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ENECO REFRESH LTD Major Shareholding Notification 2011

Sep 29, 2011

64874_rns_2011-09-29_f937d24a-b187-4cae-9cbf-11b5a5711b62.pdf

Major Shareholding Notification

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ASX Form 603

Form 603

Corporations Act 2001 Section 671B

Notice of initial substantial shareholder

To Company Name/Scheme Refresh Group Limited

ACN 079 681 244

1. Details of substantial holder (1)

Name The Goldman Sachs Group, Inc. on behalf of itself and its significant subsidiaries (“GSGI”), being the bodies corporate listed on Annexure A.

ACN/ARSN (if applicable) Not applicable

The holder became a 27 September 2011 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:

holder are as follows:
Class of securities Number of securities Persons’ votes Voting power
Fully Paid Ordinary Shares 7,692,308 7,692,308 8.94%

3. Details of relevant interests

The nature of the relevant interest the substantial holder 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 Class and number of securities
GSGI GSGI has a relevant interest in these shares by
virtue of section 608(3) of the Corporations Act
2001
7,692,308FullyPaid Ordinary Shares
GoldmanSachsInternational(“GSI”) Prime Brokerage with power to control the exercise
of the power to dispose of shares pursuant to a
PrimeBrokingAgreement (seeAnnexureB)
As above

4. Details of present registered holders

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

Registered holder of securities Person entitled
to be registered
**as holder **
Class and number of securities
HSBC Custody Nominees Australia
Limited
Goldman Sachs
International
(“GSI”)
7,692,308
FullyPaid Ordinary Shares

ASX Form 603

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
Number of Fully Paid
Ordinary Shares
Date of Acquisition Total consideration
GSI 06/15/2011 7,692,308
N/A
GSI 09/27/2011 7,692,308
N/A

6. Associates

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

Name and ACN (if applicable) Nature of association N/A N/A

7. Addresses

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

Name Address
GSGI Corporation Trust Center, 1209 Orange Street, Wilmington DE
19801, U.S.A.
Goldman Sachs International Peterborough Court133 Fleet Street London EC4A 2BB United
Kingdom
HSBC Custody Nominees Australia Limited GPO Box 5302, Sydney NSW 2001

Signature

Print name Beverly Tse Capacity Authorised Person (signing under power of attorney in accordance with section 52 of the Corporations Act) Sign here Date 29 September 2011

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ASX Form 603

Annexure A

Significant Subsidiaries of The Goldman Sachs Group, Inc.

The following are significant subsidiaries of The Goldman Sachs Group, Inc. as of December 31, 2010 and the states or jurisdictions in which they are organized. Indentation indicates the principal parent of each subsidiary. The Goldman Sachs Group, Inc. owns, directly or indirectly, at least 99% of the voting securities of each subsidiary. The names of particular subsidiaries have been omitted because, considered in the aggregate as a single subsidiary, they would not constitute, as of the end of the year covered by this report, a “significant subsidiary” as that term is defined in Rule 1-02(w) of Regulation S-X under the Securities Exchange Act of 1934.

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ASX Form 603

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ASX Form 603

THE GOLDMAN SACHS GROUP, INC AND ITS SUBSIDIARIES

Signature

print name Beverly Tse capacity Authorised Person (signing under power of attorney in accordance with section 52 of the Corporations Act) sign here date 29 September 2011

ASX Form 603

Annexure B

This is Annexure B referred to in the Form 603: Notice of Initial Substantial Holder issued by The Goldman Sachs Group, Inc. and its subsidiaries.

The following is description of the Prime Brokerage Agreement referenced in the accompanying Form 603:

Type of agreement PrimeBrokerageAgreement (“PBA”)
Parties to agreement Goldman Sachs International (“GSI”), Pacific
Alliance Investment Management Limited, Pacific
AllianceAsia OpportunityFundL. P.(“Lender”)
Transfer date 27September 2011
Holder of voting
rights
The current registered legal owner of the
referencedvoting sharesis GSI.
Are there any
restrictions on voting
rights?Yes/no
Ifyes, detail
Not to our knowledge.
Scheduled return
date (ifany)
N/A
Does the borrower
have the right to
return early?Yes/no
Ifyes, detail
No.
Does the lender have
the right to recall
early?Yes/no
Ifyes, detail
Yes. Clauses 4.6 and 4.7 of the PBA allows the
Lender to call for the redelivery of the Equivalent
Collateral (as defined in the PBA) upon request.
Will the securities be
returned on
settlement?Yes/no
If yes, detail any
exceptions
Yes, save the PBA allows the Lender to return
Equivalent Collateral (as that term is defined in the
PBA) rather than relevant securities.

A copy of the agreement will be provided to Refresh Group Limited or the Australian Securities and Investments Commission upon request.

Signature
Print name
Sign here
Beverly Tse
(signing under power of attorney in
accordance with section 52 of the
Corporations Act)
Capacity
Authorised Person
Date
29 September 2011