CENTURIA CAPITAL GROUP — Major Shareholding Notification 2008

Jun 18, 2008

15 July 2001 604 page 1/2 Form 604 Corporations Act 2001 Section 671B Notice of change in interests of substantial holder Over Fifty Group Limited To Company Name/Scheme 095 454 336 ACN/ARSN 1. Details of substantial holder (1) John McBain and Resolute Funds Management Pty Ltd (RFM) Name 083 445 345 ACN/ARSN (if applicable) change in the interests of the

There was a change in the iniqueste of the substantial holder on	11 June 2008
The previous notice was given to the company on	27 August 2007
The previous notice was dated	22 August 2007

1. 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 r

	Previous notice		Present notice
1 Class of securities (4) Person's votes		Voting power (5)	Person's votes	Voting power (5)
Ordinary	7.404.522	12.6%	4.132.162	7.1%

3. Changes in relovant 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 are as follows:

Date of change	Parson whose relevant interest changed	Nature of change (6)	Consideration given in relation to change (7)	Class and number of securities affacted	Parson's votes affected
13 December 2007	RFM ATF the McBain Family Trust	On-market acquisition of ordinary shares	\$122,196	50.915 Ordinary Shares	50.915
30 May 2008	John McBain and RFM ATF the McBain Family Trust	Cessation of association with the parties listed in Section 5	N/A	3.323.275 Ordinary Shares	3,323,275

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 ralevant interest (6)	Class and number of securities	Person's votes
John McBain and RFM	RFM ATF the McBain Family Trust	N/A	RFM as holder of securities and John McBain as controller of RFM	3,283,894 Ordinary Shares	3,263,894

$\bullet$

$\overline{a}$

				604	page 2/2	15 July 2001
John McBain and RFM	RFM ATF Hanover Property Group Staff Superannuation Fund	NIA	RFM as holder of securities and John McBain as controller of RFM	848.258 Ordinary Shares	848,268

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 fo

Name and ACN/ARSN (if applicable)	Nature of association
Jason Hullich	Cessation of an association arising from an understanding in relation to the election of directors at the Company's annual general meeting held on 28 November 2007 (Understanding).
Parital Pty Limited ACN 084 710 163	Cessation of an association arising from the Understanding.
Ross Elsom	Cessation of an association arising from the Understanding.
Ross Elsom Nominees Pty Ltd ACN 002 121 299	Cessation of an association arising from the Understanding.
David Govey	Cessation of an association arising from the Understanding.
Vexdet Pty Ltd ACN 007 957 271	Cessation of an association arising from the Understanding.
Matthew Coy	Cessation of an association arising from the Understanding.
Coy & Associates Consulting Services Pty Ltd ACN 085 273 703	Cessation of an association arising from the Understanding.

6. Addresses

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

Name	Address
Resolute Funds Management Pty Limited ACN 083 445 345	Level 4, 122 Walker Street, North Sydney, NSW 2060
John McBain	5 Stanhope Road, Killara, NSW 2071
Jason Huijich	Unit 14, 12-16 Billyard Avenue, Elizabeth Bay, NSW 2011
Parital Pty Limited	Star & Co, Suite 3, Level 12, 189 Kent Street, Sydney NSW 2000
Ross Elsom	Unit 4, 9 East Esplanade, Marily NSW 2095
Ross Elsom Nominees Pty Ltd ACN 002 121 299	Suite 502A, Level 5, 282 Victoria Avenue, Chalswood, NSW 2067
David Govey	39 Tobruk Avenue, Cremome, NSW 2090
Vexdat Pty Ltd ACN 007 957 271	Level 15, 309 Kent Street, Sydney, NSW 2000
Matthew Coy	14 Florence Street, Strathfield, NSW 2135
Coy & Associates Consulting Services Pty Ltd ACN 085 273 703	Level 15, 309 Kent Street, Sydney, NSW 2000

$\overline{a}$

Signature

$(1)$

uгe	print name John McBain	Capacity - personally and as a director
sign here		$_{\text{date}}$ /7, 6,08
	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 equity trust), the names could be included in an annoxure 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

15 July 2001

604

Ň

page 3/2

the form.

