HELIA GROUP LIMITED — Major Shareholding Notification 2021

Apr 7, 2021

605 page 1/2 15 July 2001

Form 605 Corporations Act 2001 Section 671B

Notice of ceasing to be a substantial holder

To Company Name/Scheme

Genworth Mortgage Insurance Australia Limited

ACN/ARSN 154 890 730

1. Details of substantial holder (1)

Name ACN/ARSN (if applicable)

Asia Pacific Global Capital Co., Ltd ( APGC ) and Asia Pacific Global Capital USA Corporation ( APGCU ) N/A

The holder ceased to be a substantial holder on 03/03/2021 The previous notice was given to the company on 24/10/2016 The previous notice was dated 24/10/2016

2. Changes in relevant interests

Particulars of each change in, or change in the nature of, a relevant interest (2) of the substantial holder or an associate (3) in voting securities of the company or scheme, since the substantial holder was last required to give a substantial holding notice to the company or scheme are as follows:

Date of change	Person whose relevant interest changed	Nature of change (4)	Consideration given in relation to change (5)	Class (6) and number of securities affected	Person’s votes affected
03/03/2021	Genworth Financial International Holdings, LLC and Genworth Holdings, Inc. (as partners of an Australian general partnership)	Completion of sale of fully paid ordinary shares by Genworth Financial International Holdings, LLC and Genworth Holdings, Inc. (as partners of an Australian general partnership)	A$2.28 for each fully paid ordinary share	214,316,838 fully paid ordinary shares	214,316,838
03/03/2021	Genworth Financial, Inc and each of its related bodies corporate other than Genworth Financial International Holdings, LLC and Genworth Holdings, Inc. (as partners of an Australian general partnership)	Completion of sale of fully paid ordinary shares by Genworth Financial International Holdings, LLC and Genworth Holdings, Inc. (as partners of an Australian general partnership)	A$2.28 for each fully paid ordinary share	214,316,838 fully paid ordinary shares	214,316,838

• APGC and APBCU did not have a relevant interest in any of these securities

3. Changes in association

The persons who have become associates (3) of, ceased to be associates of, or have changed the nature of their association (7) with, the substantial holder in relation to voting interests in the company or scheme are as follows:

interests in the company or scheme are as follows:
Name and ACN/ARSN(if applicable)	Nature of association
N/A	N/A

4. Addresses

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

f persons named in this form are as follows:
Name	Address
APGC	22ndFloor, Tower C, Minsheng Finaincial Centre, 28 Jianguomennei Avenue; Dongcheng District, Beijing, China, 10005
APGCU	160 Greentree Drive, Suite 101, Dover, DE 19904, Kent County
Genworth Financial, Inc	6620 West Broad Street, Richmond, VA 23230, United States
Genworth Financial International Holdings, LLC	c/o 6620 West Broad Street, Richmond, VA 23230, United States
Genworth Holdings, Inc	6620 West Broad Street, Richmond, VA 23230, United States

Signature

print name sign here	Xiaoxia ZHAO capacity Authorized representative
	date 08/04/2021

605 GUIDE page 1/1 13 March 2000

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 4 of the form.

• (2) See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.

• (3) See the definition of "associate" in section 9 of the Corporations Act 2001.

• (4) Include details of:

• (a) any relevant agreement or other circumstances because of which the change in relevant interest occurred. 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.

• (5) 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 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.

• (6) The voting shares of a company constitute one class unless divided into separate classes.

• (7) Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

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