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Macquarie Group Limited Major Shareholding Notification 2014
10518_rns_2014-01-14_5f1d35c2-eb07-466f-877b-f1f0286696dd.pdf
Major Shareholding Notification
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Form 605
Corporations Act 2001 Section 671B
Notice of ceasing to be a substantial holder
| To: | Company Name/Scheme ABN/ACN/ARSN |
Sydney Airport Limited 165 056 360 |
SYD.AX |
|---|---|---|---|
| 1. Details of substantial holder | |||
| Name | Macquarie Group Limited ('MQG'); and | ||
| its controlled bodies corporate listed in Annexure A | |||
| ('Macquarie Group Entities') | |||
| ABN/ACN/ARSN (if applicable) | 122 169 279 | ||
| There holder ceased to be a substantial holder on: | 13 January 2014 | ||
| The previous notice was given to the company on: | 2 January 2014 | ||
| The previous notice was dated: | 24 December 2013 |
2. Change in relevant interests
The particulars of each 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 | Person whose relevant | Nature of change | Consideration given in Number of securities | Class | Person's votes | |
|---|---|---|---|---|---|---|
| change | interest has changed | relation to change | affected | affected | ||
| See Annexure B |
3. Changes in association
The persons who have become associates of, ceased to be associates of, or have changed the nature of their association 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 |
|---|---|
| Macquarie Group Limited & | Controlled Bodies Corporate |
| Macquarie Group Entities |
4. Addresses
| The addresses of persons named in this form are as follows: | |
|---|---|
| Name | Address |
| MACQUARIE GROUP LIMITED | Level 7, No 1 Martin Place, Sydney NSW 2000 |
| MACQUARIE LAH PTY LIMITED | C/- Company Secretarial Mezzanine Level No. 1 Martin Place Sydney New South Wales Australia 2000 |
| MACQUARIE INVESTMENT MANAGEMENT LTD | C/- Company Secretarial Mezzanine Level No. 1 Martin Place Sydney New South Wales Australia 2000 |
| MACQUARIE BANK LIMITED | Level 3 25 National Circuit Forrest Australian Capital Territory Australia 2603 |
| MACQUARIE CAPITAL GROUP LIMITED | Level 23 101 Collins Street Melbourne Victoria Australia 3000 |
| MACQUARIE CAPITAL LOANS MANAGEMENT | C/- Company Secretarial Mezzanine Level No. 1 Martin Place Sydney New South Wales Australia |
| LIMITED | 2000 |
| MACQUARIE SECURITIES (AUSTRALIA) LIMITED | C/- Company Secretarial Mezzanine Level No. 1 Martin Place Sydney New South Wales Australia 2000 |
| MACQUARIE PRIVATE PORTFOLIO | C/- Company Secretarial Mezzanine Level No. 1 Martin Place Sydney New South Wales Australia |
| MANAGEMENT LIMITED | 2000 |
| MACQUARIE LIFE LIMITED | C/- Company Secretarial Mezzanine Level No. 1 Martin Place Sydney New South Wales Australia 2000 |
| Signature | |
|---|---|
| ----------- | -- |
print name Dennis Leong Capacity Company Secretary
sign here Date 15 January 2014
ANNEXURE 'A'
This is the annexure marked 'A' of 19 pages referred to in the Notice of change of interests of substantial holder.
Dennis Leong Company Secretary, Macquarie Group Limited 15 January 2014
Controlled Bodies Corporate
| ACN / Company No | Entity Name | Incorp Country |
|---|---|---|
| unlisted | Taurus Enhanced Gold and Precious Metals Fund | Australia |
| 4649834 | 1135-1139 WESTMINSTER INC. | United States |
| 1486261 | 1486261 Ontario Limited | Canada |
| 133419708 | 160 CENTRAL HOLDING COMPANY PTY LIMITED | Australia |
| 2279716 | 2279716 Ontario Limited | Canada |
| 124437574 | ACCESS GP CO PTY LIMITED | Australia |
| 124437421 | ACCESS LP CO PTY LIMITED | Australia |
| 153 275 677 | ACN 153 275 677 Pty Ltd | Australia |
| 5170061 | Adreca Holdings Corp. | United States |
| 1033353 | AIRCRAFT ON GROUND, INC. | United States |
| 75176813 | AIRPORT MOTORWAY INFRASTRUCTURE NO.1 PTY LIMITED | Australia |
| 75176859 | AIRPORT MOTORWAY INFRASTRUCTURE NO.3 PTY LIMITED | Australia |
| 75176993 | AIRPORT MOTORWAY INFRASTRUCTURE NO.4 PTY LIMITED | Australia |
| 81119477 | ALLOCA (NO. 4) PTY. LIMITED | Australia |
| 141 710 527 | ALMOND HOLDCO PTY LIMITED (IN DEREGISTRATION) | Australia |
| 3936270 | Alster & Thames Partners (USA) LLC | United States |
| WK-145138 | Alster & Thames Partners, Ltd. | Cayman Islands |
| 8300092 | Amador / Parkway Loan Holder LLC | United States |
| 08.266.585/0001-04 | AMAZON PARTICIPACOES DO BRASIL S.A. | Brazil |
| 800004897 | AOG EUROPE, LTD. | United States |
| 800037055 | AOG TANK TIGERS, INC. | United States |
| 112 951 292 | ARES CAPITAL MANAGEMENT INTERNATIONAL PTY LTD | Australia |
| ARES CAPITAL MANAGEMENT INTERNATIONAL TRUST | Australia | |
| 113 861 046 | ARES CAPITAL MANAGEMENT PTY LTD | Australia |
| ARES CAPITAL MANAGEMENT TRUST | Australia | |
| 128 115 266 | ARES INTERNATIONAL RESEARCH PTY LTD | Australia |
| 128 115 248 | ARES RESEARCH PTY LTD | Australia |
| 124437609 | ASIAN PACIFIC PROPERTY 2007 PTY LIMITED | Australia |
| 136 524 975 | AUSTRALIAN SOLAR POWER CONSORTIUM PTY LTD | Australia |
| 3336426 | AVENAL POWER CENTER, LLC | United States |
| 600 235 951 | AVIATION TECHNICAL SERVICES INC. | United States |
| 3595090 | AWHR America's Water Heater Rentals, L.L.C. | United States |
| 4029153 | AWHR Five, LLC | United States |
| 4029149 | AWHR Four, LLC | United States |
| 4029145 | AWHR One, LLC | United States |
| 4029154 | AWHR Six, LLC | United States |
| 4029148 | AWHR Three, LLC | United States |
| 4029147 | AWHR Two, LLC | United States |
| 304030 | A.C.N. 000 304 030 PTY LIMITED (IN LIQUIDATION) | Australia |
| 67299923 | A.C.N. 067 299 923 PTY LTD | Australia |
| 127162485 | A.C.N. 127 162 485 PTY LTD (IN LIQUIDATION) | Australia |
| 127294946 | A.C.N. 127 294 946 PTY LTD (IN LIQUIDATION) | Australia |
| 127329337 | A.C.N. 127 329 337 PTY LIMITED | Australia |
| 136 024 970 | A.C.N. 136 024 970 PTY LTD | Australia |
| 154 402 927 | A.C.N. 154 402 927 Pty Ltd | Australia |
| 59814818 | BAROSSA GE PTY LIMITED | Australia |
| HRB 177683 | BE Geothermal GmbH | Germany |
| 158 626 549 | BECAG PTY LIMITED | Australia |
| 8604966 | BELIKE NOMINEES PTY. LIMITED | Australia |
| HRB 187113 | Bernried Erdwärme Kraftwerk GmbH | Germany |
| 128681809 | BESPOKE CUSTODIANS PTY LIMITED (IN LIQUIDATION) | Australia |
| 4522327 | BIG SANDY CREEK WIND, LLC | United States |
| 200921079K | BIOCARBON GROUP PTE. LIMITED (Former Non-Bank Group) | Singapore |
| 131 532 735 | BIOCARBON SERVICES PTY LIMITED | Australia |
| 131 532 735 | BIOCARBON SERVICES PTY LIMITED (Former Non-Bank Group) | Australia |
| Blue Grass Abstract LLC | United States | |
| Blueshine, LLC | United States | |
| 5182626 | Boketo LLC | United States |
| 8607065 | BOND STREET CUSTODIANS LIMITED | Australia |
| 8606924 | BOND STREET INVESTMENTS PTY. LIMITED | Australia |
| 71247606 | BOND STREET LEASE MANAGEMENT PTY LIMITED (IN | Australia |
| BOOTH STAFF LOANS TRUST | Australia |
| 4680004 | BOSTON AUSTRALIA PTY LIMITED | Australia |
|---|---|---|
| 5008702 | BOSTON LEASING PTY. LIMITED | Australia |
| C0593320 | BREK MANUFACTURING CO. | United States |
| 1218745 | BROOK ASSET MANAGEMENT LIMITED | New Zealand |
| 1855508 | BROOK ASSET MANAGEMENT PTY LIMITED | New Zealand |
| B64188642 | Bruna Moon S.L. | Spain |
| BUCKLING STAFF LOANS TRUST | Australia | |
| 88217 | Bunhill Investments Unlimited | Jersey |
| 2865830 | BUTTONWOOD NOMINEES PTY LIMITED | Australia |
| 79173381 | CAMPUS INTERNATIONAL HOLDINGS PTY. LTD | Australia |
| CAMPUS INTERNATIONAL HOLDINGS UNIT TRUST | Australia | |
| 4644364 | CANADIAN BREAKS LLC | United States |
| Not Registered | CANTERBURY COURT HOLDINGS TRUST | Australia |
| 4800336 4800317 |
Capital Meters Holdings Limited Capital Meters Limited |
United Kingdom United Kingdom |
| B86295391 | Captico Investments, S.L. | Spain |
| 113484165 | CENTAURUS INVESTOR PTY LIMITED | Australia |
| B 142637 | Chartreuse et Mont Blanc Global Holdings S.C.A. | Luxembourg |
| B 142634 | Chartreuse et Mont Blanc GP S.a r.l. | Luxembourg |
| B 142635 | Chartreuse et Mont Blanc Holdings S.a r.l. | Luxembourg |
| 508 758 745 RCS Paris | Chartreuse et Mont Blanc SAS | France |
| 46527C1/GBL | CHINA PROPERTY INVESTMENTS LIMITED | Mauritius |
| WK-133807 | Chiswell Investments Limited | Cayman Islands |
| 2228708 | CIORL LP Limited | Canada |
| Closing Documentation Services, LLC | United States | |
| CMC Holdco Inc. | United States | |
| CMC Industries Inc. | United States | |
| CMC Railroad III-A, Inc. | United States | |
| CMC Railroad III-B, Inc. | United States | |
| CMC Railroad III-C, Inc. | United States | |
| CMC Railroad III-D, Inc. | United States | |
| CMC Railroad III, Inc. CMC Railroad Inc. |
United States United States |
|
| 3709185 | Columbia Service Partners of Kentucky, Inc. | United States |
| 3709185 | Columbia Service Partners of Ohio, Inc. | United States |
| 3709187 | Columbia Service Partners of Pennsylvania, Inc. | United States |
| 3709182 | Columbia Service Partners of West Virginia, Inc. | United States |
| 2603344 | Columbia Service Partners, Inc. | United States |
| Commerce and Industry Brokerage Inc. | United States | |
| 79775134 | CONCEPT BLUE PROPERTY PTY LTD | Australia |
| 104379491 | CORIOLIS HOLDINGS PTY LIMITED - IN LIQUIDATION | Australia |
| 3241012 | Corona Energy Limited | United Kingdom |
| 3241002 | Corona Energy Retail 1 Limited | United Kingdom |
| SC138229 | Corona Energy Retail 2 Limited | United Kingdom |
| 2746961 2798334 |
Corona Energy Retail 3 Limited Corona Energy Retail 4 Limited |
United Kingdom United Kingdom |
| 2879748 | Corona Gas Management Limited | United Kingdom |
| COWLEY MAP STAFF LOANS TRUST | Australia | |
| 64075C1/GBL | DALIAN II HOLDING COMPANY LIMITED | |
| Mauritius | ||
| 147 091 227 | DATAFIRM PTY LIMITED Delaware Alternative Strategies |
Australia United States |
| Delaware Asset Advisers | United States | |
| Delaware Capital Management | United States | |
| Delaware Capital Management Advisers, Inc. | United States | |
| Delaware Distributors, Inc. | United States | |
| Delaware Distributors, L.P. | United States | |
| Delaware Foundation Equity Fund | United States | |
| Delaware Global Opportunities Partners, Inc. | United States | |
| Delaware Investment Advisers | United States | |
| Delaware Investments U.S., Inc. Delaware Lincoln Cash Management |
United States United States |
|
| Delaware Management Business Trust | United States | |
| Delaware Management Company | United States | |
| Delaware Management Company, Inc. | United States | |
| no | Delaware Management Holdings, Inc. | United States |
| Delaware Management Trust Company | United States | |
| Delaware Service Company, Inc. | United States | |
| Delaware Structured Assets Parnters, Inc. | United States | |
| DELTA1 FINANCE TRUST | Australia | |
| 5843681 | Despen Bayle Limited | United Kingdom |
| 8606871 B86081437 |
DEXIN NOMINEES PTY. LIMITED Dextertown SL |
Australia Spain |
| 101 190 569 101 190 649 |
DIVCO 116 PTY LIMITED DIVCO 126 PTY LIMITED |
Australia Australia |
| 097 289 999 097 290 821 |
DIVCO 84 PTY LIMITED DIVCO 96 PTY LIMITED |
Australia Australia |
| DIVERSIFIED CMBS AUSTRALIA HOLDINGS PTY LIMITED (IN | ||
|---|---|---|
| 109819418 | DEREGISTRATION) | Australia |
| 110311 | Divisadero Leasing Ltd. DMH Corp. |
Cayman Islands United States |
| 128078615 | EAST VICTORIA PARK JOINT VENTURE PTY LIMITED - IN LIQUIDATION | Australia |
| 94631964 | EASTERN SEA INVESTMENTS PTY LIMITED | Australia |
| Elements Trust | Australia | |
| 69344001 | ELISE NOMINEES PTY LIMITED | Australia |
| 6435810 | EQUITAS NOMINEES PTY. LIMITED | Australia |
| 4605170 | ERC Holdco LLC | United States |
| 116532542 | ESCALATOR 2005-2 (COMMODITIES INDEX) PTY LIMITED (IN DEREGISTRATION) |
Australia |
| 116532533 | ESCALATOR 2005-2 (EQUITIES INDEX) PTY LIMITED (IN | Australia |
| ESCALATOR 2005 (COMMODITIES INDEX) PTY LIMITED (IN | ||
| 114174211 | DEREGISTRATION) | Australia |
| 114174220 | ESCALATOR 2005 (EQUITIES INDEX) PTY LIMITED (IN DEREGISTRATION) | Australia |
| ESCALATOR 2006 (AUSTRALIAN PROPERTY) PTY LIMITED (IN | ||
| 120435841 | DEREGISTRATION) | Australia |
| 111360528 111494574 |
ESCALATOR AUSTRALIAN INVESTMENT COMPANY PTY LIMITED ESCALATOR GP CO PTY LIMITED |
Australia Australia |
| 111494663 | ESCALATOR INCOME NOTE CO PTY LIMITED | Australia |
| 111494467 | ESCALATOR LP CO PTY LIMITED | Australia |
| 79878783 | EURO FIN CO PTY LTD | Australia |
| 4721352 | FAS 1 LLC | United States |
| 9636131 | FELTER PTY LIMITED - IN LIQUIDATION | Australia |
| 137357 | FINCH SECURITIES LIMITED | Cayman Islands |
| 779889 779887 |
FIRST CHINA PROPERTY GROUP LIMITED FIRST CHINA PROPERTY MANAGEMENT LIMITED |
Hong Kong Hong Kong |
| 8604466 | FOUCAULT PTY LIMITED - IN LIQUIDATION | Australia |
| 3432790 | Four Corners Capital Management, LLC | United States |
| Fox-Pitt Kelton Cochran Caronia Waller LLC | United States | |
| Fox-Pitt Kelton Cochran Caronia Waller (USA) LLC | United States | |
| 2897779 | Fox-Pitt, Kelton Group Limited | United Kingdom |
| 1601171 32157 |
Fox-Pitt, Kelton Limited Fox-Pitt, Kelton N.V. |
United Kingdom Curaçao |
| 692337 | FOX-PITT, KELTON (ASIA) LIMITED | Hong Kong |
| 99228 | FPK Capital I CIP GP Limited | Jersey |
| 989 | FPK Capital I CIP L.P. | Jersey |
| 4222775 | Fremantle Energy Holdings, LLC | United States |
| 4222772 3930054 |
Fremantle Energy, LLC Fremantle Wind Holdings Inc. |
United States United States |
| 106204862 | FUNDCORP PTY LIMITED | Australia |
| 8542685 | GALANTHUS AUSTRALIA PTY LIMITED - IN LIQUIDATION | Australia |
| 1581031 | GALANTHUS LEASING PTY LIMITED | Australia |
| B86230539 | Ganeta Investments SL | Spain |
| 68104558 | GARACHINE PTY LIMITED (In LIquidation) Garrison Energy Center LLC |
Australia United States |
| 54001400 | GATESUN PTY. LIMITED | Australia |
| 109964 | Geary Leasing Limited | Cayman Islands |
| 1332891 | GENERATOR BONDS LIMITED | New Zealand |
| 108026437 | GENERATOR CHARITIES AUSTRALIA PTY LIMITED | Australia |
| 103116954 | GENERATOR INVESTMENTS AUSTRALIA PTY LIMITED | Australia |
| 9642942 105819181 |
GILLMAN PTY. LIMITED GLOBAL DEBT INVESTMENTS NO.4 PTY LIMITED (IN LIQUIDATION) |
Australia Australia |
| MC143292 | GLOBAL STAR GP LTD | Cayman Islands |
| 8604484 | GLORIOLE PTY LIMITED - IN LIQUIDATION | Australia |
| N/A | Goldman Sachs Commodity Alpha Beta Portfolio class C | Luxembourg |
| 5481707 | Goonzaran Bluebell Funding Limited | United Kingdom |
| 5473771 4521455 |
Goonzaran Bluebell Leasing Limited Groupe Rossignol Canada Inc. |
United Kingdom Canada |
| 0100-01-086076 | GROUPE ROSSIGNOL KK | Japan |
| 148 217 029 | HARRIS DAIRIES LIMITED | Australia |
| 148 217 029 | HARRIS DAIRIES LIMITED (Former Bank Group) | Australia |
| 3416168 | Harrison Leasing Corporation | United States |
| 415492 125438600 |
HBEAR CO. NO.1 LIMITED HENDERSON WA PTY LIMITED |
Ireland Australia |
| not registered | HENDERSON WA TRUST | Australia |
| Hermes BPK Greater China Fund (a sub-fund of Hermes BPK Funds PLC) | Ireland | |
| 4317904 | High Lonesome Wind, LLC | United States |
| 758010 | HILLSAM NOMINEES PTY. LIMITED (IN LIQUIDATION) | Australia |
| 104173891 | HOBSON STAFF LOANS TRUST HUB X PTY LIMITED |
Australia Australia |
| 2563271 | Huntsmen Corporation | United States |
| 97666 | Hydra Investments 2007 Limited | Jersey |
| 2757020 | IDAMENEO (NO. 79) NOMINEES PTY. LIMITED | Australia |
| 9642979 | INDEMCO PTY LIMITED (IN DEREGISTRATION) | Australia |
| Indiana TLP, LLC | United States | |
|---|---|---|
| HRA43929 | Industrial Investments Germany GmbH & Co. KG | Germany |
| 65764 | INFRASTRUCTURE INVESTMENT NO. 2 LTD. | Cayman Islands |
| 73710942 | INFRASTRUCTURE INVESTMENTS NO 1 PTY LIMITED | Australia |
| International Ag Insurance Solutions LLC | United States | |
| IRVING STAFF LOANS TRUST | Australia | |
| CR-113608 | Jackson Leasing Limited | Cayman Islands |
| 72362 | Jet Leasing LDC | Cayman Islands |
| 0100-02-036303 | JIG HOLDINGS LIMITED | Japan |
| JOHNSON MAP STAFF LOANS TRUST | Australia | |
| 9641114 | JUBILEE PTY. LIMITED | Australia |
| 464138 | Juuichi Limited | Ireland |
| 254939 | Kandahar Sp. z o.o. (in liquidation) | Poland |
| CR-113609 | Kearny Leasing Limited | Cayman Islands |
| 4721412 | Keba Energy LLC | United States |
| 4310212 | Knik Arm Crossing, LLC | United States |
| 140 135 379 | LAKE GEORGE WIND FARM DEVELOPMENTS PTY LTD | Australia |
| 3250833 | LANROD PTY LIMITED - IN LIQUIDATION | Australia |
| 491404 | Leannta PPP Investments Limited (in voluntary liquidation) | Ireland |
| 130271108 | LEARNSPACE VIC HOLDINGS PTY LIMITED (IN LIQUIDATION) | Australia |
| 130271180 | LEARNSPACE VIC PTY LIMITED (IN LIQUIDATION) | Australia |
| 8272295 4708904 |
Levantera Developments Limited LG BIOMASS MISSOURI LLC |
United Kingdom United States |
| 8604920 | LIANA PTY. LIMITED | Australia |
| Liberty Green Renewables Indiana, LLC | United States | |
| Lien Data Services, LLC | United States | |
| HRB80214 | Lightning Bolt Germany GmbH | Germany |
| CH -217-3534284-8 | LISA Lange International Sarl | Switzerland |
| 131532664 | LIVING EDUCATION HOLDINGS PTY LTD | Australia |
| 131532637 | LIVING EDUCATION PTY LTD | Australia |
| 397 727 397 RCS NEVERS | Look Fixations S.A.S. | France |
| 118029664 | M & I DEBT INVESTMENTS PTY LIMITED (IN DEREGISTRATION) | Australia |
| 118029342 | M & I INVESTMENTS HOLDINGS PTY LIMITED (IN DEREGISTRATION) | Australia |
| MAC FUND ONE TRUST | Australia | |
| 4717557 | MACQUARIE 55 NINTH ST INC. | United States |
| 30416 | MACQUARIE ABSOLUTE RETURN STRATEGIES GLOBAL LIMITED | Bermuda |
| 8594885 | MACQUARIE ACCEPTANCES LIMITED | Australia |
| 95180788 | MACQUARIE ADMIN SERVICES PTY LIMITED | Australia |
| 95180788 | MACQUARIE ADMIN SERVICES PTY LIMITED (Former Bank Group) | Australia |
| 131476910 | MACQUARIE ADVANCED INVESTMENT MANAGEMENT LIMITED | Australia |
| WK-211745 | Macquarie Advanced Investment Partners G.P. Ltd. | Cayman Islands |
| 486592 | Macquarie Aerospace AF (Ireland) Limited | Ireland |
| 40096.0 (Decree No. 10356/AVV) |
MACQUARIE AEROSPACE ARUBA A.V.V. | Aruba |
| Macquarie Aerospace Inc. | United States | |
| 484423 | Macquarie Aerospace Ireland Limited | Ireland |
| 44138 | MACQUARIE AEROSPACE LIMITED | Bermuda |
| 4508116 | Macquarie Affiliated Managers Holdings (USA) Inc. | United States |
| Macquarie Affiliated Managers (USA) Inc. | United States | |
| 2000/001243/07 | MACQUARIE AFRICA (PROPRIETARY) LIMITED | South Africa |
| 122169368 | MACQUARIE AGRICULTURAL FUNDS MANAGEMENT LTD | Australia |
| MACQUARIE AGRICULTURAL FUNDS MANAGEMENT LTD (Former Bank | ||
| 122169368 | Group) | Australia |
| 116381634 | MACQUARIE AGRICULTURAL SERVICES PTY LIMITED | Australia |
| B121660 | Macquarie Aircraft Leasing Finance SA | Luxembourg |
| 139 633 015 | MACQUARIE AIRCRAFT LEASING HOLDINGS PTY LIMITED | Australia |
| 429567 | Macquarie Aircraft Leasing Holdings (2) Limited | Ireland |
| 426824 | Macquarie Aircraft Leasing Limited | Ireland |
| 139 654 407 130 643 319 |
MACQUARIE AIRCRAFT LEASING PTY LIMITED MACQUARIE AIRCRAFT LEASING SERVICES (AUSTRALIA) PTY LTD |
Australia Australia |
| 429566 | Macquarie Aircraft Leasing Services (Ireland) Limited | Ireland |
| 200917376C | Macquarie Aircraft Leasing Services (Singapore) Pte. Ltd. | Singapore |
| 5988531 | Macquarie Aircraft Leasing Services (UK) Limited | United Kingdom |
| 4247748 | Macquarie Aircraft Leasing Services (US), Inc. | United States |
| MACQUARIE AIRCRAFT LEASING TRUST A | Australia | |
| 41370 | Macquarie AirFinance Acquisitions Holdings Ltd. | Bermuda |
| 41289 | Macquarie AirFinance Acquisitions Limited | Bermuda |
| 464499 | Macquarie AirFinance Acquisitions (Ireland) Limited | Ireland |
| 6767724 | Macquarie AirFinance Acquisitions (UK) Limited | United Kingdom |
| 41212 | Macquarie AirFinance Aruba A.V.V. | Aruba |
| 435319 | Macquarie AirFinance Holdings Limited | Ireland |
| 40863 | Macquarie AirFinance International Group Limited | Bermuda |
| 40569 | Macquarie AirFinance International Limited | Bermuda |
| 38946 | MACQUARIE AIRFINANCE LTD | Bermuda |
| 38946 | Macquarie AirFinance Ltd. | Bermuda |
| 40673 | Macquarie AirFinance Warehouse (No. 1) Limited | Bermuda |
| 3461469 | Macquarie Allegiance Capital, LLC | United States |
|---|---|---|
| 103237181 | MACQUARIE ALTERNATIVE ASSETS MANAGEMENT LIMITED | Australia |
| 142 495 958 | MACQUARIE ALTERNATIVE PROPERTY HOLDINGS PTY LIMITED | Australia |
| 3379259 | MACQUARIE AMERICAS CORP | United States |
| 124071414 | MACQUARIE AMERICAS HOLDINGS PTY LTD | Australia |
| 4717558 | MACQUARIE ARGENTA INC. | United States |
| 128071545 | MACQUARIE ASCARI HOLDINGS PTY LIMITED - IN LIQUIDATION | Australia |
