COMPLII FINTECH SOLUTIONS LTD — Major Shareholding Notification 2008

Jan 23, 2008

page 1/2 15 July 2001

603

$p.1$

Form 603

Corporations Act 2001 Section 671B

Notice of initial substantial holder

To Company Name/Scheme	RETAIL STAR LIMITED
ACN/ARSN	098 238 585
1. Details of substantial holder (1)
	ARCHFIELD PTY LTD AND CASTLE BAILEY PTY LTD ATF THE D&S BAILEY FAMILY TRUST
Name
ACN/ARSN (if applicable)	009 424 435	119 406 610
The holder became a substantial holder on		22/01/08

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

Class of securities (4)	Number of securities	Person's votes (5)	Voting power (6) ********
I ORDINARY SHARES	33,287,660	'33,287,660 ANNOUNCEMENT CONTRACTOR	6.02%
intermediately and controlled the controlled and controlled and controlled and controlled and controlled and controlled and controlled and controlled and controlled and controlled and controlled and controlled and controll	_________

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 refevant interest (7)	Class and number of securities
IARCHFIELD PTY LTD	ION MARKET PURCHASE	110.000.000 ORD SHARES
ICASTLE BAILEY PTY LTD ATF ITHE D&S FAMILY TRUST	IN ON MARKET PURCHASES	23,287,660 ORD SHARES

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	Registered holder of	Person entitled to be	Class and number
interest	securities	registered as holder (8)	of securities
IARCHEIELD PTY LTD	IARCHFIELD PTY LTD	ARCHEIELD PTY LTD	110.000.000 ORD 鬻 SHARES
CASTLE BAILEY PTY LTD ATF	CASTLE BAILEY PTY LTD ATF	ICASTLE BAILEY PTY LTD ATF	123,287,650 ORD
ITHE D&S FAMILY TRUST	THE D&S FAMILY TRUST	ITHE DAS FAMILY TRUST	ishares

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
IARCHFIELD PTY LTD.	22 JANUARY 2008	270.000		10,000,000 ORD SHARES
CASTLE BAILEY PTY LTD ATF ITHE OAS FAMILY TRUST	22 JANUARY 2008	508.374		23,267,660 ORD 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
	7. Addresses The addresses of persons named in this form are as follows:
	Name	Address
	ARCHFIELD PTY LTD	UNIT 20, 2-4 PENSIONER GUARD ROAD, NORTH FREMANTLE
	CASTLE BAILEY PTY LTD ATF THE D&S FAMILY TRUST	UNIT 20, 2-4 PENSIONER GUARD ROAD, NORTH FREMANTLE
	Signature
	print name DAVID BAILEY	Capacity DIRECTOR
	sign here	date $24:1:1$ OB
		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 the 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,
$\left{3\right}$	See the definition of "refevant interest" in sections 608 and 6718(7) of the Corporations Act 2001.
${4}$	The voting shares of a company constitute one class unless divided into separate classes.
$\left(5\right)$	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 interest in.
(6)	The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.
$\langle \rangle$	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
	$\left( 0\right)$	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,
$\left( 0 \right)$		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".
$\left( 9\right)$	the relevant interest was acquired.	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

$\mathcal{O}(\mathcal{O}(\log n))$