CVC LIMITED — Major Shareholding Notification 2005

Dec 12, 2005

Form 603

Corporations Act 2001 Section 671B

Notice of initial substantial holder

To Company Name/Scheme	CVC LIMITED
ACN/ARSN	000 746 092
1. Details of substantial holder (1)
Name	452 Capital Pty Limited
ACN/ARSN (if applicable)	002 700 361
7/12/05 The holder became a substantial holder on

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)
Ordinarv	6.382.353	6.382.353	168% Б.

3. Details of relevant interests

The nature of 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
Refer Annexure "A"

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
Refer Annexure "B"

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
452 Capital Pty Ltd	N/A	\$0.00	N/A	N/A

6. Associates

The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:

. (if Name and ACN/ARSN applicable)	Nature of association
٧IA

7. Addresses

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

Name	Address
452 Capital Pty Limited	Level 26 Australia Square, 264-278 George
	Street Sydney NSW 2000
Drury Lane Investments Pty Limited	Level 26 Australia Square, 264-278 George
(as trustee of the Drury Lane Trust)	Street Sydney NSW 2000
Colonial Mutual Life Assurance Society Limited	C/- Level 2, 48 Martin Place Svdnev NSW 2000

Signature

	print name	Rebecca O'Donnell	capacity Secretary
	sign here		date $13 / 12 / 05$
		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 interest 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.
(3)			See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.
(4)			The voting shares of a company constitute one class unless divided into separate classes.
(5)		scheme (if any) that the person or an associate has a relevant interest in.	The total number of vote attached to all the voting shares in the company or voting interests in the
(6)			The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.
(7)		Include details of:
	(a)	certifying this contract, scheme or arrangement; and	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
	(b)		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.
(8)		arises because of an option) write "unknown".	If the substantial holder is unable to determine the identity of the person (eg. If the relevant interest
(9)		relevant interest was acquired.	Details of the consideration must include any and all benefits, money and other, that any persons 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 the

452 Capital Pty Ltd A.C.N. 101 924 430

ANNEXURE A

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 Interest	Class and number of securities (ordinary shares unless stated)
452 Capital Pty Limited	In its capacity as investment manager. Exercise of voting and disposal powers is subject to any client direction	6.382.353
Drury Lane Investments Pty Limited (as trustee of the Drury Lane Trust)	Controls and has a relevant interest in 452 Capital Pty Limited	6,382,353
Colonial Mutual Life Assurance Society Limited	Has a relevant interest in 452 Capital Pty Ltd, has no ability to control voting or disposal in relation to those securities	6.382.353

Print Name: Rebecca O'Donnell Capacity: Secretary

Sign Here:

Date: 13 / 12 / 05

452 Capital Pty Ltd A.C.N. 101 924 430

ANNEXURE B

4. Details of present registered holders

The person's registers as holders of the securities referred to in paragraph 3 above are as follows:

Holder of	Registered holder of	Registered holder of securities	Class and number
relevant	securities		of securities
interest			(ordinary shares
			unless stated)
452 Capital	JP Morgan Nominees	Australian Retirement Fund Pty Ltd	873.153
Pty Limited	Australia Limited
	National Nominees	A.S.S.E.T Limited	95,900
	Limited
	National Nominees	CARE Super Pty Ltd	226,900
	Limited
	National Nominees	CSF Pty Limited	100,700
	Limited
	BNP Paribas Securities	Century Australia Investments Limited	300,500
	JP Morgan Nominees	Commonwealth Superannuation	376,100
	Australia Limited	Scheme Board
	BNP Paribas Securities	NSW Treasury Corporation as trustee	400,700
		of the Emerging Managers Trust
	State Street Australia	Russell Investment Management	57,300
	Limited	Limited
	JP Morgan Nominees	Host Plus Super Limited	319,100
	Australia Limited
	JP Morgan Nominees	Intech Fiduciaries Limited	701,400
	Australia Limited
	JP Morgan Nominees	Challenger Managed Investments Ltd	60,500
	Australia Limited
	BNP Paribas Securities	Optimix Investment Management	362,200
		Limited
	JP Morgan Nominees	Public Superannuation Scheme Board	501,000
	Australia Limited
	JP Morgan Nominees	Retirement Benefits Fund of Tasmania	200,300
	Australia Limited
	ANZ Custodian Services	Warakirri Asset Management	137,100
	Limited
	Citicorp Nominees	Colonial First State Investments	1,669,500
	Limited	Limited

Print Name: Rebecca O'Donnell

Capacity: Secretary

Sign Here:

Date: 13 / 12 / 05