| 71501963 | MACQUARIE ASIA HOLDINGS PTY LIMITED | Australia |
| 619928 | MACQUARIE ASIA LIMITED | Hong Kong |
| Macquarie Asia New Stars Fund | Luxembourg | |
| MC-25427 | Macquarie Asia Pacific Private Equity Offshore Fund, L.P. | Cayman Islands |
| MACQUARIE ASIA REAL ESTATE MANAGEMENT PTY LIMITED (IN | ||
| 105453638 | DEREGISTRATION) | Australia |
| 1049991 | MACQUARIE ASIA STRUCTURED TRANSACTIONS LIMITED | Virgin Islands, British |
| MACQUARIE ASIA STRUCTURED TRANSACTIONS LIMITED (SINGAPORE | ||
| T07FC7008F | BRANCH) | Singapore |
| Macquarie Asian Leaders Segregated Portfolio | Cayman Islands | |
| L0000124F | MACQUARIE ASIAN PACIFIC PROPERTY 2007 LP | Australia |
| 8253772 | Macquarie Asset Finance Holdings Limited | United Kingdom |
| 0100-01-107687 | MACQUARIE ASSET FINANCE JAPAN LIMITED | Japan |
| 64219601 | MACQUARIE ASSET FINANCE LIMITED | Australia |
| 57952C1/GBL | MACQUARIE ASSET FINANCE MAURITIUS LTD | Mauritius |
| 7815862 | Macquarie Asset Leasing (UK) Limited | United Kingdom |
| 4578015 | MACQUARIE ASSET MANAGEMENT INC. | United States |
| 1263583 | MACQUARIE ASSET MANAGEMENT PTY LIMITED | Australia |
| 77193956 | MACQUARIE AUSTRALIA FINANCE PTY LIMITED (IN DEREGISTRATION) | Australia |
| 6055796 | MACQUARIE AUSTRALIA INTERNATIONAL PTY LIMITED | Australia |
| 736210 | MACQUARIE AUSTRALIA PTY LIMITED | Australia |
| 74453286 | MACQUARIE AUSTRALIA SECURITIES LIMITED | Australia |
| 8660811 | MACQUARIE AUSTRALIA TECHNOLOGY PTY LIMITED - IN LIQUIDATION | Australia |
| not registered | MACQUARIE AUSTRALIAN DAIRY FUND | Australia |
| 096 257 224 | MACQUARIE AUSTRALIAN PURE INDEXED EQUITIES FUND | Australia |
| 4687739 | MACQUARIE AUTOPARK INC. | United States |
| 121836191 | MACQUARIE AVENIR NO. 1 PTY LIMITED | Australia |
| 121836235 | MACQUARIE AVENIR NO. 2 PTY LIMITED | Australia |
| 368579 | MACQUARIE AVIATION CAPITAL FINANCE LIMITED | Ireland |
| 368589 | MACQUARIE AVIATION CAPITAL GROUP | Ireland |
| 8607047 | MACQUARIE AVIATION NO 1 CO PTY LIMITED | Australia |
| 75176733 | MACQUARIE AVIATION (NO. 1) PTY LIMITED (IN DEREGISTRATION) | Australia |
| 6309906 | Macquarie Bank International Limited | United Kingdom |
| HRB 189708 | Macquarie Bank International Limited, Niederlassung Deutschland | Germany |
| FN 331748 s | Macquarie Bank International Limited, Vienna Branch | Austria |
| 8583542 | MACQUARIE BANK LIMITED | Australia |
| T11FC0018C | MACQUARIE BANK LIMITED SINGAPORE BRANCH | Singapore |
| 1045 | Macquarie Bank Limited (DIFC Recognised Company) | United Arab Emirates |
| F18649 | MACQUARIE BANK LIMITED (HONG KONG BRANCH) | Hong Kong |
| FC018220 | Macquarie Bank Limited (London Branch) | United Kingdom |
| 104-84-07697 | MACQUARIE BANK LIMITED (SEOUL BRANCH) | Korea, Republic of |
| FC018220 | Macquarie Bank Limited (US Representative Office) | United States |
| 1531997 | MACQUARIE BANK SUPERANNUATION PTY. LIMITED | Australia |
| 5939070 | Macquarie Barnett LLC | United States |
| Macquarie Basin Leasing LLC | United States | |
| 109280819 | MACQUARIE BATHURST STREET PTY LIMITED (IN LIQUIDATION) | Australia |
| R.P.M. 892390892 | Macquarie Belgium TCG SPRL | Belgium |
| 42536 | Macquarie Bermuda Investments Limited | Bermuda |
| HRB 232767 | Macquarie Beteiligungstreuhand GmbH | Germany |
| HRB 86921 | Macquarie Beteiligungsverwaltungs GmbH (in liquidation) | Germany |
| 657826-8 | Macquarie BFS Holdings Ltd. | Canada |
| 4708902 | MACQUARIE BIOMASS LLC | United States |
| CNPJ03.516.449/0001 | MACQUARIE BRASIL PARTICIPACOES LTDA | Brazil |
| 124071432 | MACQUARIE B.H. PTY LTD | Australia |
| 69344289 | MACQUARIE CAF USD LEASING CO NO 1 PTY LIMITED | Australia |
| 69344387 | MACQUARIE CAF USD SECURITY CO NO 1 PTY LIMITED | Australia |
| 798792-7 | Macquarie Canada Inventory Holdings Limited | Canada |
| 683412-4 | Macquarie Canada Services Ltd. | Canada |
| 1846259 | Macquarie Canadian Holdings Operations Ltd. | Canada |
| 793548-0 | Macquarie Canadian Infrastructure Management Limited | Canada |
| 6489800 | Macquarie Canadian Investment Holdings Ltd. | Canada |
| B112.601 | MACQUARIE CANADIAN LUXEMBOURG S.A.R.L. | Luxembourg |
| 2149053 | Macquarie Capital Acquisitions (Canada) Ltd. | Canada |
| 716740-7 | Macquarie Capital Acquisitions (Canada) No.2 Ltd | Canada |
| 130 342 915 | MACQUARIE CAPITAL ADVISERS CRE PTY LTD | Australia |
| 105777704 | MACQUARIE CAPITAL ALLIANCE MANAGEMENT PTY LIMITED | Australia |
| 137760822 | MACQUARIE CAPITAL ARGENTINA PTY LTD | Australia |
| 1818250 | Macquarie Capital Argentina Pty Ltd (Sucursal Argentina) | Argentina |
| 132 864 950 | MACQUARIE CAPITAL CIS HOLDINGS PTY LTD | Australia |
| 22407 | Macquarie Capital CIS Holdings Pty Ltd (Russia Branch) | Russian Federation |
|---|---|---|
| 133 664 632 | MACQUARIE CAPITAL FINANCE HOLDINGS (AUSTRALIA) PTY LIMITED | Australia |
| 127829458 | MACQUARIE CAPITAL FINANCE (AUSTRALIA) PTY LTD | Australia |
| 736 | Macquarie Capital Finance (Dubai) Limited | United Arab Emirates |
| Macquarie Capital Funding LLC | United States | |
| LP561 | MACQUARIE CAPITAL FUNDING L.P. | Jersey |
| 88464 | Macquarie Capital Funding (GP) Limited | Jersey |
| 110605724 | MACQUARIE CAPITAL FUNDING (LP) PTY LIMITED | Australia |
| 1210279 | MACQUARIE CAPITAL FUNDS (ASIA) LIMITED | Hong Kong |
| 96705109 | MACQUARIE CAPITAL GROUP LIMITED | Australia |
| FC027878 | MACQUARIE CAPITAL GROUP LIMITED (UK BRANCH) | United Kingdom |
| 2149050 | Macquarie Capital Holdings (Canada) Ltd. | Canada |
| 687 | Macquarie Capital Holdings (Dubai) Limited | United Arab Emirates |
| 123199253 | MACQUARIE CAPITAL INTERNATIONAL HOLDINGS PTY LIMITED | Australia |
| 4607360 | MACQUARIE CAPITAL INVESTMENT MANAGEMENT INC. | United States |
| 3752829 | Macquarie Capital Investment Management LLC | United States |
| 86159060 | MACQUARIE CAPITAL INVESTMENT MANAGEMENT (AUSTRALIA) LIMITED | Australia |
| 77595012 | MACQUARIE CAPITAL LOANS MANAGEMENT LIMITED | Australia |
| Macquarie Capital Markets Canada Ltd./Marchés Financiers Macquarie Canada | ||
| 565608 | Ltée. | Canada |
| Macquarie Capital Markets North America Ltd./Marchés Financiers Macquarie | ||
| 1079073 | Amérique Du Nord Ltée. | Canada |
| 803092-8 | Macquarie Capital Principal Holdings Canada Ltd | Canada |
| 128212868 | MACQUARIE CAPITAL PRODUCTS LIMITED | Australia |
| WK-203889 | Macquarie Capital Products (CI) Limited | Cayman Islands |
| 2104407 | MACQUARIE CAPITAL PRODUCTS (NZ) LIMITED | New Zealand |
| 135973 | Macquarie Capital Securities Limited | Hong Kong |
| 110-84-02227 | MACQUARIE CAPITAL SECURITIES LIMITED (SEOUL BRANCH) | Korea, Republic of |
| 89407381 | MACQUARIE CAPITAL SECURITIES LIMITED (TAIWAN BRANCH) | Taiwan |
| 11-89592 | MACQUARIE CAPITAL SECURITIES (INDIA) PRIVATE LIMITED | India |
| MC-134609 | MACQUARIE CAPITAL SECURITIES (JAPAN) LIMITED | Cayman Islands |
| 0100-03-012063 | MACQUARIE CAPITAL SECURITIES (JAPAN) LIMITED (TOKYO BRANCH) | Japan |
| 463469-W | MACQUARIE CAPITAL SECURITIES (MALAYSIA) SDN. BHD. | Malaysia |
| 15184/2070C1/GBL | MACQUARIE CAPITAL SECURITIES (MAURITIUS) LIMITED | Mauritius |
| 180496 | Macquarie Capital Securities (Philippines) Inc. | Philippines |
| 198702912C | MACQUARIE CAPITAL SECURITIES (SINGAPORE) PTE. LIMITED | Singapore |
| 4733273 | Macquarie Capital US Acquisitions LLC | United States |
| 133 001 359 | MACQUARIE CAPITAL WIND MANAGEMENT PTY LTD | Australia |
| 123199548 | MACQUARIE CAPITAL (AUSTRALIA) LIMITED | Australia |
| 740 | Macquarie Capital (Dubai) Limited | United Arab Emirates |
| 3704031 | Macquarie Capital (Europe) Limited | United Kingdom |
| 516404-9909 | Macquarie Capital (Europe) Limited UK Filial, Sweden | Sweden |
| 34297902 | Macquarie Capital (Europe) Limited, Amsterdam Branch | Netherlands |
| 905963 | Macquarie Capital (Europe) Limited, Dublin Branch | Ireland |
| HRB 82506 | Macquarie Capital (Europe) Limited, Niederlassung Deutschland | Germany |
| 478 586 167 | Macquarie Capital (Europe) Limited, Paris Branch | France |
| 611405 | MACQUARIE CAPITAL (HONG KONG) LIMITED | Hong Kong |
| 11-90696 | Macquarie Capital (India) Private Limited | India |
| 104-81-64533 | MACQUARIE CAPITAL (KOREA) LIMITED | Korea, Republic of |
| MCM081013SY0 | MACQUARIE CAPITAL (MEXICO), S.A. de C.V. | Mexico |
| 1952567 199704430K |
MACQUARIE CAPITAL (NEW ZEALAND) LIMITED MACQUARIE CAPITAL (SINGAPORE) PTE. LIMITED |
New Zealand Singapore |
| 6388283 2382080 |
Macquarie Capital (UK) Limited MACQUARIE CAPITAL (USA) INC |
United Kingdom United States |
| 4684152 | MACQUARIE CAPITOLA VILLAS INC. | United States |
| 169009 | MACQUARIE CAYMAN HOLDINGS 2 CO. | Cayman Islands |
| 168347 | MACQUARIE CAYMAN HOLDINGS CO | Cayman Islands |
| 42381 | MACQUARIE CHINA RETAIL COMPANY 1 LIMITED (Former Bank Group) | Bermuda |
| Macquarie Climate Change Investments PNG Limited (In Liquidation) (Former | ||
| 1-65845 | Non-Bank Group) | Papua New Guinea |
| 97868687 | MACQUARIE CLO INVESTMENTS NO.1 PTY LIMITED (IN | Australia |
| 65178618 | MACQUARIE CLO INVESTMENTS NO.2 PTY LIMITED (IN | Australia |
| 15.246.175/0001-50 | Macquarie Commodities Brasil Ltda. | Brazil |
| 6863247 | Macquarie Commodities Factoring Holdings (UK) Limited | United Kingdom |
| 4662005 | MACQUARIE COMMODITIES FACTORING LLC | United States |
| 5259503 | Macquarie Commodities Finance (UK) Limited | United Kingdom |
| 35304 | MACQUARIE COMMODITIES FUND LIMITED | Bermuda |
| 4668206 | MACQUARIE COMMODITIES FUNDING (USA) LLC | United States |
| 4071304 | MACQUARIE COMMODITIES HOLDINGS (USA) LLC | United States |
| 4100974 | MACQUARIE COMMODITIES TRADING INC. | United States |
| 201016397N | MACQUARIE COMMODITIES (SINGAPORE) PTE. LIMITED | Singapore |
| SP.688/AsingP3A | MACQUARIE COMMODITIES (SINGAPORE) PTE. LIMITED, Indonesia Rep. | |
| PDN.2/9/2010 | Office | Indonesia |
| 5259474 4383511 |
Macquarie Commodities (UK) Limited MACQUARIE COMMODITIES (USA) INC |
United Kingdom United States |
| 96629471 | MACQUARIE CONCEPT BLUE PTY LTD | Australia |
|---|---|---|
| 12-377-980/0001-25 | Macquarie Consultoria Agricola E Representacoes Ltda. | Brazil |
| 12-377-980/0001-25 | Macquarie Consultoria Agricola E Representacoes Ltda. (Former Bank Group) | Brazil |
| 4752472 | Macquarie Corona Energy Holdings Limited | United Kingdom |
| 4624506 | MACQUARIE CORPORATE AND ASSET FINANCE CONSULTING INC. | United States |
| 4618137 | MACQUARIE CORPORATE AND ASSET FINANCE HOLDINGS INC. | United States |
| 6198910 | MACQUARIE CORPORATE AND ASSET FINANCE LIMITED | Australia |
| 368580 | Macquarie Corporate and Asset Finance (Ireland) Limited | Ireland |
| 4624264 | MACQUARIE CORPORATE AND ASSET FUNDING INC. | United States |
| 8606862 | MACQUARIE CORPORATE FINANCE HOLDINGS PTY LTD | Australia |
| 8595426 | MACQUARIE CORPORATE FINANCE LIMITED | Australia |
| MACQUARIE CORPORATE FINANCE LIMITED NIEDERLASSUNG | ||
| HRB52973 | DEUTSCHLAND | Germany |
| 3835213 | MACQUARIE COTTON INTERNATIONAL INC | United States |
| 4552354 | Macquarie CPS LLC | United States |
| 129962358 | Macquarie CPS Trust | Australia |
| 5108711 | Macquarie Credit Investment Management Inc. | United States |
| MC-266242 | MACQUARIE CREDIT NEXUS FUND LIMITED | Cayman Islands |
| MC-267012 | Macquarie Credit Nexus Holdings Limited | Cayman Islands |
| MC-266243 | MACQUARIE CREDIT NEXUS MASTER FUND LIMITED | Cayman Islands |
| 4774619 | Macquarie Crop Partners GP, LLC | United States |
| 4774619 | Macquarie Crop Partners GP, LLC (Former Bank Group) | United States |
| 8295013 | Macquarie DD1 (USA) Inc. | United States |
| 75067631 | MACQUARIE DEBF PTY LIMITED | Australia |
| 132821580 | MACQUARIE DELTA1 FINANCE SERVICES PTY LIMITED | Australia |
| 29318190 | Macquarie Denmark Limited A/S | Denmark |
| 102607616 | MACQUARIE DEVELOPMENT CAPITAL II PTY LIMITED | Australia |
| 134474712 | MACQUARIE DEVELOPMENT CAPITAL MANAGEMENT PTY LIMITED | Australia |
| 82018399 | MACQUARIE DEVELOPMENT CAPITAL PTY LIMITED | Australia |
| 126768714 | MACQUARIE DEVELOPMENT CAPITAL (AUS) PTY LIMITED | Australia |
| 91936515 | MACQUARIE DEVELOPMENT DIRECTION PTY LIMITED | Australia |
| 115402349 | MACQUARIE DIGITAL PTY LIMITED | Australia |
| 8607083 | MACQUARIE DIRECT INVESTMENT PTY LIMITED | Australia |
| 20.3.0.31.542-6 | Macquarie Distribution Finance Ltd. | Switzerland |
| 85795651 | MACQUARIE DISTRIBUTION PTY LIMITED | Australia |
| 114099795 | MACQUARIE DIVERSIFIED ASSET ADVISORY PTY LIMITED | Australia |
| 98127578 | MACQUARIE DIVERSIFIED INVESTMENTS NO 2 PTY LTD (IN | Australia |
| 98127569 | MACQUARIE DIVERSIFIED INVESTMENTS NO 3 PTY LTD (IN | Australia |
| 106197488 | MACQUARIE DYNAMIC MANAGEMENT PTY LIMITED | Australia |
| 4257710 | MACQUARIE DYNAMIC MANAGEMENT (USA) INC | United States |
| 363806 | MACQUARIE ELECTRONICS LIMITED | Ireland |
| 363803 | MACQUARIE ELECTRONICS REMARKETING LIMITED | Ireland |
| Delaware #3567972 | MACQUARIE ELECTRONICS USA INC | United States |
| 200408424K | MACQUARIE EMERGING MARKETS ARBITRAGE TRADING PTE. LIMITED (wef 20/05/2009) (Former Non-Bank Group) |
Singapore |
| 200408424K | MACQUARIE EMERGING MARKETS ASIAN TRADING PTE. LIMITED | Singapore |
| MACQUARIE EMERGING MARKETS ASIAN TRADING PTE. LIMITED (Non | ||
| F18440 | Hong Kong Company) | Hong Kong |
| 143365673 | Macquarie Emerging Markets Investments Pty Ltd | Australia |
| 127185719 | MACQUARIE EMG HOLDINGS PTY LIMITED | Australia |
| 4708900 | MACQUARIE ENERGY ASSETS LLC | United States |
| 6643795 | Macquarie Energy Canada Ltd. | Canada |
| 664374-4 | Macquarie Energy Holdings Canada Ltd. | Canada |
| 122300592 | MACQUARIE ENERGY HOLDINGS PTY LTD | Australia |
| 4554443 | Macquarie Energy Investments LLC | United States |
| 2468860 | Macquarie Energy LLC | United States |
| 4023666 | MACQUARIE ENERGY NORTH AMERICA TRADING INC. | United States |
| ARSN 085 130 794 | Macquarie Enhanced Australian Fixed Interest Fund | Australia |
| 087 433 912 | MACQUARIE ENHANCED PROPERTIES SECURITIES FUND | Australia |
| 4457323 | Macquarie Equipment Finance Holdings Inc. | United States |
| 262381 | MACQUARIE EQUIPMENT FINANCE LIMITED | New Zealand |
| 421234 | Macquarie Equipment Finance Limited | Ireland |
| 421234 | Macquarie Equipment Finance Limited | Ireland |
| 605377-7 | Macquarie Equipment Finance Ltd./Macquarie Financement d'Équipement Ltée. | Canada |
| 124335593 | MACQUARIE EQUIPMENT FINANCE PTY LIMITED | Australia |
| 475730 | Macquarie Equipment Finance Services Limited | Ireland |
| 8253764 | Macquarie Equipment Finance (UK) Limited | United Kingdom |
| 4463641 | Macquarie Equipment Finance, Inc. | United States |
| 468487 | Macquarie Equipment Funding Limited | Ireland |
| 4463642 | Macquarie Equipment Funding, LLC | United States |
| 459515-H | Macquarie Equipment Leasing Fund Two, LLC MACQUARIE EQUIPMENT LEASING SDN. BHD. |
United States Malaysia |
| 112079268 | MACQUARIE EQUIPMENT RENTALS PTY LIMITED | Australia |
| MACQUARIE EQUITIES BRASIL ADMINISTRACAO DE FUNDOS E | ||
|---|---|---|
| 04.317.671/0001-31 | PARTICIPACAO LTDA | Brazil |
| WN1114218 | MACQUARIE EQUITIES CUSTODIANS LIMITED | New Zealand |
| 2574923 WN/1007806 |
MACQUARIE EQUITIES LIMITED MACQUARIE EQUITIES NEW ZEALAND LIMITED |
Australia New Zealand |
| 485394 | MACQUARIE EQUITIES (ASIA) LIMITED | Hong Kong |
| 63906392 | MACQUARIE EQUITIES (US) HOLDINGS PTY. LIMITED | Australia |
| 1374572 | MACQUARIE EQUITY CAPITAL MARKETS PTY LIMITED | Australia |
| 6294706 | Macquarie Equity Products (UK) Limited | United Kingdom |
| MACQUARIE ESCALATOR 2005-2 (COMMODITIES INDEX) LP | Australia | |
| MACQUARIE ESCALATOR 2005-2 (EQUITIES INDEX) LP | Australia | |
| LP00000393 | MACQUARIE ESCALATOR 2005 (COMMODITIES INDEX) LP MACQUARIE ESCALATOR 2005 (EQUITIES INDEX) LP |
Australia Australia |
| MACQUARIE ESCALATOR 2006 (AUSTRALIAN PROPERTY) LP | Australia | |
| LP00000350 | MACQUARIE ESCALATOR LP | Australia |
| 4714085 | MACQUARIE ESPRIT INC. | United States |
| 7713808 | Macquarie Euro Limited | United Kingdom |
| MC268820 | Macquarie European Alpha Master Fund | Cayman Islands |
| 114801464 | MACQUARIE EUROPEAN FINANCIAL INVESTMENTS PTY LTD | Australia |
| 78771123 | MACQUARIE EUROPEAN HOLDINGS PTY LIMITED MACQUARIE EUROPEAN HOLDINGS PTY LIMITED (NON HONG KONG |
Australia |
| F15820 | COMPANY) | Hong Kong |
| 6146573 | Macquarie European Investment Holdings Limited | United Kingdom |
| 8253782 | Macquarie European Rail Limited | United Kingdom |
| B172.199 | Macquarie European Rail Limited (Luxembourg Branch) | Luxembourg |
| 128078277 | MACQUARIE EVP HOLDING COMPANY PTY LIMITED - IN LIQUIDATION | Australia |
| 6863307 6863285 |
Macquarie Factoring Finance (UK) Limited Macquarie Factoring (UK) Limited |
United Kingdom United Kingdom |
| 116582524 | MACQUARIE FARM ASSETS AND RESOURCES MANAGEMENT LIMITED | Australia |
| 122169304 | Macquarie Farm Services Limited | Australia |
| 122169304 | Macquarie Farm Services Limited (Former Bank Group) | Australia |
| Macquarie Fastracks Holdings LLC | United States | |
| Macquarie FG Holdings Inc. | United States | |
| 6855383 132 573 436 |
Macquarie FICC (UK) Limited MACQUARIE FIEX INVESTMENT PTY LIMITED |
United Kingdom Australia |
| 118817440 | MACQUARIE FINANCE HOLDINGS LIMITED | Australia |
| 106-81-94256 | MACQUARIE FINANCE KOREA CO., LTD. | Korea, Republic of |
| 1214964 | MACQUARIE FINANCE LIMITED | Australia |
| U65999MH2009PTC190863 | MACQUARIE FINANCE (INDIA) PRIVATE LIMITED | India |
| U65999MH2009PTC190863 1065067 |
MACQUARIE FINANCE (INDIA) PRIVATE LIMITED (Former Non-Bank Group) MACQUARIE FINANCE (NZ) LIMITED |
India New Zealand |
| 124071398 | MACQUARIE FINANCIAL HOLDINGS LIMITED | Australia |
| F15819 | MACQUARIE FINANCIAL HOLDINGS LIMITED (NON HONG KONG | Hong Kong |
| 4551158 | Macquarie Financial Holdings (USA) LLC | United States |
| 4228146 | Macquarie Financial Ltd./Financiere Macquarie Ltee. | Canada |
| 95135694 | MACQUARIE FINANCIAL PRODUCTS MANAGEMENT LIMITED | Australia |
| 128948498 200800950C |
MACQUARIE FINANCIAL SERVICES HOLDINGS PTY LIMITED MACQUARIE FINANCIAL SERVICES (ASIA) PTE. LIMITED |
Australia Singapore |
| 2007/030612/07 | Macquarie Financial Trustees (Proprietary) Limited | South Africa |
| MACQUARIE FIXED INCOME CURRENCIES AND COMMODITIES | ||
| 200813631K | (SINGAPORE) PTE. LIMITED | Singapore |
| 69344154 | MACQUARIE FLEET LEASING PTY LIMITED | Australia |
| ARSN 129 962 189 93752946 |
MACQUARIE FLEXI 100 TRUST MACQUARIE FORESTRY SERVICES PTY LIMITED |
Australia Australia |
| 113113214 | Australia | |
| 481 104 479 R.C.S. Paris | MACQUARIE FORTRESS INVESTMENTS LIMITED Macquarie France SARL |
France |
| 127735960 | Macquarie Fund Advisers Pty Limited | Australia |
| B143751 | Macquarie Fund Solutions | Luxembourg |
| Macquarie Fund Solutions - Macquarie Emerging Markets Infrastructure | ||
| Securities Fund | Luxembourg | |
| 4240236 6581935 |
MACQUARIE FUNDING HOLDINGS INC Macquarie Funding Inc. |
United States Canada |
| LP00000352 | MACQUARIE FUNDING LIMITED PARTNERSHIP | Australia |
| BC0847563 | Macquarie Funding (B.C.) Inc. | Canada |
| 113054569 | MACQUARIE FUNDS HEDGING PTY LTD | Australia |
| 93177407 | MACQUARIE FUNDS MANAGEMENT HOLDINGS PTY LIMITED | Australia |
| 724745 | MACQUARIE FUNDS MANAGEMENT HONG KONG LIMITED | Hong Kong |
| 6880217 177751 |
MACQUARIE FUNDS MANAGEMENT PTY LIMITED MACQUARIE FUNDS MANAGEMENT SPC |
Australia Cayman Islands |
| MACQUARIE FUNDS MANAGEMENT (USA) INC. | United States | |
| 4088350 | Macquarie Futures USA LLC | United States |
| 170076 | MACQUARIE FUTURES & OPTIONS (HONG KONG) LIMITED | Hong Kong |
| 111631 | MACQUARIE FUTURES (ASIA) LIMITED | Hong Kong |
| 137072112 128219330 |
MACQUARIE FX INVESTMENTS PTY LTD MACQUARIE GCUH HOLDINGS PTY LIMITED |
Australia Australia |
| Macquarie Generation Management I, Inc. | United States | |
|---|---|---|
| HRB 82733 | Macquarie Germany Holdings GmbH | Germany |
| B142903 | Macquarie Germany Holdings GmbH & Cies S.E.N.C. | Luxembourg |
| 117033226 | MACQUARIE GLASSCOCKS PTY LIMITED | Australia |
| MACQUARIE GLOBAL DEBT INVESTMENTS NO.1 PTY LIMITED (IN | ||
| 84388947 | LIQUIDATION) | Australia |
| MACQUARIE GLOBAL DEBT INVESTMENTS NO.2 PTY LIMITED (IN | ||
| 75176779 | LIQUIDATION) | Australia |
| 068897C1/GBL | MACQUARIE GLOBAL FINANCE SERVICES (MAURITIUS) LIMITED | Mauritius |
| 4633002 | MACQUARIE GLOBAL GROWTH ADVISORS LLC | United States |
| 4633008 | MACQUARIE GLOBAL GROWTH MANAGERS LLC | United States |
| 4632997 | MACQUARIE GLOBAL INCOME ADVISORS LLC | United States |
| 4633006 | MACQUARIE GLOBAL INCOME MANAGERS LLC | United States |
| ARSN 095 850 472 | MACQUARIE GLOBAL INFRASTRUCTURE TRUST | Australia |
| 5259497 | Macquarie Global Investments (UK) Limited | United Kingdom |
