ILUKA RESOURCES LIMITED — Major Shareholding Notification 2021

Apr 13, 2021

Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

	ILUKA RESOURCES LIMITED	ILUKA RESOURCES LIMITED
ToCompany Name/Scheme
	008 675 018
ACN/ARSN
1. Details of substantial holder(1)
	YARRA CAPITAL MANAGEMENT LIMITED ACN 003 376 252 (YCML) (FORMERLY NAMED NIKKO								AM
Name	LIMITED); NIKKO ASSET MANAGEMENT AUSTRALIA LIMITED ACN 002 542						038	(NAM AU); NIKKO AM
	EQUITIES AUSTRALIA PTY LTD ACN 149 370 301(NEAL)
ACN/ARSN (if applicable)	See above
There was a change in the interests of
the substantial holder on	12/ 04/21
The previous notice was given to the
company on	11/11/20
The previous notice was dated	11/11/20
2. Previous and present 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 when last required, and when now required, to give a substantial holding notice to the company or scheme, are as
follows:
Class of securities (4)	Previous notice			Present notice
	Person’s votes	Voting power (5)		Person’s votes			Voting power (5)
Ordinary Fully Paid Shares	40,106,390	9.49%		56,942,583				13.4663%
3. Changes in relevant interests
Particulars of each change in, or change	in the nature of, a relevant interest of the substantial holder or an associate in voting securities of the
company or scheme, since the substantial holder was last required to give a substantial holding notice to the company are as follows:
Date of change Person whose	Nature of change (6)		Consideration		Class and number		of	Person’s
relevant interest			given in relation		securities affected			votes affected
changed			to change	(7)
12 April 2021 YCML	Relevant interest acquired through		Nil		19,802,566			19,802,566
	acquisition of TA SP Australia TopCo
	Pty Limited (TOPCO), AA Australia
	FinCo Pty Limited (FINCO),	Yarra
	Capital Management Holdings Pty Ltd
	(YCMH) and Yarra Funds
	Management Limited(YFM) by YCML
10 November All substantial	Acquisition		$17,127,628.28		+2,715,889			2,715,889
2020 – 12 April holders named
2021 in 1 above
	Disposal		$31,352,218.07		-4,662,141			4,662,141
4. Present relevant interests
Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:

Holder of relevant interest	Registered holder of securities	Person entitled to be registered as holder (8)	Nature of relevant interest (6)	Class and number of securities	Person’s votes
All substantial holders named in 1 above, YFM, YCMH, FINCO, TOPCO, Yarra Management Nominees Pty Ltd (YMN), TA Universal Investment Holdings Ltd (UNIVERSAL)	HSBC Custody Nominees (Australia) Limited, BNP Paribas Securities Services	YFM and NAM AU as the responsible entity/trustee for a range of managed investment schemes	Relevant interest held in YFM's and NAM AU’s capacity as responsible entity/trustee for the range of funds they manage.	Ordinary Fully Paid Shares / 4,791,022	4,791,022
YCML, NEAL, YFM, YCMH, FINCO, TOPCO, YMN, UNIVERSAL	HSBC Bank Australia Limited; Invia Custodian Pty Limited; BNP Paribas Securities Services; JPMorgan Chase Bank NA; Citigroup Pty Limited; National Australia Bank Asset Servicing; State Street Australia Limited; Northern Trust Company; JP Morgan Nominees Australia Ltd; Citicorp Nominees Pty Limited; HSBC Custody Nominees (Australia); National Australia Bank Limited (NAB Custodian Services)	Various clients	Relevant interest held in YFM's and YCML capacity as investment manager for a range of client portfolios.	Ordinary Fully Paid Shares / 52,151,561	52,151,561

5. Changes in association

The persons who have become associates (2) of, ceased to be associates of, or have changed the nature of their association (9) with, the substantial holder in relation to voting interests in the company or scheme are as follows:

Name andACN/ARSN(ifapplicable)	Nature ofassociation
YCML	Relevant interest acquired through acquisition of TOPCO, FINCO,YCMHandYFMbyYCML

6. Addresses

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

resses resses of persons	named in this form are as follows:
Name	Address
YCML	ONE INTERNATIONAL TOWERS SYDNEY' LEVEL 26 100 BARANGAROO AVENUE BARANGAROO NSW 2000
NAM AU	ONE INTERNATIONAL TOWERS SYDNEY' LEVEL 26 100 BARANGAROO AVENUE BARANGAROO NSW 2000
NEAL	ONE INTERNATIONAL TOWERS SYDNEY' LEVEL 26 100 BARANGAROO AVENUE BARANGAROO NSW 2000
YFM	LEVEL 19, 101 COLLINS STREET, MELBOURNE, VICTORIA 3000, AUSTRALIA
YCMH	LEVEL 19, 101 COLLINS STREET, MELBOURNE VICTORIA 3000, AUSTRALIA
YMN	LEVEL 19, 101 COLLINS STREET, MELBOURNE VICTORIA 3000, AUSTRALIA
FINCO	58 GIPPS STREET, COLLINGWOOD VICTORIA 3066, AUSTRALIA
TOPCO	58 GIPPS STREET, COLLINGWOOD VICTORIA 3066, AUSTRALIA
UNIVERSAL	3RD FLOOR, DEVONSHIRE HOUSE 1 MAYFAIR PLACE, LONDON W1J 8AJ, UNITED KINGDOM

Signature GARVIN LOUIE capacity COMPANY SECRETARY OF YCML print name sign here date 14 / 04 / 2021

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 6 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 person’s votes divided by the total votes in the body corporate or scheme multiplied by 100.

• (6) 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.

• (7) 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.

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