event that results in any shareholder or unitholder rights being distributed or becoming separated from shares of common stock or other shares of the capital stock or units of the Issuing Entity pursuant to a shareholder rights plan or arrangement directed against hostile takeovers that provides for a distribution of preferred stock, warrants, debt instruments or stock rights or other Securities;

  • (g) a redemption, cancellation or re-purchase by the Issuing Entity or any of its related bodies corporate of Reference Securities, whether out of profits or capital and whether the consideration for such redemption, cancellation or repurchase is cash, Securities or otherwise;

  • (h) a tender offer, exchange offer or a takeover bid for Reference Securities or any analogous offer;

  • (i) a consolidation, amalgamation, de-merger, merger or binding share exchange of the Issuing Entity with or into another entity or person;

  • (j) the Issuing Entity (i) instituting or having instituted against it by a regulator, supervisor or any similar official with primary insolvency, rehabilitative or regulatory jurisdiction over it in the jurisdiction of its incorporation or organisation or the jurisdiction of its head or home office, (ii) consenting to a proceeding seeking a judgment of insolvency or bankruptcy or any other relief under any bankruptcy or insolvency law or other similar law affecting creditors’ rights, (iii) having presented in relation to it a petition for its winding-up or liquidation;

  • (k) it is announced that the Reference Security will be delisted from the ASX but re-listed on another exchange acceptable to Macquarie;

  • (l) any amendment or change to the terms, or cancellation, of a Potential Adjustment Event previously announced by an Issuing Entity; and

  • (m) any other event which Macquarie reasonably determines may have a dilutive or concentrative effect on the theoretical value of the Reference Security.

Potential Early Termination Event means any event which, with the passing of time and/or the giving of notice, would constitute an Early Termination Event.

PPSA means the Personal Property Securities Act 2009 (Cwlth).

Protected Value means, in relation to a Series, an amount

equal to the Protection Price of that Option multiplied by the Number of Options of that Series.

Protection Price means, for an Option and a Series, either the price:

  • (a) agreed by Macquarie and the Investor at the time acceptance of the Transaction Request for the relevant Series occurs;

  • (b) determined in accordance with the method for determining the Protection Price agreed by Macquarie and the Investor; or

  • (c) if sub-paragraphs (a) and (b) do not apply, the price determined by multiplying the Protection Price Percentage by the Initial Reference Price for that Underlying Parcel,

as adjusted from time to time in accordance with the Transaction Documents.

Protection Price Percentage means, in relation to a Series, the protection price percentage agreed by Macquarie and the Investor at the time acceptance of the Transaction Request for that Series occurs, as adjusted in accordance with the Terms and Conditions.

Receiver has the meaning set forth in clause 6.2 of the

Security Arrangements.

Reference Securities means for an Option, the Securities which are included in the Underlying Parcel for an Option (as adjusted from time to time in accordance with the Transaction Documents) and, in the case of an Option in respect of which the Underlying Parcel comprises one or more Baskets, includes each Security included in such Basket.

Regulated Exchange means the securities markets operated by ASX Limited and Chi-X Australia (as the context requires), and any other securities market on which Reference Securities are quoted or can be purchased and sold in accordance with the Trading Participant Terms.

Regulatory Event means:

  • (a) the introduction, of any change in (or in the interpretation, administration or application of) any law, regulation, rule, prudential standard, guideline or direction regarding regulatory capital or prudential requirements applicable to Macquarie or any other member of the Macquarie Group [(whether having the force of law or otherwise)]; or

  • (b) the adoption by Macquarie (acting in good faith and a commercially reasonable manner) of a change in its interpretation or application of any law, regulation, rule, prudential standard, guideline or direction regarding regulatory capital or prudential requirements applicable to Macquarie or any other member of the Macquarie Group [(whether having the force of law or otherwise)],

in each case, occurring after the date the Stock Loan Percentage is specified in the applicable Confirmation or otherwise notified to the Investor.

Related Body Corporate has the meaning set out in section 50 of the Corporations Act.

Related Party has the meaning set forth in the ASX

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Settlement Operating Rules.

