INVESTSMART GROUP LIMITED — Regulatory Filings 2011

Feb 13, 2011

Merricks Capital Pty Limited
ABN 45 126 528 005

Level 1, 600 Chapel Street South Yarra VIC 3141 Australia

Telephone +613 8319 8111 Fax +613 9827 9145

FAX

From:	Adam Lindell
To:	Companies Announcements Office ASX Limited
	Fax: 1300 135 638
To:	Ms Sarah Wiesener Company Secretary ING Real Estate Entertainment Fund
	Fax: (02) 9033 1059
Date:	14 February 2011

Pages:

Please find attached a Form 604 notification for Merricks Capital Special Opportunity Fund Limited and Merricks Capital Pty Limited.

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Regards

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Adam Lindell

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PFAX201 P 2/3

Form 604
Corporations Act 2001

Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme		ING Real Estate Entertainment Fund
ACN/ARSN	108 982 627
1. Details of substantial holder (1)
Name		Merricks Capital Special Opportunity Fund Limited ("MEF") 111 772 359; and
ACN/ARSN (if applicable)		Merricks Capital Pty Ltd ACN 126 528 005 (Merricks) as the Investment Manager of MEF
There was a change in the interests of the
substantial holder on		11/02/2011
The previous notice was given to the company on		09/12/2010
The previous notice was dated		09/12/2010

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 Units Fully Paid	58.199.891	9.60% ---------------------------------------	64.411.334	10.62%

$3.$ 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 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
Narious on- Imarket lacquisitions lfrom 10/12/10 tol 11/02/11	IMEF/Merricks	On market acquisitions	On-market acquisitions at $\beta$ 4.411,334 between \$0.10 per share and \$0.11 per share with Itotal consideration of \$660,370.01	Ordinary Units Fully lPaid	64.411.334

4. Present relevant interests

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

Holder of	Registered	Person entitled	Nature of	Class and	Person's votes
relevant	holder of	to be registered	relevant	number of
interest	securities	as holder (8)	interest (6)	securities
MEF/Merricks	JPMorgan Chase Bank Australia	MEF	Registered holder of Units	64.411.334 Ordinary Units Fully lPaid	64,411,334

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:

	(if ACN/ARSN Name апо applicable)		______ -- Nature of ' association ------------
Nil				__ --------- -- -------- _ ______

6. Addresses

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

Name _________	--------------------------------------- Address --------
IMEF	Level 1, 600 Chapel Street, South Yarra, Victoria _______
Merricks	___ Level 1, 600 Chapel Street, South Yarra, Victoria __ __

Signature

print name Henry Adam Lindell	------	capacity	Director
sign here $\mathbb{Z}$	$\mathbf{r}$	date	14/02/11
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