DOWNER EDI LIMITED — Major Shareholding Notification 2021

Sep 8, 2021

603 page 1/2 15 July 2001

Form 603

Corporations Act 2001 Section 671B

Notice of initial substantial holder

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To Company Name/ Scheme DOWNER EDI LTD
ACN/ ARSN 003 872 848
1. Details of substantial holder (1)
Name Aware Super Pty Ltd as trustee of Aware Super
ACN/ ARSN (if applicable) 11 118 202 672
The holder became a substantial holder on 7/09/2021
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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:

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Class of securities (4) Number of securities Person's votes (5) Voting power (6)
FPO 34,980,995 34,980,995 5.005%
Based on shares on issue of 698,948,132 shares
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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 relevant interest (7)	Class and number of securities
Aware Super Pty Ltd (ABN 11 118 202 672) as trustee of Aware Super (ABN 53 226 460 365)	Beneficial owner	34,671,643 Fully Paid Ordinary shares
Aware Financial Services Australia Limited (ABN 86 003 742 756)	Beneficial owner	309,352 Fully Paid Ordinary shares
ent registered holders tered 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
State Street Australia Limited Aware Super Pty Ltd (ABN 11 118 202 672) as trustee of Aware Super (ABN 53 226 460 365)	Aware Super Pty Ltd (ABN 11 118 202 672) as trustee of Aware Super (ABN 53 226 460 365)	34,671,643 Fully Paid Ordinary shares
State Street Australia Limited Aware Financial Services Australia Limited (ABN 86 003 742 756)	Aware Financial Services Australia Limited (ABN 86 003 742 756)	309,352 Fully Paid Ordinary shares

4. Details of present registered holders

The persons registered as holders of the securities referred to in paragraph 3 above are as follows:

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:

Aware Super Pty Ltd 7-Jun Aware Super Pty Ltd 9-Jun Aware Super Pty Ltd 10-Jun Aware Super Pty Ltd 15-Jun Aware Super Pty Ltd 17-Jun Aware Super Pty Ltd 21-Jun Aware Super Pty Ltd 22-Jun Aware Financial Services Australia Limited 22-Jun Holder of relevant interest Date of acquisition	Cash 130,832.48 22,906.00 318,638.07 54,917.00 250,513.27 42,616.00 264,269.30 45,899.00 164,645.18 29,955.00 603,694.15 110,010.00 13,107,140.55 2,311,665.00 201,097.89 35,467.00 N/A N/A N/A N/A N/A N/A N/A Consideration (9) N/A Number of FPO Shares Non-cash

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Aware Super Pty Ltd 23-Jun 189,750.27 N/A 33,295.00
Aware Super Pty Ltd 24-Jun 391,618.880 N/A 69,473.00
Aware Super Pty Ltd 28-Jun 121,645.40 N/A 21,678.00
Aware Super Pty Ltd 30-Jun 6,392,760.17 N/A 1,143,585.00
Aware Super Pty Ltd 1-Jul 5,851,830.29 N/A 1,067,564.00
Aware Super Pty Ltd 8-Jul 2,928,025.68 N/A 540,222.00
Aware Super Pty Ltd 12-Jul 126,696.30 N/A 23,227.00
Aware Super Pty Ltd 14-Jul 120,009.32 N/A 21,690.00
Aware Super Pty Ltd 15-Jul 26,697.14 N/A 4,868.00
Aware Super Pty Ltd 11-Aug 1,423,094.48 N/A 256,467.00
Aware Super Pty Ltd 13-Aug 774,755.61 N/A 127,498.00
Aware Financial Services
Australia Limited 13-Aug 35,444.87 N/A 5,833.00
Aware Super Pty Ltd 16-Aug 970,264.09 N/A 154,573.00
Aware Super Pty Ltd 17-Aug 857,408.24 N/A 134,696.00
Aware Super Pty Ltd 18-Aug 939,117.05 N/A 145,801.00
Aware Super Pty Ltd 19-Aug 808,707.48 N/A 126,669.00
Aware Super Pty Ltd 23-Aug 4,134,827.72 N/A 629,106.00
Aware Super Pty Ltd 25-Aug 2,782,936.91 N/A 421,260.00
Aware Super Pty Ltd 26-Aug 1,960,360.09 N/A 296,949.00
Aware Super Pty Ltd 30-Aug 3,361,566.61 N/A 519,466.00
Aware Super Pty Ltd 31-Aug 1,222,686.41 N/A 188,077.00
Aware Super Pty Ltd 1-Sep 2,009,124.23 N/A 309,215.00
Aware Super Pty Ltd 2-Sep 1,037,333.22 N/A 160,451.00
Aware Super Pty Ltd 6-Sep 2,084,023.55 N/A 323,902.00
Aware Super Pty Ltd 7-Sep 11,890,882.13 N/A 1,837,740.00
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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:

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Name and ACN/ ARSN (if applicable) Nature of association
Aware Super Pty Ltd (ABN 11 118 202 672) as trustee of Aware Super
No Change
(ABN 53 226 460 365)
No Change
Aware Financial Services Australia Limited (ABN 86 003 742 756)
7. Addresses
The addresses of persons named in this form are as follows:
Name Address
Aware Super Pty Ltd (ABN 11 118 202 672) as trustee of Aware Super
Level 28, 388 George Street, Sydney, NSW 2000
(ABN 53 226 460 365)
Aware Financial Services Australia Limited (ABN 86 003 742 756) Level 28, 388 George Street, Sydney, NSW 2000
Signature
Print name Ian Pendleton Capacity Company Secretary
Sign here Date 09.09.21/ /
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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.

(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)

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

(6) The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.

(7) 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

(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)

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".

(9)

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 the relevant interest was acquired.