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CHARTER HALL GROUP Major Shareholding Notification 2011

Dec 4, 2011

64645_rns_2011-12-04_5ff8fb7e-0385-42b5-827d-5d5abc1c8941.pdf

Major Shareholding Notification

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Form 604 Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme Charter Hall Office REIT

ACN/ARSN 093 016 838

1. Details of substantial holder (1)

Name Charter Hall Funds Management Limited ( CHFML ), Charter Hall Limited ( CHL ), Charter Hall Holdings Pty Limited ( CHHPL ) and Bieson Pty Ltd ( Bieson ) ACN/ARSN (if applicable) CHFML (ACN 082 991 786), CHL (ACN 113 531 150), CHHPL (ACN 051 363 547) and Bieson (ACN 110 465 168)

There was a change in the interests of the
substantial holder on
The previous notice was given to the company on
The previous notice was dated
05/12/2011
21/06/2011
21/06/2011

2. Previous and present voting power

Form 604
Corporations Act 2001
Section 671B
Notice of change of interests of substantial holder
Form 604
Corporations Act 2001
Section 671B
Notice of change of interests of substantial holder
Form 604
Corporations Act 2001
Section 671B
Notice of change of interests of substantial holder
Form 604
Corporations Act 2001
Section 671B
Notice of change of interests of substantial holder
Form 604
Corporations Act 2001
Section 671B
Notice of change of interests of substantial holder
Form 604
Corporations Act 2001
Section 671B
Notice of change of interests of substantial holder
Form 604
Corporations Act 2001
Section 671B
Notice of change of interests of substantial holder
ToCompany Name/Scheme
Charter Hall Office REIT
ACN/ARSN
093 016 838
1. Details of substantial holder (1)
Name
Charter Hall Funds Management Limited (CHFML), Charter Hall Limited (CHL), Charter Hall Holdings Pty Limited
(CHHPL) and Bieson Pty Ltd (Bieson)
ACN/ARSN (if applicable)
CHFML (ACN 082 991 786), CHL (ACN 113 531 150), CHHPL (ACN 051 363 547) and Bieson (ACN 110 465 168)
There was a change in the interests of the
substantial holder on
05/12/2011
The previous notice was given to the company on
21/06/2011
The previous notice was dated
21/06/2011
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)
Fully Paid Ordinary Units
66,304,121
13.44%
71,522,797
14.50%
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
N/A
None
None
None
None
None
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
CHL, CHFML,
Bieson and CHHPL
The Trust Company
(Australia) Limited
as custodian of the
Charter Hall Co-
Investment Trust
(CHCT)
Bieson as trustee of
CHCT
Under s608(1) and s608(3) of the
Corporations Act
49,372,206 Fully Paid
Ordinary Units
49,372,206
CHL,CHFML and
RIM
JP Morgan
Nominees Australia
Limited as custodian
for the Charter Hall
Property Securities
Fund (CHPSF), of
which Reliance
Investment
Management Pty
Limited (RIM) is the
investment manager
CHPSF
Under s608(1) and s608(3) of the
Corporations Act
600,000 Fully Paid
Ordinary Units
600,000
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)
Fully Paid Ordinary Units
66,304,121
13.44%
71,522,797
14.50%
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
N/A
None
None
None
None
None
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
CHL, CHFML,
Bieson and CHHPL
The Trust Company
(Australia) Limited
as custodian of the
Charter Hall Co-
Investment Trust
(CHCT)
Bieson as trustee of
CHCT
Under s608(1) and s608(3) of the
Corporations Act
49,372,206 Fully Paid
Ordinary Units
49,372,206
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
CHL, CHFML,
Bieson and CHHPL
The Trust Company
(Australia) Limited
as custodian of the
Charter Hall Co-
Investment Trust
(CHCT)
Bieson as trustee of
CHCT
Under s608(1) and s608(3) of the
Corporations Act
49,372,206 Fully Paid
Ordinary Units

49,372,206
CHL,CHFML and
RIM
JP Morgan
Nominees Australia
Limited as custodian
for the Charter Hall
Property Securities
Fund (CHPSF), of
which Reliance
Investment
Management Pty
Limited (RIM) is the
investment manager


