FLEETWOOD LIMITED — Major Shareholding Notification 2021

Dec 1, 2021

Form 603

Corporations Act 2001

Section 671B

Notice of initial substantial holder

To: Company Name/Scheme:

FLEETWOOD LIMITED

ACN/ARSN: 009 205 261

1. Details of substantial holder

Name Superannuation and Investments HoldCo Pty Ltd ACN 644 660 882 and its related bodies corporate listed in annexure A

The holder became a substantial holder on: 01/12/2021

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 had a relevant interest in on the date the substantial holder became a substantial holder are as follows:

Class of securities	Number of securities	Person's votes	Voting power (%)
Fully paid Ordinaryshares	13,519	13,519	0.01%
	For the Securities (if any) listed bel	ow see NOTE 1 at the end of this form
Class of securities	Number of securities	Person's votes	Voting power (%)
Fully paid Ordinaryshares	6,462,104	6,462,104	6.86%
Class of securities	Number of securities	Person's votes	Voting power(%)
GRAND TOTAL Fully paid Ordinaryshares	6,475,623	6,475,623	6.87%

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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	Class and number of securities
Avanteos Investments Limited ACN 096 259 979	Relevant interest under paragraph 608(1)(a), 608(1)(b) and 608(1)(c) of the Corporations Act 2001 (Cth), being a relevant interest arising as a result of being the registered holder of the relevant securities in its capacity as a superannuation trustee and in its capacity as administrator of managed accounts. In addition, if any OTC derivatives, warrants or other securities (other than ordinary shares or ordinary units (as applicable)) are referred to below in this row, the relevant interest in respect of those securities arises under subsection 608(8) being an accelerated relevant interest held in the same capacity.	13,519 Fully paid Ordinary shares
Colonial First State Investments Limited (Note 1) ACN 002 348 352	Relevant interest under paragraph 608(1)(b) and/or 608(1)(c) of the Corporations Act 2001 (Cth), being a relevant interest arising from having the residual power to control the exercise of the right to vote attached to securities and/or to control the exercise of the power to dispose of securities in its capacity as a responsible entity of a managed investment scheme (which managed investment scheme is not managed by either Colonial First State Investments Limited or a related body corporate). In addition, if any OTC derivatives, warrants or other securities (other than ordinary shares or ordinary units (as applicable)) are referred to below in this row, the relevant interest in respect of those securities arises under subsection 608(8) being a residual accelerated relevant interest held in the same capacity. Colonial First State Investments Limited has authorised the manager of each such managed investment scheme to exercise the powers referred to in paragraph 608(1)(b) and/or 608(1)(c) of the Corporations Act 2001 (Cth) in relation to those securities managed by the manager to the exclusion of Colonial First State Investments Limited except for provisions allowing Colonial First State Investments Limited to terminate the agreement with the manager or to exercise those powers where the agreement is terminated.	6,462,104 Fully paid Ordinary shares
Colonial First State Investments Limited ACN 002 348 352	Relevant interest under paragraph 608(1)(b) and/or 608(1)(c) of the Corporations Act 2001 (Cth), being a relevant interest arising from having the power to control the exercise of the right to vote attached to securities and/or to control the exercise of the power to dispose of securities in its capacity as a responsible entity of a managed investment scheme (which managed investment scheme is managed by Colonial First Statement Investments Limited or a related body corporate). In addition, if any OTC derivatives, warrants or other securities (other than ordinary shares or ordinary units (as applicable)) are referred to below in this row, the relevant interest in respect of those securities arises under subsection 608(8) being an accelerated relevant interest held in the same capacity.	6,462,104 Fully paid Ordinary shares

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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	Class and number of securities
Avanteos Investments Limited ACN 096 259 979	Avanteos Investments Limited		13,519Fully paid Ordinary shares
Colonial First State Investments Limited (Note 1)ACN 002 348 352	Citibank N A Hong Kong		5,916,222Fully paid Ordinary shares
Colonial First State Investments Limited (Note 1)ACN 002 348 352	Northern Trust Company		545,882Fully paid Ordinary shares

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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		Class and number of securities
		Cash	Non-cash
See annexure B to this notice. On 1 December 2021 Commonwealth Bank of Australia and its subsidiary Capital 121 Pty Ltd completed the previously announced divestment of a 55% interest in the Colonial First State business to KKR. As a result of the divestment, Superannuation and Investments HoldCo Pty Ltd as the Holding Company of the Colonial First State business has commenced filings for the Colonial First State Group.