| Macquarie Global Multi Events Segregated Portfolio | Cayman Islands | |
| 194165 | MACQUARIE GLOBAL OPPORTUNITIES PARTNERS GP LTD | Cayman Islands |
| 131661697 | MACQUARIE GLOBAL OPPORTUNITIES PARTNERS INVESTMENT PTY | Australia |
| 4332814 | Macquarie Global Opportunities Partners LLC | United States |
| 110930964 | MACQUARIE GLOBAL PROPERTY FUNDS PTY LIMITED | Australia |
| LP461 | MACQUARIE GLOBAL RESOURCES MASTER HEDGE FUND LP | Virgin Islands, British |
| 1480825 | MACQUARIE GLOBAL RESOURCES OFFSHORE HEDGE FUND LIMITED | Virgin Islands, British |
| 168982 | MACQUARIE GLOBAL SERVICES PRIVATE LIMITED | India |
| 134 225 817 | MACQUARIE GLOBAL SOVEREIGN BOND FUND | Australia |
| 5488013 | Macquarie GP Limited | United Kingdom |
| 5718600 | Macquarie GP2 Limited | United Kingdom |
| 1952566 | MACQUARIE GROUP HOLDINGS NEW ZEALAND LIMITED | New Zealand |
| 124071478 | MACQUARIE GROUP HOLDINGS NO.3 PTY LTD | Australia |
| 200412291W | MACQUARIE GROUP HOLDINGS (SINGAPORE) PTE. LIMITED | Singapore |
| 6357992 | Macquarie Group Holdings (UK) No.1 Limited | United Kingdom |
| 6357999 | Macquarie Group Holdings (UK) No.2 Limited | United Kingdom |
| 7032532 | Macquarie Group Holdings (UK) No.4 Limited | United Kingdom |
| 6373218 | Macquarie Group Investments (UK) Limited | United Kingdom |
| 7438584 | Macquarie Group Investments (UK) No.2 Limited | United Kingdom |
| 122169279 | MACQUARIE GROUP LIMITED | Australia |
| 245979 | MACQUARIE GROUP NEW ZEALAND LIMITED | New Zealand |
| 116467031 | MACQUARIE GROUP SERVICES AUSTRALIA PTY LTD | Australia |
| FC027877 | MACQUARIE GROUP SERVICES AUSTRALIA PTY LTD (UK BRANCH) | United Kingdom |
| 200703288K | MACQUARIE GROUP SERVICES (SINGAPORE) PTE. LIMITED | Singapore |
| 124071389 | MACQUARIE GROUP (US) HOLDINGS NO.1 PTY LTD | Australia |
| Macquarie HiTIP Management I, Inc. | United States | |
| not registered | MACQUARIE HOLDINGS TRUST | Australia |
| 728003-3 | Macquarie Holdings (Canada) Ltd | Canada |
| MHM08101318A | MACQUARIE HOLDINGS (MEXICO), S.A. DE C.V. | Mexico |
| 200703280D 6309919 |
MACQUARIE HOLDINGS (SINGAPORE) PTE. LTD. Macquarie Holdings (UK) No.1 Limited |
Singapore United Kingdom |
| 2428034 | MACQUARIE HOLDINGS (U.S.A.) INC. | United States |
| MC-199805 | Macquarie Hong Kong Finance Limited | Cayman Islands |
| 133001751 | MACQUARIE I A RETURNS PTY LIMITED | Australia |
| 3075842 | MACQUARIE INC | United States |
| 116548880 | MACQUARIE INCOME INVESTMENTS LIMITED | Australia |
| ARSN 113 844 410 | MACQUARIE INDEX LINKED PROPERTY SECURITIES FUND | Australia |
| 58341C1/GBL | MACQUARIE INDIA HOLDINGS LIMITED | Mauritius |
| MACQUARIE INDIA INFRASTRUCTURE MANAGEMENT HOLDINGS PTE. | ||
| 200823500E | LIMITED | Singapore |
| 130542924 | MACQUARIE INDIA PROPERTIES PTY LIMITED | Australia |
| 130542924 | MACQUARIE INDIA PROPERTIES PTY LIMITED (Former Bank Group) | Australia |
| 130542924 | MACQUARIE INDIA PROPERTIES PTY LIMITED (Former Bank Group) | Australia |
| 58340C2/GBL | MACQUARIE INDIAN AIRPORTS TWO LIMITED | Mauritius |
| 71501918 | MACQUARIE INDONESIA HOLDINGS PTY LIMITED | Australia |
| C41803 | MACQUARIE INDUSTRIAL INVESTMENTS MALTA LIMITED | Malta |
| CS201221372 | MACQUARIE INFRASTRUCTURE ADVISORY (PHILIPPINES) INC. | Philippines |
| 418159-0 | Macquarie Infrastructure and Real Assets Canada Ltd. | Canada |
| 4346793 | Macquarie Infrastructure and Real Assets Inc. | United States |
| MCF090729QX6 | Macquarie Infrastructure and Real Assets México, S.A. de C.V. | Mexico |
| 84828437 | Macquarie Infrastructure and Real Assets Pty Limited | Australia |
| B138295 | Macquarie Infrastructure and Real Assets SA | Luxembourg |
| 135007199 | MACQUARIE INFRASTRUCTURE AND REAL ASSETS TRUST | Australia |
| 744 | Macquarie Infrastructure and Real Assets (Dubai) Limited | United Arab Emirates |
| 3976881 | Macquarie Infrastructure and Real Assets (Europe) Limited | United Kingdom |
| 499 798 742 | Macquarie Infrastructure and Real Assets (Europe) Limited (Spain) Macquarie Infrastructure and Real Assets (Europe) Limited, Paris Branch |
Spain France |
| 623285 | Macquarie Infrastructure and Real Assets (Hong Kong) Limited | Hong Kong |
| 784370-4 | Macquarie Infrastructure and Real Assets (Sales) Canada Ltd | Canada |
| MACQUARIE INFRASTRUCTURE AND REAL ASSETS (SINGAPORE) PTE. | ||
| 200513362E | LIMITED | Singapore |
| MACQUARIE INFRASTRUCTURE AND REAL ASSETS (SINGAPORE) PTE. | ||
|---|---|---|
| F16888 | LIMITED (NON HONG KONG COMPANY) | Hong Kong |
| 74311390 | MACQUARIE INFRASTRUCTURE FUNDS MANAGEMENT PTY LIMITED | Australia |
| 5755862 | Macquarie Infrastructure GP Limited | United Kingdom |
| CH-170.3.028.960-5/ | MACQUARIE INFRASTRUCTURE HOLDINGS AG (in liquidation) | Switzerland |
| 112772871 | MACQUARIE INFRASTRUCTURE MANAGEMENT (ASIA) PTY LIMITED | Australia |
| MACQUARIE INFRASTRUCTURE MANAGEMENT (ASIA) PTY LIMITED - | ||
| T06FC6823A | SINGAPORE BRANCH | Singapore |
| 3707788 72677993 |
MACQUARIE INFRASTRUCTURE MANAGEMENT (USA) INC MACQUARIE INFRASTRUCTURE NO.2 PTY LIMITED (IN LIQUIDATION) |
United States Australia |
| 4339673 | Macquarie Infrastructure Partners Canada GP Ltd. | Canada |
| 6372304 | Macquarie Infrastructure Partners II GP LLC | United States |
| 4088348 | MACQUARIE INFRASTRUCTURE PARTNERS INC | United States |
| 4106439 | Macquarie Infrastructure Partners U.S. GP LLC | United States |
| 46726 | Macquarie Infrastructure Philippines Limited | Bermuda |
| 29003 | MACQUARIE INFRASTRUCTURE PRIVATE TRUSTEE COMPANY LIMITED | Bermuda |
| 72652736 | MACQUARIE INFRASTRUCTURE PTY LIMITED (IN LIQUIDATION) | Australia |
| 41533 | MACQUARIE INFRASTRUCTURE REINSURANCE COMPANY LIMITED | Bermuda |
| 1460256 | Macquarie Insurance Services Ltd./Services D'Assurances Macquarie Ltée | Canada |
| 129 526 272 | MACQUARIE INSURANCE SOLUTIONS (BROKER) PTY LTD | Australia |
| 200505701K 117787C |
MACQUARIE INSURANCE (SINGAPORE) PTE. LTD. Macquarie International Advisory Limited |
Singapore Isle of Man |
| 92985263 | MACQUARIE INTERNATIONAL FINANCE LIMITED | Australia |
| 4125302 | Macquarie International Holdings Limited | United Kingdom |
| MACQUARIE INTERNATIONAL HOUSING AND LAND CONSULTING | ||
| 310000400294785 (Jing An) | (SHANGHAI) COMPANY LIMITED | China |
| MACQUARIE INTERNATIONAL HOUSING AND LAND CONSULTING | ||
| 310000400294785 (Jing An) | (SHANGHAI) COMPANY LIMITED (Former Bank Group) | China |
| LP013238 | Macquarie International Investment Holdings LP | United Kingdom |
| 108590996 | MACQUARIE INTERNATIONAL INVESTMENTS PTY LIMITED | Australia |
| 1802574 | Macquarie International Limited | United Kingdom |
| 104-84-05215 | MACQUARIE INTERNATIONAL LIMITED SEOUL BRANCH | Korea, Republic of |
| F11422 169002 |
MACQUARIE INTERNATIONAL LIMITED (NON HONG KONG COMPANY) MACQUARIE INTERNATIONAL NEW YORK PARKING CO |
Hong Kong Cayman Islands |
| MACQUARIE INTERNATIONAL PROPERTY SERVICES PTY. LIMITED (IN | ||
| 78980668 | DEREGISTRATION) | Australia |
| 169050 | MACQUARIE INTERNATIONAL SC INVESTMENTS CO | Cayman Islands |
| 502151 | Macquarie International Services Limited | Hong Kong |
| MACQUARIE INTERNATIONAL SMALL CAP ROADS CO. (In Liquidation) | Cayman Islands | |
| 4957256 | Macquarie Internationale Investments Limited | United Kingdom |
| 1.1E+14 | MACQUARIE INVESTMENT ADVISORY (BEIJING) CO LTD | China |
| 122939600 | MACQUARIE INVESTMENT HOLDINGS LIMITED | Australia |
| 112017919 FN 171881 t |
MACQUARIE INVESTMENT HOLDINGS NO.2 PTY LIMITED Macquarie Investment Management Austria Kapitalanlage AG |
Australia Austria |
| 2867003 | MACQUARIE INVESTMENT MANAGEMENT LTD | Australia |
| B108283 | MACQUARIE INVESTMENT MANAGEMENT S.à r.l. | Luxembourg |
| FN 350922 m | Macquarie Investment Management (Austria) GmbH | Austria |
| 41471 | MACQUARIE INVESTMENT MANAGEMENT (BERMUDA) LIMITED | Bermuda |
| WN1114216 | MACQUARIE INVESTMENT MANAGEMENT (NZ) LIMITED | New Zealand |
| 71745401 | MACQUARIE INVESTMENT SERVICES LIMITED | Australia |
| not registered | MACQUARIE INVESTMENT TRUST | Australia |
| 36631 5582630 |
MACQUARIE INVESTMENT (HONG KONG) LIMITED Macquarie Investments 1 Limited |
Hong Kong United Kingdom |
| 5708696 | Macquarie Investments 2 Limited | United Kingdom |
| 7012592 | Macquarie Investments 3 Limited | United Kingdom |
| 69416977 | MACQUARIE INVESTMENTS AUSTRALIA PTY LIMITED | Australia |
| HRB 74953 | Macquarie Investments Deutschland GmbH | Germany |
| 4092888 | Macquarie Investments LLC | United States |
| 200718499D | MACQUARIE INVESTMENTS SINGAPORE PTE. LIMITED | Singapore |
| 2009/012283/07 | Macquarie Investments US Inc. Macquarie Investments (Proprietary) Limited |
United States South Africa |
| WK-133809 | MACQUARIE INVESTMENTS (SINGAPORE) LIMITED | Cayman Islands |
| 4104671 | Macquarie Investments (UK) Limited | United Kingdom |
| 6373185 | Macquarie Investor Products (UK) Limited | United Kingdom |
| 119211433 | MACQUARIE INVESTORS PTY LTD | Australia |
| 459515-H | MACQUARIE IT SDN BHD (Former Non-Bank Group) | Malaysia |
| 107147222 | MACQUARIE JAPAN INFRASTRUCTURE NO.1 PTY LIMITED | Australia |
| MACQUARIE JAPAN INFRASTRUCTURE NO.1 PTY LIMITED (JAPAN | ||
| 0100-03-012002 | BRANCH) | Japan |
| 107147188 | MACQUARIE JAPAN INFRASTRUCTURE NO.2 PTY LIMITED | Australia |
| 0100-03-011932 | MACQUARIE JAPAN INFRASTRUCTURE NO.2 PTY LIMITED (JAPAN BRANCH) |
Japan |
| 117560282 | MACQUARIE JAPAN INFRASTRUCTURE NO.3 PTY LIMITED | Australia |
| 117560415 | MACQUARIE JAPAN INFRASTRUCTURE NO.4 PTY LIMITED | Australia |
| MACQUARIE JAPAN INFRASTRUCTURE NO.4 PTY LIMITED (JAPAN | ||
| 0100-03-012591 | BRANCH) | Japan |
| 110990184 | MACQUARIE JIN LIN PTY LIMITED | Australia |
|---|---|---|
| 122774289 | MACQUARIE KEMBLE WATER HOLDINGS PTY LTD (IN DEREGISTRATION) | Australia |
| 128743822 | MACQUARIE KEYAKIZAKA HOLDINGS PTY LIMITED (IN | Australia |
| 128743546 | MACQUARIE KIOIZAKA HOLDINGS PTY LIMITED - IN LIQUIDATION | Australia |
| 104-81-76330 | MACQUARIE KOREA ASSET MANAGEMENT CO., LTD. | Korea, Republic of |
| 104-81-95716 | MACQUARIE KOREA OPPORTUNITIES MANAGEMENT, LTD. | Korea, Republic of |
| 110356968 | MACQUARIE LAH PTY LIMITED | Australia |
| 5867292 | Macquarie Leasing Limited | United Kingdom |
| 2675032 | MACQUARIE LEASING NSW PTY. LIMITED | Australia |
| 2674982 | MACQUARIE LEASING PTY. LIMITED | Australia |
| 1E+14 | MACQUARIE LEASING (CHINA) CO LIMITED | China |
| 2997799 | Macquarie Leasing (UK) Limited | United Kingdom |
| 2574914 | MACQUARIE LEISURE SERVICES PTY LIMITED | Australia |
| RCSLUXB112.243 | MACQUARIE LEISUREWORLD LUXEMBOURG S.A.R.L | Luxembourg |
| OC363068 | Macquarie Lending & Investment Partners LLP | United Kingdom |
| 4708903 | MACQUARIE LG BIOMASS LLC | United States |
| 3963773 | MACQUARIE LIFE LIMITED | Australia |
| 114174168 | MACQUARIE LP FINANCE COMPANY PTY LIMITED | Australia |
| 130789767 | MACQUARIE MACAU HOLDINGS PTY LIMITED | Australia |
| MACQUARIE MANAGEMENT COMPANY (ISF) 3 PTY LIMITED (IN | ||
| 116208354 | DEREGISTRATION) | Australia |
| HRB 74075 | Macquarie Management GmbH | Germany |
| 099 813 028 | MACQUARIE MASTER GEARED GROWTH FUND | Australia |
| 090 079 413 | MACQUARIE MASTER SMALL COMPANIES FUND | Australia |
| 51142C1/GBL | MACQUARIE MAURITIUS INVESTMENTS LIMITED | Mauritius |
| 133000987 | MACQUARIE MDW INVESTMENTS PTY LTD | Australia |
| 2264114 | Macquarie MEAP Holding Ltd. | Canada |
| 108538218 | MACQUARIE MEDIA FUND MANAGEMENT PTY LIMITED | Australia |
| 639997-5 | Macquarie Metals and Energy Capital (Canada) Ltd. | Canada |
| 4921203 | Macquarie Meters 1 (UK) Limited | United Kingdom |
| 4920378 | Macquarie Meters 2 (UK) Limited | United Kingdom |
| 7361419 | Macquarie Meters 3 (UK) Limited | United Kingdom |
| 1344888 | Macquarie Meters 4 Limited | Hong Kong |
| Not Applicable | MACQUARIE MEXICO INFRASTRUCTURE MANAGEMENT, S.A. DE C.V. | Mexico |
| 477795 | Macquarie Mexico Real Estate Management, S.A. de C.V. | Mexico |
| 4508971 | MACQUARIE MICROSTAR HOLDINGS INC | United States |
| 95180564 | MACQUARIE MIDDLE EAST HOLDINGS PTY LIMITED | Australia |
| 115524028 | MACQUARIE MIDDLE EAST MANAGEMENT LIMITED | Australia |
| 130225222 | MACQUARIE MIP II INVESTMENT PTY LIMITED | Australia |
| Macquarie MLH, LLC | United States | |
| 120070788 | MACQUARIE MORTGAGES CANADA HOLDINGS PTY LIMITED | Australia |
| MACQUARIE MORTGAGES FUNDING TRUST 2007-1 | United States | |
| 57760175 | MACQUARIE MORTGAGES PTY LIMITED | Australia |
| 010473862-3438695 | MACQUARIE MORTGAGES USA INC | United States |
| 4627119 | MACQUARIE NB US HOLDINGS INC. | United States |
| 4606760 | MACQUARIE NE HOLDINGS INC. | United States |
| 200404077D | MACQUARIE NE HOLDINGS (SINGAPORE) PTE. LIMITED | Singapore |
| 6798497 | Macquarie New World Gaming Canada Ltd. | Canada |
| N/A | Macquarie New World Gaming Partnership | Canada |
| 334868 | MACQUARIE NEW ZEALAND LIMITED | New Zealand |
| Macquarie NM Management II, Inc. | United States | |
| Macquarie NM Management I, Inc | United States | |
| 6697718 | Macquarie Nominees Limited | United Kingdom |
| 123851436 | MACQUARIE NOOSA PTY LTD | Australia |
| 3481018 | Macquarie North America Ltd. | Canada |
| 107464620 | MACQUARIE NOTE INVESTMENTS PTY LIMITED | Australia |
| 8595711 | MACQUARIE NZ HOLDINGS PTY LIMITED | Australia |
| 30414 129 590 576 |
MACQUARIE OFFSHORE MASTER FUND LIMITED MACQUARIE OFFSHORE SERVICES PTY LTD |
Bermuda Australia |
| FS200805155 | Macquarie Offshore Services Pty Ltd - Philippine Branch | Philippines |
| 4207954 770975-7 |
MACQUARIE OIL AND GAS HOLDINGS INC Macquarie Oil Services Canada Ltd |
United States Canada |
| OF2150 | MACQUARIE ONE LIMITED | United Arab Emirates |
| Macquarie One LLC | United States | |
| 2934705 | MACQUARIE OPTIONS PTY. LIMITED | Australia |
| Macquarie PA TAP Management I, Inc. | United States | |
| MACQUARIE PARTNERSHIP FINANCE CO PTY LIMITED (IN | ||
| 111494172 | DEREGISTRATION) | Australia |
| MACQUARIE PARTNERSHIP INVESTMENT HOLDINGS PTY LIMITED (IN | ||
| 107464264 | LIQUIDATION) | Australia |
| 115251619 | MACQUARIE PAYMENTS INFRASTRUCTURE HOLDINGS PTY LIMITED | Australia |
| 130903249 | MACQUARIE PDP SPV HOLDCO PTY LIMITED | Australia |
| 6349353 | MACQUARIE PETERBOROUGH HOSPITAL INVESTMENTS LIMITED | United Kingdom |
| Macquarie Physical Metals (USA) Inc. | United States | |
| 93919727 | MACQUARIE PIB MANAGEMENT PTY LIMITED (IN DEREGISTRATION) | Australia |
| 115622449 | MACQUARIE PIB PROJECT CO A PTY LIMITED | Australia |
| 115622458 | MACQUARIE PIB PROJECT CO B PTY LIMITED | Australia |
|---|---|---|
| Macquarie Platinum Katella Inc. | United States | |
| 8327852 | Macquarie PMI LLC | United States |
| Macquarie PMI Manager LLC | United States | |
| 4768433 | Macquarie Poinsettia Inc. | United States |
| MACQUARIE PORTFOLIO INVESTMENTS NO.1 PTY LIMITED (IN | ||
| 107464586 | LIQUIDATION) | Australia |
| MACQUARIE PORTFOLIO INVESTMENTS NO.2 PTY LIMITED (IN | ||
| 107464540 | LIQUIDATION) | Australia |
| Macquarie Power LLC | United States | |
| 4235312 | Macquarie Power Management Ltd. | Canada |
| 133 273 426 | MACQUARIE PRECISION MARKETING PTY LTD | Australia |
| 0100-01-119544 | MACQUARIE PRECISION MARKETING (JAPAN) LIMITED | Japan |
| MACQUARIE PRECISION MARKETING (JAPAN) LIMITED (Former Non-Bank | ||
| 0199-01-119544 | Group) | Japan |
| 1356202 | Macquarie Premium Funding Inc./Financement Primes Macquarie Inc. | Canada |
| 112561501 | MACQUARIE PRINCIPAL PTY LIMITED | Australia |
| 200703284G | MACQUARIE PRINCIPAL (SINGAPORE) PTE. LTD. | Singapore |
| 82038328 | MACQUARIE PRISM PTY LIMITED | Australia |
| 116782006 | MACQUARIE PRIVATE CAPITAL MANAGEMENT LIMITED | Australia |
| B162599 | Macquarie Private Markets Fund GP S.à r.l | Luxembourg |
| B162637 | Macquarie Private Markets Fund S.C.A., SICAV-FIS | Luxembourg |
| 89987388 | MACQUARIE PRIVATE PORTFOLIO MANAGEMENT LIMITED | Australia |
| 1405135 | Macquarie Private Wealth Corp./Gestion Privee Macquarie Corp. | Canada |
| 1745409 | Macquarie Private Wealth Inc./Gestion Privee Macquarie Inc. | Canada |
| 74453393 | MACQUARIE PROJECT FINANCE PTY LIMITED | Australia |
| 8606826 | MACQUARIE PROPERTY CHINA PTY LIMITED | Australia |
| MACQUARIE PROPERTY DEVELOPMENT FINANCE PTY LIMITED (IN | ||
| 77727318 | DEREGISTRATION) | Australia |
| AK640307 | MACQUARIE PROPERTY FINANCE LIMITED | New Zealand |
| 76560917 | MACQUARIE PROPERTY FINANCE MANAGEMENT PTY LIMITED | Australia |
| 65678962 | MACQUARIE PROPERTY INTERNATIONAL PTY LIMITED | Australia |
| MACQUARIE PROPERTY INVESTMENT MANAGEMENT 2 PTY LIMITED (IN | ||
| 105453736 | DEREGISTRATION) | Australia |
| MACQUARIE PROPERTY INVESTMENT MANAGEMENT 5 PTY LIMITED (IN | ||
| 120957333 | DEREGISTRATION) | Australia |
| MACQUARIE PROPERTY INVESTMENT MANAGEMENT 6 PTY LIMITED (IN | ||
| 120957360 | DEREGISTRATION) | Australia |
| MACQUARIE PROPERTY INVESTMENT MANAGEMENT HOLDINGS PTY | ||
| 88772203 | LIMITED | Australia |
| 64904169 | MACQUARIE PROPERTY (OBU) PTY LIMITED | Australia |
| 113621024 | MACQUARIE QUEEN STREET PTY LIMITED | Australia |
| 142 083 092 730170-7 |
MACQUARIE RADAR HOLDINGS PTY LIMITED Macquarie Rail Canada Limited |
Australia Canada |
| 4039167 | MACQUARIE RAIL INC. | United States |
| 4484981 | MACQUARIE RAIL MANAGEMENT LLC | United States |
| 115220123 | MACQUARIE READING PTY LIMITED | Australia |
| 4504560 | MACQUARIE REAL ESTATE ADVISORY SERVICES LLC | United States |
| MACQUARIE REAL ESTATE AFRICA INVESTMENTS PTY LIMITED - IN | ||
| 129 130 963 | LIQUIDATION | Australia |
| 623285 | MACQUARIE REAL ESTATE ASIA LIMITED (Former Bank Group) | Hong Kong |
| MACQUARIE REAL ESTATE ASIA NOMINEES PTY LIMITED (IN | ||
| 95918068 | DEREGISTRATION) | Australia |
| 0199-01-089825 | Macquarie Real Estate Capital KK (Former Bank Group) | Japan |
| 0100-01-089825 | MACQUARIE REAL ESTATE CAPITAL KK (In Liquidation) | Japan |
| 130364699 | MACQUARIE REAL ESTATE DEVELOPMENT CAPITAL (AUS) PTY LIMITED | Australia |
| MACQUARIE REAL ESTATE EQUITY FUND NO. 8 PTY LIMITED (IN | ||
| 132468690 | DEREGISTRATION) | Australia |
| 3455302 | MACQUARIE REAL ESTATE FINANCE INC | United States |
| 2920528 | MACQUARIE REAL ESTATE INC | United States |
| 6421191 | Macquarie Real Estate Investments Europe Limited | United Kingdom |
| 104-81-74725 | MACQUARIE REAL ESTATE KOREA LIMITED (Former Bank Group) | Korea, Republic of |
| 104-81-74725 | MACQUARIE REAL ESTATE KOREA LTD. | Korea, Republic of |
| 223524 | MACQUARIE REAL ESTATE OPPORTUNITIES MASTER FUND | Cayman Islands |
| 127762010 | Macquarie Real Estate Services Pty Limited | Australia |
| 200509669E | MACQUARIE REAL ESTATE SINGAPORE PTE. LIMITED | Singapore |
| 4326812 | Macquarie Real Estate Telecom Holdings LLC | United States |
| HRB 86922 | Macquarie Real Invest GmbH (in liquidation) | Germany |
| 102368052 | MACQUARIE REALTY SERVICES AUSTRALIA PTY LIMITED - IN | Australia |
| 4454539 | MACQUARIE RENEWABLE ENERGY INC | United States |
| 112147350 | MACQUARIE RENEWABLES HOLDINGS PTY LIMITED | Australia |
| MACQUARIE RENEWABLES MANAGEMENT PTY LIMITED (IN | ||
| 112588664 | ||
| DEREGISTRATION) | Australia | |
| 125098179 | MACQUARIE RESIDENTIAL MANAGEMENT PTY LTD MACQUARIE RESIDENTIAL TRUST |
Australia Australia |
| 672846-4 | Macquarie Resource Capital Canada Ltd. | Canada |
|---|---|---|
| 130 224 949 | MACQUARIE RESOURCES INVESTMENT MANAGEMENT PTY LIMITED | Australia |
| 7055620 | Macquarie Restorations Limited | United Kingdom |
| 998584 | Macquarie Retail Management (Asia) Limited | Hong Kong |
| 1273174 | MACQUARIE RETAIL REAL ESTATE MANAGEMENT LIMITED | Hong Kong |
| MACQUARIE RETAIL REAL ESTATE MANAGEMENT LIMITED (Former Bank | ||
| 1273174 | Group) | Hong Kong |
| 6219852 | MACQUARIE RISK ADVISORY SERVICES PTY LIMITED | Australia |
| 3898413 | MACQUARIE RISK MANAGEMENT ADVISORY PTY LIMITED | Australia |
| 63267032 | MACQUARIE SCIENCE HOLDINGS PTY LIMITED | Australia |
| 728007-6 | Macquarie Securities Financing Ltd (Canada) | Canada |
| 104-81-99444 | MACQUARIE SECURITIES KOREA LIMITED | Korea, Republic of |
| 3435443 | MACQUARIE SECURITIES MANAGEMENT PTY LIMITED | Australia |
| 2006/023546/07 | MACQUARIE SECURITIES SOUTH AFRICA (PROPRIETARY) LIMITED | South Africa |
| 2832126 | MACQUARIE SECURITIES (AUSTRALIA) LIMITED | Australia |
| MACQUARIE SECURITIES (AUSTRALIA) LIMITED SHANGHAI | ||
| 3.10001E+14 | REPRESENTATIVE OFFICE | China |
| 1748511 | MACQUARIE SECURITIES (NZ) LIMITED | New Zealand |
| 1.05539E+11 | MACQUARIE SECURITIES (THAILAND) LIMITED | Thailand |
| 7283920 | Macquarie Securities (UK) Limited | United Kingdom |
| 3297336 | MACQUARIE SECURITISATION LIMITED | Australia |
| 641342 | MACQUARIE SECURITISATION (HONG KONG) LIMITED | Hong Kong |
| 75289002 | MACQUARIE SECURITISATION (OBU) PTY LIMITED | Australia |
