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INGENIA COMMUNITIES GROUP Major Shareholding Notification 2018

Sep 27, 2018

65125_rns_2018-09-27_fb03c53b-e0c8-4783-8200-942bf947d7d3.pdf

Major Shareholding Notification

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Form 605 Corporations Act 2001

Section 671B

Notice of ceasing to be a substantial holder

To Company Name/Scheme

INGENIA COMMUNITIES GROUP

ACN/ARSN

INGENIA COMMUNITIES HOLDINGS LIMITED (ACN:154 444 925), INGENIA COMMUNITIES MANAGEMENT
TRUST (ARSN: 122 928 410), INGENIA COMMUNITIES FUND (ARSN: 107 459 576)

Details of substantial holder (1) $1.$

Name ACN/ARSN (if applicable)

Morgan Stanley and its subsidiaries listed in Annexure A
Not Applicable
The holder ceased to be a
substantial holder on
The previous notice was given to the company on
The previous notice was dated
The holder became aware on

September 25, 2018 September 24, 2018 September 20, 2018 September 27, 2018

$2.$ 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 (6)
Consideration
given in
relation to
change (7)
Class and number of
Securities affected
Person's
votes
affected
9/21/2018 Morgan Stanley Australia Securities Limited Buy 144.00 48 Stapled Securities 48
9/21/2018 Morgan Stanley Australia Securities Limited Buy 62.69 21 Stapled Securities 21
9/21/2018 Morgan Stanley Australia Securities Limited Buy 3.00 1 Stapled Securities $\mathbf{1}$
9/21/2018 Morgan Stanley Australia Securities Limited Sell 3,569.94 -1,202 Stapled Securities $-1,202$
9/21/2018 Morgan Stanley Australia Securities Limited Sell 3.167.74 -1,063 Stapled Securities $-1.063$
9/21/2018 Morgan Stanley Australia Securities Limited Sell 107.28 -36 Stapled Securities $-36$
9/21/2018 Morgan Stanley Australia Securities Limited Sell 15.05 -5 Stapled Securities $-5$
9/21/2018 Morgan Stanley Australia Securities Limited Sell 4.791.04 -1,600 Stapled Securities $-1,600$
9/21/2018 Morgan Stanley Australia Securities Limited Sell 13.893.66 -4,678 Stapled Securities $-4,678$
9/24/2018 Morgan Stanley & Co. International plc Collateral Return N/A -377,608 Stapled Securities $-377,608$
9/24/2018 Morgan Stanley Australia Securities Limited Buy 138.46 46 Stapled Securities 46
9/24/2018 Morgan Stanley Australia Securities Limited Buv 36.48 12 Stapled Securities 12 2
9/24/2018 Morgan Stanley Australia Securities Limited Buy 6,598.46 2,200 Stapled Securities 2,200
9/24/2018 Morgan Stanley Australia Securities Limited Buy 48.16 16 Stapled Securities 16
9/24/2018 Morgan Stanley Australia Securities Limited Sell 354.62 -119 Stapled Securities $-119$
9/24/2018 Morgan Stanley Australia Securities Limited Sell 394.68 -132 Stapled Securities $-132$
9/24/2018 Morgan Stanley Australia Securities Limited Sell 18,479.10 -6,200 Stapled Securities $-6.200$
9/24/2018 Morgan Stanley Australia Securities Limited Sell 186,808.80 -62,677 Stapled Securities $-62,677$
9/24/2018 Morgan Stanley Australia Securities Limited Sell 257,157.20 -86,000 Stapled Securities $-86,000$
9/24/2018 Morgan Stanley Australia Securities Limited Sell 25.117.68 -8,400 Stapled Securities $-8,400$
9/25/2018 Morgan Stanley & Co. International plc Collateral Return N/A -9,924,782 Stapled Securities $-9.924.782$
9/25/2018 Morgan Stanley Australia Securities Limited Buy 2.370.70 785 Stapled Securities 785
9/25/2018 Morgan Stanley Australia Securities Limited Buy 5.104.96 1,696 Stapled Securities 1,696
9/25/2018 Morgan Stanley Australia Securities Limited Buy 2,122.56 704 Stapled Securities 704
9/25/2018 Morgan Stanley Australia Securities Limited Buv 4,433.36 1.468 Stapled Securities 1.468
9/25/2018 Morgan Stanley Australia Securities Limited Buy. 4.200.84 1,400 Stapled Securities 1,400
9/25/2018 Morgan Stanley Australia Securities Limited Buy 48,757.20 16,200 Stapled Securities 16,200
9/25/2018 Morgan Stanley Australia Securities Limited Buy 301.00 100 Stapled Securities 100 1
9/25/2018 Morgan Stanley Australia Securities Limited Sell 102.34 -34 Stapled Securities $-34$
9/25/2018 Morgan Stanley Australia Securities Limited Sell 538.20 -180 Stapled Securities $-180$
9/25/2018 Morgan Stanley Australia Securities Limited Sell 1.091.35 -365 Stapled Securities $-365$
9/25/2018 Morgan Stanley Australia Securities Limited Sell 15.00 -5 Stapled Securities -5
9/25/2018 Morgan Stanley Australia Securities Limited Sell 5,199.09 -1,700 Stapled Securities $-1,700$
9/25/2018 Morgan Stanley Australia Securities Limited Sell 6,728.23 -2.200 Stapled Securities $-2,200$
9/25/2018 Morgan Stanley Australia Securities Limited Sell 18.349.73 -6,000 Stapled Securities $-6,000$
9/25/2018 Morgan Stanley Australia Securities Limited Sell 1.833.14 -607 Stapled Securities $-607$

