HEALIUS LIMITED — Major Shareholding Notification 2016

Mar 16, 2016

No. 0380 Р. $\overline{1}$

DLA Piper Australia Level 31, Central Park 152-158 St Georges Terrace Perth WA 6000 PO Box 25470 Perth WA 6831 Australia DX 130 Perlh T+61 8 6467 6000 F +61 6 6467 6001 W www.dlapiper.com

FAX

To	Mr Charles Tiley - Company Secretary
Of	Primary Health Care Limited
Fax number	$(02)$ 9561 3301
C.C.	ASX Market Announcements
Subject	Haitong Group - Substantial holder notice
From	DLA Piper Australia
Pages	5, including this page
Hard Copy	By courier
Our reference	SZF/SZF/376084/1/AUM/1212476879.1
Date	17 March 2016

Please notify us if this communication has been sent to you by mistake.

If it has been, any client legal privilege is not waived or lost and you are not entitled to use it in any way.

Dear Sir

We act for Haitong International Financial Solutions Limited and its associates (Haitong Group).

On behalf of the Haitong Group, we attach a substantial holder notice in accordance with section $671B(1)(c)$ of the Corporations Act 2001 (Cth).

Please advise if you will accept service of any subsequent substantial holder notices by email and, if so, advise us of the relevant email address to which they should be sent.

Yours sincerely

AMBER STANTON Special Counsel DLA PIPER AUSTRALIA

Direct $+61864676053$

Amber.stanton@dlapiper.com

DLA Piper Australia is part of DLA
Piper, a global law firm, operating through
various separate and distinct legal entities.

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			Form 603 Corporations Act 2001 Šechon 671 B
		Notice of Initial substantial holder
To Company Name/Scheme		Primary Health Care Ltd
ACN/ARSN	ACN 004 630 516
1. Dotalis of substantial holder (1) Name ACN/ARSN (if applicable) The holder became a substantial holder on Details of voting power 2. 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	Members) $\sim$ , very $\lambda_{\rm DM}$ , $\sim$ NA	16/03/2016		Haitong International Financial Solutions Limited (Haitong) and the other entities listed in Annexure A (Haitong Group
relevant interest (3) in on the date the substantial holder became a substantial holder are as follows:
Class of securities (4) Ordinary		Number of securities	Person's votes (5)	Voting power (6)
Details of relevant Interests З. 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:		30,147,736	30.147.738	5.7021% للمعادي
Holder of relevant interest		Nature of relevant interest (7)	Class and number of securities
Haltong and Haltong Group Members	the Corporations Act 2001 (Cth)	Relevant interest under section 608(1) of	30,147,738 ordinary voting shares
Details of present registered holders 4.

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
lHaitono Hailong and Members	Group	Haitong	l Haitono	30,147,738 ordinary h int ing charge.

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: $\overline{\phantom{a}}$

Holder of relevant interest	Date of acquisition	Consideration (9)		Class and number of securities
		Cash	Non-cash
Haitong	10/03/16	5500.500		143.000 ordinary ivodng shanes
Haltong	15/03/16	1585.780.715		24,510,000 ordinary voung shares
Hallong	10/03/16	\$19,231,088		5,494,738 ordinary voting shares

$\mathbf{r}$

$P. 3$ No. 0380

DIRECTIONS

• 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
  Irustee of an equity trust), the names could be included in an ann $(3)$ 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.
• See the definition of "associate" in section 9 of the Corporations Act 2001. $(2)$
• $(3)$ See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.
• The voting shares of a company constitute one class unless divided into separate classes. $(4)$
• 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 $(5)$ relevant Interest In.
• $(6)$ The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.
• $(7)$ Include details of:
• any relevant agreement or other circumstances by which the relevant interest was acquired. If subsection 671B(4) applies, a copy of any $\left( u\right)$ 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 cardiving this contract, scheme or arrangement; and
• 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 $(b)$ 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.

• 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." $(8)$
• Details of the consideration must include any and all benefits, moneys and other, that any person from whom a relevant interest was acquired has, or $(\theta)$ may, become entitled to raceive in relation to that acquisition. Details must be included even if the banefit is conditional on the happening or not of a contingency. Details must be included of any banefit 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.

ĵ

ŧ $\ddot{\cdot}$

$\ddot{\phantom{a}}$

6. Associates

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

$\ddot{\phantom{a}}$

$\mathbf{r}$

Name and ACN/ARSN (if applicable)	Nature of association
Haitong and Haltong Group Members	Haltong and Haltong Group Members are associates of each other entity listed in Annexure A by virtue of section 12(2)(a) of the Corporations Act 2001 (Cth)

$\bar{z}$

7. Addresses

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

. . Name --	. __ ---- Address
As set out in Annexure A	As set out in Annexure A

Signature

$\bar{z}$

$\sim$ $\sim$ print name DU Jinsong capacity Director of Haitong dale 17 March 2016 sign here

$\bar{z}$

ANNEXURE A

Haltong Group Entities

This Is Annexure A of 1 page referred to in the ASIC Form 603 - Notice of initial substantial holder, signed by me and dated 17 March 2016.

DU Jinsong, Director of Haltong

$\ddot{\phantom{a}}$

Company	ACN	Address
Haltong	NA	22/F U Po Chun Chambers 189 Das Voeux Road Central. Hong Kong
Haitong International Securities Company Limited	NA	22/F LI Po Chun Chambers 189 Des Voeux Road Central, Hong Kong
Haltong International Finance Company Limited	N/A	22/F LI Po Chun Chambers 189 Des Voeux Road Central. Hong Kong
Haitong International (BVI) Umited	NA	22/F Li Po Chun Chambers 189 Des Voeux Road Central, Hong Kong
Haltong International Securities Group Ltd	ΝA	22/F Li Po Chun Chambera 189 Des Voeux Road Central, Hong Kong
Haltong International Holdings Limited	ΝA	22/F LI Po Chun Chambers 189 Des Voeux Road Cantral, Hong Kong
Haitong Innovation Securities Investment Co., Ltd.	N/A	Haltong Securities Building No. 689 Guangdong Road Shanghal PRC
Shanghai Haitong Securities Asset Management Company Ltd.	NA	Haltong Securities Building No. 689 Guangdong Road Shanghai PRC
HFT Investment Management Co., Ltd.	NJA	Haltong Securities Building No. 689 Guangdong Road Shanghai PRC
Haltong-Fortis Private Equity Fund Management Co., Ltd.	N/A	Haitong Securities Building No. 689 Guangdong Road Shanghal PRC
Haltong Futures Co., Ltd.	N/A	Haltong Securities Building No. 689 Guangdong Road Shanghal PRC
Haitong Capital Investment Co., Ltd.	N/A	Haltong Securities Building No. 689 Guangdong Road Shanghai PRC
Haltong Securities Co Ltd	N/A	Haltong Securities Building No. 689 Guangdong Road Shanghal PRC

$\mathcal{F}_{\mathcal{A}}$