| 010473862-3438695 | Macquarie Securitization USA LLC | United States |
| 496224 | MACQUARIE SERVICES (HONG KONG) LIMITED | Hong Kong |
| MSM081013GR9 | Macquarie Services (Mexico), S.A. de C.V. | Mexico |
| Macquarie Services (USA) Partners | United States | |
| 11.988.470/001-21 | Macquarie Servicos Agricolas Limitada | Brazil |
| 11.988.470/001-21 | Macquarie Servicos Agricolas Limitada (Former Bank Group) | Brazil |
| 126143860 | MACQUARIE SGT PTY LIMITED | Australia |
| 125336101 | MACQUARIE SHENTON PTY LIMITED | Australia |
| 127761871 | MACQUARIE SHEP INVESTMENTS PTY LIMITED | Australia |
| Macquarie Sierra Investment Holdings Inc. | United States | |
| 96705341 | MACQUARIE SOUTH KINGSCLIFF PTY LIMITED (In Liquidation) | Australia |
| 75295608 | MACQUARIE SPECIALISED ASSET MANAGEMENT 2 LIMITED | Australia |
| 87382965 | MACQUARIE SPECIALISED ASSET MANAGEMENT LIMITED | Australia |
| EC#39329 | MACQUARIE SPECIALISED ASSET MANAGEMENT (BERMUDA) LIMITED | Bermuda |
| 125 574 389 | MACQUARIE SPECIALIST INVESTMENTS LENDING LIMITED | Australia |
| Macquarie Storage Investments Inc. | United States | |
| MACQUARIE STRUCTURED AND SPECIALIST INVESTMENTS HOLDINGS | ||
| 86587635 | PTY LIMITED | Australia |
| 583316 | MACQUARIE STRUCTURED PRODUCTS ASIA LIMITED | Virgin Islands, British |
| MACQUARIE STRUCTURED PRODUCTS ASIA LIMITED (NON HONG KONG | ||
| F14239 | COMPANY) | Hong Kong |
| 8607074 | MACQUARIE STRUCTURED PRODUCTS AUSTRALIA PTY LIMITED | Australia |
| HRB 87430 | Macquarie Structured Products (Europe) GmbH | Germany |
| 65747417 | MACQUARIE STRUCTURED PRODUCTS (INTERNATIONAL) LIMITED | Australia |
| Macquarie Structured Products (International) Limited (Registered as an | ||
| 2009/012427/10 | external Company in South Africa) | South Africa |
| 489855 | Macquarie Structured Securities (Europe) Public Limited Company | Ireland |
| 8607038 | MACQUARIE SWAN STREET PTY LIMITED | Australia |
| 92034403 | MACQUARIE SYNDICATE MANAGEMENT PTY LTD (Former Bank Group) | Australia |
| 92034403 | MACQUARIE SYNDICATE MANAGEMENT PTY LTD (IN DEREGISTRATION) | Australia |
| 62060879 | MACQUARIE SYNDICATION (NO. 7) PTY. LIMITED | Australia |
| 65309033 | MACQUARIE SYNDICATION (NO.12) PTY LIMITED | Australia |
| 4668277 392769-T |
MACQUARIE TCG (USA) LLC MACQUARIE TECHNOLOGIES (M) SDN BHD |
United States Malaysia |
| 392769-T | MACQUARIE TECHNOLOGIES (M) SDN BHD (Former Non-Bank Group) | Malaysia |
| C41050 | MACQUARIE TECHNOLOGY HOLDINGS (MALTA) LIMITED | Malta |
| 80218846 | MACQUARIE TECHNOLOGY INVESTMENTS LIMITED | Australia |
| 680639-2 | Macquarie Technology Services (Canada) Ltd. | Canada |
| 680639-2 | Macquarie Technology Services (Canada) Ltd. (Former Non-Bank Group) | Canada |
| 80472751 | MACQUARIE TECHNOLOGY VENTURES PTY LTD | Australia |
| 8606906 | MACQUARIE THIRTY-THIRD AVIATION LEASING PTY. LIMITED | Australia |
| 9642933 | MACQUARIE TOURISM & LEISURE PTY LIMITED (IN LIQUIDATION) | Australia |
| Macquarie Townsend LLC | United States | |
| 4598172 | MACQUARIE TRADING HOLDINGS INC. | United States |
| 4240237 | MACQUARIE TRADING SERVICES INC | United States |
| 0100-01-119358 | MACQUARIE TREASURY AND COMMODITIES (JAPAN) LIMITED | Japan |
| 28999 | MACQUARIE TREASURY MANAGEMENT LTD. | Bermuda |
| HRB 76979 | Macquarie Treuvermoegen GmbH | Germany |
| ARSN 093 394 926 | MACQUARIE TRUE INDEX AUSTRALIAN EQUITIES FUND | Australia |
| ARSN 103 324 821 | MACQUARIE TRUE INDEX AUSTRALIAN SHARE FUND | Australia |
| ARSN 118 888 547 | MACQUARIE TRUE INDEX CASH FUND | Australia |
| ARSN 093 394 793 ARSN 099 117 558 |
MACQUARIE TRUE INDEX FIXED INTEREST MACQUARIE TRUE INDEX GLOBAL BOND FUND |
Australia Australia |
| 134 225 915 | MACQUARIE TRUE INDEX GLOBAL INFRASTRUCTURE SECURITIES FUND | Australia |
|---|---|---|
| 121530041 | MACQUARIE TRUE INDEX INTERNATIONAL EQUITIES FUND | Australia |
| ARSN 093 394 515 | MACQUARIE TRUE INDEX LISTED PROPERTY | Australia |
| ARSN 100 056 595 | MACQUARIE TRUE INDEX PLUS AUSTRALIAN EQUITY | Australia |
| 6697750 | Macquarie Trustees Limited | United Kingdom |
| 2007/035961/07 | Macquarie Trustees South Africa (Proprietary) Limited | South Africa |
| MACQUARIE TWELFTH AVIATION LEASING PTY. LIMITED (IN | ||
| 8607029 | DEREGISTRATION) | Australia |
| 8607109 | MACQUARIE TWENTIETH AVIATION LEASING PTY. LIMITED | Australia |
| MACQUARIE TWENTY-SEVENTH AVIATION LEASING PTY. LIMITED - IN | ||
| 8606844 | LIQUIDATION | Australia |
| 2579363 | Macquarie UK Holdings Limited | United Kingdom |
| 8248121 | Macquarie UK Power Investments Limited | United Kingdom |
| 115219988 | MACQUARIE UK PROPERTY MANAGEMENT PTY LIMITED | Australia |
| 8253776 | Macquarie UK Rail Limited | United Kingdom |
| Macquarie US Gas Supply LLC | United States | |
| Macquarie US Trading LLC | United States | |
| 261723 | MACQUARIE VEHICLES (NZ) LIMITED | New Zealand |
| 4517192 | Macquarie Veridian Cove Inc. | United States |
| HRB 232580 | Macquarie Verwaltungs GmbH | Germany |
| 4474070 | Macquarie Water Heater Rentals Holdings 2 LLC | United States |
| 4370515 | Macquarie Water Heater Rentals Holdings LLC | United States |
| 4370511 | Macquarie Water Heater Rentals LLC | United States |
| 4684158 | MACQUARIE WATERFRONT PEARL INC. | United States |
| 168966 | MACQUARIE WEALTH MANAGEMENT (INDIA) PRIVATE LIMITED | India |
| 213181 | Macquarie Zhaopin Holdings Limited | Cayman Islands |
| 116308466 | MACQUARIE (171 COLLINS ST) PTY LIMITED | Australia |
| 115007817 | MACQUARIE (454 COLLINS STREET) PTY LIMITED - in liquidation | Australia |
| 198500776M | MACQUARIE (ASIA) PTE LTD. | Singapore |
| 27230949 | MACQUARIE (ASIA) PTE LTD. TAIWAN BRANCH | Taiwan |
| 119105896 | MACQUARIE (COLEMANS) PTY LIMITED (IN DEREGISTRATION) | Australia |
| 6612064 | Macquarie (Europe) Nominees Limited | United Kingdom |
| 200228 | MACQUARIE (HK) FINANCIAL SERVICES LIMITED | Hong Kong |
| 0100-01-068766 | MACQUARIE (JAPAN) LIMITED | Japan |
| 110256418 | MACQUARIE (PYRMONT) PTY LIMITED (In Liquidation) | Australia |
| SC280388 | Macquarie (Scotland) GP Limited | United Kingdom |
| 127762038 | MACQUARIE (STUD ROAD) PTY LIMITED | Australia |
| 6287793 | Macquarie (UK) Group Services Limited | United Kingdom |
| 6010500 | MAIL HOLDINGS PTY LIMITED | Australia |
| 66195 | MALL Jet Partners LDC | Cayman Islands |
| 86503 | MALL Partners II Limited | Cayman Islands |
| CR-93169 | MALL Partners III Limited | Cayman Islands |
| 66690 | MALL Partners I, LDC | Cayman Islands |
| 54786 | MALL/CL Air Leasing Cooperative Association | (Netherlands Antilles) |
| MAP HOLDING TRUST | Australia | |
| MC-257951 | MAP II GP Limited | Cayman Islands |
| 122169279 | Maquarie Group Employee Retained Equity Plan (MEREP Trust) | Australia |
| 90975456 | MARGIN LENDING NOMINEES PTY LIMITED | Australia |
| 500773510 RCS Paris | MASA (France) SARL | France |
| 500773726 RCS Paris | MASB (France) SARL | France |
| 509 298 634 RCS Paris | MASC (France) SARL | France |
| 446197 | MASL Ireland (10) Limited | Ireland |
| 446196 | MASL Ireland (11) Limited | Ireland |
| 446195 | MASL Ireland (12) Limited | Ireland |
| 446206 | MASL Ireland (13) Limited | Ireland |
| 446207 | MASL Ireland (14) Limited | Ireland |
| 446210 | MASL Ireland (17) Limited | Ireland |
| 446187 | MASL Ireland (18) Limited | Ireland |
| 446188 | MASL Ireland (19) Limited | Ireland |
| 446189 | MASL Ireland (20) Limited | Ireland |
| 446190 | MASL Ireland (21) Limited | Ireland |
| 446191 | MASL Ireland (22) Limited | Ireland |
| 446192 | MASL Ireland (23) Limited | Ireland |
| 447475 | MASL Ireland (24) Limited | Ireland |
| 447474 | MASL Ireland (25) Limited | Ireland |
| 447987 | MASL Ireland (26) Limited | Ireland |
| 448204 | MASL Ireland (27) Limited | Ireland |
| 447980 | MASL Ireland (28) Limited | Ireland |
| 447981 | MASL Ireland (29) Limited | Ireland |
| 446205 | MASL Ireland (2) Limited | Ireland |
| 447982 | MASL Ireland (30) Limited | Ireland |
| 447983 | MASL Ireland (31) Limited | Ireland |
| 447984 | MASL Ireland (32) Limited | Ireland |
| 447985 | MASL Ireland (33) Limited | Ireland |
| 451456 451173 |
MASL Ireland (34) Limited MASL Ireland (35) Limited |
Ireland Ireland |
| 452129 | MASL Ireland (36) Limited | Ireland |
|---|---|---|
| 452130 | MASL Ireland (37) Limited | Ireland |
| 453683 | MASL Ireland (38) Limited | Ireland |
| 453684 | MASL Ireland (39) Limited | Ireland |
| 446204 | MASL Ireland (3) Limited | Ireland |
| 446203 | MASL Ireland (4) Limited | Ireland |
| 446202 | MASL Ireland (5) Limited | Ireland |
| 446201 | MASL Ireland (6) Limited | Ireland |
| 446200 | MASL Ireland (7) Limited | Ireland |
| 446199 | MASL Ireland (8) Limited | Ireland |
| 446198 | MASL Ireland (9) Limited | Ireland |
| 102964312 | MASL NO. 2 PTY LIMITED (IN DEREGISTRATION) | Australia |
| 556734-5524 | MASL Sweden (1) AB | Sweden |
| 556734-6068 | MASL Sweden (2) AB | Sweden |
| 556734-9310 | MASL Sweden (3) AB | Sweden |
| 556734-9328 | MASL Sweden (4) AB | Sweden |
| 556741-2498 | MASL Sweden (7) AB | Sweden |
| 556741-2506 | MASL Sweden (8) AB | Sweden |
| 6386342 | MASL UK (1) Limited | United Kingdom |
| LL08078 | MASL (Labuan) Limited | Malaysia |
| 8607092 | MBL REALTY INVESTMENT MANAGEMENT PTY. LIMITED | Australia |
| 1330132 | MBL RIVER LINKS PTY LIMITED (IN DEREGISTRATION) | Australia |
| 363941 | MC CAPITAL GROUP | Ireland |
| 69343693 | MC CAPITAL HOLDINGS NO.1 PTY LIMITED | Australia |
| 69343791 | MC CAPITAL HOLDINGS NO.2 PTY LIMITED | Australia |
| 146 752 329 | MC EDUCATION HOLDINGS PTY LTD | Australia |
| MC-207028 | MCA ACQUISITION CORP. | Cayman Islands |
| MC-207027 | MCA ACQUISITION HOLDINGS CORP. | Cayman Islands |
| 78223382 | MCF LEASING PTY LIMITED | Australia |
| 977935 | MCNEE HOLDINGS PTY LIMITED (IN LIQUIDATION) | Australia |
| 4526019 | MCP Solar Assets Partners I LLC | United States |
| 452697 | MCP Solar Assets Partners II LLC | United States |
| 4625932 | MEF US HOLDINGS INC. | United States |
| 4866246 | MEIF (UK) Limited | United Kingdom |
| 132 468 734 | MELRO HOLDCO PTY LIMITED | Australia |
| 132 468 734 | MELRO HOLDCO PTY LIMITED (Former Bank Group) | Australia |
| 2223765 | Merino Air Leasing, Inc. | United States |
| 84781555 | MERIT MANAGEMENT NO.1 PTY LIMITED - IN LIQUIDATION | Australia |
| 84781493 | MERIT NO.1 PTY LIMITED | Australia |
| 0 | MERIT TRUST NO. 2 | Australia |
| 140390629 | MGI PROTECTED ASSET FINANCING NO.1 PTY LTD (In Deregistration) | Australia |
| 200708397H | MGJ HOLDINGS PTE. LIMITED | Singapore |
| 200708397H | MGJ HOLDINGS PTE. LIMITED (Former Bank Group) | Singapore |
| 4346896 | MGOP Feeder I GP LLC | United States |
| 44351 | MIAC GROUP LTD | Bermuda |
| 4661999 | MIAC HOLDINGS (US) INC. | United States |
| 44352 | MIAC REINSURANCE LTD | Bermuda |
| 4662005 | MIAC SERVICES INC. | United States |
| 4323418 | MIF US Investment Holdings LLC | United States |
| 4323415 | MIF US INVESTMENT PARTNERSHIP | United States |
| 4261648 | MIHI LLC | |
| United States | ||
| 0100-02-032951 | MJL ACE LTD. | Japan |
| 0100-02-032952 | MJL BAY LTD. | Japan |
| 8108745 | MMT I LLC | United States |
| 010473862-3438695 | MMUSA Warehouse No. 1 LLC | United States |
| 3613926 | Mongoose Acquisition LLC | United States |
| 103410297 | MONGOOSE PTY LTD | Australia |
| WK-133920 86587608 |
Monkwell Investments Limited MONT PARK DEVELOPMENT COMPANY PTY LIMITED |
Cayman Islands Australia |
| Moonstone Lien Investments, LLC | United States | |
| Not Registered | MOORE STREET TRUST | Australia |
| 8108683 | Mornington Funding 2012-1 PLC | United Kingdom |
| 8108607 | Mornington Holding Limited | United Kingdom |
| 460268 | MPFI Investments 1 Limited (in liquidation) | Ireland |
| 451722 | MPFI INVESTMENTS LIMITED | Ireland |
| MC-162571 | MQ ABSOLUTE RETURN STRATEGIES - ASIA | Cayman Islands |
| MQ Absolute Return Strategies - Asia LLC | United States | |
| 61160558 | MQ CAPITAL PTY LIMITED | Australia |
| MQ HELIX UK Market Strategy 1 L.P. | Guernsey | |
| 92552611 | MQ PORTFOLIO MANAGEMENT LIMITED | Australia |
| 86438995 | MQ SPECIALIST INVESTMENT MANAGEMENT LIMITED | Australia |
| U51909MH2012FTC226545 | MQG Commodities (India) Private Limited | India |
| 109837783 | MREEF SSF MANAGEMENT LIMITED | Australia |
| 129962269 | MSI CASH TRUST | Australia |
| MUNICIPAL AND INFRASTRUCTURE ASSURANCE CORPORATION (Sold | ||
|---|---|---|
| 15/06/2011) | United States | |
| 117100615 FN215363K |
MUSASHI INVESTOR PTY LIMITED (IN LIQUIDATION) MXMM GmbH |
Australia Austria |
| 3337675 | NANWAY NOMINEES PTY LIMITED | Australia |
| 451296 | NCH Symphony Limited (in voluntary liquidation) | Ireland |
| 4107909 | NDI NO.1 LLC | United States |
| B132283 | New World Gaming International S.a.r.l | Luxembourg |
| 124392829 | NORTH-WEST EXPRESSWAY PTY LIMITED | Australia |
| BC0883591 | NWG Canada Investments Ltd. | Canada |
| 157723441 | NZ MORTGAGES PTY LTD | Australia |
| CR-114570 | O'Farrell Leasing (Holdings) Ltd. | Cayman Islands |
| 109649292 | OLF, LLC OLICC TECHNOLOGIES PTY LTD |
United States Australia |
| 79630603 | OMNI LEISURE OPERATIONS PTY LIMITED (In Liquidation) | Australia |
| One Call Debt Help LLC | United States | |
| 131 233 719 | OPEN BROADBAND AUSTRALIA PTY LTD | Australia |
| 113519823 | OT HOLDINGS PTY LIMITED | Australia |
| 115771992 | OUTPLAN PTY LIMITED | Australia |
| 205391 | OW Funding Limited | Cayman Islands |
| 71982244 | PACIFIC RIM OPERATIONS LIMITED | Australia |
| 4444506 | PADUA MG HOLDINGS LLC | United States |
| not registered 107805452 |
PARENTS AT WORK INVESTMENT UNIT TRUST PARENTS@WORK PTY LIMITED |
Australia Australia |
| 134 011 313 | PARETO GLOBAL RISK ADJUSTED ALPHA TRUST | Australia |
| 490262 | Pathglade Limited (in voluntary liquidation) | Ireland |
| PELICAN WAREHOUSE TRUST NO.1 | Australia | |
| PEREGRINE SELLER TRUST | Australia | |
| PEREGRINE SERIES TRUST 2009-1 | Australia | |
| Petro Tradelinks Inc. | United States | |
| Pipeline Rehabilitation No.4 Trust | Australia | |
| C205320 | PIRANGUT CYPRUS NO. 1 LIMITED (Former Bank Group) | Cyprus |
| C205320 C205304 |
PIRANGUT CYPRUS NO. 1 LIMITED (IN LIQUIDATION) PIRANGUT CYPRUS NO. 2 LIMITED (Former Bank Group) |
Cyprus Cyprus |
| C205304 | PIRANGUT CYPRUS NO. 2 LIMITED (IN LIQUIDATION) | Cyprus |
| 117100599 | PLEIADES INVESTOR PTY LIMITED | Australia |
| 80106412 | Polar Finance Pty Limited | Australia |
| 8288421 | Poseidon InvestCo GP Limited | United Kingdom |
| 2382149 | Presidio Partners LLC | United States |
| Prodigal Asian Long Short Fund | Australia | |
| 124071405 09.03.1.67.21972 |
PROP CO NO. 1 PTY LTD (IN DEREGISTRATION) PT Macquarie Capital Securities Indonesia |
Australia Indonesia |
| 09.03.1.05.73897 | PT MACQUARIE COMMODITIES INDONESIA | Indonesia |
| 09.03.1.70.68374 | PT MPM INDONESIA | Indonesia |
| 09.03.1.46.66473 | PT WANA HIJAU NUSANTARA (Former Non-Bank Group) | Indonesia |
| 111086705 | PTK INVESTOR PTY LIMITED (IN DEREGISTRATION) | Australia |
| not registered 64904212 |
PUMA GLOBAL TRUST NO.5 PUMA MANAGEMENT PTY LIMITED |
Australia Australia |
| not registered | PUMA MASTER FUND P-10 | Australia |
| no registered | PUMA MASTER FUND P-11 | Australia |
| PUMA MASTER FUND P-8 | Australia | |
| PUMA MASTER FUND P-9 | Australia | |
| PUMA MASTER FUND S-2 PUMA MASTERFUND H-1 |
Australia Australia |
|
| PUMA MASTERFUND P-13 | Australia | |
| PUMA MASTERFUND P-14 | Australia | |
| not registered | PUMA MASTERFUND P-15 | Australia |
| PUMA MASTERFUND P-16 | Australia | |
| PUMA MASTERFUND P-17 | Australia | |
| PUMA Masterfund P-18 PUMA Masterfund P-19 |
Australia Australia |
|
| PUMA MASTERFUND P12 | Australia | |
| PUMA Masterfund S-10 | Australia | |
| PUMA MASTERFUND S-11 | Australia | |
| PUMA Masterfund S-12 | Australia | |
| PUMA Masterfund S-13 PUMA MASTERFUND S-5 |
Australia Australia |
|
| PUMA MASTERFUND S-6 | Australia | |
| not registered | PUMA Masterfund S-7 | Australia |
| PUMA MASTERFUND S-8 | Australia | |
| PUMA Masterfund S-9 | Australia | |
| not registered | PUMA MASTERFUND S3 PUMA SUB FUND CRS |
Australia Australia |
| Not registered | PUMA SUB FUND GSF | Australia |
| not registered | PUMA SUB FUND SPAN | Australia |
| PUMA SUBFUND B-1 | Australia |
| PUMA SUBFUND COMMBANK | Australia | |
|---|---|---|
| 511 507 527 RCS Grenoble | Pure Montain Company S.A.S. | France |
| 118472441 | RANSHAR PTY LTD - IN LIQUIDATION | Australia |
| 4644365 | RED HOLLOW WIND LLC | United States |
| 2.00902E+11 | Regal Capital Advisors, LLC | United States |
| Regal Capital Group, LLC | United States | |
| not registered | REGIONAL MEDIA TRUST | Australia |
| Relational Technology Services, Inc. | United States | |
| 150 449 684 | RELOAD WIND FARM PTY LTD | Australia |
| RELOAD WIND FARM TRUST | Australia | |
| 124947388 | RESF NO. 1 PTY LTD | Australia |
| 200921086K | RESOURCE MARINE PTE. LIMITED | Singapore |
| 148013316 | RESOURCE MARINE PTE. LIMITED (Australian Representative Office) | Australia |
| 200921086K | RESOURCE MARINE PTE. LIMITED (FORMER NON-BANK) | Singapore |
| FC029978 | Resource Marine Pte. Limited (UK Establishment) | United Kingdom |
| 144 871 554 | RESOURCES HOLDINGS NO.1 PTY LIMITED (IN DEREGISTRATION) | Australia |
| Retirement Financial Services, Inc. | United States | |
| 114 594 080 | REVERSE MORTGAGE SERVICES PTY LTD | Australia |
| 153718079 | RISK ADVICE SPECIALISTS PTY LTD | Australia |
| 114 530 139 | RISMARK INTERNATIONAL FUNDS MANAGEMENT LTD | Australia |
| Rismark International Funds Management Trust | Australia | |
| 5129984 | ROSS PLASTICS PTY LTD (IN DEREGISTRATION) | Australia |
| CH -150.4.000.882-8 | Rossignol GmbH | Switzerland |
| P.I. 00351680079 | Rossignol Lange S.R.L. | Italy |
| FN Innsbruck 30814 | Rossignol Osterreich GmbH | Austria |
| 161930029 | Rossignol Sci S.R.L. | Italy |
| Rossignol Ski Company, Incorporated | United States | |
| HRB 7401 | Rossignol Ski Deutschland GmbH | Germany |
| 48603C1/GBL | SAN LING INVESTMENTS LIMITED | Mauritius |
| 58639688 | SEDULOUS INVESTMENTS PTY LIMITED | Australia |
| 3477679 | Service Line Warranties of America, Inc. | United States |
| Service Line Warranties of America, Inc. | United States | |
| 3484259 | SHALINA PTY LIMITED (IN DEREGISTRATION) | Australia |
| 4721411 | SHELBY ENERGY HOLDINGS, LLC | United States |
| 464139 | Shichi Limited | Ireland |
| 2008/022345/07 | Shieldco Securities S1 (Pty) Limited | South Africa |
| 7163380 | SiCURAnt InvestCo GP Limited | United Kingdom |
| France | ||
| 606 320 174 RCS ANNECY | Skis Dynastar S.A.S. | |
| 835447 | Skis Dynastar, Inc | United States |
| B 08 - 266140 | Skis Rossignol de Espana, S.L. | Spain |
| 056 502 958 RCS | ||
| GRENOBLE | Skis Rossignol S.A.S. | France |
| SMART ABS Series 2012-2US Trust | Australia | |
| to be incorporated | SMART ABS Series 2012-3EQ Trust | Australia |
| not registered | SMART ABS Series 2012-4US Trust | Australia |
| SMART ANZ WAREHOUSE Trust | Australia | |
| SMART J WAREHOUSE TRUST | Australia | |
| SMART MBL WAREHOUSE TRUST | Australia | |
| SMART RBS WAREHOUSE TRUST | Australia | |
| SMART RESIDUAL VALUE SERIES TRUST | Australia | |
| SMART SERIES 2007-3E TRUST | Australia | |
| SMART SERIES 2008-1E TRUST | Australia | |
| SMART SERIES 2008-2 TRUST | Australia | |
| SMART SERIES 2008-3 TRUST | Australia | |
| SMART Series 2009-1 Trust | Australia | |
| SMART Series 2010-1US Trust | Australia | |
| unlisted not registered |
SMART Series 2010-2 Trust SMART SERIES 2011-1US TRUST |
Australia Australia |
| not registered | SMART Series 2011-2US Trust | Australia |
| SMART Series 2011-3 Trust | Australia | |
| SMART Series 2011-4US Trust | Australia | |
| unlisted | SMART Series 2012-1US Trust | Australia |
| 320 114 937 | Societe Civile Immobiliere Promo-Star | France |
| Specialty Finance Holdings, Inc. | United States | |
| 3421628 | Stanyan Leasing Corporation | United States |
| HRB80040 | Structural Support Systems Germany GmbH | Germany |
| 128219330 | SUREPARK HOLDINGS PTY LIMITED (Former Bank Group) | Australia |
| 127761960 | SurePark PTY LTD | Australia |
| MC189031 | SYNTHETIC ASSET FUNDING ENTITY 1 LIMITED | Cayman Islands |
| MC189031 | SYNTHETIC ASSET FUNDING ENTITY 1 LIMITED (Former Non-Bank Group) | Cayman Islands |
| MC189033 | SYNTHETIC ASSET FUNDING ENTITY 2 LIMITED | Cayman Islands |
| MC189033 | SYNTHETIC ASSET FUNDING ENTITY 2 LIMITED (Non-Bank Group) | Cayman Islands |
| MC189031 | SYNTHETIC ASSET FUNDING ENTITY 3 LIMITED | Cayman Islands |
| MC189031 | SYNTHETIC ASSET FUNDING ENTITY 3 LIMITED (Former Non-Bank Group) | Cayman Islands |
| TA Trust | Australia |
| 6740344 | Tank Devils Ltd | United Kingdom |
|---|---|---|
| 4439050 | TAURUS AEROSPACE GROUP INC. | United States |
| 4439057 | TAURUS AEROSPACE GROUP LLC | United States |
