CENTURIA CAPITAL GROUP — Major Shareholding Notification 2016

Sep 27, 2016

603 page 1/2 15 July 2001

Form 603

Corporations Act 2001 Section 671B

Notice of initial substantial holder

To Company Name/ SchemeACN/ ARSN1. Details of substantial holder (1)NameACN/ ARSN (if applicable)The holder became a substantial holder on	Centuria Capital Limited
	Phoenix Portfolios PtyLtd
	117 850 254
	26/09/2016

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:

Class of securities(4)	Number of securities	Person's votes(5)	Voting power(6)
FPO	4,449,353	4,449,353	5.76%

*Based on issued capital of 77,194,733 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	Holder of relevant interest	Nature of relevant interest(7)	Nature of relevant interest(7)	Class and number of securities
See Schedule 1
present registered holdersregistered as holders of the securities referred to in paragraph 3 above are as follows:
Holder of relevant interest	Registered Holder ofsecurities		Person entitled to beregistered as holder(8)	Class and number of securities
See Schedule 1

4. Details of present registered holders

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

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:

Holder ofrelevantinterest	Date ofacquisition	Consideration (9)	Consideration (9)	Class and number of securities
		Cash	Non-cash
PhoenixPortfolios PtyLtd	26/05/2016 -26/09/2016	Consideration forAcquisition of Shares$2,248,602		Acquisition of 2,052,770 shares
		Consideration forDisposal of Shares$34,807		31,787 shares

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:

	Name and ACN/ ARSN(if applicable)	Nature of association
	N/A
	s
	es of persons named in this form are as follows:
	Name	Address
	Phoenix Portfolios PtyLtd	Level 6,443 Little Collins St,Melbourne,VIC,3000

7. Addresses

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

Signature

Print name Stuart Cartledge Capacity Managing Director Sign here Date 28 / / 09 2016

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 th 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: (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, 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.

Schedule 1 - Phoenix Portfolios Pty Ltd becoming a substantial holder in Centuria Capital Limited Details of relevant interests

Holder of relevant interest	Nature of relevant interest	Class and number of securities
Phoenix Portfolios Pty Ltd	Power to (or to control) exercise vote and/ordispose of the securities as discretionaryinvestment managers or advisers ofsuperannuation funds, pooled superannuationtrusts, managed investment schemes andinvestment management agreements.	Fully paid ordinary shares4,449,353

Details of present registered holders

Holder of relevant interest	Registered holder of securities	**Persons entitled to be a registered holder **	Class and number ofsecurities
Phoenix Portfolios Pty Ltd	JP Morgan Nominees Australia Ltd	JP Morgan Nominees Australia Ltd	4,144,482FPO
Phoenix Portfolios Pty Ltd	National Nominees Ltd	National Nominees Ltd	304,871FPO

4,449,353