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CENTURIA CAPITAL GROUP Major Shareholding Notification 2017

Jan 8, 2017

64677_rns_2017-01-08_bb3469f6-a47c-4eb2-af59-458daf597f8f.pdf

Major Shareholding Notification

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Form 603 Corporations Act 2001

Section 671B

Notice of initial substantial holder

To Company Name/Scheme CENTURIA CAPITAL GROUP (CNI) (consisting of CENTURIA CAPITAL LIMITED and CENTURIA FUNDS
MANAGEMENT LIMITED AS RESPONSIBLE ENTITY OF THE CENTURIA CAPITAL FUND)
ACN/ARSN CENTURIA CAPITAL LIMITED ABN 22 095 454 336
CENTURIA FUNDS MANAGEMENT LIMITED ACN 607 153 588
CENTURIA CAPITAL FUND ARSN 613 856 358
1. Details of substantial holder (1)
Name MOELIS AUSTRALIA HOLDINGS PTY LTD (MAH) and the entities listed in Annexure A
ACN/ARSN (if applicable) 142 008 428

The holder became a substantial holder on

$\frac{1}{2}$

06/01/2017

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)
Ordinary fully paid stapled
securities (Ordinary)
25.318.108 25.318.108 11.14%

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
Moelis Australia Visa Fund Manager Pty
Ltd ACN 142 008 482 (MAVFM)
Relevant interest pursuant to section 608(1) as
investment manager of The Moelis Australia SIV
Property Fund and Moelis Australia SIV Public
Investment Fund due to the power to exercise, or
control the exercise of, a right to vote attached to the
securities and the power to dispose of, or control the
exercise of a power to dispose of the securities
25,318,108 Ordinary
Moelis Australia Asset Management Ltd
ACN 142 008 535 (MAAM)
Registered holder 25,318,108 Ordinary
Moelis Australia Holdings Pty Ltd ACN
142 008 428 (MAH)
Relevant interest pursuant to section 608(3) due to
holding voting power of above 20% in MAAM
25,318,108 Ordinary

4. Details of present registered holders

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

Holder of relevant
interest
Registered holder of
securities
Person entitled to be
registered as holder (8)
Class and number
of securities
MAVFM MAAM MAAM 25,318,108 Ordinary
MAAM MAAM MAAM 25,318,108 Ordinary
MAH MAAM MAAM 25,318,108 Ordinary

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 of relevant
interest
Date of acquisition Consideration (9) Class and number
of securities
Cash Non-cash
Refer to Annexure B

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
Moelis Australia Visa Fund Manager Pty
Ltd ACN 142 008 482
Wholly owned subsidiary of a wholly owned subsidiary
Moelis Australia Asset Management Ltd
ACN 142 008 535
Wholly owned subsidiary

7. Addresses

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

Name Address
Refer to Annexure A

Signature

print name HUGH THOMSON capacity COMPANY
SECRETARY
sign here date 09/01/2017

ANNEXURE A TO FORM 603 NOTICE OF INITIAL SUBSTANTIAL HOLDER

This is annexure A of one page referred to in Form 603 Notice of initial substantial holder dated 9 January 2017

HUGH THOMSON, COMPANY SECRETARY

Name Address
Moelis Australia Holdings Pty Ltd ACN 142 008 428 Level 27, Governor Phillip Tower, 1 Farrer Place, Sydney NSW 2000
ACN 167 316 109 Pty Ltd ACN 167 316 109 Level 27, Governor Phillip Tower, 1 Farrer Place, Sydney NSW 2000
Global Wealth Aged Care Pty Ltd ACN 610 989 994 Level 27, Governor Phillip Tower, 1 Farrer Place, Sydney NSW 2000
Global Wealth Partners Fund Pty Limited ACN 600 190 690 Level 27, Governor Phillip Tower, 1 Farrer Place, Sydney NSW 2000
Global Wealth Residential Pty Ltd ACN 607 039 216 Level 27, Governor Phillip Tower, 1 Farrer Place, Sydney NSW 2000
Global Wealth Residential No. 2 Pty Ltd ACN 607 039 216 Level 27, Governor Phillip Tower, 1 Farrer Place, Sydney NSW 2000
Great Keppel Island Pty Ltd ACN 169 652 742 Level 27, Governor Phillip Tower, 1 Farrer Place, Sydney NSW 2000
MAAM GP Pty Ltd ACN 164 411 607 Level 27, Governor Phillip Tower, 1 Farrer Place, Sydney NSW 2000
Moelis & Company Australia Pty Ltd ACN 138 030 289 Level 27, Governor Phillip Tower, 1 Farrer Place, Sydney NSW 2000
Moelis Australia Advisory Pty Ltd ACN 142 008 446 Level 27, Governor Phillip Tower, 1 Farrer Place, Sydney NSW 2000
Moelis Australia Asset Management Ltd ACN 142 008 535 Level 27, Governor Phillip Tower, 1 Farrer Place, Sydney NSW 2000
Moelis Australia Retail Asset Management ACN 610 990 004 Level 27, Governor Phillip Tower, 1 Farrer Place, Sydney NSW 2000
Moelis Australia Securities Pty Ltd ACN 122 781 560 Level 27, Governor Phillip Tower, 1 Farrer Place, Sydney NSW 2000
Moelis Australia Visa Fund Manager Pty Ltd ACN 142 008 482 Level 27, Governor Phillip Tower, 1 Farrer Place, Sydney NSW 2000
Western Funds Management Pty Ltd ACN 169 019 765 Level 27, Governor Phillip Tower, 1 Farrer Place, Sydney NSW 2000

ANNEXURE B TO FORM 603 NOTICE OF INITIAL SUBSTANTIAL HOLDER

This is annexure B of one page referred to in Form 603 Notice of initial substantial holder dated 9 January 2017

١

HUGH THOMSON, COMPANY SECRETARY

Holder of relevant Date of Consideration (9) Class and number
interest acquisition of securities
Cash Non-cash
MAAM, MAVFM, MAH $9$ -Jan-17 \$25,318,108 $\blacksquare$ 25,318,108 Ordinary