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:

Name and ACN/ARSN (if applicable) Nature of association
the contract of the contract of the contract of the con-
the company of the company of the company of the company of the company of the company of the company of the company of the company of the company of the company of the company of the company of the company of the company
This parameter was an excellent and the control of the
the company of the company of the company of the company of the company of the company of the company of the company of the company of the company of the company of the company of the company of the company of the company
Not Applicable Not Applicable

4. Addresses

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

Name Address
Morgan Stanley & Co. International plc Legal & Compliance Department, 25 Cabot Square, Canary Wharf, London, E14
4QA, UNITED KINGDOM.
Morgan Stanley Australia Securities Limited Level 39, Chifley Tower, 2 Chifley Square, Sydney, 2000, AUSTRALIA.
Morgan Stanley 1585 Broadway, New York, New York, 10036, USA.

Signature

print name Wilson Li capacity Vice President
sign here date
ALC
September 27, 2018

Annexure A

List of Morgan Stanley and its subsidiaries that have a relevant interest or deemed to have a relevant interest in the shares or units.

Morgan Stanley
-Morgan Stanley International Holdings Inc.
- Morgan Stanley International Limited
Morgan Stanley Investments (UK)
-Morgan Stanley & Co. International plc
-Morgan Stanley International Incorporated
Morgan Stanley (Australia) Securities Holdings Pty Limited
Morgan Stanley Australia Securities Limited

Signature

print name Wilson Li . capacity Vice President
sign here $\Lambda$ date September 27, 2018

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
    trustee of an equity trust), the names could be included in an ann $(1)$ 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.
  • See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001. $(2)$
  • $(3)$ See the definition of "associate" in section 9 of the Corporations Act 2001.
  • $(4)$ Include details of:
  • any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy $(a)$ 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
  • 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.

  • $(5)$ 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.

This guide does not form part of the prescribed form GUIDE and is included by ASIC to assist you in completing and lodging form 605. This form must be signed by either a director or a secretary of the substantial holder. Signature Lodging period Ni Lodging Fee Ni Other forms to be Nil completed If additional space is required to complete a question, the information may be included on a separate piece of Additional information $(a)$ paper annexed to the form. This notice must be given to a listed company, or the responsible entity for a listed managed investment scheme. $(b)$ A copy of this notice must also be given to each relevant securities exchange. The person must give a copy of this notice: $(c)$ within 2 business days after they become aware of the information; or $(i)$ by 9.30 am on the next trading day of the relevant securities exchange after they become aware of the $(ii)$ information if: a takeover bid is made for voting shares in the company or voting interests in the scheme; and $(A)$

Annexures

To make any annexure conform to the regulations, you must

use A4 size paper of white or light pastel colour with a margin of at least 10mm on all sides 1

the person becomes aware of the information during the bid period.

  • show the corporation name and ACN or ARBN $\mathcal{P}$
  • number the pages consecutively 3

$(B)$

  • print or type in BLOCK letters in dark blue or black ink so that the document is clearly legible when photocopied 4
  • identify the annexure with a mark such as A, B, C, etc 5
  • endorse the annexure with the words: 6 This is annexure (mark) of (number) pages referred to in form (form number and title)
  • $\overline{7}$ sign and date the annexure.