| 5058776 | Taurus Aerospace Holdings, LLC | United States |
| 4578519 | Taurus Tanks Inc. | United States |
| Tax Ease CA, LLC | United States | |
| Tax Ease Employee Services Company LLC | United States | |
| Tax Ease Funding GP LLC | United States | |
| Tax Ease Funding, LP | United States | |
| Tax Ease Holdings LLC | United States | |
| Tax Ease Lien Investments 1 LLC | United States | |
| Tax Ease Lien Servicing LLC | United States | |
| Tax Ease NY, LLC | United States | |
| Tax Ease Ohio, LLC | United States | |
| Tax Ease PA, Inc | United States | |
| Tax Ease, LP | United States | |
| 85356770 | TEGENSEE PTY LIMITED (IN DEREGISTRATION) | Australia |
| 113508160 | TELBANE 2 PTY LIMITED | Australia |
| 70142951 | TELBANE PTY LTD | Australia |
| 79630649 | TEN7 PTY LIMITED | Australia |
| HRB80044 | Tension Services Holdings GmbH | Germany |
| 238030 | Tex Funding | Cayman Islands |
| Texas Rail Terminal LLC | United States | |
| OC315196 | The Bluebell Transportation LLP | United Kingdom |
| Not Registered | The Concept Blue Property Trust | Australia |
| THE GLOBAL DEBT LIMITED PARTNERSHIP NO. 2 | Australia | |
| OC315171 | The Goonzaran LLP | United Kingdom |
| THE MACQUARIE TOPI40 INVESTMENT TRUST | South Africa | |
| IT1872/2007 | THE MF TRUST | South Africa |
| Not Registered | THE NSW RESIDENTIAL TRUST | Australia |
| THE TRUSTEE FOR MACQUARIE EMERGING MARKETS | ||
| INFRASTRUCTURE SECURITIES FUND | Australia | |
| Not Registered | THE VICTORIA RESIDENTIAL TRUST | Australia |
| 64721080 | TOUCHSTONE MACQUARIE PTY LIMITED (Former Bank Group) | Australia |
| 2012853459 | Tristone Capital Global Inc. | Canada |
| 208568022 | Tristone Capital Inc. | Canada |
| 5366079 | Tristone Capital Limited Tristone Capital LLC |
United Kingdom United States |
| 6144124 | Tristone Capital Nominees Limited (in Strike Off) | United Kingdom |
| 2012712838 | Tristone Capital SA Ltd | Canada |
| Tristone Capital SA (Argentine Branch) | Argentina | |
| 9633603 | TRYPTIC PTY LIMITED - IN LIQUIDATION | Australia |
| 81119619 | UPL DEVELOPMENTS PTY LIMITED | Australia |
| 114734557 | UPL (CATHERINE FIELD) PTY LIMITED (IN LIQUIDATION) | Australia |
| 116908537 | UPL (KIRRA) PTY LIMITED | Australia |
| 127048659 | UPL (NO 15) PTY LIMITED | Australia |
| 127049110 | UPL (NO 19) PTY LIMITED (IN LIQUIDATION) | Australia |
| 127049254 | UPL (NO 22) PTY LIMITED | Australia |
| 116908493 | UPL (NO 6) PTY LIMITED | Australia |
| 116908582 | UPL (NO 7) PTY LIMITED | Australia |
| 116908635 | UPL (NO 9) PTY LIMITED | Australia |
| 114734986 | UPL (NO. 11) PTY LIMITED (IN DEREGISTRATION) | Australia |
| 115793685 | UPL (NSW) PTY LIMITED | Australia |
| 127049227 | UPL (PALMVIEW) PTY LIMITED (IN DEREGISTRATION) | Australia |
| 115007933 | UPL (PORTARLINGTON) PTY LIMITED (IN LIQUIDATION) | Australia |
| 120934741 | UPL (QLD) PTY LIMITED (IN DEREGISTRATION) | Australia |
| 85359833 | UPL (SA) PTY LIMITED | Australia |
| 84657616 | UPL (UNDERDALE) PTY LIMITED | Australia |
| 115912822 | UPL (VIC) PTY LIMITED (IN DEREGISTRATION) | Australia |
| 95793141 | UPL (WA) PTY LTD | Australia |
| 115007755 | UPL (WHITBY) PTY LIMITED | Australia |
| 55500902 | UPMILL NOMINEES PTY LIMITED | Australia |
| 81119495 | URBAN PACIFIC PTY LIMITED | Australia |
| 92034458 | URBAN PACIFIC SPRINGTHORPE INVESTMENT PTY LIMITED (IN DEREGISTRATION) |
Australia |
| 113918166 | URBAN PACIFIC (BEROWRA) PTY LIMITED | Australia |
| 115131345 | URBAN PACIFIC (FLETCHER) PTY LIMITED (IN LIQUIDATION) | Australia |
| 114197429 3705740 |
URBAN PACIFIC (SOMERSET) PTY LIMITED (IN LIQUIDATION) Utility Metering Services Limited |
Australia United Kingdom |
| Utility Service Partners Private Label of Virginia Inc. | United States | |
| 3993140 3709191 |
UTILITY SERVICE PARTNERS PRIVATE LABEL, INC. UTILITY SERVICE PARTNERS, INC. |
United States United States |
| 8592916 | UTOPIA PTY LIMITED (IN DEREGISTRATION) | Australia |
| 3201303 | VALCORA PTY LIMITED - IN LIQUIDATION | Australia |
| WK-137396 | Valley Leasing Limited | Cayman Islands |
| 107-87-51612 | VALUE LOAN MORTGAGE LLC | Korea, Republic of |
| 8586927 | VARZY PTY LIMITED (IN DEREGISTRATION) | Australia |
|---|---|---|
| 80218622 | VICWIRE PARTNERSHIP PTY LIMITED (IN DEREGISTRATION) | Australia |
| WK-166995 | West Portal Leasing Limited | Cayman Islands |
| Winslow Lien Investments, LLC | United States | |
| 54813080 | WOODROSS NOMINEES PTY. LIMITED | Australia |
| 2736423 | WUXTA PTY LIMITED (In Deregistration) | Australia |
| YAYASAN HUTAN HIJAU (Former Non-Bank Group) | Indonesia | |
| 5532426 | YBR Feeder GP Limited | United Kingdom |
| 1449995 | Yorkton Capital Partners II Inc. | Canada |
| 1430727 | Yorkton Capital Partners Inc. | Canada |
| BIN 100829696 | Yorkton Partners 2000 Fund, LP | Canada |
| BIN 110589777 | Yorkton Partners 2001 Fund, LP | Canada |
| BIN: 101242931 | Yorkton Private Equity Limited Partnership | Canada |
| BIN: 110078755 | Yorkton Private Equity Non-Resident Limited Partnership | Canada |
| 2798503 | ZELENKA PTY LIMITED - IN LIQUIDATION | Australia |
| 4721409 | ZODIAC ENERGY HOLDINGS, LLC | United States |
ANNEXURE 'B'
This is the annexure marked 'B' of 2 page(s) referred to in the Notice of change of interests of substantial holder.
| Dennis Leong | |
|---|---|
| Company Secretary, Macquarie Group Limited | |
| 15 January 2014 |
Consideration
| Date of | Person whose relevant | Nature of change | Consideration | Number of securities | Class Person's votes | |
|---|---|---|---|---|---|---|
| change | interest changed | affected | affected | |||
| 27-Dec-13 | MBL | On market purchase | AUD 3.76 | 45,406.00 | FPO | 45,406 |
| 30-Dec-13 31-Dec-13 |
MBL MBL |
On market sale On market sale |
AUD 3.78 | -6,498.00 | FPO | 6,498 40,101 |
| 31-Dec-13 | MBL | On market purchase | AUD 3.80 | -40,101.00 | FPO | 15,683 |
| 02-Jan-14 | MBL | On market purchase | AUD 3.80 | 15,683.00 | FPO | 1,344 |
| 03-Jan-14 | MBL | On market sale | AUD 3.79 | 1,344.00 | FPO | 27,321 |
| 03-Jan-14 | MBL | On market sale | AUD 3.79 | -27,321.00 | FPO | 4,479 |
| 06-Jan-14 | MBL | On market sale | AUD 3.79 | -4,479.00 | FPO | 136,407 |
| 06-Jan-14 | MBL | On market sale | AUD 3.74 AUD 3.74 |
-136,407.00 -40,532.00 |
FPO FPO |
40,532 |
| 07-Jan-14 | MBL | On market purchase | AUD 3.77 | 1,254.00 | FPO | 1,254 |
| 07-Jan-14 | MBL | On market purchase | AUD 3.74 | 28,079.00 | FPO | 28,079 |
| 08-Jan-14 | MBL | On market sale | AUD 3.74 | -83,787.00 | FPO | 83,787 |
| 08-Jan-14 | MBL | On market purchase | AUD 3.70 | 3,134.00 | FPO | 3,134 |
| 08-Jan-14 | MBL | On market purchase | AUD 3.76 | 5,597.00 | FPO | 5,597 |
| 09-Jan-14 | MBL | On market sale | AUD 3.70 | -5,301.00 | FPO | 5,301 |
| 09-Jan-14 | MBL | On market purchase | AUD 3.70 | 551 | FPO | 551 |
| 09-Jan-14 | MBL | On market purchase | AUD 3.70 | 7,500.00 | FPO | 7,500 |
| 09-Jan-14 | MBL | On market purchase | AUD 3.70 | 36,489.00 | FPO | 36,489 |
| 10-Jan-14 | MBL | On market purchase | AUD 3.73 | 4,253.00 | FPO | 4,253 |
| 10-Jan-14 | MBL | On market purchase | AUD 3.70 | 4,477.00 | FPO | 4,477 |
| 13-Jan-14 | MBL | On market sale | AUD 3.71 | -50,820.00 | FPO | 50,820 |
| 13-Jan-14 | MBL | On market sale | AUD 3.73 | -35,009.00 | FPO | 35,009 |
| 13-Jan-14 | MBL | On market sale | AUD 3.70 | -2,506.00 | FPO | 2,506 |
| 13-Jan-14 | MBL | On market sale | AUD 3.71 | -2,506.00 | FPO | 2,506 |
| 13-Jan-14 | MBL | On market sale | AUD 3.72 | -2,506.00 | FPO | 2,506 |
| 13-Jan-14 | MBL | On market purchase | AUD 3.71 | 2,238.00 | FPO | 2,238 |
| 13-Jan-14 | MBL | On market purchase | AUD 3.71 | 50,820.00 | FPO | 50,820 |
| 31-Dec-13 | MIML | On Market Sale | AUD 3.80 | -487 | FPO | 487 |
| 02-Jan-14 | MIML | On Market Sale | AUD 3.79 | -55,691 | FPO | 55,691 |
| 03-Jan-14 | MIML | On Market Sale | AUD 3.79 | -3,085 | FPO | 3,085 |
| 07-Jan-14 | MIML | On Market Purchase | AUD 3.74 | 4,816 | FPO | 4,816 |
| 08-Jan-14 | MIML | On Market Sale | AUD 3.70 | -431 | FPO | 431 |
| 08-Jan-14 | MIML | On Market Purchase | AUD 3.70 | -1,115 | FPO | 1,115 |
| 13-Jan-14 | MIML | Corporate Action | - | 3,960,705 | FPO | 3,960,705 |
| 13-Jan-14 | MLL | Corporate Action | - | 33,156 | FPO | 33,156 |
| 13-Jan-14 | MIML | Corporate Action | - | 12,527 | FPO | 12,527 |
| 13-Jan-14 | MIML | Corporate Action | - | 14,424 | FPO | 14,424 |
| 13-Jan-14 13-Jan-14 |
MIML MIML |
Corporate Action Corporate Action |
- | 1,615 | FPO | 1,615 20,045 |
| 13-Jan-14 | MIML | Corporate Action | - - |
20,045 | FPO | 8,091 |
| 13-Jan-14 | MIML | Corporate Action | - | 8,091 327,615 |
FPO FPO |
327,615 |
| 13-Jan-14 | MIML | Corporate Action | - | 129,427 | FPO | 129,427 |
| 13-Jan-14 | MIML | Corporate Action | - | 20,225 | FPO | 20,225 |
| 13-Jan-14 | MIML | Corporate Action | - | 19,982 | FPO | 19,982 |
| 13-Jan-14 | MIML | Corporate Action | - | 301,306 | FPO | 301,306 |
| 13-Jan-14 | MIML | Corporate Action | - | 114,505 | FPO | 114,505 |
| 13-Jan-14 | MIML | Corporate Action | - | 90,877 | FPO | 90,877 |
| 13-Jan-14 | MIML | Corporate Action | - | 225,718 | FPO | 225,718 |
| 13-Jan-14 | MIML | Corporate Action | - | 28,310 | FPO | 28,310 |
| 13-Jan-14 | MIML | Corporate Action | - | 1,170,269 | FPO | 1,170,269 |
| 06-Jan-14 | MPPM | On market purchase | AUD 3.76 | 8,300 | FPO | 8,300 |
| 08-Jan-14 | MPPM | On market purchase | AUD 3.73 | 900 | FPO | 900 |
| 09-Jan-14 | MPPM | On market purchase | AUD 3.72 | 28,000 | FPO | 28,000 |
| 10-Jan-14 | MPPM | On market purchase | AUD 3.76 | 940 | FPO | 940 |
| 10-Jan-14 | MPPM | Reconstruction - SPLIT | AUD 3.73 | 392,950 | FPO | 392,950 |
| Date of | Person whose relevant | Nature of change | Consideration | Number of securities | Class Person's votes | |
|---|---|---|---|---|---|---|
| change | interest changed | affected | affected | |||
| 10-Jan-14 | MPPM | Reconstruction - SPLIT | AUD 3.73 | 106,615 | FPO | 106,615 |
| 13-Jan-14 | MPPM | On market sale | AUD 3.72 | -2,358 | FPO | 2,358 |
| 06-Jan-14 | MLAH | Internal transfer | AUD 3.79 | -344,217,384 | FPO | 344,217,384 |
| 06-Jan-14 | MGL | Internal transfer | AUD 3.79 | 344,217,384 | FPO | 344,217,384 |
| 13-Jan-14 | MGL | MQG distribution of SYD | AUD 3.73 | -340,118,378 | FPO | 340,118,378 |
| Borrow Delivery under stock | ||||||
| lending agreement. Refer to | ||||||
| 30-Dec-13 | MBL | annexure C. | AUD 3.95 | 345,000 | FPO | 345,000 |
| Borrow Delivery under stock | ||||||
| lending agreement. Refer to | ||||||
| 02-Jan-14 | MBL | annexure C. | AUD 3.99 | 136,000 | FPO | 136,000 |
| Borrow Delivery under stock | ||||||
| lending agreement. Refer to | ||||||
| 03-Jan-14 | MBL | annexure C. | AUD 3.98 | 6,000 | FPO | 6,000 |
| Borrow Return under stock | ||||||
| lending agreement. Refer to | ||||||
| 06-Jan-14 | MBL | annexure C. | AUD 3.98 | -116,000 | FPO | 116,000 |
| Borrow Delivery under stock | ||||||
| lending agreement. Refer to | ||||||
| 07-Jan-14 | MBL | annexure C. | AUD 3.93 | 8,000 | FPO | 8,000 |
| Borrow Delivery under stock | ||||||
| lending agreement. Refer to | ||||||
| 08-Jan-14 | MBL | annexure D. | AUD 3.93 | 35,000 | FPO | 35,000 |
| Borrow Delivery under stock | ||||||
| lending agreement. Refer to | ||||||
| 09-Jan-14 | MBL | annexure C. | AUD 3.89 | 280,000 | FPO | 280,000 |
| Borrow Delivery under stock | ||||||
| lending agreement. Refer to | ||||||
| 10-Jan-14 | MBL | annexure C. | AUD 3.89 | 82,000 | FPO | 82,000 |
| Borrow Delivery under stock | ||||||
| lending agreement. Refer to | ||||||
| 13-Jan-14 | MBL | annexure C. | AUD 3.92 | 207,000 | FPO | 207,000 |
ANNEXURE 'C'
This is the annexure marked 'C' of 26 pages referred to in the Notice of change of interests of substantial holder.
Dennis Leong Company Secretary, Macquarie Group Limited 15 January 2014
DATED ~3 JAW PIAY
\, \
NATIONAL AUSTRALIA BANK LIMITED
("Supplier")
and
MACQUARIE BANK LIMITED
('Becipient")
I / DOMESTIC SECURITIES BORROWING AGREEMENT
) Macquarie Bank Limited 1 Level 26, 20 Bond Street i Sydney NSW 2000
I I
Tel: (02) 237 3333
DOMESTIC SECURITIES BORROWING AGREEMENT
I04Y** . THIS AGREEMENT dated day of J~~uaa.(** W.
BETWEEN: NATIONAL AUSTRALIA BANK LIMITED 5th Floor South, 271 Collins Street, Melbourne, Victoria ("the Supplier")
AND: MACQUARIE BANK LIMITED a company incorporated in the Australian Capital Territory and having its principal place of business at Level 26, 20 Bond Street, Sydney, New South Wales ("the Recipient")
RECITALS:
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- A. The Parties have agreed a procedure whereby the Supplier will supply Securities to the Recipient from time to time for use by the Recipient in the ordinary course of its business.
- , B. The Recipient has agreed to secure its obligations to the Supplier under % this Agreement by the delivery to the Supplier of Collateral.
- ir.5 C. The Parties have agreed that all Transactions will be effected in Maccordance with the rules and regulations of those regulatory authorities e- .. "" ;.:: whose rules and regulations may from time to time affect the activities of a the Parties pursuant to this Agreement together with current market -y- practices, customs and conventions in so far as they are not inconsistent M Qwith the terms of this Agreement.
? NOW IT IS HEREBY AGREED AS FOLLOWS: .p. =%
1 INTERPRETATION 6% "A
1.1 In this Agreement:
"Business Day" means a day on which both trading banks are open for business in Melbourne and The Stock Exchange is open for business in Melbourne.
a**.". "Close of Business" means 4.00 p.m. on a Business Day.
0 "Collateral" means:-
- I (a) cash deposited with the Supplier; or
-
1 (b) cash deposited with another person nominated by the Supplier iand subject to a charge over that deposit in favour of, and in ia form and on terms acceptable to, the Supplier; or I
-
(c) letter of credit in favour of, and in a form and on terms acceptable to, the Supplier issued by a bank authorised under the Banking Act (Cth) 1959 or any other bank agreed by the Parties; or
- (d) other financial instruments as agreed by the Parties.
"Collateral Amount" means 105% of the Value of the Supplied Securities.
"Confirmation" means a confirmation in the form of that set out in Schedule 1.
"Distribution Ex Date" means the date (referred to in the Articles of Association, Rules, Regulations and market practice of The Stock Exchange as the "'ex' date") on which the Securities issued by a corporation commence trading without the entitlement to receive any Right or Distribution in respect of those Securities.
"Distribution Payment Date" means the date on which any Right or Distribution in respect of Securities is paid issued or distributed to a holder of those Securities.
"Documents of Title" means, in relation to Supplied Securities, share certificates applicable thereto, duly completed and executed forms of transfer and all other documents necessary to vest the legal and beneficial title to those Securities in the Recipient.
"11 a.m. Rate" means the average of all indicative interbank bid rates as displayed on the Reuter's page "AFMZ" at or about 11.00 a.m. on the relevant Business Day and in the case of a day that is not a Business Day the rate on the previous Business Day.
"Equivalent Securities" in relation to any Supplied Securities, means Securities of an identical type, nominal value and description to the Supplied Securities. For the purpose of this Agreement "identical type" means a Security conferring identical rights and imposing identical obligations. If and to the extent that Supplied Securities are converted, redeemed or the subject of a Take-over offer, the expression has the following meaning:
- (a) in the case of conversion, Securities identical to the Securities into which the Supplied Securities are converted;
- (b) in the case of redemption, a cash sum equivalent to the proceeds of the redemption; and
- (c) in the case of a successful Take-over offer, the Securities or other consideration issued or payable to the holder of the Securities.
"Equivalent Collateral" means in respect of Collateral of the type referred to in paragraph (d) of the definition, Collateral of an identical type, nominal value and description of the Collateral.
"Event of Default" has the meaning given to it in clause 10 of this Agreement.
"Fee Rate" means in respect of a Transaction for which the Collateral is other than cash deposited with the Supplier, the fee rate agreed in respect of that Transaction.
"Loan Value" on any day means:
V x M
where
V is the Value of the Supplied Securities on that day and
M is the Collateral hount.
An example of the calculation of Loan Value is set out in Schedule 2.
"Notifiable Consideration" means consideration given by the Recipient other than the return or promise to return the Supplied Securities (or Equivalent Securities).
"Notional Purchase Cost" of Securities at a particular time means the amount which it would cost (including all broker's fees and commissions, stamp duty and all other reasonable costs, fees and expenses incurred in connection therewith) to buy such Securities at the Reference Price.
"Parties" means severally the Supplier and the Recipient, and "Party" is to be construed accordingly.
"Re-acquisition Date" means the date on which Supplied Securities (or Equivalent Securities) are to be returned to the Supplier in accordance with clause 8.1.
"Rebate Rate" means in respect of a Transaction for which the Collateral is cash deposited with the Supplier, the rebate rate agreed from time to time in respect of that Transaction.
"Reference Price", in relation to Securities on any particular day, means the last sale price quoted on the SEATS trading system of The Stock Exchange for the preceding Business Day.
"Rights and Distributions" in relation to any Securities means all interest, dividends or other distributions whatsoever made on, or in respect of, those Securities and all rights attaching thereto whether arising by way of rights or bonus issue, consolidation, sub-division or upon a Take-over offer or otherwise howsoever and includes rights and distributions in the nature of those specifically referred to in clause 4.3.
"Securities" means shares or stock of a company which is listed on The Stock Exchange and includes the Documents of Title in respect thereof.
"Settlement Date" in relation to Supplied Securities means the date specified in the relevant Confirmation as the date on which delivery of those Securities is to be effected.
"Supplied Securities" means Securities which are, the subject of a Transaction under this Agreement and, subject to Clause 4.9, includes any Rights and Distributions in respect of such Supplied Securities.
"Supply Request" means a request made (by telephone or otherwise) by the Recipient to the Supplier in respect of Securities proposed to be supplied under this Agreement which specifies:
- (a) the description, title and quantity of the Securities proposed to be supplied;
- (b) the date on which delivery of the Securities is required;
- (c> the manner and place of delivery of the securities; and
- (dl the description and amount of the Collateral to be provided by the Recipient and the date, place and manner of delivery of that Collateral.
"Take-over offer" means any offer for the whole of the issued share capital of a company or any class of share capital or a portion of such issued share capital or any such class which offer is sufficient to give the offeror control of such company, and the exercise of any right to acquire compulsorily such share capital or class of share capital.
"Tax Act" means the Income Tax Assessment Act 1936 and includes any statutory modification or re-enactment of that Act, any legislative provisions substituted for it, and any regulation, policy, directive or guideline or an interpretation or administration of them issued under it.
"The Stock Exchange" means the Australian Stock Exchange Limited.
"Transaction" means the mutual obligations of the Parties under a Supply Request which has been accepted by the Supplier.
"Transaction Period in relation to a Transaction means the period commencing on the Settlement Date and ending on the Re-acquisition Date.
"Value" at a particular time, means:
- (a) in respect of Securities, the aggregate value of such Securities as calculated at the Reference Price;
- (b) in respect of Collateral other than Collateral of the type referred to in paragraph (d) of the definition, the amount of the cash deposit or the maximum amount which could be drawn on proper demand being made under the letter of credit; and
- (c) in respect of Collateral of the type referred to in paragraph (d) of the definition, the value agreed by the Parties.
