INSIGNIA FINANCIAL LTD — Major Shareholding Notification 2021

Jun 29, 2021

605

15 July 2001

Form 605

Corporations Act 2001 Section 671B

Notice of ceasing to be a substantial holder

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To Company Name/Scheme IOOF Holdings Limited
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To Company Name/Scheme	IOOF Holdings	Limited
ACN/ARSN	100 103 722
1. Details of substantial holder (1)
Name	Vanguard Group (The Vanguard Group, Inc. and its controlled entities including Vanguard
	___Investments Australia Ltd)
ACN/ARSN (if applicable)	N/A
The holder ceased to be a
substantial holder on		24June 2021
The previous notice was given to the	company on	13 November 2019
The previous notice was dated		13 November 2019

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
24 June 2021 Vanguard Investments Australia Ltd. Vanguard Investments Australia Ltd. has ceased to be the Investment Manager for an institutional client mandate and as a result has ceased to hold a relevant interest in the shares held within that mandate. Nil – There is no sell down activity associated with this change. 959,152 shares	959,152 shares
Note: All other Vanguard Group relevant interest changes between13 November 2019and 29 June 2021 will be provided as soon as the
information is identified and verified in the form of an update to this notice. We do not expect these changes to result in the Vanguard
Group becoming a substantial shareholder.

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 N/A N/A 4. Addresses The addresses of persons named in this form are as follows: Name Address Vanguard Group P.O. Box 2600, V26 Valley Forge, PA 19482 USA Signature print name Shawn Acker capacity Compliance Manager sign here date 29 June 2021	Name and ACN/ARSN (if applicable)	Name and ACN/ARSN (if applicable)	Nature of association
	N/A		N/A
			follows:
	Name		Address
	Vanguard Group		P.O. Box 2600, V26 Valley Forge, PA 19482 USA
		Shawn Acker capacity Compliance Manager date 29 June 2021

605

15 July 2001

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, 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.

• (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.