The annexure must be signed by the same person(s) who signed the form.

Information in this guide is intended as a guide only. Please consult your accountant or solicitor for further advice.

Annexure B

This is Annexure B referred to in the Form 605: Notice of ceasing to be a substantial holder issued by Morgan Stanley and its
subsidiaries. The following is description of the securities lending agreements referenced in th

Schedule
Type of Agreement Global Master Securities Lending Agreement
Parties to agreement Morgan Stanley & Co. International plc and CITIBANK NA
Transfer Date 20180828; 20180904; 20180910; 20180912; 20180919; 20180924;
20180925;
Holder of Voting Rights Borrower
Are there any restrictions on voting rights? Yes/No
If yes, detail Not applicable
Scheduled Return Date (if any) Open
Does the borrower have the right to return early? Yes /No
Lender in accordance with the Lender's instructions. If yes, detail The Borrower is entitled at any time to terminate a Loan and to redeliver all and any Equivalent Securities due and outstanding to the
Does the lender have the right to recall early? Yes /No
on any Business Day of not less than the standard settlement time for such Equivalent Securities on the exchange or in the clearing organisation
through which the Loaned Securities were originally delivered.
If yes, detail The Lender is entitled to terminate a Loan and to call for the redelivery of all or any Equivalent Securities at any time by giving notice
Will the securities be returned on settlement? Yes Ale
If yes, detail any exceptions If the Borrower does not redeliver Equivalent Securities in accordance with the Agreement, the Lender may by
written notice to Borrower terminate the Loan forthwith and the Parties' delivery and payment obligations in respect thereof.
Schedule
Type of Agreement Global Master Securities Lending Agreement
Type of Agreement Global Master Securities Lending Agreement
Parties to agreement Morgan Stanley & Co. International plc and JPMORGAN CHASE BANK,
N.A.
Transfer Date 20180919;
Holder of Voting Rights Borrower
Are there any restrictions on voting rights? Yes/No
If yes, detail Not applicable
Scheduled Return Date (if any) Open
Does the borrower have the right to return early? Yes /No
If yes, detail The Borrower is entitled at any time to terminate a Loan and to redeliver all and any Equivalent Securities due and outstanding to the
Lender in accordance with the Lender's instructions.
Does the lender have the right to recall early? Yes /No
If yes, detail The Lender is entitled to terminate a Loan and to call for the redelivery of all or any Equivalent Securities at any time by giving notice
on any Business Day of not less than the standard settlement time for such Equivalent Securities on the exchange or in the clearing organisation
through which the Loaned Securities were originally delivered.
Will the securities be returned on settlement? Yes ANO
If yes, detail any exceptions If the Borrower does not redeliver Equivalent Securities in accordance with the Agreement, the Lender may by
written notice to Borrower terminate the Loan forthwith and the Parties' delivery and nayment obligations in respect thereof
Schedule
Type of Agreement Global Master Securities Lending Agreement
Parties to agreement Morgan Stanley & Co. International plc and ZUERCHER KANTONALBANK
Transfer Date 20180925:
Holder of Voting Rights Borrower
Are there any restrictions on voting rights? Yes/ No
If yes, detail Not applicable
Scheduled Return Date (if any) Open
Does the borrower have the right to return early? Yes /No
If yes, detail The Borrower is entitled at any time to terminate a Loan and to redeliver all and any Equivalent Securities due and outstanding to the
Lender in accordance with the Lender's instructions.
Does the lender have the right to recall early? Yes /No
If yes, detail The Lender is entitled to terminate a Loan and to call for the redelivery of all or any Equivalent Securities at any time by giving notice
on any Business Day of not less than the standard settlement time for such Equivalent Securities on the exchange or in the clearing organisation
through which the Loaned Securities were originally delivered.
Will the securities be returned on settlement? Yes Ale
If yes, detail any exceptions If the Borrower does not redeliver Equivalent Securities in accordance with the Agreement, the Lender may by
written notice to Borrower terminate the Loan forthwith and the Parties' delivery and payment obligations in respect thereof.

The above schedules are based on the relevant standard agreements. The entity filing the report will, if requested by the company or responsible entity to whom the prescribed form must be given or ASIC, give a copy of the agreement to the company, responsible entity or ASIC.

Signature
print name Wilson Li $\mathcal{M}$ capacity Vice President
sign here date September 27, 2018