INVESTSMART GROUP LIMITED — Major Shareholding Notification 2013

Oct 28, 2013

Form 604

Corporations Act 2001

Section 671B

Notice of change of interests of substantial holder

To: Company Name/Scheme Australasian Wealth Investments Limited

ACN/ARSN 111 772 359

1. Details of substantial holder (1)

Name Andrew Barnes

ACN (if applicable) There was a change in the interests of the substantial holder on : 24 October 2013 The previous notice was given to the company on 25 September The previous notice was dated 25 September

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	Previous notice	Present notice	Present notice
	Person's votes	Voting power (5)	Person's votes	Voting power (5)
Ordinary Shares	5,672,744	9.93%	3,022,744	5.29%

3. Changes in relevant interests

Particulars of each change in, or change in the nature of, a relevant interest or 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 or scheme are as follows:

Date of	Person whose	Nature of	Consideration	Class and	Person's votes
change	relevant interest	change (6)	given in relation	number of	affected
	changed		to change (7)	securities
				affected
24/10/2013	Andrew Barnes and	On market	$1,325,000	2,650,000	2,650,000
	Fontecarelli	disposal to		ordinary shares
	Holdings Limited	fund
		acceptance of
		entitlement of
		3,765,163
		shares under
		the
		Company’s
		Rights Issue.

4. Present relevant interests

Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:

Holder ofrelevant interest	Registeredholder of	Person entitledto be registered	Nature of relevant interest(6)	Class andnumber of	Person's votes

	securities	as holder (8)		securities
					3,022,744
Andrew Barnes	AndrewBarnes	Andrew Barnes	Registered holder ofsecurities	3,022,744
FontecarelliHoldingsLimited	AndrewBarnes	Andrew Barnes	Relevant interest undersection 608(1)(c) of theCorporations Act 2001(Cth) as a lender holdinga securityinterest.	3,022,744	3,022,744

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 and ACN (if applicable) Nature of association

6. Addresses

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

Name	Address
Andrew Barnes	c/o Coulthard Barnes Capital Limited, Level 17, The AMP Building, 29
	Custom Street, West Auckland 1140, New Zealand
Fontecarelli Holdings Limited	c/o Conyers Dill & pearman (Cayman) Limited, Boundary Hall, 2nd
	Floor, Cricket Square, PO Box 2681, Grand Cayman

Signature

print name Andrew Barnes Capacity Personally sign here date 29 / 10 /2013

Directions

1. If there are a number of substantial shareholders 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.

See the definition of "associate" in section 9 of the Corporations Act 2001.

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

The voting shares of a company constitute one class unless divided into separate classes.

The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.

Include details of:

(a) any relevant agreement or other circumstances by 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.

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.

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".

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