CENTURIA CAPITAL GROUP — Major Shareholding Notification 2018

Nov 4, 2018

604 page 1/2 15 July 2001

Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of 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 MAGIC TT PTY LTD ( MTT ) ANDREW PRIDHAM and the entities listed in Annexure A ( AP ) ACN/ARSN (if applicable) 143 275 138

There was a change in the interests of the substantial holder on 02/ 11 / 2018 The previous notice was given to the company on 27 / 12 / 2017 The previous notice was dated 27 / 12 / 2017

2. 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 required, to give a substantial holding notice to the company or scheme, are as follows:

Class of securities (4)	Previous notice		Present notice
	Person’s votes	Voting power(5)	Person’s votes	Voting power(5)
Ordinary fully paid stapled securities (Ordinary)	42,677,495	14.00%	42,677,495	11.13%

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 a substantial holding notice to the company or scheme are as follows:

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
2/11/2018	MTT AP	MTT’s and AP’s voting power has decreased due to the allocation of 23,444,513 securities to retail and institutional securityholders pursuant to the accelerated non- renouneceable entitlement offer and placement as announced in CNI’s Appendix 3B dated 2 November 2018	Not Applicable	Not Applicable	Not Applicable

604 page 2/2 15 July 2001

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
All holders listed above	Pershing Australia Nominees Pty Ltd ACN 137 911 730	MAAM	MTT has a deemed relevant interest in the Ordinary Securities held by MAAM due to it holding above 20% in Moelis Australia Limited (MOE) and a deemed relevant interest in those Ordinary Shares held by AP and its associates.	38,415,438 Ordinary	38,415,438
All holders listed above	Cicerone Capital Pty Ltd	Cicerone Capital Pty Ltd	AP has a deemed relevant interest under section 608 of the Corporations Act resulting from the relevant interests held by MTT and the entitieslistedin AnnexureA.	3,512,057 Ordinary	3,512,057
All holders listed above	AJA Investme nts Pty Ltd	AJA Investment s Pty Ltd	AP has a deemed relevant interest under section 608 of the Corporations Act resulting from the relevant interests held by MTT and the entitieslistedin AnnexureA.	750,000 Ordinary	750,000

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
Not applicable

6. Addresses

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

Name	Address
MagicTT PtyLtdACN 143275138	Level 27, Governor PhillipTower,1 Farrer Place, SydneyNSW 2000
Andrew Pridham	c/- Moelis Australia, Level 27, Governor Phillip Tower, 1 Farrer Place SydneyNSW 2000

Signature

print name Andrew Pridham Capacity Director and in his own capacity

sign here

==> picture [181 x 36] intentionally omitted <==

date 05 / 11 / 2018

604 GUIDE page 1/1 13 March 2000

ANNEXURE A TO FORM 604 NOTICE OF CHANGE OF INTERESTS OF SUBSTANTIAL HOLDER

This is annexure A of one page referred to in Form 604 Notice of change of interests of substantial holder dated 5 November 2018

==> picture [146 x 29] intentionally omitted <==

___________ Andrew Pridham

Name	Address
AJA Investments Pty Limited ACN 071 729 603	Level 2, 23-25 O’Connell Street, Sydney NSW 2000
Cicerone Capital Pty Limited ACN 136 097 259	Level 2, 23-25 O’Connell Street, Sydney NSW 2000