CADENCE CAPITAL LIMITED — Major Shareholding Notification 2012

Jun 17, 2012

$20 / 02 / 2012$

$20 / 02 / 2012$

Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme	RHG Limited
ACN/ARSN	055 136 564
1. Details of substantial holder(1)
Name	Cadence Asset Management Entities
ACN/ARSN (if applicable)
There was a change in the interests of the substantial holder on	13 / 06 / 2012

2. Previous and present voting power

The previous notice was dated

The previous notice was given to the company on

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

Class of securities (4)		Previous notice		Present notice
	Person's votes	Voting power (5)	Person's votes	Voting power (5)
Ordinary shares	47.088.427	ำ15.3%	50.680.925	16.43

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

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 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 (8)	Nature of relevant interest (6)	Class and number of securities	Person's votes
	See Annexure A

5. 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 applicable)	Nature of association
See Annexure A

6. Addresses

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

Name	Address
See Annexure A
.

Signature

print name Karl Siegling	capacity pirector
sign here	18 / 6 / 2012 date

DIRECTIONS

• If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager and trustee of an $(1)$ 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 equity trust), the names could be included in an annex 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,
• See the definition of "associate" in section 9 of the Corporations Act 2001. $(2)$
• See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001. $[3]$
• The voting shares of a company constitute one class unless divided into separate classes. $(4)$
• The person's votes divided by the total votes in the body corporate or scheme multiplied by 100. $(5)$
• Include details of: $\sqrt{a}$
• any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy of any $\left($ a) 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 c
• any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities to $(b)$ 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.

• 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, becom'e $\sigma$ 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.
• If the substantial holder is unable to determine the identity of the person (eg. if the relevant interest arises because of an option) write "unknown". $(8)$
• Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice. $(9)$

This is Annexure A of 2 pages referred to in Form 604 signed by me dated 18 June 2012

3. Changes in relevant interest

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
17-Feb-2012 to 13-June-2012	Cadence Asset Management Pty Limited as trustee for Cadence Capital Fund and Cadence Capital Limited	Underlying portfolios bought shares	\$1,301,521	3,224,653 ordinary shares	3,224,653
15-Mar-2012	Cadence Asset Management Pty Limited as trustee for Cadence Capital Fund	Underlying portfolio sold shares	\$486,347	1,216,537 ordinary shares	1,206,537
2-Mar-2012 To 14-Mar-2012	Cadence Cayman Fund	Underlying partfolio sold shares	\$786,148	1,724,045 ordinary shares	1,724,045
23-Apr-2012 Тο 21-May-2012	Cadence Cayman Fund	Underlying portfolio bought shares	\$574 652	1418.363 ordinary shares	1.418,363
30-Jun-2011	Esselmont Pty Limited as The for trustee Esselmont Trust	Underlying portfolio sold shares	\$3,507,961	8.769,903 ordinary shares	8769,903
30-Jun-2011	KTAP Pty Limited	Underlying portfolio bought shares	\$3,507,961	8,769,903 ordinary shares	8.769,903
4-May-2012 to 1-June-2012	Esselmont Pty Limited as The for trustee Trust and Esselmont KTAP Pty Limited	Underlying portfolios bought shares	\$761,506	1.890.064 ordinary shares	1,890,064

4. Present relevant interest

Holder of relevant interest	Registered holder of securities	Person entitled to be registered as holder (8)	Nature of Relevant Interest (6)	Class and number of securities 4.757,461	Person's votes 1.5%
Cadence Asset Management Entities	Citigroup Global Markets Limited	Cadence Asset Management Pty Limited as trustee for Cadence Capital Fund	Portfolio of investments and, in Asset Cadence respect of Limited, Ptv. Management manages this portfolio and so has a relevant interest in the RHG Limited shares in their portfolio under section 608(1)(b) or (c) of the Corporations Act.	ordinary shares
		Cadence Capital Limited	Portfolio of investments and, in respect of Cadence Asset Limited. Ptv. Management manages this portfolio and so has a relevant interest in the RHG Limited shares in their portfolio under section 608(1)(b) or (c) of the Corporations Act.	31,249,178 ordinary shares	10.1%
	Citigroup Global Markets Australia Pty Limited	Cadence Cayman Fund	Portfolio of investments and, in Asset of Cadence respect Limited. Ptv. Management manages this portfolio and so has a relevant interest in the RHG Limited shares in their portfolio under section 608(1)(b) or (c) of the Corporations Act.	1,418,363 ordinary shares	0.5%

$\overline{\mathbf{2}}$

Holder of relevant interest	Registered holder of securities	Person entitled to be registered as holder (8)	Nature of Relevant Interest (6)	Class and number of securities	Person's Notes
Esselmont Pty Limited as trustee for The Esselmont Trust	Esselmont Pty Limited	Esselmont Pty Limited	Portfolio of investments	3.140.064 ordinary shares	1.0%
Esselmont Pty Limited as trustee for The Esselmont Superannuation Fund	Esselmont Pty Limited	Esselmont Pty Limited	Portfolio of investments	345,956 ordinary shares	0.1%
KTAP Pty Limited	KTAP Ptv Limited	KTAP Pty Limited	Portfolio of investments	9,769,903 ordinary shares	3.2%

5. Changes in Association

Name and ACN	Nature of Association

6. Addresses

Address
9 Stanley Street, Darlinghurst NSW 2010
9 Stanley Street, Darlinghurst NSW 2010 Level 11, 131 Macquarie Street, Sydney NSW 2000
Level 11, 131 Macquarie Street, Sydney NSW 2000
Level 11, 131 Macquarie Street, Sydney NSW 2000
Walker House, 87 Mary Street, George Town, Grand Cayman KY1-9002, Cayman Islands

Signed:

Director $\angle$ 18 June 2012

Date