CHPSF
Under s608(1) and s608(3) of the
Corporations Act
600,000 Fully Paid
Ordinary Units
600,000
CHL, CHFML,
CHHPL and Bieson
CHL, CHFML,
CHHPL and Bieson
Fir Tree Value
Master Fund L.P.
and Fir Tree REOF
II Master Fund LLC
Fir Tree Value Master
Fund, L.P. and Fir Tree
REOF II Master Fund
LLC (and Bieson as
trustee of CHCT
following completion of
the Unit Transfer
Agreement dated 20
June 2011 (as disclosed
in the substantial holder
notice dated 21 June
2011)
Fir Tree Value Master
Fund, L.P. and Fir Tree
REOF II Master Fund
LLC (and Bieson as
trustee of CHCT
following completion of
the Unit Transfer
Agreement dated 20
June 2011 (as disclosed
in the substantial holder
notice dated 21 June
2011)

Under s608(1), s608(3) and s608(8) of
the Corporations Act
16,331,915 Fully Paid
Ordinary Units

16,331,915
PSP PSP PSP CHL, CHFML and Bieson have voting
power over the Fully Paid Ordinary Units
in which PSP is the registered holder
because PSP is an associate of CHL,
CHFML and Bieson and PSP has a
relevant interest in the securities.
5,218,676 Fully Paid
Ordinary Units
5,218,676
5. Changes in association
The persons who have become associates 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
Reco Ambrosia Pte Ltd (Reco) and GIC
Real Estate Pte Ltd (GICRE)
On 5 December 2011, CHL, CHFML, Bieson, Reco (which is managed by GICRE) and PSP
entered into the Consortium Agreement (copy attached asAnnexure A) in relation to a
possible transaction involving the consortium offering to acquire units in the Trust. Accordingly,
the parties to the Consortium Agreement are associates pursuant to Section 12 of the
Corporations Act.
Name
and
ACN/ARSN
(if
applicable)
Nature of association
Reco Ambrosia Pte Ltd (Reco) and GIC
Real Estate Pte Ltd (GICRE)
On 5 December 2011, CHL, CHFML, Bieson, Reco (which is managed by GICRE) and PSP
entered into the Consortium Agreement (copy attached asAnnexure A) in relation to a
possible transaction involving the consortium offering to acquire units in the Trust. Accordingly,
the parties to the Consortium Agreement are associates pursuant to Section 12 of the
Corporations Act.
PSP
See above
6. Addresses
The addresses of persons named in this form are as follows:
Name
Address
CHFML, CHL, CHHPL, Bieson
Level 11, 333 George Street, SydneyNSW 2000
Reco and GICRE
c/- Reco Ambrosia Pte Ltd, 168 Robinson Road, #37-01, Capital Tower, Singapore 068912
PSP
c/- Public Sector Pension Investment Board, 1250 Rene-Levesque Blvd West, Suite 900,
Montreal, Quebec, Canada H3B 4W8
PSP See above
Name Address
CHFML, CHL, CHHPL, Bieson Level 11, 333 George Street, SydneyNSW 2000
Reco and GICRE c/- Reco Ambrosia Pte Ltd, 168 Robinson Road, #37-01, Capital Tower, Singapore 068912
PSP c/- Public Sector Pension Investment Board, 1250 Rene-Levesque Blvd West, Suite 900,
Montreal, Quebec, Canada H3B 4W8
Name
and
applicable)
ACN/ARSN (if Nature of association
On 5 December 2011, CHL, CHFML, Bieson, Reco (which is managed by GICRE) and PSP
Reco Ambrosia Pte Ltd (Reco) and
Real Estate Pte Ltd (GICRE)
GIC entered into the Consortium Agreement (copy attached asAnnexure A) in relation to a
possible transaction involving the consortium offering to acquire units in the Trust. Accordingly,
the parties to the Consortium Agreement are associates pursuant to Section 12 of the
Corporations Act.
PSP See above
6. Addresses
The addresses of persons named in this form are as follows:
Name Address
CHFML, CHL, CHHPL, Bieson Level 11, 333 George Street, SydneyNSW 2000
Reco and GICRE c/- Reco Ambrosia Pte Ltd, 168 Robinson Road, #37-01, Capital Tower, Singapore 068912
PSP c/- Public Sector Pension Investment Board, 1250 Rene-Levesque Blvd West, Suite 900,
Montreal, Quebec, Canada H3B 4W8

Signature

print name
sign here
Natalie Allen
capacity
Company Secretary
date
5 December 2011

Appendix A – Consortium Agreement