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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
Avanteos Investments Limited ACN 096 259 979	An indirect wholly-owned subsidiary, and therefore related body corporate, of Superannuation and Investments HoldCo PtyLtd
Colonial First State Investments ACN 002 348 352 Limited	An indirect wholly-owned subsidiary, and therefore related body corporate, of Superannuation and Investments HoldCo PtyLtd

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7. Addresses

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

The addresses of persons named in this form are as follows:
Name	Address
Avanteos Investments Limited ACN 096 259 979	Ground Floor Tower 1, 201 Sussex Street, Sydney, NSW, 2000, Australia
Colonial First State Investments Limited ACN 002 348 352	Ground Floor Tower 1,201 Sussex Street,Sydney,NSW,2000,Australia

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NOTE 1--(This note is relevant to section 2,3,4 and 5)

8. Signature

The relevant interests in these securities:

are/were held by Colonial First State Investments Limited (CFS) as responsible entity of the specified registered managed investment schemes and relate(d) to holdings in connection with the Colonial First State First Choice product range. Decisions to buy/sell those securities and exercise voting rights in relation to those securities are made by managers to whom CFS has outsourced those functions. By instrument dated 29 October 2001 the Australian Securities and Investments Commission (“ASIC”) has granted certain relief to CFS and its related bodies corporate for these holdings from the applicable provisions of Chapter 6 of the Corporations Act in relation to the acquisition of or increase in voting power of such securities (the Manager Relief). These managers are not associates of, other than by virtue of an agreement in accordance with the terms of the Manager Relief, the Commonwealth Bank of Australia group.

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Dated the 02 day of December 2021

Sejil Mistry - Head of Secretariat & CFS Group Company Secretary

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Annexure A

This is annexure A referred to in Form 603, Notice of initial substantial holder dated 01/12/2021

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Sejil Mistry Head of Secretariat & CFS Group Company Secretary Dated the 02/12/2021

SCHEDULE

Avanteos Investments Limited Colonial First State Investments Limited Superannuation and Investments FinCo Pty Ltd Superannuation and Investments HoldCo Pty Ltd Superannuation and Investments Management Pty Ltd Superannuation and Investments MidCo Pty Ltd Superannuation and Investments Services Pty Ltd Superannuation And Investments US LLC

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Annexure B

This is annexure B referred to in Form 603, Notice of initial substantial holder dated 01/12/2021

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Sejil Mistry Head of Secretariat & CFS Group Company Secretary

Dated the 02/12/2021

				Class and number of
Holder of relevant interest	Date of acquisition	Consideration cash	Consideration non-cash	securities affected
Avanteos Investments Limited ACN 096 259 979	Thursday,16 September 2021	10,660.10		4,405 Ordinaryshares
Avanteos Investments Limited ACN 096 259 979	Tuesday,26 October 2021	9,075.11		3,587 Ordinaryshares
Colonial First State Investments Limited (Note 1) ACN 002 348 352	Wednesday,11 August 2021	49,681.38		18,221 Ordinaryshares
Colonial First State Investments Limited (Note 1) ACN 002 348 352	Monday,16 August 2021	110,344.00		40,000 Ordinaryshares
Colonial First State Investments Limited (Note 1) ACN 002 348 352	Tuesday,17 August 2021	102,842.35		37,150 Ordinaryshares
Colonial First State Investments Limited (Note 1) ACN 002 348 352	Wednesday,18 August 2021	106,981.86		38,962 Ordinaryshares
Colonial First State Investments Limited (Note 1) ACN 002 348 352	Thursday,19 August 2021	53,172.28		19,341 Ordinaryshares
Colonial First State Investments Limited (Note 1) ACN 002 348 352	Friday,20 August 2021	37,346.14		13,904 Ordinaryshares
Colonial First State Investments Limited (Note 1) ACN 002 348 352	Friday,20 August 2021	64,004.56		23,631 Ordinaryshares
Colonial First State Investments Limited (Note 1) ACN 002 348 352	Monday,23 August 2021	32,829.97		12,105 Ordinaryshares
Colonial First State Investments Limited (Note 1) ACN 002 348 352	Monday,23 August 2021	105,036.11		38,713 Ordinaryshares
Colonial First State Investments Limited (Note 1) ACN 002 348 352	Tuesday,24 August 2021	1,165.71		427 Ordinaryshares
Colonial First State Investments Limited (Note 1) ACN 002 348 352	Tuesday,24 August 2021	409,471.73		152,203 Ordinaryshares
Colonial First State Investments Limited (Note 1) ACN 002 348 352	Monday,06 September 2021	67,557.25		27,624 Ordinaryshares
Colonial First State Investments Limited (Note 1) ACN 002 348 352	Wednesday,08 September 2021	95,494.79		39,508 Ordinaryshares
Colonial First State Investments Limited (Note 1) ACN 002 348 352	Thursday,09 September 2021	62,045.62		26,097 Ordinaryshares
Colonial First State Investments Limited (Note 1) ACN 002 348 352	Friday,24 September 2021	66,129.05		29,580 Ordinaryshares
Colonial First State Investments Limited (Note 1) ACN 002 348 352	Monday,27 September 2021	233,060.00		100,000 Ordinaryshares
Colonial First State Investments Limited (Note 1) ACN 002 348 352	Tuesday,28 September 2021	235,320.00		100,000 Ordinaryshares
Colonial First State Investments Limited (Note 1) ACN 002 348 352	Wednesday,29 September 2021	89,552.80		38,936 Ordinaryshares

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