The Value of Securities or Collateral shall be denominated in Australian dollars or in any other currency agreed by the Parties.
"Withholding Tax" means tax levied or imposed by the Comrnonwealth of Australia to be withheld or deducted under Division 11A of Part I11 of the Tax Act.
1.2 Headings to Clauses of this Agreement appear for convenience only and shall not affect the interpretation hereof.
2. SUPPLY OF SECURITIES
- 2.1 The Supplier will supply and transfer Securities to the Recipient and the Recipient will hold Securities in accordance with the terms of this Agreement.
- 2.2 No supply or transfer of Securities is to take place under this Agreement until a Supply Request has been made by the Recipient and received and accepted by the Supplier and the Recipient has otherwise complied with its obligations under this Agreement including its obligations with respect to the provision of the Collateral.
- 2.3 Upon the receipt of a Supply Request the Supplier must advise the Recipient of its acceptance or otherwise of that Supply Request by notifying one of the authorised persons specified in Schedule 3 of this Agreement. An acceptance must be confirmed by a duly authorised officer of the Recipient in a Confirmation.
3. DELIVERY AND RISK
Subject to the provisions of this Agreement, the Supplier will deliver the Supplied Securities together with the Docwnents of Title thereto by Close of Business on the Settlement Date at the head offices of the Supplier in Melbourne or Sydney.
4. TITLE, RIGHTS AND DISTRIBUTIONS
- Subject to the terns of this Agreement, the Recipient may as the beneficial owner of the Supplied Securities, register in its own name, transfer or otherwise deal with the Supplied Securities and exercise any rights relating thereto in such manner as it considers appropriate.
- As between the Recipient and the Supplier, all right, title and interest to and in any Supplied Securities must pass to the Recipient free from all liens, charges, equities and encumbrances.
- Irrespective of whether the Recipient is the registered holder of the Supplied Securities, the Supplier shall be entitled to receive and the Recipient shall be liable to account to the Supplier (in cash or otherwise) for an amount equivalent to all Rights and Distributions made on, or in respect of, the Supplied Securities to the same extent as if the Supplier had at all relevant times remained the registered holder of the Supplied Securities. Except where the Supplier has failed to make an election and given notice as required pursuant to clause 4.6 the Recipient must indemnify the Supplier against loss (including loss of profit, whether actual or prospective or whether contingent upon the exercise of a right or power in relation to the Supplied Securities), reasonable cost or expense which occurs by reason of the Supplier not being the registered holder of the Supplied Securities during the Transaction Period including, but not limited to, the following Rights and Distributions made on, or in respect of, the Supplied Securities:
- (a) any dividend paid on the Supplied Securities, including a capital dividend;
- (b) any other distribution (whether in cash or otherwise) paid or made on the Supplied Securities;
- any share capital or other securities (or any interest in them) deriving from the Supplied Securities;
- (d) any Securities or rights in respect of Securities received as a result of a scrip issue (whether as a consequence of any consolidation or subdivision or otherwise) in respect of the Supplied Securities;
- (el all rights deriving from the Supplied Securities to purchase additional securities including, without limitation, any right to purchase additional securities under the terms of a dividend reinvestment plan; and
-
(0 any securities issued to, or other consideration payable to, the holder of the Supplied Securities under the terms of a Take-over offer.
-
4.4 Where, under the terns of this Agreement, the Supplier is entitled (as a consequence of an election made by the Supplier) to receive the cash equivalent amount of any Rights and Distributions made on or in respect of the Supplied Securities, that amount shall be paid by the Recipient to the Supplier on the Distribution Payment Date without the need for any demand by the Supplier. If the Recipient fails to pay such cash equivalent amount on that date, the Supplier is authorised to deduct that amount &om the Collateral.
- 4.5 Subject to the provisions of clause 4.6, Rights and Distributions made other than in cash on or in respect of the Supplied Securities (and in respect of which the Recipient is required to indemnify the Supplier pursuant to clause 4.3) must, at the election of the Supplier, be satisfied by the Recipient:
- (a) paying to the Supplier on the Re-acquisition Date the cash value of the Right and Distribution as reasonably calculated by the Supplier in good faith and reasonably notified to the Recipient together with particulars of the calculation and the method of calculation provided that in respect of the period from and including the Re-acquisition Date to but excluding the Distribution Payment Date the Supplier shall pay the Recipient interest on the cash value calculated daily at the 11.00 a.m. Rate, such interest to be paid on the Distribution Payment Date; or
- (b) providing the Supplier with an additional number of Equivalent Securities on the later of the Distribution Payment Date or the Re-acquisition Date provided that, in the case of a rights issue, the obligation of the Recipient to provide Equivalent Securities ig conditional upon the Supplier previously putting the Recipient in funds so as to enable the Recipient to timely pay the subscription price applicable to those Equivalent Securities.
- 4.6 At any time not being less than five (5) Business Days prior to the Distribution Ex Date, the Supplier must give notice to the Recipient of its election under clause 4.5 in relation to the relevant Rights and Distributions. If capable of calculation at that time, the Supplier must also notify the Recipient of the particulars and method of calculation together with the cash value of these Rights and Distributions or the number of Equivalent Securities (as the case may be) to be paid or delivered to the Supplier in accordance with this Agreement. The Supplier will (in the absence of manifest error) be bound by any election made and any notice given pursuant to this clause 4.6.
-
4.7 If the Supplier fails to give notice as required pursuant to clause 4.6, the Recipient will be entitled to elect the manner in which the obligation of the Recipient to the Supplier in respect of the Rights and Distributions will be satisfied, the Supplier will be bound by any election made.
-
4.8 Unless otherwise agreed in writing to the contrary, if, subsequent to the receipt of a notice given by the Supplier in accordance with clause 4.6, the Recipient fails to terminate the Transaction in accordance with the provisions of this Agreement in suf%icient time (in the absence of default or negligence on the part of the Supplier) to enable the Supplier to itself become the registered holder of the Supplied Securities or Equivalent Securities and otherwise do all things necessary to take advantage of the proposed Rights and Distributions in respect of those Securities, the Recipient shall be bound by the terms of that notice and must account to and indemnify the Supplier accordingly.
- 4.9 Where a Recipient makes any payment or delivers any property to the Supplier in or toward satisfaction of its obligations under this clause 4 to account to and indemnify the Supplier in respect of Rights and Distributions, the obligation of the Recipient to re-deliver Supplied Securities (including Rights and Distributions) and Equivalent Securities will be reduced accordingly.
5. FEES AND NOTIFIABLE CONSIDERATION
- 5.1 In respect of each Transaction:
- (a) for which the Collateral is cash deposited with the Supplier, the Supplier will pay a rebate to the Recipient monthly in arrears by bank cheque; and
- (b) to which paragraph (a) does not apply, the Recipient will pay a fee to the Supplier monthly in arrears by bank cheque.
- 5.2 The rebate or fee as the case may be shall be calculated as follows for each day in respect of the period from and including the Settlement Date to and excluding the Re-acquisition Date:
- (a) the rebate in the case of Collateral which is cash deposited with the Supplier:
The Loan Value x Rebate Rate
(b) the fee in any other case:
The Loan Value x Fee Rate
365
The rebate shall be paid by the Supplier within five (5) Business Days following the end of the month. The Supplier is authorised to withdraw the rebate from the Collateral or any interest earned in respect of the Collateral.
The fee shall be paid by the Recipient within five (5) Business Days following the rendering of an invoice by the Supplier.
The initial Loan Value will be the Loan Value as at the Settlement Date. However, the Parties by agreement may re-calculate the Loan Value (for the purpose of determining the fee or rebate) at such other date during the Transaction period as the Parties consider appropriate.
If an event specified in clause 10 occurs, any rebate or fee payable to or by the Recipient in accordance with this clause 5.2 shall be immediately due and payable on exercise by either Party of its rights under clause 11.
5.3 The Notifiable Consideration is the rebate or fee referred to in clause 5.2. There is no other consideration which is Notifiable Consideration.
6. COLLATERAL
- 6.1 To secure the obligations of the Recipient to the Supplier in respect of a Transaction, the Recipient must deliver Collateral to the Supplier to be Iheld by the Supplier upon the terms of this Agreement.
- 6.2 The Recipient irrevocably authorises the Supplier at any time (upon giving the Recipient not less than two Business Days' prior notice) to appropriate the whole or any part of the Collateral towards satisfaction of any amount owed by the Recipient in respect of or in connection with any Transaction or in respect of any indemnity or other obligation +contained in this Agreement.
- 6.3 Subject to clause 6.8, until the Recipient has fully performed its obligations to return Supplied Securities:
- (a) the Recipient may not withdraw or cancel any part of the Collateral; and
- (b) the Supplier need not repay or return any part of the Collateral to the Recipient,
provided that the Supplier may retain Collateral to the value of the Rights and Distributions yet to be paid until such time as those Rights and Distributions are paid and thereupon the Supplier shall pay the Recipient interest on that value calculated daily from and including the date of return of the Supplied Securities to but excluding the date on which the Rights and Distiobutions are paid at the 11.00 a.m. Rate.
Nothing in this clause 6.3 shall be taken to require the payment of a Right and Distribution in respect of the Supplied Securities before the date on which payment is due pursuant to clauses 4.4 and 4.5 of this Agreement. The Recipient is entitled to the return of the whole of the Collateral notwithstanding its continuing obligations to indemnify the Supplier in accordance with clause 4 of this Agreement.
- The Recipient acknowledges that the Collateral and any interest earned in respect of the Collateral will be held subject to such terms and conditions as the Supplier may from time to time advise.
- Simultaneously with the receipt of Supplied Securities, the Recipient must deliver to the Supplier Collateral (together with any document evidencing title to the Collateral and any other document reasonably required by the Supplier to enable it to exercise rights in respect of the Collateral in the manner contemplated by this Agreement) which has a Value in relation to such Supplied Securities of not less than the amount specified in the relevant Confirmation to be held by the Supplier as a continuing security for the obligations of the Recipient in respect of the Transaction.
- 6.6 The Value of the Supplied Securities may, at any time, be recalculated by either Party and, upon each such recalculation:
- (a) subject to clause 6.7, if, in relation to any Supplied Securities, the Value of Collateral provided in respect thereof is at that time less than the amount required in accordance with the terms of the relevant Confirmation, the Recipient must, on demand, provide such further Collateral to the Supplier as required to restore the Value of the Collateral to the required amount ;
- (b) subject to clause 6.8, if, in relation to any Supplied Securities, the Value of the Collateral provided in respect thereof is at that time greater than the amount required in accordance with the terms of the relevant Confirmation, the Supplier must, on demand, re-deliver to the Recipient or agree to reduce, as the case may be, such amount of Collateral as is required to restore the Value of the Collateral to the required amount.
- 6.7 The Supplier may not demand further Collateral be provided by the Recipient if the Supplier has committed an Event of Default in respect of any Transaction or if the deficiency calculated in accordance with clause 6.6(a) is less than either:
- (a) \$5,000; or
- (b) 5% of the Value of the Supplied Securities.
- 6.8 The Recipient may not demand the return of Collateral provided to the Supplier if the Recipient has committed an Event of Default in respect of any Transaction or if the excess calculated in accordance with clause 6.603) is less than either:
- (a) \$5,000; or
-
(b) 5% of the Value of the Supplied Securities. I
-
6.9 Demands for the delivery of Collateral pursuant to clauses 6.6 above, made prior to 12:OO noon (Australian Eastern Standard Time) on a Business Day, must be satisfied by Close of Business on that day. If made after that time a demand must be satisfied by Close of Business on the next Business Day.
- 6.10 The Supplier undertakes to keep accurate records and accounts so as to enable it to ascertain amounts paid by the Recipient in connection with a Transaction and any amount to which the Recipient may otherwise be entitled.
- 6.11 Notwithstanding anything in this clause 6, where the Recipient has provided a letter of credit as Collateral, the Supplier is not required to re-deliver that letter of credit to the Recipient as a consequence of a demand made under clause 6.603) unless the Recipient provides to the Supplier a substitute letter of credit in a form and on terms satisfactory to the Supplier.
- 6.12 In the case of Collateral of the type referred to in paragraph (d) of the definition of Collateral, the Supplier may return Equivalent Collateral. Any reference in this Agreement or in any other agreement or communication between the Parties (howsoever expressed) to an obligation to return Supplied Securities is accordingly to be construed as a reference to an obligation to return the Collateral or Equivalent Collateral.
7. POWER OF ATTORNEY GIVEN TO SUPPLIER
- 7.1 If the Recipient has committed an Event of Default then the Recipient irrevocably appoints the Supplier to be the attorney of the Recipient for the purpose of doing or performing any act or thing (including, without limitation, executing any document) and to take all other steps as may be required to enable the Supplier to realise any Collateral which has been delivered to it pursuant to this Agreement or to transfer or cause to be transferred the legal title to such Collateral to the Supplier or any transferee of the Collateral nominated by the Supplier.
- 7.2 The Recipient hereby undertakes (when required to do so by the Supplier) to ratify and confirm any action undertaken by the Supplier in pursuance of the powers conferred in clause 7.1 of this Agreement and to indemnify and keep indemnified the Supplier for any reasonable costs or expenses incurred (including without limitation legal costs on a full indemnity basis) in exercising its powers under this clause and otherwise on the default of the Recipient.
8. RETURN OF SUPPLIED SECURITIES OR EQUIVALENT SECURITIES
8.1 In respect of a Transaction, the Recipient must return the Supplied Securities to the Supplier on the earlier of:
- the date which is three months after the Settlement Date in respect of those Supplied Securities (or such later date as the Parties agree);
- (b) the date on which a notice given in respect of those Supplied Securities pursuant to Clause 8.2 qr 8.3, as the case may be, expires; and
- (c) the date on which a notice given by the Supplier under clause 11 expires.
- 8.2 In respect of any Transaction, the Recipient may return Supplied Securities to the Supplier at any time upon giving notice to the Supplier specifying a date for return of the Supplied Securities being not less than one (1) Business Day's prior notice to the Supplier.
- 8.3 In respect of any Transaction, the Supplier may require the Recipient to return Supplied Securities at any time upon giving notice to the Recipient specifying a date for return of the Supplied Securities being not less than two (2) Business Day's prior notice.
- 8.4 A notice given by the Supplier or the Recipient under clause 8.2 or 8.3 respectively may not subsequently be revoked except by mutual agreement.
- 8.5 Subject to the rights of the Supplier arising on the occurrence of an Event of Default and to the Recipient having discharged all its obligations then due in respect of a Transaction, simultaneous with the return of Supplied Securities (together with all Documents of Title relating thereto and any Rights and Distributions thereon which may then be due to be delivered by the Recipient to the Supplier and any other document required to be supplied on temnation of that Transaction in accordance with this Agreement), the Supplier will on the Re-acquisition Date return to the Recipient:
- (a) where the Collateral is cash deposited with the Supplier the balance of any Collateral; and
- (b) where the Collateral is a letter of credit re-deliver that letter of credit to the Recipient;; and
- (4 where the Collateral is of the type referred to in paragraph (d) of the definition, the Collateral and any document delivered previously by the Recipient in accordance with clause 6.5.8.6.
The return of Securities in accordance with this Agreement will not affect the obligation of the Recipient to pay any Right or Distribution in respect of the Supplied Securities in accordance with this Agreement.
8.7 The Recipient may return Equivalent Securities instead of the Supplied Securities. Any reference in this Agreement or in any other agreement or communication between the Parties (howsoever expressed) to an obligation to return Supplied Securities is accordingly to be construed as a reference to an obligation to return Supplied Securities or Equivalent Securities.
On the Re-acquisition Date the Recipient fbrther agrees to deliver up to the Supplier all documents, notices, demands or other communications relating to the Supplied Securities or Equivalent Securities delivered to the Supplier on the Re-acquisition Date including, without limitation, any document necessary for the purpose of enabling the Supplier to take the benefit of any Right or Distribution or to exercise any right to vote in respect of such securities.
9. WARRANTIES
The Parties hereby represent and warrant as follows, with the intent that such representations and warranties will survive the completion of this Agreement and the transactions contemplated by it and are to be deemed to be repeated on each day that this Agreement remains in effect, in the following terms:
By each Party to the Other
- (a> it is a company duly organised and validly existing under the laws of its place of incorporation;
- (b) (i) it has the power and authority to execute and deliver this Agreement, to enter into the transactions contemplated by it and to perform its obligations under it;
- (ii) it has taken all necessary action to authorise the execution, delivery and performance of this Agreement;
- (iii ) this Agreement constitutes legal, valid and binding obligations enforceable against it;
- (c) the execution, delivery and performance by it of this Agreement and each transaction under it will at all times comply with all applicable laws and regulations;
- (dl it has made its own determination as to the tax treatment of any dividends, remuneration, funds, rights or benefits received under this Agreement and the tax treatment of the Transactions contemplated by this Agreement;
- (el this Agreement and the transactions contemplated by it are entered into in the ordinary course of its business;
( f) to its knowledge no Event of Default is subsisting and nothing has occurred which is or would with the giving of notice or lapse of time constitute an Event of Default;
By the Recipient to the Supplier
(9) at the time of delivery of any Collateral under this Agreement, the Recipient will be the beneficial owner of that Collateral free from all liens, charges, equities and encumbrances of any nature whatsoever and will have the right to give that Collateral on the terms of this Agreement;
(h) upon delivery of the Supplied Securities or Equivalent Securities by the Recipient to the Supplier, those Supplied Securities or Equivalent Securities will be free from all liens, charges, equities and encumbrances and will not to be subject to any right of forfeiture vested in any person as a consequence of any amount which is due and payable but which remains unpaid in respect of the Supplied Securities or the Equivalent Securities;
I(9 the Recipient is able to pay its debts as and when they fall due;
in entering into and performing this Agreement and the transactions contemplated by it, either:
- (i> the Recipient is acting in its own right and not as trustee or agent on behalf of another; or
- (ii) if it is acting as an agent, that it is duly authorised to do so; or
- (iii) if it is acting as a trustee, that it is empowered to enter into this Agreement and perform all its obligations under it; and
- (k) any Collateral in respect of a Transaction is or will be provided by the Recipient in the same capacity as it incurred obligations pursuant to this Agreement or any Transaction contemplated by this Agreement;
- (1) if the Recipient is acting as agent or trustee for an non-resident and is obliged to withhold any tax in accordance with the Tax Act it will deduct from any amount payable to the non-resident Withholding Tax and any other amount required to be deducted in accordance with the Tax Act;
By the Supplier to the Recipient
-
(m) at the time of delivery of any Supplied Securities under this Agreement, the Supplier will be the beneficial owner of or will have the right to supply those Supplied Securities free from all liens, charges, equities and encumbrances and will have the right to deliver those Securities on the terms of this Agreement;
-
upon re-delivery of the Collateral by the Supplier to the Recipient that Collateral will be free from all liens, charges, equities and encumbrances and will not be subject to any right of forfeiture vested in any person as a consequence of any amount which is due and payable but which remains unpaid to any person;
- the Supplier is able to pay its debts as and when they fall due;
- in entering into and performing this Agreement and the transactions contemplated by it, either:
- (i) the Supplier is acting in its own right and not as trustee or agent on behalf of another; or
- (ii) if it is acting as an agent, that it is duly authorised to do so; or
- (iii ) if it is acting as a trustee, that it is empowered to enter into this Agreement and perform all its obligations under it; and
- (s) if the Supplier is acting as agent or trustee for an non-resident and is obliged to withhold any tax in accordance with the Tax Act it will deduct from any amount payable to the non-resident Withholding Tax and any other amount required to be deducted in accordance with the Tax Act.
10. EVENTS OF DEFAULT
Notwithstanding any other provision of this Agreement, all outstanding Transactions between the Supplier and the Recipient may be terminated by the other Party immediately upon the occurrence of any of the following events:
- (a) if any of the representations and warranties set out in Clause 9 above are incorrect or untrue on the date when made or deemed to be made;
- (b) if any Supplied Securities (or Equivalent Securities) are not delivered to the Supplier on the due date or the Recipient otherwise fails to comply with its obligations under this Agreement or with respect to a Transaction;
- if the Recipient fails to deliver or the Supplier fails to re-deliver Collateral, as the case may be, as required by this Agreement;
- if either Party fails to make any payment in respect of Rights and Distributions as required by a clause 4 of this Agreement
and such default is not cured within two (2) Business Days of notice of such failure;
(el if either Party makes a general assignment for the benefit of creditors, or is unable to pay its debts as they become due, or files a petition in bankruptcy or is adjudicated bankrupt or insolvent, or takes any steps preparatory to (or files a petition) seeking winding up, reorganisation, liquidation, dissolution or the appointment of a liquidator, receiver or administrator or similar relief under any present or hture statute, law or regulation, or seeks, consents to or acquiesces in the appointment of any trustee, receiver, liquidator or administrator of its or any material part of its assets;
(0 if either Party is suspended or expelled from membership of The Stock Exchange or any other securities exchange or self regulatory organisation or if it is suspended from dealing in securities by any governmental or regulatory authority or agency;
if either Party ceases or threatens to cease to carry on its business; or
if either Party fails to perform or satisfy when due any other obligation, covenant or condition required to be performed or satisfied by that Party under this Agreement, and such failure is not cured within two (2) Business Days.
11. POSITION WHERE EVENT OF DEFAULT OCCURS
- 11.1 If any of the events specified in Clause 10 occur in relation to either Party, the Party not in default may give notice to the other Party terminating any outstanding Transaction. On receipt of the notice each Party must comply with all of its obligations under this Agreement arising on termination of a Transaction.
- 11.2 If the Recipient fails to comply with all of its obligations arising upon termination pursuant to clause 11.1, then at any time thereafter, without prejudice to any other available remedies which the Supplier may have:
(a) (i) the Supplier shall be entitled (but not obliged) to purchase Equivalent Securities on The Stock Exchange or on any other market dealing in the Supplied Securities and the price paid by the Supplier for such Equivalent Securities (together with any associated costs) shall be an amount due by the Recipient to the Supplier by way of liquidated damages;
OR
(ii) there shall immediately become due to the Supplier as liquidated damages for failure to deliver the Supplied Securities (or Equivalent Securities) a sum equal to the Notional Purchase Cost of all Supplied Securities (as determined by the Supplier) calculated as at that date which is two Business Days after the giving of notice by the Supplier under this clause 11;
the Supplier shall have the power to apply any Collateral in discharge or reduction of any sums due from the Recipient under this Clause or any other provision of this Agreement; and
if the Collateral is less than the amount of the Notional Purchase Cost of the Supplied Securities and all other amounts due to the Supplier under this Agreement, the Recipient shall continue to be liable to the Supplier for the amount of such deficit (together with any interest payable under the terms of this Agreement).
11.3 If the Supplier fails to comply with all of its obligations arising upon termination pursuant to clause 11.1, then at any time thereafter, without prejudice to any other available remedies which the Recipient may have, the Recipient shall be entitled (but not obliged) to sell the Supplied Securities on the Stock Exchange or on or in any other market dealing in the Supplied Securities and shall be released and discharged from its obligations to re-deliver those Supplied Securities or Equivalent Securities.
11.4 If the aggregate of:
- (a) the proceeds received by the Recipient (less any associated cost including stamp duty and brokerage incurred by the Recipient in effecting the sale referred to in clause 11.3); and
- (b) any amount due to the Supplier by the Recipient in respect of any Transaction
is less than the aggregate of:
- (c) the Value of the Collateral as at the date of the sale referred to in clause 11.3 (as determined by the Recipient in the case of Collateral of the type referred to in paragraph (d) of the definition); and
- (dl any amount due to the Recipient by the Supplier in respect of any Transaction,
the amount of the deficiency shall be an amount due by the Supplier to the Recipient by way of liquidated damages. If there is an excess, the amount of the excess together with any Supplied Securities not sold must be paid and delivered by the Recipient to the Supplier.
11.5 Any exercise by either Party of its rights arising under this clause is without prejudice to the rights and remedies of that Party arising under this Agreement or in respect of the Collateral including, without limitation, the right of either Party to prove for an amount by way of daniages in excess of any amount of liquidated damages ascertained in accordance with this Agreement.
12. EFFECT OF TERMINATION
Termination of a Transaction in accordance with the provisions of this Agreement is without prejudice to the rights or remedies of either Party against the other under this Agreement either in respect of the Transaction terminated or any other Transaction. ---..--
13. RIGHT OF SET-OFF
- 13.1 If, whilst any Transaction remains current or upon termination of any Transaction in accordance with this Agreement, an amount is due and owing by the Recipient to the Supplier in respect of a Transaction, the Supplier may, without prior notice to the Recipient, set-off any amount held by it as Collateral for any Transaction against any such outstanding liability of the Recipient to the Supplier. For this purpose the Supplier may retain and apply the full amount of such Collateral in or toward satisfaction of amounts owed by the Recipient to the Supplier in respect of any Transaction.
- 13.2 If, whilst any Transaction remains current or upon termination of any Transaction in accordance with this Agreement, an amount is owing by the Supplier to the Recipient in respect of a Transaction, the Recipient may, without prior notice to the Supplier, set off any amount owed by it to the Supplier under any Transaction against any such outstanding liability of the Supplier to the Recipient.
- 13.3 If either party exercises its rights under this clause it shall advise the other party of the particulars thereof.
- 113.4 The Parties acknowledge and agree that the Transactions and their rights 1 and obligations thereunder and under this Agreement are mutual credits and mutual debts arising out of mutual dealing with each other and that the Transactions are closely connected to one another. I I14. NOTICES I ------'
1
I
i
II13.5 A single or partial exercise of a right, power or remedy by either Party 1 1under this clause 13 will not prevent a further exercise of that or of any Ii other right, power or remedy. i ! /
14.1 All notices issued under this Agreement shall be in writing (including Itelex) and shall be deemed validly delivered if marked to the attention of I one of the authorised persons specified in Schedule 3 of this Agreement I or such other persons as each Party may notify in writing to the other
and left at the addresses or sent to the telex number of the Parties as specified in Schedule 4 of the Agreement. Either Party may nominate additional authorised persons, a new address or telex number by notice to the other Party.
14.2 Each notice or other communication shall be effectiye:- ,
(a) if given by telex, when the answerback ;code of the recipient is received; and 1
, I
I I
I
I
I
I I
I I
I
(b) if given by delivery in person or by post, bhen delivered to the recipient at its address, i
but if such delivery or receipt is later than ~ljse of Business on a Business Day, it shall be deemed to have been given at the commencement of business on the next such day in that place.
15. ASSIGNMENT
k* I-&&; '9
Neither the Supplier nor the Recipient may assign or transfer all or any of its rights or obligations under this Agreement of under a Transaction without the prior written consent of the other Party.
