INSIGNIA FINANCIAL LTD — Director's Dealing 2011

Sep 8, 2011

Appendix 3Y Change of Director’s Interest Notice

Rule 3.19A.2

Appendix 3Y

Change of Director’s Interest Notice

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 30/09/01 Amended 01/01/11

Name of entity IOOF HOLDINGS LIMITED ABN 49 100 722

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of Director	Christopher Kelaher
Date of last notice	21 September 2010

Part 1 - Change of director’s relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.

Direct or indirect interest	Direct Interest
Nature of indirect interest
(including registered holder)
Note: Provide details of the circumstances giving rise to the relevant
interest.
Date of change	6 September 2011
No. of securities held prior to change	4,048,734
	134,048 options over ordinary shares
	exercisable at $9.99
	316,624 options over ordinary shares at
	$5.20 (approved 2009 AGM)
Class	Ordinary
Number acquired	24,119 (deferred shares as approved by
	shareholders)
Number disposed	Nil

• See chapter 19 for defined terms.

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Appendix 3Y Change of Director’s Interest Notice

Value/ConsiderationNote: If consideration is non-cash, provide details and estimatedvaluation	(deferredsharesprovidedbytheCompany as approved by shareholders at
	the 2010 AGM – forms part of Short Term
	Incentive)
No. of securities held after change	4,051,145 ordinary shares
	134,048 options over ordinary shares
	exercisable at $9.99
	316,624 options over ordinary shares at
	$5.20 (approved 2009 AGM)
	300,000 options over ordinary shares at
	$6.93
	3000,000 options over ordinary shares at
	$6.81 (approved by shareholders at 2010
	AGM and as disclosed to the market 25
	August 2011)
Nature of change	Off market trade
Example: on-market trade, off-market trade, exercise of options,
issue of securities under dividend reinvestment plan, participation in
buy-back

Part 2 – Change of director’s interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.

Detail of contract	NA
Nature of interest	NA
Name of registered holder	NA
(if issued securities)
Date of change	NA
No. and class of securities to which	NA
interest related prior to change
Note: Details are only required for a contract in
relation to which the interest has changed
Interest acquired	NA
Interest disposed	NA

• See chapter 19 for defined terms.

Appendix 3Y Page 2

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Appendix 3Y Change of Director’s Interest Notice

Value/Consideration	NA
Note: If consideration is non-cash, provide details
and an estimated valuation
Interest after change	NA

Part 3 –[+] Closed period

Were the interests in the securities or contracts detailed NA above traded during a[+] closed period where prior written clearance was required?

If so, was prior written clearance provided to allow the trade NA to proceed during this period? If prior written clearance was provided, on what date was this NA provided?

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 3