• See the definition of "associate" in section 9 of the Corporations Act 2001. $(2)$
• See the definition of "relevant interest" in section 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. $(5)$
• $(6)$ Include details of:
• any relevant agreement or other circumstances because of which the change in relevant interest occurred. If $(a)$ subsection 671B(4) applies, a copy of any document setting out the terms of any relevant agreement, and a subsection of face) applies, a copy of any document seamy contract, scheme or arrangement, must accompany
  this form, together with a written statement certifying this contract, scheme or arrangement, and
  this form, togethe
• any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting $(b)$ powers or disposal of the securities to which the relevant interest relates (indicating clearly the perticular 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 $(7)$ 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 be 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 $(B)$ option) write "unknown".
• Give details, if appropriate, of the present association and any change in that association since the last substantial holding $(9)$ notice.

T-113 P.004/005 F-119

15 July 2001

605 page 1/2 Form 605 Corporations Act 2001 Section 671B

Notice of ceasing to be a substantial holder Over Fifty Group Limited To Company Name/Scheme 095 454 336 ACN/ARSN 1. Details of substantial holder (1) Jason Huijich, Paritai Ply Limited ACN 084 710 163, Ross Elsom, Ross Eisom Nominees Ply Ltd ACN
002 121 299, David Govey, Vexdat Ply Ltd ACN 007 957 271, Matthew Coy and Coy & Associates
Consulting Services Ply Ltd ACN 085 Name 11 June 2008 The holder ceased to be a substantial holder on 27 August 2007 The previous notice was given to the company on 22 August 2007 The previous notice was dated

2. Changes in relevant interests

Particulars of each change in, or change in the nature of, a relevant interest (2) of the substantial holder or an associate (3) 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:

Date of change	Person whose relevant interest changed	Nature of change (4)	Consideration given in relation to change (5)	Class (6) and number of securities affected	Person's votes affected
Not applicable	Not applicable	Not applicable	Not applicable	Not applicable	Not applicable

The changes notified by this notice relate to changes in the voting power of the substantial holders arising from the cessation of the association referred to in section 3 below, not to changes in the relevant interests of the persons giving this notice.

3. Changes in association

The persons who have become associates (3) of, caased to be associates of, or have changed the nature of their association (7) 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
Jason Huljich	Cessation of an association arising from an unwritten, informal understanding relating to the election of directors at the Company's annual general meeting held on 28 November 2007 (Understanding).
Parital Pty Limited ACN 084 710 163	Cessation of an association arising from the Understanding.
Ross Elsom	Cessation of an association arising from the Understanding.
Ross Elsom Nominees Pty Ltd ACN 002 121 299	Cessation of an association arising from the Understanding.
David Govey	Cessation of an association arising from the Understanding.
Vexdat Pty Ltd ACN 007 957 271	Cessation of an association arising from the Understanding.
Matthew Coy	Cessation of an association arising from the Understanding.
Coy & Associates Consulting Services Pty Ltd ACN 085 273 703	Cessation of an association arising from the Understanding.
Resolute Funds Management Pty Limited ACN 083 445 345	Cessation of an association ansing from the Understanding.
John McBain	Cassation of an association arising from the Understanding.

4. Addresses

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

$\sim$

$\bar{t}$

$\hat{\mathcal{A}}$

$\cdot$

$\cdot$

	سبب 15 July 2001 page 2/2 605
Name	Address
Jason Huljich	Unit 14, 12-16 Billyard Avenue, Elizabeth Bay, NSW 2011
Parital Pty Limited	Star & Co, Suite 3, Level 12, 189 Kent Street, Sydney NSW 2000
Ross Elsom	Unit 4, 9 East Esplanade, Manly NSW 2095
Ross Elsom Nominees Pty Ltd ACN 002 121 299	Suite 502A, Level 5, 282 Victoria Avenue, Chatswood, NSW 2067
David Govey	39 Tobruk Avenue, Cremorne, NSW 2090
Vexdat Pty Ltd ACN 007 957 271	Level 15, 309 Kent Street, Sydney, NSW 2000
Matthew Coy	14 Florence Street, Strathfield, NSW 2135
Coy & Associates Consulting Services Pty Ltd ACN 085 273 703	Level 15, 309 Kent Street, Sydney, NSW 2000
Resolute Funds Management Pty Limited ACN 083 445 345	Level 4, 122 Walker Street, North Sydney, NSW 2060
John McBain	5 Stanhope Road, Killara, NSW 2071

Signature	Jason Huljich print name	Agent Capacity
	— ハー	$_{\text{data}}$ /7 /6 / $\approx$ 8
	sign here
		$\sim$

$\Delta$

$\ddot{\phantom{a}}$

$\bullet$

$\overline{\phantom{a}}$

×

$\cdot$

$\mathcal{O}_{\mathcal{A}}$

$\ddot{\phantom{a}}$

$\epsilon$