16. NON-WAIVER
- 16.1 No failure or delay by the Supplier or the ~eci~ient to exercise any right, power or privilege under this Agreement shall operaFe as a waiver thereof nor shall any single or partial exercise of any right, power or privilege preclude any other or further exercise thereof or the1 exercise of any right, power or privilege as herein provided. 1
- 16.2 The rights and remedies of the Parties under this Agreement are cumulative and not exclusive of any other rights or; remedies which may be available under any applicable law. I
17. FURTHER ASSURANCES I
Each Party shall sign, execute and deliver all such documents and do all isuch acts as shall be reasonably requested by any other Party to enable the better exercise of their respective rights and the icomplete performance of their respective obligations under this Agreement and to give effect to this Agreement and the Transactions contemplated /by it.
18. CONTINUING OBLIGATIONS
Each indemnity, warranty or covenant in this ~grebment is a continuing indemnity, warranty or covenant, separate and independent from the other obligations and survives termination of this Agree~ent.
19. STAMP DUTY
The Recipient shall pay and indemnifjr the Supplier against all stamp duty (together with any penalties for late payment other than fines and penalties incurred as a result of delay or default by the supplier) and similar charges which may be payable or determined to be payable in connection with the execution, delivery, performance or enforcement of this IAgreement or the transactions contemplated by it.
1 20. CURRENCY CONVERSION
IWhere for the purpose of this Agreement it is necessary to convert any currency into Australian Dollars the calculation shall be made as at such date at the closing wholesale rate of exchange published in the latest I available edition of the Australian Financial Review or such other I mutually &,greed source that quotes the market rates prevailing on the I date in quesqon. I \ ,--
121. LAW AND JUR StU~rr-ION'
IThis Agreement shall be governed by the laws of the State of Victoria, Australia and the Parties submit to the non-exclusive jurisdiction of the ICourts in the State of Victoria in relation to any matter arising in I connection with this Agreement. I
22. TIME
Time shall be of the essence of the Agreement.
CONFIRMATION OF SUPPLY REQUEST
TO: ("the Supplier") Date:
Our Ref: No:
We hereby confirm particulars in respect of the following Supply Request which has been accepted by you pursuant to the Domestic Stock Lending Agreement between us dated [ 1.
Date of Supply Request:
Description of Securities:
Title of Securities:
Quantity of Securities:
Settlement Date:
Description of Collateral:
* Fee Rate/Rebate ate: * Delete whichever is inapplicable
PLEASE TELEPHONE OR TELEX US IMMEDIATELY SHOULD THE PARTICULARS OF THIS CONFIRMATION NOT BE IN ACCORDANCE WITH YOUR UNDERSTANDING. PLEASE SIGN THE ATTACHED DUPLICATE OF THIS CONFIRMATION AND RETURN IT TO US AS SOON AS POSSIBLE.
For: Macquarie Bank Limited For: The Recipient
(See definition of "Loan Value" in clause 1.1)
- If:
- I(a) the value of the Supplied Securities on a particular day (V) is \$1,000,000; l and
- (b) the percentage, being the Collateral Amount (as defined), (M) is 105%;
then the Loan Value (V x M) is:
\$1,000,000 x 105%
namely \$1,050,000.
AUTHORISED PERSON
The Supplier: I
The Recipienk
NOTICES
The Supplier: Address:
I Telex: 1Facsimile:
The Recipient: Address: Level 26 i 20 Bond Street 1 SYDNEY NSW 2000
i Telex: Facsimile: EXECUTED as an agreement on the date first written above.
' SIGNED by
! in tho nr~s~nce nf: rrr vrrv r.. -rv-,---- ---
................................. Signature of witness
Tne & SEAL of NAnW AIJSTWJ~ BANK IDETED was hereunto) affixed (with the )/1 authorit) of the Board o Directo~) in the pre )Supplier. - in the presence
................................. Name of witness (block ) Secretary : ................. letters) ) I1
) ...................................................... ................................. 1 Address of witness )By executing this agreement the b)signatory warrants that the ................................. )signatory is duly authorised to / Occupation of witness )execute this agreement on behalf of the
THE ~!QMNOW SEAL OF MACQVAR~E BANK LIMITED WAS HEREUNTO AFFIXED iN ACCORDANCE WITH THE COMPANY'S ARfiCLES OF ASSOCIATION tN THE PRNMCE OF: n/ldsT
6-
.................................
Signature of witness
O*w WEtSC ................................ Name of witness (block letters)
................................. Address of witness
@A(JIUER ................................. Occupation of witness )By executing this agreement the )signatory warrants that the )signatory is duly authorised to )execute this agreement on behalf of )Macquarie Bank Limited.
) ......................................
NOTE: THE COMMON SEAL OF THE RECIPIENT MUST BE AFFIXED, AND A DIRECTOR AND SECRETARY MUST SIGN AND WITNESS, IRESPECTIVELY.
-
ANNEXURE 'D'
This is the annexure marked 'D' of 35 pages referred to in the Notice of change of interests of substantial holder.
Dennis Leong Company Secretary, Macquarie Group Limited 15 January 2014
gc ~4862 1
I9343 Australian Securities Lending Association Limited
(ACN 054 944 482) Level 18, 20 Bond Street Sydney NSW 2000 Tel: (02) 9220 1413 Fax: (02) 9220 1379
AUSTRALIAN MASTER SECURITIES LENDING AGREEMENT *
(Version: 4 April 1997)
dated as of: (/ kdy , 19 97
Between:
And:
Bankers Trust Australia Limited ACN 003 01 7 221 of Level 15, The Chifley Tower, 2 Chifley Square, Sydney, NSW 2000
AMP Securities Pty Limited ACN 063 403 681 of Level 16, 33 Alfred Street, Sydney, NSW 2000
- * This agreement is adaptedfiom the ISLA Overseas Securities Lender's Agreement (Version: December 1995, as amended by 1996 UK Tax Addendum), prepared by CltfSord Chance, London, England for use by parties required to meet UK Inland Revenue tax requirements.
- * This agreement is also subject to the "Warning and Disclaimer" on the coversheet to the "User's Guide " relating to this agreement.
AGREEMENT
Recitals:
- A. The Parties hereto are desirous of agreeing to a procedure whereby either one of them (the "Lenderyy) will make available to the other of them (the "Borrower") from time to time Securities (as hereinafter defined).
- B. All transactions carried out under this Agreement will be effected in accordance with the Rules (as hereinafter defined), if applicable, together with current market practices, customs and conventions, in so far as they are not inconsistent with the terms of this Agreement.
Operative provisions:
1 Interpretation
- 1.1 [Definitions] The terms defined in clause 26 and in Schedule 1 have the meanings therein specified for the purposes of this Agreement.
- 1.2 [Inconsistency] In the event of any inconsistency between the provisions of Schedule 1 and the other provisions of this Agreement, Schedule 1 will prevail. In the event of any inconsistency between the provisions (if any) of Schedule 3 and the other provisions of this Agreement (including Schedule l), Schedule 3 will prevail. In the event of any inconsistency between the provisions of any Confirmation and this Agreement (including Schedules 1 and 3), such Confirmation will prevail for the purpose of the relevant transaction.
- 1.3 [Single agreement] All transactions are entered into in reliance on the fact that this Agreement and all Confirmations form a single agreement between the Parties (collectively referred to as this "Agreement"), and the Parties would not otherwise enter into any transactions.
- 1.4 [Interpretation] In this Agreement:
-
(a) Unless the context otherwise requires:
- (i) The singular includes the plural and vice versa.
- (ii) A person includes a corporation.
- (iii) A corporation includes any body corporate and any statutory authority.
- (iv) A reference to a statute, ordinance, code or other law or the Rules includes regulations or other instruments under it or them and consolidations, amendments, re-enactments or replacements of any of them.
-
(b) Notwithstanding the use of expressions such as "borrow", "lend", "Collateral", "Margin", "redeliver" etc., which are used to reflect terminology used in the market for transactions of the kind provided for in this Agreement, title to Securities "borrowed" or "lent" and "Collateral" provided in accordance with this Agreement shall pass from one Party to another as provided for in this Agreement, the Party obtaining such title being obliged to redeliver Equivalent Securities or Equivalent Collateral, as the case may be.
- 1.5 [Headings] All headings appear for convenience only and shall not affect the interpretation of this Agreement.
- 1.6 [Currency conversion] For the purposes of clauses 6, 8.3 and 8.4, when a conversion into the Base Currency is required, all prices, sums or values (including any Value, Offer Value and Bid Value) of Securities, Equivalent Securities, Collateral or Equivalent Collateral (including Cash Collateral) stated in currencies other than the Base Currency shall be converted into the Base Currency at the rate quoted by an Australian bank selected by the Lender (or, if an Event of Default has occurred in relation to the Lender, by the Borrower) at or about 1 1.00am (Sydney time) on the day of conversion as its spot rate for the sale by the bank of the Base Currency in exchange for the relevant other currency.
- 1.7 [Other agreements] Where at any time there is in existence any other agreement between the Parties the terms of which make provision for the lending of Securities (as defined in this Agreement) as well as other securities, the terms of this Agreement shall apply to the lending of such Securities to the exclusion of any other such agreement.
- 1.8 [Nominees] If payment is to be made to a Party's nominee or otherwise in accordance with the directions of a Party (whether by the other Party or by a third party), it shall be deemed, for the purposes of this agreement, to have been paid or made to the first mentioned Party.
Loans of Securities
- 2.1 [Borrowing Request and acceptance thereof] The Lender will lend Securities to the Borrower, and the Borrower will borrow Securities from the Lender, in accordance with the terms and conditions of this Agreement and with the Rules provided always that the Lender shall have received from the Borrower and accepted (by whatever means) a Borrowing Request.
- 2.2 [Changes to a Borrowing Request] The Borrower has the right to reduce the amount of Securities referred to in, or otherwise vary, a Borrowing Request provided that:
- (a) the Borrower has notified the Lender of such reduction or variation no later than midday Australian Eastern standard or summer (as appropriate) time on the day which is two Business Days prior to the Settlement Date, unless otherwise agreed between the Parties, and
- (b) the Lender shall have accepted such reduction or variation (by whatever means).
3 Delivery of Securities
[Delivery of Securities] The Lender shall procure the delivery of Securities to the Borrower or deliver such Securities in accordance with the relevant Borrowing Request together with appropriate instruments of transfer (where necessary) duly stamped (where necessary) and such other instruments (if any) as may be requisite to vest title thereto in the Borrower. Such Securities shall be deemed to have been delivered by the Lender to the Borrower on delivery to the Borrower or as it shall direct of the relevant instruments of transfer and certificates or other documents of title (if any), or in the case of Securities title to which is registered in a computer based system which provides for the recording and transfer of title to the same by way of electronic entries (such as CHESS), on the transfer of title in accordance with the rules and procedures of such system as in force from time to time, or by such other means as may be agreed.
4 Title, Distributions and Voting
- 4.1 [Passing of title] The Parties shall execute and deliver all necessary documents and give all necessary instructions to procure that all right, title and interest in:
- (a) any Securities borrowed pursuant to clause 2;
- (b) any Equivalent Securities redelivered pursuant to clause 7;
- (c) any Collateral delivered pursuant to clause 6;
- (d) any Equivalent Collateral redelivered pursuant to clauses 6 or 7,
shall pass from one Party to the other, on delivery or redelivery of the same in accordance with this Agreement, free from all liens, charges, equities and encumbrances. In the case of Securities, Collateral, Equivalent Securities or Equivalent Collateral title to which is registered in a computer based system which provides for the recording and transfer of title to the same by way of electronic entries, delivery and transfer of title shall take place in accordance with the rules and procedures of such system as in force from time to time.
4.2 [Distributions]
- (a) [Cash distributions] Unless otherwise agreed, where Income is paid in relation to any Securities on or by reference to an Income Payment Date on which such Securities are the subject of a loan under this Agreement, the Borrower shall, on the date of the payment of such Income, or on such other date as the Parties may from time to time agree, (the "Relevant Payment Date") pay and deliver a sum of money equivalent to the same to the Lender, irrespective of whether the Borrower received the same.
- (b) [Non-cash distributions] Subject to paragraph (c) (unless otherwise agreed), where, in respect of any borrowed Securities or any Collateral, any rights relating to conversion, sub-division, consolidation, pre-emption, rights arising under a takeover offer or other rights, including those requiring election by the holder for the time being of such Securities or Collateral, become exercisable prior to the redelivery of Equivalent Securities or Equivalent Collateral, then the Lender or Borrower, as the case may be, may, within a reasonable time before the latest time for the exercise of the right or option, give written notice to the other Party that, on redelivery of
Equivalent Securities or Equivalent Collateral, as the case may be, it wishes to receive Equivalent Securities or Equivalent Collateral in such form as will arise if the right is exercised or, in the case of a right which may be exercised in more than one manner, is exercised as is specified in such written notice.
- (c) [Tax Act ss 26BC(3)(c)(ii) and (v) requirements] Notwithstanding paragraph (b), where, in respect of any Borrowed Securities or any Collateral, the relevant issuer company, trustee, government or government authority issues any right or option in respect of the Borrowed Securities or Collateral, as the case may be, the Borrower or the Lender, respectively, must deliver or make, as the case may be, to the other Party on the date of such issue or on such other date as the Parties may from time to time agree:
- (i) the right, or option; or
- (ii) an identical right or option; or
- (iii) a payment equal to the value to the Lender or the Borrower, respectively, of the right or option;
together with any such endorsements or assignments as shall be customary and appropriate.
- (d) [Manner of payment] Any payment to be made by the Borrower under this clause shall be made in a manner to be agreed between the Parties.
- 4.3 [Voting] Unless paragraph 4 in Schedule 1 specifies that this clause 4.3 does not apply, each Party undertakes that, where it holds Securities of the same description as any Securities borrowed by it or transferred to it by way of Collateral at a time when a right to vote arises in respect of such Securities, it will use its best endeavours to arrange for the voting rights attached to such Securities to be exercised in accordance with the instructions of the Lender or Borrower (as the case may be) provided always that each Party shall use its best endeavours to notify the other of its instructions in writing no later than seven Business Days prior to the date upon which such votes are exercisable, or as otherwise agreed between the Parties, and that the Party concerned shall not be obliged so to exercise the votes in respect of the number of Securities greater than the number so lent or transferred to it. For the avoidance of doubt, the Parties agree that, subject as hereinbefore provided, any voting rights attaching to the relevant Securities, Equivalent Securities, Collateral and/or Equivalent Collateral shall be exercisable by the persons in whose name they are registered, or in the case of Securities, Equivalent Securities, collateral and/or Equivalent Collateral in bearer form by the persons by or on behalf of whom they are held, and not necessarily by the Borrower or the Lender (as the case may be).
5 Fees
5.1 [Fees] In respect of each loan of Securities:
- (a) for which the Collateral is cash:
-
(i) the Lender must pay a fee to the Borrower in respect of the amount of that Collateral, calculated at the rate agreed between them; and
-
(ii) unless the Parties otherwise agree, the Borrower is not obliged to pay a fee to the Lender;
- (b) for which there is no Cash Collateral, the Borrower must pay a fee to the Lender, calculated at the rate agreed between them.
- 5.2 [Where there are different types of Collateral] Where the Collateral comprises only partly cash, clause 5.1 is to be construed as if there were separate loans of Securities, one secured solely by Cash Collateral and the other secured solely by non-cash Collateral.
- 5.3 [Calculation of fees] In respect of each loan of Securities, the payments referred to in clause 5.1 of this clause shall accrue daily in respect of the period commencing on and inclusive of the Settlement Day and terminating on and exclusive of the Business Day upon which Equivalent Securities are redelivered or Cash Collateral is repaid. Unless otherwise agreed, the sums so accruing in respect of each calendar month shall be paid in arrears by the Borrower to the Lender or to the Borrower by the Lender (as the case may be) not later than the Business Day which is one week after the last Business Day of the calendar month to which such payment relate or such other date as the Parties from time to time agree. Any payment made pursuant to clause 5.1 shall be in Australian currency, unless otherwise agreed, and shall be paid in such manner and at such place as shall be agreed between the Parties.
Collateral
6.1 [Borrower's obligation to provide Collateral] Unless otherwise agreed, subject to the other provisions of this clause 6, the Borrower undertakes to deliver to or deposit with the Lender (or in accordance with the Lender's instructions) Collateral of the kind specified in the relevant Borrowing Request or as otherwise agreed between the Parties (together with appropriate instruments of transfer duly stamped (where necessary) and such other instruments as may be requisite to vest title thereto in the Lender) simultaneously with delivery of the Borrowed Securities by the Lender.
6.2 [Global margining]
- (a) [Adjustments to Collateral] Unless otherwise agreed between the Parties, subject to paragraph (b), clause 6.4 and paragraph 1.5 in Schedule 1 :
- (i) The aggregate Value of the Collateral delivered to or deposited with the Lender or its nominated bank or depositary (excluding any Collateral repaid or redelivered under paragraph (ii) below (as the case may be)) in respect of all loans of Securities outstanding under this Agreement ("Posted Collateral") shall from day to day and at any time be at least the aggregate of the Required Collateral Values in respect of such loans.
-
(ii) If at any time the aggregate Value of the Posted Collateral in respect of all loans of Securities outstanding under this Agreement exceeds the aggregate of the Required Collateral Values in respect of such loans, the Lender shall (on demand) repay such Cash Collateral and/or redeliver to the Borrower such Equivalent Collateral as will eliminate the excess.
-
(iii) If at any time the aggregate Value of the Posted Collateral in respect of all loans of Securities outstanding under this Agreement falls below the aggregate of Required Collateral Values in respect of all such loans, the Borrower shall (on demand) provide such further Collateral to the Lender as will eliminate the deficiency.
- (b) [Netting of Collateral obligations where a Party is both Lender and Borrower] Unless otherwise agreed between the Parties, subject to clause 6.4 and paragraph 1.5 in Schedule 1, where paragraph (a) applies, if a Party (the "first Party") would, but for this paragraph, be required under paragraph (a) to repay Cash Collateral, redeliver Equivalent Collateral or provide further Collateral in circumstances where the other Party (the "second Party") would, but for this paragraph, also be required to repay Cash Collateral, redeliver Equivalent Collateral or provide further Collateral under paragraph (a), then the Value of the Cash Collateral, Equivalent Collateral or further Collateral deliverable by the first Party ("X) shall be set-off against the Value of the Cash Collateral, Equivalent Collateral or further Collateral deliverable by the second Party ("Y) and the only obligation of the Parties under paragraph (a) shall be, where X exceeds Y, an obligation of the first Party, or where Y exceed X, an obligation of the second Party, (on demand) to repay Cash Collateral, redeliver Equivalent Collateral or deliver further Collateral having a Value equal to the difference between X and Y.
- 6.3 [Required Collateral Value] For the purposes of clause 6.2(a), the Value of the Posted Collateral to be delivered or deposited in respect of any loan of Securities, while the loan of Securities continues, shall be equal to the aggregate of the Value of the borrowed Securities and the Margin applicable thereto (the "Required Collateral Value").
- 6.4 [Time for paymentlrepayment of Collateral] Except as provided in clause 6.1 or clause 6.6, where any Cash Collateral is to be repaid, Equivalent Collateral is to be redelivered or further Collateral is to be provided under this clause 6, it shall be paid or delivered as stated in paragraph 1.4 in Schedule 1.
- 6.5 [Substitution of Alternative Collateral] The Borrower may from time to time call for the repayment of Cash Collateral or the redelivery of Equivalent Collateral prior to the date on which the same would otherwise have been repayable or redeliverable, provided that, at the time of such repayment or redelivery, the Borrower shall have delivered or delivers Alternative Collateral acceptable to the Lender.
6.6 [Return of CollateraVEquivalent Collateral on redelivery of Equivalent Securities]
- (a) Cash Collateral shall be repaid and Equivalent Collateral shall be redelivered at the same time as Equivalent Securities in respect of the Securities borrowed are redelivered.
- (b) Where Collateral is provided through a book entry transfer system (such as Austraclear or RITS), the obligation of the Lender shall be to redeliver Equivalent Collateral through such book entry transfer system in accordance with this Agreement. If the loan of Securities in respect of which Collateral
was provided has not been discharged when the Equivalent Collateral is redelivered, any payment obligation generated within the book entry transfer system on such redelivery shall, until the loan of Securities is discharged or further Collateral is provided, be deemed to constitute an obligation to pay Cash Collateral.
- 6.7 [Receipt by Lender of Income on Collateral] Where Collateral (other than Cash Collateral) is delivered in respect of which any Income may become payable and an Income Payment Date in respect of that Collateral occurs prior to the redelivery of Equivalent Collateral, then, unless such Income is paid directly to the Borrower, the Lender shall, on the date on which such Income is paid or on such other date as the Parties may from time to time agree, pay and deliver a sum of money or property equivalent to such Income (with any such endorsements or assignments as shall be customary and appropriate to effect the delivery) to the Borrower.
- 6.8 [Borrower's rights re Collateral are not assignable] The Borrower may not assign, transfer or otherwise dispose of, or mortgage, charge or otherwise encumber, or otherwise deal with its rights in respect of any Collateral without the prior written consent of the Lender.
- 6.9 [Lender may set off obligation to repay or return Equivalent Collateral] If the Borrower fails to comply with its obligation to redeliver Equivalent Securities, the obligation of the Lender in respect of any Collateral may be the subject of a set-off in accordance with clause 8.
- 6.10 [Collateral provided to Lender's Nominee] Without limiting clause 1.8, where Collateral is provided to the Lender's nominee, any obligation under this Agreement to repay or redeliver or otherwise account for Equivalent Collateral shall be an obligation of the Lender, notwithstanding that any such repayment or redelivery may be effected in any particular case by the nominee.
Redelivery of Equivalent Securities
- 7.1 [Borrower's obligation to redeliver Equivalent Securities] The Borrower undertakes to redeliver Equivalent Securities in accordance with this Agreement and the terms of the relevant Borrowing Request.
- 7.2 [Lender may call for early redelivery of Equivalent Securities] Subject to clause 8 and the terms of the relevant Borrowing Request, the Lender may call for the redelivery of all or any Equivalent Securities at any time by giving notice on any Business Day of not less than the Standard Settlement Time for such Equivalent Securities or the equivalent time on the exchange or in the clearing organisation through which the relevant borrowed Securities were originally delivered. The Borrower shall as hereinafter provided redeliver such Equivalent Securities not later than the expiry of such notice in accordance with the Lender's instructions.
- 7.3 [Lender may terminate loan if Borrower defaults] If the Borrower does not redeliver Equivalent Securities in accordance with such call, the Lender may elect to continue the loan of Securities ; provided that, if the Lender does not elect to continue the loan, the Lender may by written notice to the Borrower elect to terminate the relevant loan. Upon the expiry of such notice the provisions of clauses 8.2 to 8.5 shall apply as if upon the expiry of such notice an Event of Default had occurred in relation to the Borrower (who shall thus be the Defaulting
Party for the purposes of this Agreement) and as if the relevant loan were the only loan outstanding.
- 7.4 [Consequence of exercise of "buy-in" against Lender, as a result of Borrower default] In the event that, as a result of the failure of the Borrower to redeliver Equivalent Securities to the Lender in accordance with this Agreement, a "buy-in" is exercised against the Lender, then, provided that reasonable notice has been given to the Borrower of the likelihood of such a "buy-in", the Borrower shall account to the Lender for the total costs and expenses reasonably incurred by the Lender as a result of such "buy-in".
- 7.5 [Right of Borrower to terminate loan early] Subject to the terms of the relevant Borrowing Request, the Borrower shall be entitled at any time to terminate a particular loan of Securities and to redeliver all and any Equivalent Securities due and outstanding to the Lender in accordance with the Lender's instructions.
Set-off etc.
- 8.1 [Requirement for simultaneous delivery] On the date and time that Equivalent Securities are required to be redelivered by the Borrower in accordance with the provisions of this Agreement the Lender shall simultaneously redeliver the Equivalent Collateral and repay any Cash Collateral held (in respect of the Equivalent Securities to be redelivered) to the Borrower. Neither Party shall be obliged to make delivery (or make a payment as the case may be) to the other unless it is satisfied that the other Party will make such delivery (or make an appropriate payment as the case may be) to it simultaneously. If it is not so satisfied (whether because an Event of Default has occurred in respect of the other Party or otherwise), it shall notify the other Party and, unless that other Party has made arrangements which are sufficient to assure full delivery (or the appropriate payment as the case may be) to the notifying Party, the notifying Party shall (provided it is itself in a position, and willing, to perform its own obligations) be entitled to withhold delivery (or payment, as the case may be) to the other Party.
- 8.2 [Netting following occurrence of Event of Default] If an Event of Default occurs in relation to either Party, the Parties' delivery and payment obligations (and any other obligations they have under this Agreement) shall be accelerated so as to require performance thereof at the time such Event of Default occurs (the date of which shall be the "Performance Date" for the purposes of this clause), and in such event:
- (a) the Relevant Value of the Securities to be delivered (or payment to be made, as the case may be) by each Party shall be established in accordance with clause 8.3; and
-
(b) on the basis of the Relevant Values so established, an account shall be taken (as at the Performance Date) of what is due from each Party to the other and (on the basis that each Party's claim against the other in respect of delivery of Equivalent Securities or Equivalent Collateral or any cash payment equals the Relevant Value thereof) the sums due from one Party shall be setoff against the sums due from the other and only the balance of the account shall be payable (by the Party having the claim valued at the lower amount pursuant to the foregoing) and such balance shall be payable on the Performance Date.
-
8.3 [Relevant Value] For the purposes of clause 8.2 the Relevant Value:
- (a) of any cash payment obligation shall equal its par value (disregarding any amount taken into account under (b) or (c) below);
- (b) of any Securities to be delivered by the Defaulting Party shall, subject to clause 8.4(b) and (c) below, equal the Offer Value thereof; and
- (c) of any Securities to be delivered to the Defaulting Party shall, subject to clause 8.4(b) and (c) below, equal the Bid Value thereof.
8.4 [Bid ValueIOffer Value]
- (a) For the purposes of clause 8.3, but subject to (b) and (c) below, the Bid Value and Offer Value of any Securities shall be calculated as at the Close of Business in the most appropriate market for Securities of the relevant description (as determined by the Non-Defaulting Party) on the first Business Day following the Performance Date, or, if the relevant Event of Default occurs outside the normal business hours of such market, on the second Business Day following the Performance Date (the "Default Valuation Time").
- (b) Where the Non-Defaulting Party has, following the occurrence of an Event of Default but prior to the Default Valuation Time, purchased Securities forming part of the same issue and being of an identical type and description to those to be delivered by the Defaulting Party and in substantially the same amount as those Securities or sold Securities forming part of the same issue and being of an identical type and description to those to be delivered by him to the Defaulting Party and in substantially the same amount as those Securities, the cost of such purchase or the proceeds of such sale, as the case may be, (taking into account all reasonable costs, fees and expenses that would be incurred in connection therewith) shall be treated as the Offer Value or Bid Value, as the case may be, of the relevant Securities for the purposes of this clause 8.
- (c) Where the amount of any Securities sold or purchased as mentioned in (b) above is not in substantially the same amount as those Securities to be valued for the purposes of clause 8.3, the Offer Value or the Bid Value (as the case may be) of those Securities shall be ascertained by:
- (i) dividing the net proceeds of sale or cost of purchase by the amount of the Securities sold or purchased so as to obtain a net unit price; and
- (ii) multiplying that net unit price by the amount of the Securities to be valued.