Repayment Date means, in relation to a Linked Loan either:

  • (a) the date agreed by Macquarie and the Investor at the time the Transaction Request for that Linked Loan is accepted; or

  • (b) if no such date is agreed, the Expiry Date of the Linked Options,

subject to adjustment in accordance with clause 1.6 of the General Conditions if such date is not a Business Day.

Sale Proceeds means the sum of the Final Reference Prices for each Reference Security to which clause 5.4 or clause 5.5 of the Equity Option Agreement applies (as the case may be).

Scheduled Closing Time means the usual or customary closing time of a Regulated Exchange.

Scheduled ASX Business Day means any day which is a Business Day and a day on which the ASX is scheduled to be open for trading for its regular trading sessions.

Secured Shares Value means the value, as determined by the Valuation Agent, to be the fair market value of the Secured Property in the form of Securities which has been transferred to the HIN to which the Sponsorship Agreement applies under and in accordance with the Sponsorship Agreement.

Secured Money means the totality of the Investor’s obligations and liabilities to Macquarie (whether liquidated or not and whether contingent, prospective or currently accrued or due and whether relating to paying money or performing or omitting any act or thing and including all claims for damages and all obligations not currently owing but which might become owing in the future (whether or not of a type Macquarie or the Investor contemplated at the time the Investor became a party to a Transaction Document) arising in or by reason of any transaction, matter, thing or event in or by which Macquarie may become, in any manner whatsoever, a creditor of the Investor under a Transaction Document.

Secured Property means:

  • (a) all property included in the Underlying Parcel for each Option and all Accretions thereto (as adjusted from time to time);

  • (b) all Securities and Accretions held by the Nominee in accordance with the Nominee Terms;

  • (c) any other asset or property Macquarie and the Investor may agree from time to time to be Secured Property for the purposes of the Facility; and

  • (d) the proceeds of any sale or redemption of any of the assets or property described in paragraphs (a), (b) or (c) in accordance with the Terms and Conditions.

Securities means (whether or not fully or partially paid):

Security Interest includes any:

  • (a) security interests under the PPSA or security for the payment of money or performance of obligations, including a mortgage, charge, lien, pledge, trust or title retention or flawed deposit arrangement;

  • (b) right, interest or arrangement which has the effect of giving another person a preference, priority or advantage over creditors including any right of setoff;

  • (c) right that a person (other than the owner) has to remove something from land (known as a profit a prendre), easement, public right of way, restrictive or positive covenant, lease, or licence to use or occupy; or

  • (d) third party right or interest, or any right arising as a consequence of the enforcement of a judgment,

or any agreement to create any of them or allow them to exist.

Series means a series of Options issued to an Investor with the same terms

Sell Instruction means a notice given by the Investor in accordance with clause 5.1 of the Equity Option Agreement.

Share Call means a call by the Issuing Entity in relation to any Reference Security that is not fully paid.

Source Holding has the meaning set forth in the ASX Settlement Operating Rules.

Special Dividend means, in relation to a Reference Security, Income attributable to a special or abnormal dividend or distribution and includes an issue of bonus Securities and those dividends or distributions which are described by the Issuing Entity as:

  • (a) special, abnormal, extraordinary or extra;

  • (b) part of a scheme of arrangement or takeover consideration;

  • (c) part of a special distribution involving a return of capital;

  • (d) part of a buy-back,

or which are otherwise characterised by the ASX as a special dividend (or any other analogous term).

Sponsor means Macquarie Bank Limited (ABN 46 008 583 542 and AFSL 237502), or such other entity as Macquarie may nominate from time to time.

Sponsorship Agreement means Section 3 of the Terms and Conditions.

Stapled Security means a combination of any financial product, unit, or security (or combination thereof).

Stock Borrow Agreement means the agreement set out in Section 7 of the Facility pursuant to which Macquarie borrows Reference Securities from Investor.

  • (a) shares or units issued by an Issuing Entity; and

  • (b) any other financial product, unit, Stapled Security or security acceptable to Macquarie,

Stock Loan means in respect of the Stock Borrow Agreement, a loan of securities made by the Investor to Macquarie under the Stock Borrow Agreement.

including for the avoidance of doubt, any fraction thereof.

Security Arrangements means Section 2 of the Terms and Conditions.

