KMD BRANDS LIMITED — Major Shareholding Notification 2017

Jan 17, 2017

				804	page 1/2	15 July 2001
		Form 604
		Corporations Act 2001 Section 671B
		Notice of change of interests of substantial holder
		KATHMANDU HOLDINGS LIMITED
To Company Name/Scheme
ACN/ARSN	139 836 918
1. Details of substantial holder(1)
Name		YARRA FUNDS MANAGEMENT LIMITED (YFM)
ACN/ARSN (if applicable)	005 885 567
There was a change in the interests of the substantial holder on		13/1/17
The previous notice was given to the company on		26/02/16
The previous notice was dated		26/02/16
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 r

Class of securities (4)	Previous notice		Present notice
	Person's votes	Voting power (5)	Person's votes	Voting power (5)
Ordinary Fully Paid Shares	3,563,285	.789%	26,879,696	13.3408%

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

Date of change	Person whose relevant interest changed	Nature of change (0)	Consideration given in relation to change (7)	Class and number of securities affected	Person's votes affected
13/1/17	YFM	Relevant Interest acquired through acquisition of investment management agreement to act es investment manager for a range of client portfolios	NII.	Ordinary Fully Pald Shares / 3.732.486	3.732.486

4. Present relevant interests

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

Holder of relevant interest	Registered holder of securities	Person entitled to be registered as holder (8)	Nature of relevant Interest $\langle 0 \rangle$	Class and number of securities	Person's votes
YFM	RBC Dexia Investor Services Australia Ptv Limited: UBS AG Australia Branch	YFM as the responsible entity for a range of managed investment schemes	Relevant Interest held In YFM's capacity as responsible entity for the range of funds it manages.	Ordinary Fully Pald Shares / 3.732,486	3,732,460
YFM	RBC Dexis Investor Services Australia Pty Limited: UBS AG Australia Branch	Verious clients	Relevant interest held in YFM's capacity as investment manager for a range of client portfolios.	Ordinary Fully Paid Shares / 23,147,210	23.147.210

			604		page 2/2	15 July 2001
	5. Changes in association holder in relation to voting interests in the company or scheme are as follows:	The persons who have become associates (2) of, ceased to be associates of, or have changed the nature of their association (9) with, the substential
	Name and ACN/ARSN (if applicable)	Nature of association
	N/A
6. Addresses	The addresses of persons named in this form are as follows:
	Name YFM	Address Level 19, 101 Collins Street, Melbourne, Victoria 3000, Australia
Signature
	print name	BARRY WHITEHEAD		capacity COMPANY SECRETARY OF YFM
	aign here		date $\frac{1}{2}$ / $\frac{1}{2}$	1, 2014
		DIRECTIONS
(1)	of mombers is clearly set out in paragraph 6 of the form.	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 relavant 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
(2)	See the definition of "associate" in section 9 of the Corporations Act 2001.
(3)		See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.
(4)		The voting shares of a company constitute one class unless divided into separate classes.
(5)		The person's votes divided by the total votes in the body corporate or scheme multiplied by 100,
(6)	Include details of:
(a)	arrangement; and	any relevant agreement or other circumetances 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
(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.
(7) -		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.
$(8)$		If the substantial holder is unable to determine the identify of the person (eg. if the relevant interest arises because of an option) write "unknown".
(9)		Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.