BLACKWALL LIMITED — Major Shareholding Notification 2017

May 10, 2017

Form 604 Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To: Company Name/Scheme	BLACKWALL LIMITED
ACN/ARSN	146 935 131
1. Details of substantial holder (1) Name ACN/ARSN (if applicable)	J R (Seph) GLEW
There was a change in the interests of the substantial holder on 10 05 17
The previous notice was given to the company on The previous notice was dated		07 07		10 10		16 16

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 (2) had a relevant interest (3) in when last required, and when now required, to give a substantial holding notice to the company of scheme, are as follows:

Class of securities (4)	Previous notice		Present notice
	Person's votes	Voting power (5)	Person's votes	Voting power (5)
ORD	9,500.930	16.09%	8.895.638	15.05%

3. Changes 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 as follows:

Date of change	Person whose relevant interest changed	Nature of change $(6)$	Consideration given in relation to change $(7)$	Class and number of securities affected	Person's votes affected
SEE ANNEXURE A

4. Present relevant interest

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 as holder (8)	to be registered	Nature of relevant interest $(6)$	Class and number of securities (BWF ORD)	Person's votes
SEE ANNEXURE B

6. Changes in association

The persons who have become associates (2) of, ceased to be associates of, or have changed the nature of their association (9) with, the substantial holder in relation to voting interests in the company or scheme are as follows:

Name and ACN/ARSN (if f applicable)	Nature of association
N/A	____

7. Addresses

The addresses of persons named in this form are as follows:

Name	Address
J R (SEPH) GLEW and each holder of Relevant Interests	LEVEL 1, 50 YEO STREET, NEUTRAL BAY NSW 2089

Signature

DIRECTIONS

• $(1)$ If there are a number of substantial holders with similar or related relevant issues (eg. A corporation and its related corporations, or the manager and trustee of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 6 of the form.
• $(2)$ See the definition of "associate" in Section 9 of the Corporations Act 2001.
• $(3)$ See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.
• $(4)$ The voting shares of a company constitute one class unless divided into separate classes.
• $(5)$ The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.
• $(6)$ Include details of:
• $(a)$ any relevant agreement or other circumstances by which the relevant interest was acquired. If subsection 671B(4) applies, a copy of any document setting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and
• $(b)$ any qualification of the power of a person to exercise, control the exercise of, the voting powers or disposal of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies). See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.
• $(7)$ Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired has, or may, become entitled to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included of any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.
• $(8)$ If the substantial holder in unable to determine the identity of the person (eg. If the relevant interest arises because of an option) write "unknown".
• $(9)$ Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

ANNEXURE A

This is Annexure A of 1 page referred to in Form 604: "Notice of change of interests of substantial holder" dated 11 May 2017.

JR (Seph) Glew

Date	Person whose relevant interest changed	Nature of Change	Class and Number of securities affected		Consideration given in relation to change	Person's votes affected
10/05/17	Kirela-C Pty Ltd (Jagar Property Consultants Pty Ltd)	Off-market disposal	1,464,581	ORD	\$1,684,268	1,464,581
10/05/17	Sao Investments Pty Limited	Off-market acquisition	776.439	ORD	\$892,905	776,439
10/05/17	IPUT Nominees Pty Limited	Off-market acquisition	5,103	ORD	\$5,868	5,103
10/05/17	PRSC Pty Ltd	Off-market acquisition	25.517	ORD	\$29,345	25,517
10/05/17	Seno Management Services Pty Limited	Off-market acquisition	52,230	ORD	\$60,065	52,230

TOTAL

2,323,870 ORD

2,323,870 \$2,672,451

ANNEXURE B

$\theta$

$\overline{\mathbf{a}}$

Holder of relevant
interest	Registered Holder	Person Entitled to be registered holder	Nature of relevant interest	Balance	Class	Votes
JR (Seph) Glew	Sao Investments Pty Limited	Sao Investments Pty Limited	Director and holds an interest in the shares of the company	2,204,701	ORD	2,204,701
JR (Seph) Glew	Valview Pty Ltd	Valview Pty Ltd	Director and holds an interest in the shares of the
JR (Seph) Glew	Bin 24 Business Advisors Pty Limited	Bin 24 Business Advisors Pty Limited	company Director and holds an interest in the shares of the company	176,667 1,067,420	ORD ORD	176,667 1,067,420
JR (Seph) Glew	IPUT Nominees Pty Limited	IPUT Nominees Pty Limited	Director and holds an interest in the shares of the company	1,572,534	ORD	1,572,534
JR (Seph) Glew	PRSC Pty Ltd	PRSC Pty Ltd	Director and holds an interest in the shares of the company	45,517	ORD	45,517
JR (Seph) Glew	Alerik Pty Limited <the Alerik Unit A/C></the	Alerik Pty Limited <the Alerik Unit A/C></the	Director of the trustee and holds an interest in the units of the trust	8,000	ORD	8,000
JR (Seph) Glew	Freymas Project Management Ltd	Freymas Project Management Ltd	Director and holds an interest in the shares of the company	8,000	ORD	8,000
JR (Seph) Glew	Seno Management Pty Limited <seno fundA/C	Seno Management Pty Limited <seno fundA/C	Director of the trustee and beneficiary of the superfund	5,300,000	ORD	5,300,000
JR (Seph) Glew	Seno Management Services Pty Limited	Seno Management Services Pty Limited	Director of the trustee and beneficiary of the trust	52,230	ORD	52,230
JR (Seph) Glew	Seno Management Services Pty Limited	Seno Management Services Pty Limited	Director of the trustee and beneficiary of the trust	8,000	ORD	8,000

TOTAL 10,443,069 ORD 10,443,069