Stock Loan Delivery Amount has the meaning given in clause 11(a) of the Stock Loan Agreement.

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Stock Loan Exposure means, with respect to a Stock Loan, the Stock Loan Value multiplied by the Stock Loan Percentage.

Stock Loan Margin Balance means, subject to clause 11(b) of the Stock Borrow Agreement, with respect to each Stock Loan on a Stock Loan Margining Date, the sum of the Cash Collateral that has been transferred to or received by the Investor under the Stock Borrow Agreement.

Stock Loan Margining Date means each Business Day which, if treated as a Stock Loan Margining Date, would result in a Stock Loan Delivery Amount or a Stock Loan Return Amount.

other property entered into by the Investor under the Facility (including any purchase or sale arising as a result of a Buy Instruction and a Sell Instruction).

Transaction Documents means:

  • (a) the Equity Option Agreement;

  • (b) the Security Arrangements;

  • (c) any arrangement entered into as a result of clause 2.8(a)(2) of the Security Arrangements;

  • (d) the Sponsorship Agreement;

  • (e) the Loan Agreement;

  • (f) any applicable Trading Participant Terms;

Stock Loan Percentage means, in relation to a Stock Loan to which the Stock Borrow Agreement applies:

  • (a) a percentage not greater than 100% specified as such in the applicable Confirmation or otherwise notified in writing by Macquarie to the Investor on or before the drawdown date applicable to that Stock Loan; or

  • (b) if Macquarie has given a Stock Loan Percentage Adjustment Notice, on and from the date the Adjusted Stock Loan Percentage is to take effect in accordance with that Stock Loan Percentage Adjustment Notice, the Adjusted Stock Loan Percentage.

Stock Loan Percentage Adjustment Notice means a notice in writing from Macquarie to the Investor, specifying:

  • (a) that Macquarie has determined that a Regulatory Event has occurred;

  • (b) the Adjusted Stock Loan Percentage; and

  • (c) the date on which the Adjusted Stock Loan Percentage shall take effect (which date shall be no earlier than 10 Business Days from the date of the Stock Loan Percentage Adjustment Notice).

Stock Loan Return Amount has the meaning given in clause 11(b) of the Stock Loan Agreement.

Stock Loan Value means the value determined by the Valuation Agent to be the fair market value of the Borrowed Securities that are the subject of a Stock Loan.

Tax includes any tax, levy, impost, deduction, charge, rate, duty or withholding which is levied or imposed by a government or government agency, and any related interest, penalty, charge, fee or other amount.

Terms and Conditions means the terms and conditions of the Facility as set forth in the Transaction Documents (other than the Application Form).

Total Purchase Price means the dollar value of Securities to be acquired, as specified by the Investor in the Buy Instruction.

Trading Participant means Macquarie Securities (Australia) Limited (ABN 58 002 832 126 and AFSL 238947), or such other entity as Macquarie may nominate from time to time. Trading Participant Terms means any terms and conditions that are provided to the Investor by the Trading Participant in relation to the buying and selling of Reference Securities in connection with the Transaction Documents.

  • (g) the Nominee Terms;

  • (h) the General Conditions;

  • (i) the Stock Borrow Agreement;

  • (j) the Margining Provisions;

  • (k) the Glossary;

  • (l) any Confirmation;

  • (m) the Application Form; and

  • (n) any other document that the parties agree in writing to be a Transaction Document from time to time.

Transaction Request means a request either orally or in writing by the Investor to:

  • (a) acquire one or more Options. A Transaction Request for one or more Options must (unless Macquarie otherwise agrees) specify:

  • (i) the type and number (or face value) of Reference Securities that the Options will relate to;

  • (ii) the Protection Price or Protection Price Percentage of the Options;

  • (iii) the Cap Price or Cap Price Percentage (if any) of the Options;

  • (iv) the desired Expiry Date;

  • (v) if the Reference Securities comprise a Basket, the number of Baskets that the Options will relate to and the relative proportion or numbers of each Reference Security that each Basket will be composed of; and

  • (vi) any other information reasonably requested by Macquarie; and

  • (b) drawdown a Linked Loan. A Transaction Request for a Linked Loan must (unless Macquarie otherwise agrees) specify:

  • (i) the Linked Options for the Linked Loan;

  • (ii) a loan amount (which must be greater than any minimum loan amount as may be required by Macquarie in its absolute discretion and less than or equal to the then Available Loan Balance);

  • (iii) the Commencement Date of the Linked Loan and a Repayment Date that is no later than the Expiry Date for the Linked Options;

  • (iv) the Interest Rate and Interest Payment Date(s) of the Linked Loan; and

Transaction means a purchase or sale of Securities or

45

  • (v) any information reasonably requested by Macquarie.

