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CHARTER HALL GROUP Major Shareholding Notification 2011

Jun 15, 2011

64645_rns_2011-06-15_240d96d7-c21c-4fad-b49b-1f26c33b2852.pdf

Major Shareholding Notification

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16 June 2011 Stephanie So Advisor, Issuers (Sydney) ASX Limited Exchange Centre 20 Bridge Street SYDNEY NSW 2000

Dear Ms So

Charter Hall Office REIT ("CQO")

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Level 11, 333 George Street Sydney NSW 2000 GPO Box 2704 Sydney NSW 2001 Tel +61 2 8908 4000 Fax +61 2 8908 4040 www.charterhall.com.au Charter Hall Limited ABN 57 113 531 150 Charter Hall Funds Management Limited ABN 31 082 991 786

We enclose a Form 604 (Notice of interests of a Substantial Holder) for the Charter Hall Group (CHC) in relation to Charter Hall Office REIT (CQO).

The reasons for this notice are as follows:

  • Reliance Investment Management Pty Limited (RIM), the investment manager of the Charter Hall Property Securities Fund, is 50% owned by Charter Hall Limited (CHL). JP Morgan Nominees Australia Limited as custodian for Charter Hall Property Securities Fund (CHPSF) is currently the registered holder of 600,000 ordinary units in CQO. RIM has relevant interests in units in CQO since it has the power to control the exercise of, a right to vote attached to, and a power to dispose of, the 600,000 ordinary units in CQO held by CHPSF. Previous substantial holder notices of CHC showing interests in CQO did not disclose its relevant interests in CQO through RIM's interests in CQO as required by s608(3)(a) of the Corporations Act 2001 (Cth).

  • Charter Hall Funds Management Limited (CHFML) had a relevant interest over 29,387,451 fully paid ordinary units in CQO pursuant to a first right of refusal under the Unit Transfer Agreement dated 12 February 2010 between CHFML and Macquarie Bank Limited (MBL) (UTA). CHFML has previously exercised its first right of refusal over 6,200,000 fully paid ordinary units and MBL has previously disposed of 19,153,963 fully paid ordinary units to third parties. Since the Charter Hall Group's last substantial holder notice, MBL has disposed of its remaining 4,033,488 ordinary units to third parties. Therefore, the Charter Hall Group no longer has an interest in any CQO units under the UTA.

CHC’s direct interest in CQO is 10.01%, excluding:

  • the units over which it has a first right of refusal under the UTA (now no longer applicable); and

  • the units held by CHPSF,

which is unchanged since the last notice lodged 14 March 2011.

Please do not hesitate to contact the undersigned if you require further information.

Yours faithfully

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Nathan Francis Company Secretary

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
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
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) and Charter Hall Holdings Pty
Limited (CHHPL)
ACN/ARSN (if applicable)
CHFML(ACN 082 991 786), CHL(ACN 113 531 150)and CHHPL(ACN 051 363 547)
There was a change in the interests of the
substantial holder on
16/06/2011
The previous notice was given to the company on
14/03/2011
The previous notice was dated
10/03/2011
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:
Previous notice
Present notice
Class of securities (4)
Person’s votes
Voting power(5)
Person’s votes
Voting power(5)
Fully Paid Ordinary Units
53,405,694
10.83%
49,972,206
10.13%
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
16/06/2011
CHL and RIM
Various acquisitions and
disposals of units by JP Morgan
Nominess Australia Limited as
custodian for the Charter Hall
Property Securities Fund
(CHPSF), of which Reliance
Investment Management Pty Ltd
(RIM) is the investment
manager
See Annexure A
600,000
Fully Paid Ordinary Units
600,000
17 March 2011
CHFML
Disposal of units the subject of
CHFML's first right of refusal
under the Unit Transfer
Agreement dated 12 February
2010 between CHFML and
Macquarie Bank Limited (MBL)
(UTA) by MBL to third parties
4,033,488
Fully Paid Ordinary Units
4,033,488
For details on the acquisitions and disposals of units by for CHPSF, see Annexure A.
CHFML had a relevant interest over 29,387,451 fully paid ordinary units pursuant to a first right of refusal under the UTA. CHFML has previously
exercised its first right of refusal over 6,200,000 fully paid ordinary units and MBL has previously disposed of 19,153,963 ordinary units to third parties.
Since the Charter Hall Group's last substantial holder notice, MBL has disposed of its remaining 4,033,488 ordinary units to third parties. Therefore, the
Charter Hall Group no longer has an interest in any units under the UTA.
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
CHFML
CHFML
CHFML
Under s608(1) of the Corporations Act
49,372,206
49,372,206
Charter Hall Office REIT
093 016 838
Charter Hall Funds Management Limited (CHFML), Charter Hall Limited (CHL) and Charter Hall Holdings Pty
Limited (CHHPL)
CHFML(ACN 082 991 786), CHL(ACN 113 531 150)and CHHPL(ACN 051 363 547)
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
16/06/2011 CHL and RIM Various acquisitions and
disposals of units by JP Morgan
Nominess Australia Limited as
custodian for the Charter Hall
Property Securities Fund
(CHPSF), of which Reliance
Investment Management Pty Ltd
(RIM) is the investment
manager

See Annexure A
600,000
Fully Paid Ordinary Units
600,000
17 March 2011 CHFML
Disposal of units the subject of
CHFML's first right of refusal
under the Unit Transfer
Agreement dated 12 February
2010 between CHFML and
Macquarie Bank Limited (MBL)
(UTA) by MBL to third parties
4,033,488
Fully Paid Ordinary Units
4,033,488
For details on the acquisitions and disposals of units by for CHPSF, see Annexure A.
CHFML had a relevant interest over 29,387,451 fully paid ordinary units pursuant to a first right of refusal under the UTA. CHFML has previously
exercised its first right of refusal over 6,200,000 fully paid ordinary units and MBL has previously disposed of 19,153,963 ordinary units to third parties.
Since the Charter Hall Group's last substantial holder notice, MBL has disposed of its remaining 4,033,488 ordinary units to third parties. Therefore, the
Charter Hall Group no longer has an interest in any units under the UTA.
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
CHFML CHFML CHFML Under s608(1) of the Corporations Act 49,372,206 49,372,206
CHL and RIM CHPSF, of which
RIM is the
investment manager

CHPSF
Under s608(3)(a) of the Corporations Act 600,000 600,000

CHFML and CHPSF, of which RIM is the CHFML and CHPSF, CHL and CHHPL investment as noted in the rows Under s608(3) of the Corporations Act 49,972,206 49,972,206 manager, as noted immediately above in the rows immediately above

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
CHL, CHHPL and their related bodies
corporate
CHFML is a related body corporate of each entity.

6. Addresses

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

Name Address
CHFML, CHL, CHHPL Level 11, 333 George Street, SydneyNSW 2000

Signature

print name Nathan Francis capacity Company Secretary sign here date 16 June 2011

Appendix A

Date of change Person whose relevant
interest changed
Nature of change **Consideration ** Number of
securities affected
Class Person's votes
affected
10-Dec-10 CHLandRIM On market purchase AUD 2.82 208,153 FPU 208,153
10-Feb-11 CHLandRIM On market sale AUD3.14 -208,153 FPU -208,153
03-May-11 CHLandRIM On market purchase AUD3.55 115,000 FPU 115,000
04-May-11 CHLandRIM On market purchase AUD3.54 280,000 FPU 280,000
13-May-11 CHLandRIM On market purchase AUD3.45 205,000 FPU 205,000