CAR GROUP LIMITED — Major Shareholding Notification 2020

Aug 31, 2020

603 page 1/2 15 July 2001

Form 603

Corporations Act 2001 Section 671B

Notice of initial substantial holder

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To Company Name/ Scheme CARSALES.COM LTD
ACN/ ARSN 91 074 444 018
1. Details of substantial holder (1)
Name FSS Trustee Corporation as trustee of the First State Superannuation Scheme (and associates)
ACN/ ARSN (if applicable) 11 118 202 672
The holder became a substantial holder on27/08/2020
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2. Details of 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 on the date the substantial holder became a substantial holder are as follows:

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Class of securities (4) Number of securities Person's votes (5) Voting power (6)
FPO 12,358,341 12,358,341 5.03%
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*Based on issued capital of 245,613,817 shares

3. Details of relevant interests

The nature of the relevant interest the substantial holder or an associate had in the following voting securities on the date the substantial holder became a substantial holder are as follows:

Holder of relevant interest	Nature of relevant interest (7)	Class and number of securities
FSS Trustee Corporation (ABN 11 118
202 672) as trustee of the First State
Superannuation Scheme (ABN 53 226		12,289,842 Fully Paid Ordinary
460 365)	Beneficial Owner	shares
State Super Financial Services Australia
Ltd (ABN 86 003 742 756)	Beneficial Owner	68,499 Fully Paid Ordinary shares

4. Details of present registered holders

The persons registered as holders of the securities referred to in paragraph 3 above are as follows:

	Registered Holder of	Registered Holder of	Person entitled to be
Holder of relevant interest FSS Trustee Corporation		securities	registered as holder (8) FSS Trustee Corporation	Class and number of securities
(ABN 11 118 202 672) as			(ABN 11 118 202 672)
trustee of the First State			as trustee of the First
Superannuation Scheme	State Street Australia		State Superannuation	12,289,842 Fully Paid Ordinary
(ABN 53 226 460 365)	Limited		Scheme (ABN 53 226	shares
State Super Financial			State Super Financial
Services Australia Ltd	State Street Australia		Services Australia Ltd
(ABN 86 003 742 756)	Limited		(ABN 86 003 742 756)	68,499 Fully Paid Ordinary shares

5. Consideration

The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the four months prior to the day that the substantial holder became a substantial holder is as follows:

FSS Trustee Corporation Holder of relevant interest Date of acquisition	Consideration (9) Class and number of securities Cash Non-cash

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FSS Trustee Corporation
as trustee of the First State
Superannuation Scheme
From 27/04/2020 To
27/08/2020
Acquisitons 3,695,786 Fully Paid Ordinary
$ 53,656,407.38 Zero Shares
FSS Trustee Corporation
as trustee of the First State
Superannuation Scheme
From 27/04/2020 To
27/08/2020
Disposals 3,004,861 Fully Paid Ordinary
$ 44,160,877.87 Zero Shares
State Super Financial
Services Australia Ltd
From 27/04/2020 To
27/08/2020
Acquisitions $ 8,680.41 Zero 429 Fully Paid Ordinary Shares
State Super Financial
Services Australia Ltd
From 27/04/2020 To
27/08/2020
Disposals $ 39,635.02 Zero 2,437 Fully Paid Ordinary Shares
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603 page 2/2 15 July 2001

6. Associates

The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:

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Name and ACN/ ARSN (if applicable) Nature of association
State Super Financial Services Australia
Ltd (ACN 003 742 756) No Change
FSS Trustee Corporation (ABN 11 118
202 672) No Change
7. Addresses
The addresses of persons named in this form are as follows:
Name Address
FSS Trustee Corporation (ABN 11 118
202 672) as trustee of the First State
Superannuation Scheme (ABN 53 226
460 365) Level 28, 388 George Street, Sydney, 2000
State Super Financial Services Australia
Ltd (ABN 86 003 742 756) Level 22, 388 George Street, Sydney, 2000
Signature
Ian Pendleton
Print name Capacity Company Secretary
Sign here Date01 09 20/ /
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DIRECTIONS

(1)

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 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 7 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 total number of votes attached to all the voting shares in the company or voting interests in the scheme (if any) that the person or an associate has a relevant

(6) The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.

• (7) Include details of:

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(a)
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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

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(b)
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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 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.

(8)

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".

(9) 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.