Transfer , where used in the Sponsorship Agreement, has the meaning set forth in the ASX Settlement Operating Rules.

Transfer Document has the meaning set out in clause 2.3(iv) of the Security Arrangements.

Underlying Parcel means (unless otherwise agreed by the Macquarie and the Investor):

  • (a) one Reference Security per Option; or

  • (b) one Basket per Option,

as adjusted from time to time in accordance with the Terms and Conditions.

Valuation Agent means Macquarie (or such other Macquarie Entity as is designated by notice in writing to the Investor as the “Valuation Agent”).

Valuation Date means, in relation to an Option and/or a Reference Security, the Expiry Date of that Option, but if:

  • (a) that date is not a Scheduled ASX Business Day, the Valuation Date will be the next day which is a Scheduled ASX Business Day; and

  • (b) a Market Disruption Event occurs on:

  • (i) that day, the Valuation Date will be, subject to paragraph (ii), the next Scheduled ASX Business Day on which no Market Disruption Event occurs; or

  • (ii) on that day and on each of the eight (8) Scheduled ASX Business Days following that day, Macquarie may deem that eighth Scheduled ASX Business Day to be the Valuation Date notwithstanding the occurrence of a Market Disruption Event on such day.

Valuation Time means 5pm (Sydney time) on the Business Day immediately preceding the relevant Margining Date, Stock Loan Margining Date or date of calculation.

Valuation Period means, in relation to an Option and/or a Reference Security, such number of Scheduled ASX Business Days up to and including the Expiry Date, as determined by Macquarie (acting in a reasonable manner) having regard to:

  • (a) the number of Reference Securities the subject of Series;

Security on Regulated Exchanges; and

  • (c) Macquarie’s compliance with the Corporations Act or the rules, market practices, operating guidelines of Regulated Exchanges,

provided that if a Market Disruption Event occurs with respect to, or affects, that Reference Security on:

(1) any Scheduled ASX Business Day in the Valuation Period, Macquarie may, subject to paragraph (2) below:

  • (A) exclude the affected Scheduled ASX Business Days from the Valuation Period; and

  • (B) extend the Valuation Period past the Expiry Date of the Options to include an equivalent number of Scheduled ASX Business Days; or

  • (2) on each of the eight (8) Scheduled ASX Business Days following the Expiry Date for the relevant Option, Macquarie may deem that eighth (8th) Scheduled ASX Business Day to be the last day in the Valuation Period for that Option or Reference Security (as the case may be) notwithstanding the occurrence of a Market Disruption Event on such day.

Variable Premium means for an Option, an amount equal to the greater of:

  • (a) the Final Reference Price for the Underlying Parcel of that Option minus the Cap Price of that Option; and

  • (b) zero

Variable Premium Payment Date means, in relation to an Option, the day which is no later than 2 (two) Business Days following the Final Valuation Date to occur with respect to that Option.

VWAP means for a Reference Security on a particular day, the volume weighted average price of all trades in that Reference Security on all Regulated Exchanges during normal trading hours on that day, excluding (to the extent applicable and at Macquarie’s discretion):

  • (a) New Zealand Stock Exchange purchases or sales;

  • (b) option exercises under the ASX Operating Rules;

  • (c) all special crossings; and

  • (d) any other trades which, in Macquarie’s reasonable opinion, are not executed in the normal course of trading on a Regulated Exchange.

Withdrawal Instruction has the meaning set out in the ASX Settlement Operating Rules.

  • (b) the expected daily liquidity of the relevant Reference

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Directory

Macquarie Bank Limited ABN 46 008 583 542 AFSL 237502 A participant of ASX Clear and ASX Settlement

Email: [email protected]

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Macquarie Group Privacy Policy

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