- 8.5 [Interpretation: "Securities"] Any reference in this clause 8 to Securities shall include any asset other than cash provided by way of Collateral.
- 8.6 [Interpretation: "Event of Default"] If the Borrower or the Lender for any reason fails to comply with its respective obligations under clause 6.6 in respect of the redelivery of Equivalent Collateral or the repayment of Cash Collateral, such failure shall be an Event of Default for the purposes of this clause 8, and the person failing to comply shall thus be the Defaulting Party.
8.7 [Waiver of right to require simultaneous delivery] Subject to and without prejudice to its rights under clause 8.1, either Party may from time to time in accordance with market practice and in recognition of the practical difficulties in arranging simultaneous delivery of Securities, Collateral and cash transfers waive its right under this Agreement in respect of simultaneous delivery and/or payment; provided that no such waiver in respect of one transaction shall bind it in respect of any other transaction.
9 Stamp duty, taxes etc and loss of tax benefits
9.1 [Stamp duty etc] The Borrower hereby undertakes promptly to pay and account for any transfer or similar duties or taxes, and any loan security or other stamp duties, (if any) chargeable in connection with any transaction effected pursuant to or contemplated by this Agreement, and shall indemnify and keep indemnified the Lender against any liability arising in respect thereof as a result of the Borrower's failure to do so.
9.2 [Borrower to give Transfer of Dividend Statement to Lender re franked dividends] If:
- (a) an Income Payment Date occurs during an Income Determination Period in relation to a particular loan of Securities;
- (b) had the Lender been the holder of those Securities on the relevant Income Payment Date, it would have received a Franked Dividend in respect of those Securities;
- (c) the Agreement or the relevant Confirmation states that the Lender is an Australian Taxpayer;
- (d) the failure of the Lender to receive a Franked Dividend is not due to any unreasonable act or omission by or on behalf of the Lender; and
- (e) neither item 7 in Schedule 1 nor the relevant Confirmation states that the Lender is not entitled to compensation for the loss of franking creditslrebates;
then:
- (f) the Borrower must either:
- (i) as soon as practicable, and in any event within 10 Business Days after the relevant Income Payment Date, give to the Lender a Transfer of Dividend Statement in respect of those Securities (which the Borrower is to be taken as having warranted is correct in all material respects and is effective for the purposes of Division 6A of Part IIIAA of the Tax Act); or
- (ii) on the 10th Business Day after the relevant Income Payment Date pay to the Lender an amount equal to the franking credit referable to the Franked Dividend.
-
9.3 [Borrower to compensate corporate Lender for loss of intercorporate dividend rebate re unfranked dividends] If:
-
(a) an Income Payment Date occurs during an Income Determination Period in relation to a particular loan of Securities;
- (b) had the Lender been the holder of those Securities on the relevant Income Payment Date, it would have received an Unfranked Dividend in respect of those Securities;
- (c) the Agreement or the relevant Confirmation states the Lender is entitled to compensation for the loss of the intercorporate dividend rebate under the Tax Act;
- (d) the failure of the Lender to qualify for that rebate is not due to any unreasonable act or omission by or on behalf of the Lender; and
- (e) neither item 8 of the Agreement nor the relevant Confirmation states that the Lender is not entitled to compensation for the loss of that rebate;
then the Borrower must pay to the Lender an amount calculated as follows:
$$
P = \frac{DT}{1-T}
$$
Where :
- P = the amount payable;
- D = the amount of the Unfranked Dividend; and
- T = the rate of income tax, expressed as a decimal, determined under the Tax Act at the relevant Income Payment Date as that payable in respect of the taxable income of a company (other than a private company, a company in the capacity of a trustee or a non-profit company that is a friendly society dispensary).
- 9.4 ["Notifiable consideration" for the purposes of s26BC(3)(d) of the Tax Act] For the purposes of section 26BC(3)(d) of the Tax Act, the notifiable consideration in respect of any loan of Securities is dissected as follows:
- (a) a fee see clause 5.1 (as applicable); and
- (b) other consideration see clauses 4.2,6 and 9 and the definition of "Equivalent Securities" in clause 26.
Lender's warranties
[Lender's warranties] Each Party hereby warrants and undertakes to the other on a continuing basis, to the intent that such warranties shall survive the completion of any transaction contemplated by this Agreement, that, where acting as a Lender:
(a) it is duly authorised and empowered to perform its duties and obligations under this Agreement;
- (b) it is not restricted under the terms of its constitution or in any other manner from lending Securities in accordance with this Agreement or from otherwise performing its obligations under this Agreement;
- (c) it is absolutely entitled to pass full legal and beneficial ownership of all Securities provided by it under this Agreement to the Borrower free from all liens, charges, equities and encumbrances; and
- (d) where paragraph 3 in Schedule 1 specifies that this clause 10(d) applies, it is not resident in Australia for the purposes of the Tax Act and either:
- (i) does not have a branch or other permanent establishment in Australia for the purposes of the Tax Act or of any applicable double tax agreement between Australia and its country of tax residence; or
- (ii) if it does have such a branch or other permanent establishment in Australia, that the loan is not entered into in the course of carrying on business through such branch or permanent establishment.
Borrower's warranties
[Borrower's warranties] Each Party hereby warrants and undertakes to the other on a continuing basis, to the intent that such warranties shall survive the completion of any transaction contemplated by this Agreement, that, where acting as a Borrower:
- (a) it has all necessary licences and approvals, and is duly authorised and empowered, to perform its duties and obligations under this Agreement and will do nothing prejudicial to the continuation of such authorisation, licences or approvals;
- (b) it is not restricted under the terms of its constitution or in any other manner from borrowing Securities in accordance with this Agreement or from otherwise performing its obligations under this Agreement;
- (c) it is absolutely entitled to pass full legal and beneficial ownership of all Collateral provided by it under this Agreement to the Lender free from all liens, charges, equities and encumbrances; and
- (d) it is acting as principal in respect of this Agreement.
Events of Default
- 12.1 [Events of Default] Each of the following events occurring in relation to either Party (the "Defaulting Party", the other Party being the "Non-Defaulting Party") shall be an Event of Default for the purpose of clause 8:
- (a) the Borrower or Lender failing to pay or repay Cash Collateral or deliver or redeliver Collateral or Equivalent Collateral upon the due date, and the Non-Defaulting Party serves written notice on the Defaulting Party;
-
(b) the Lender or Borrower failing to comply with its obligations under clause 6, and the Non-Defaulting Party serves written notice on the Defaulting Party;
-
-- (c) the Borrower failing to comply with clause 4.2, clause 9.2 or clause 9.3 and the Non-Defaulting Party serves written notice on the Defaulting Party;
- (d) an Act of Insolvency occurring with respect to the Lender or the Borrower and (except in the case of an Act of Insolvency which is the presentation of a petition for winding up or any analogous proceeding or the appointment of a liquidator or analogous officer of the Defaulting Party in which case no such notice shall be required) the Non-Defaulting Party serves written notice on the Defaulting Party;
- (e) any representations or warranties made by the Lender or the Borrower being incorrect or untrue in any material respect when made or repeated or deemed to have been made or repeated, and the Non-Defaulting Party serves written notice on the Defaulting Party;
- (f) the Lender or the Borrower admitting to the other that it is unable to, or it intends not to, perform any of its obligations hereunder and/or in respect of any loan hereunder, and the Non-Defaulting Party serves written notice on the Defaulting Party;
- (g) the Lender (if appropriate) or the Borrower being declared in default by the appropriate authority under the Rules or being suspended or expelled from membership of or participation in any securities exchange or association or other self-regulatory organisation, or suspended from dealing in securities by any government agency, and the Non-Defaulting Party serves written notice on the Defaulting Party;
- (h) any of the assets of the Lender or the Borrower or the assets of investors held by or to the order of the Lender or the Borrower being ordered to be transferred to a trustee by a regulatory authority pursuant to any securities regulating legislation and the Non-Defaulting Party serves written notice on the Defaulting Party, or
- (i) the Lender or the Borrower failing to perform any other of its obligations hereunder and not remedying such failure within 30 days after the Non-Defaulting Party serves written notice requiring it to remedy such failure, and the Non-Defaulting Party serves a further written notice on the Defaulting Party.
- 12.2 [Obligation of each Party to notify its Event of Default] Each Party shall notify the other if an Event of Default occurs in relation to it.
Outstanding payments
[Default interest] In the event of either Party failing to remit sums in accordance with this Agreement, such Party hereby undertakes to pay to the other Party upon demand interest (before as well as after judgment) on the net balance due and outstanding, for the period commencing on and inclusive of the original due date for payment to (but excluding) the date of actual payment, in the same currency at a rate per annum equal to the cost (without proof or evidence of any actual cost) to the relevant payee (as certified by it in good faith) if it were to fund or of funding the relevant amount, plus 2% (or other agreed percentage) per annum.
14 Transactions entered into as agent
- 14.1 [Agency Transactions] Subject to the following provisions of this clause, the Lender may enter into loans as agent (in such capacity, the "Agent") for a third person (a "Principal"), whether as custodian or investment manager or otherwise (a loan so entered into being referred to in this clause as an "Agency Transaction").
- 14.2 [Conditions for Agency Transactions] A Lender may enter into an Agency Transaction if, but only if:
- (a) it specifies that loan as an Agency Transaction at the time when it enters into it;
- (b) it enters into that loan on behalf of a single Principal whose identity is disclosed to the Borrower (whether by name or by reference to a code or identifier which the Parties have agreed will be used to refer to a specified Principal) at the time when it enters into the loan; and
- (c) it has at the time when the loan is entered into actual authority to enter into the loan and to perform on behalf of that Principal all of that Principal's obligations under the agreement referred to in clause 14.4(b) below.
- 14.3 [Undertakings by Lender] The Lender undertakes that, if it enters as agent into an Agency Transaction, forthwith upon becoming aware:
- (a) of any event which constitutes an Act of Insolvency with respect to the relevant Principal; or
- (b) of any breach of any of the warranties given in clause 14.5 below or of any event or circumstance which has the result that any such warranty would be untrue if repeated by reference to the current facts,
it will inform the Borrower of that fact and will, if so required by the Borrower, furnish it with such additional information as it may reasonably request.
14.4 [Consequences of Agency Transaction]
- (a) Each Agency Transaction shall be a transaction between the relevant Principal and the Borrower and no person other than the relevant Principal and the Borrower shall be a party to or have any rights or obligations under an Agency Transaction. Without limiting the foregoing, the Lender shall not be liable as principal for the performance of an Agency Transaction or for breach of any warranty contained in clause 10(d) of this Agreement, but this is without prejudice to any liability of the Lender under any other provision of this clause.
-
(b) All the provisions of the Agreement shall apply separately as between the Borrower and each Principal for whom the Agent has entered into an Agency Transaction or Agency Transactions as if each such Principal were a party to a separate agreement with the Borrower in all respects identical with this Agreement other than this paragraph and as if the Principal were Lender in respect of that agreement; provided that:
-
(i) if there occurs in relation to the Agent an Event or Default or an event which would constitute an Event of Default if the Borrower served written notice under any paragraph of clause 12, the Borrower shall be entitled by giving written notice to the Principal (which notice shall be validly given to the Lender in accordance with clause 20) to declare that, by reason of that event, an Event of Default is to be treated as occurring in relation to the Principal. If the Borrower gives such a notice, then an Event of Default shall be treated as occurring in relation to the Principal at the time when the notice is deemed to be given; and
- (ii) if the Principal is neither incorporated nor has established a place of business in Australia, the Principal shall for the purposes of the agreement referred to in the preamble in this paragraph (b) be deemed to have appointed as its agent to receive on its behalf service of process in the courts of Australia the Agent, or, if the Agent is neither incorporated nor has established a place of business in Australia, the person appointed by the Agent for the purposes of this Agreement, or such other person as the Principal may from time to time specify in a written notice given to the other party.
- (c) The foregoing provisions of this clause do not affect the operation of the Agreement as between the Borrower and the Lender in respect of any transactions into which the Lender may enter on its own account as principal.
- 14.5 [Warranty by Lender] The Lender warrants to the Borrower that it will, on every occasion on which it enters or purposes to enter into a transaction as an Agency Transaction, have been duly authorised to enter into that loan and perform the obligations arising thereunder on behalf of the person whom it specifies as the Principal in respect of that transaction and to perform on behalf of that person all the obligations of that person under the agreement referred to in clause 14.4(b).
15 Termination of course of dealings by notice
Each Party shall have the right to bring the course of dealing contemplated under this Agreement to an end by giving not less than 15 Business Days' notice in writing to the other Party (which notice shall specify the date of termination), subject to an obligation to ensure that all loans and which have been entered into but not discharged at the time such notice is given are duly discharged in accordance with this Agreement and with the Rules (if applicable).
16 No reliance or tax or accounting representations by other Party
Each Party acknowledges, represents and warrants to the other that, except as expressly stated in this Agreement or any Confirmation:
(a) it has not relied on any advice, statement, representation or conduct of any kind by or on behalf of the other Party in relation to any tax (including stamp duty) or accounting issues concerning this Agreement or any transactions effected under it; and
(b) it has made its own determination as to the tax (including stamp duty) and accounting consequences and treatment of any transaction effected under this Agreement, including (without limitation) of any moneys paid or received or any property transferred or received in connection with any such transaction.
17 Observance of procedures
Each of the Parties hereto agrees that, in taking any action that may be required in accordance with this Agreement, it shall observe strictly the procedures and timetable applied by the Rules (if and to the extent applicable) and, further, shall observe strictly any agreement (oral or otherwise) as to the time for delivery or redelivery of any money, Securities, Equivalent Securities, Collateral or Equivalent Collateral entered into pursuant to this Agreement.
18 Severance
If any provision of this Agreement is declared by any judicial or other competent authority to be void or otherwise unenforceable, that provision shall be severed from the Agreement and the remaining provisions of this Agreement shall remain in full force and effect. The Agreement shall, however, thereafter be amended by the Parties in such reasonable manner so as to achieve, without illegality, the intention of the Parties with respect to that severed provision.
19 Specific performance
Each Party agrees that, in relation to legal proceedings, it will not seek specific performance of the other Party's obligation to deliver or redeliver Securities, Equivalent Securities, Collateral or Equivalent Collateral, but without prejudice to any other rights it may have.
20 Notices
- 20.1 [Effectiveness] Any notice or other communication in respect of this Agreement may be given in any manner set forth below (except that a notice or other communication under clause 12 or clause 15 may not be given by facsimile transmission or electronic messaging system) to the address or number or in accordance with the electronic messaging system details provided (see paragraph 6 in Schedule 1) and will be deemed effective as indicated:
- (a) if in writing and delivered in person or by courier, on the date it is delivered;
- (b) if sent by telex, on the date the recipient's answerback is received;
- (c) if sent by facsimile transmission, on the date that transmission is received by a responsible employee of the recipient in legible form (it being agreed that the burden of proving receipt will be on the sender and will not be met by a transmission report generated by the sender's facsimile machine);
- (d) if sent by certified or registered mail (airmail, if overseas) or the equivalent (return receipt requested), on the date that mail is delivered or its delivery is attempted; or
(e) if sent by electronic messaging system, on the date that electronic message is received,
unless the date of that delivery (or attempted delivery) or the receipt, as applicable, is not a Business Day or that communication is delivered (or attempted) or received, as applicable, after the close of business on a Business Day, in which case that communication shall be deemed given and effective on the first following day that is a Business Day.
20.2 [Change of Address] Either party may by notice to the other change the address, telex or facsimile number or electronic massaging system details at which notices or other communications are to be given to it.
Assignment
Neither Party may assign, transfer or otherwise dispose of all or any of its rights or obligations under this Agreement without the prior written consent of the other Party
22 Non-Waiver
No failure or delay by either Party to exercise any right, power or privilege under this Agreement shall operate as a waiver thereof, nor shall any single or partial exercise of any right, power or privilege preclude any other or further exercise thereof or the exercise of any other right, power or privilege as provided in this Agreement.
23 Time
Time shall be of the essence of the Agreement.
24 Recording
The Parties agree that each may electronically record all telephonic conversations between them.
25 Miscellaneous
- 25.1 [Entire Agreement] This Agreement constitutes the entire agreement and understanding of the Parties with respect to its subject matter and supersedes all oral communication and prior writings with respect thereto.
- 25.2 [Amendments] No amendment in respect of this Agreement will be effective unless in writing (including a writing evidenced by a facsimile transmission) and executed by each of the Parties or confirmed by an exchange of telexes or electronic messages on an electronic messaging system.
- 25.3 [Survival of Obligations] The obligations of the Parties under this Agreement will survive the termination of any transaction.
-
25.4 [Remedies Cumulative] Except as provided in this Agreement, the rights, powers, remedies and privileges provided in this Agreement are cumulative and not exclusive or any rights, powers, remedies and privileges provided by law.
-
25.5 [Counterparts] This Agreement (and each amendment in respect of it) may be executed and delivered in counterparts (including by facsimile transmission), each of which will be deemed an original.
- 25.6 [Expenses] A defaulting Party will, on demand, indemnify and hold harmless the other Party for and against all reasonable out-of-pocket expenses, including legal fees and stamp duty, incurred by such other Party by reason of the enforcement and protection of its rights under this Agreement or by reason of the early termination of any transaction, including, but not limited to, costs of collection.
26 Definitions
In this Agreement:
Act of Insolvency means in relation to either Party:
- (a) its making a general assignment for the benefit of, or entering into a reorganisation, arrangement, or composition with creditors; or
- (b) its admitting in writing that it is unable to pay its debts as they become due; or
- (c) its seeking, consenting to or acquiescing in the appointment of any trustee, administrator, receiver or liquidator or analogous officer of it or any material part of its property; or
- (d) the presentation or filing of a petition in respect of it (other than by the other Party to this Agreement in respect of any obligation under this Agreement) in any court or before any agency alleging or for the bankruptcy, winding-up or insolvency of such Party (or any analogous proceeding) or seeking any reorganisation, arrangement, composition, re-adjustment, administration, liquidation, dissolution or similar relief under any present or future statute, law or regulation, such petition (except in the case of a petition for winding-up or any analogous proceeding in respect of which no such 30 day period shall apply) not having been stayed or dismissed within 30 days of its filing; or
- (e) the appointment of a receiver, administrator, liquidator or trustee or analogous officer of such Party over all or any material part of such Party's property; or
- (f) the convening of any meeting of its creditors for the purpose of considering a compromise or arrangement within Part 5.1 of the Corporations Law of Australia (or any analogous proceeding).
In this definition:
- (g) "liquidator" shall be deemed to include a "provisional liquidator";
- (h) "receiver" shall be deemed to include a "receiver and manager";
-
(i) "administrator" shall be deemed to include an "official manager";
-
(i) "arrangement" shall be deemed to include a "scheme of arrangement"; and
- (k) "creditors" shall be deemed to include "any class of creditors".
Agent has the meaning given in clause 14.
Alternative Collateral means Collateral of a Value equal to the Collateral delivered pursuant to clause 6 and provided by way of substitution for Collateral originally delivered or previously substituted in accordance with the provisions of clause 6.5.
Australian Taxpayer means any person other than:
- (a) a Party who is not a resident of Australia for the purposes of the Tax Act (whether that Party is acting as a trustee, nominee or agent or in some other capacity) at the time a Franked Dividend is paid; or
- (b) a Party who is acting in the capacity of trustee, nominee or agent for a person who is not a resident of Australia for the purposes of the Tax Act at the time a Franked Dividend is paid.
Bankers Acceptances has the meaning given in paragraph 1.1 (d) in Schedule 1.
Base Currency has the meaning given in paragraph 2 in Schedule 1.
Bid Price, in relation to Equivalent Securities or Equivalent Collateral, means the best available bid price thereof on the most appropriate market in a standard size.
Bid Value, subject to clause 8.5, means:
- (a) in relation to Equivalent Collateral at a particular time:
- (i) in relation to Collateral type (h) (more specifically referred to in paragraph 1.1 in Schedule l), the Value thereof as calculated in accordance with paragraph 1.2(d) in Schedule 1;
- (ii) in relation to all other types of Collateral (more specifically referred to in paragraph 1 .I in Schedule I), the amount which would be received on a sale of such Collateral at the Bid Price thereof at such time less all costs, fees and expenses that would be incurred in connection with selling or otherwise realising such Equivalent Collateral, calculated on the assumption that the aggregate thereof is the least that could reasonably be expected to be paid in order to carry out such sale or realisation and adding thereto the amount of any interest, dividends, distributions or other amounts paid to the Lender and in respect of which equivalent amounts have not been paid to the Borrower in accordance with clause 6.7 prior to such time in respect of such Equivalent Collateral or the original Collateral held gross of all and any tax deducted or paid in respect thereof; and
(b) in relation to Equivalent Securities at a particular time, the amount which would be received on a sale of such Equivalent Securities at the Bid Price thereof at such time less all costs, fees and expenses that would be incurred in connection therewith, calculated on the assumption that the aggregate thereof is the least that could reasonably be expected to be paid in order to carry out the transaction.
Borrower, in relation to a particular loan of Securities, means the Borrower as referred to in Recital A of this Agreement.
Borrowing Request means a request made in writing (an example of which comprises Schedule 2 to this Agreement) by the Borrower to the Lender pursuant to clause 2.1 specifying, as necessary:
- (a) the description, title and amount of the Securities required by the Borrower;
- (b) the description (if other than Australian currency) and amount of any Collateral to be provided;
- (c) the proposed Settlement Date;
- (d) the duration of such loan (if other than indefinite);
- (e) the mode and place of delivery, which shall, where relevant, include the bank, agent, clearing or settlement system and account to which delivery of the Securities and any Collateral is to be made;
- (f) the Margin in respect of the transaction (if different from that stated in Schedule 1 or Schedule 3, as appropriate); and
- (g) the Fee.
Business Day means a day on which banks and securities markets are open for business generally in each place stated in paragraph 5 in Schedule 1 and, in relation to the delivery or redelivery of any of the following in relation to any loan, in the place(s) where the relevant Securities, Equivalent Securities, Collateral (including Cash Collateral) or Equivalent Collateral are to be delivered.
Cash Collateral means Collateral that takes the form of a deposit of currency.
Close of Business means:
- (a) in relation to any borrowing of Securities or redelivery of Equivalent Securities under this agreement, the final time on a Business Day at which settlement of the transfer of those Securities can take place in the Stock Exchange in order to constitute good delivery on that day; and
- (b) in relation to the provision of Collateral or return of Equivalent Collateral or the making of any other payment under this agreement, the time at which trading banks close for general banking business in
the place in which payment is to be made or Collateral or Equivalent Collateral is to be delivered or redelivered.
Collateral means such securities or financial instruments or deposits of currency as are referred to in paragraph 1.1 in Schedule 1 or any combination thereof which are delivered by the Borrower to the Lender in accordance with this Agreement and includes the certificates or other documents of title (if any) and transfer in respect of the foregoing (as appropriate), and includes Alternative Collateral.
Confirmation means the Borrowing Request, as it may be amended pursuant to clause 2.2., or other confirming evidence exchanged between the Parties confirming the terms of a transaction.
Defaulting Party has the meaning given in clause 12.
Dividend means a dividend within the meaning of the definition of that term in section 6(1) (as affected by sections 6(4) and 6(5)) of the Tax Act.
Equivalent Collateral or Collateral equivalent to, in relation to any Collateral provided under this Agreement, means securities, cash or other property, as the case may be, of an identical type, nominal value, description and amount to particular Collateral so provided and shall include the certificates or other documents of title (if any) and transfer in respect of the foregoing (as appropriate). If and to the extent that such Collateral consists of securities that are partly paid or have been converted, subdivided, consolidated, redeemed, made the subject of a takeover, capitalisation issue, rights issue or event similar to any of the foregoing, the expression shall have the following meaning:
- (a) in the case of conversion, subdivision or consolidation the securities into which the relevant Collateral has been converted, subdivided or consolidated provided that, if appropriate, notice has been given in accordance with clause 4.2(b);
- (b) in the case of redemption, a sum of money equivalent to the proceeds of the redemption;
- (c) in the case of a takeover, a sum of money or securities, being the consideration or alternative consideration of which the Borrower has given notice to the Lender in accordance with clause 4.2(b);
- (d) in the case of a call on partly paid securities, the paid-up securities provided that the Borrower shall have paid to the Lender an amount of money equal to the sum due in respect of the call;
- (e) in the case of a capitalisation issue, the relevant Collateral together with the securities allotted by way of a bonus thereon;
- (f) in the case of a rights issue, the relevant Collateral together with the securities allotted thereon, provided that the Borrower has given notice to the Lender in accordance with clause 4.2(b), and has paid to the Lender all and any sums due in respect thereof;
(g) in the event that a payment or delivery of Income is made of the relevant Collateral in the form of securities or a certificate which may at a future date be exchanged for securities or in the event of an option to take Income in the form of securities or a certificate which may at a future date be exchanged for securities, notice has been given to the Lender in accordance with clause 4.2(b) the relevant Collateral together with securities or a certificate equivalent to those allotted; and
(h) in the case of any event similar to any of the foregoing, the relevant Collateral together with or replaced by a sum of money or securities equivalent to that received in respect of such Collateral resulting from such event.
For the avoidance of doubt, in the case of Bankers7 Acceptances (Collateral type (d)), Equivalent Collateral must bear dates, acceptances and endorsements (if any) by the same entitles as the bill to which it is intended to be equivalent and, for the purposes of this definition, securities are equivalent to other securities where they are of an identical type, nominal value, description and amount and such term shall include the certificate and other documents of or evidencing title and transfer in respect of the foregoing (as appropriate).
Equivalent Securities means securities of an identical type, nominal value, description and amount to particular Securities borrowed and such term shall include the certificate and other documents of or evidencing title and transfer in respect of the foregoing (if appropriate). If and to the extent that such Securities are partly paid or have been converted, subdivided, consolidated, redeemed, made the subject of a takeover, capitalisation issue, rights issue or event similar to any of the foregoing, the expression shall have the following meaning:
- (a) in the case of conversion, subdivision or consolidation the securities into which the borrowed Securities have been converted, subdivided or consolidated provided that if appropriate, notice has been given in accordance with clause 4.2(b);
- (b) in the case of redemption, a sum of money equivalent to the proceeds of the redemption;
- (c) in the case of a takeover, a sum of money or securities, being the consideration or alternative consideration of which the Lender has given notice to the Borrower in accordance with clause 4.2(b);
- (d) in the case of a call on partly paid securities, the paid-up securities provided that the Lender shall have paid to the Borrower an amount of money equal to the sum due in respect of the call;
- (e) in the case of a capitalisation issue, the borrowed Securities together with the securities allotted by way of a bonus thereon;
- (f) in the case of a rights issue, the borrowed Securities together with the securities allotted thereon, provided that the Lender has given notice
to the Borrower in accordance with clause 4.2(b), and has paid to the Borrower all and any sums due in respect thereof;
- (g) in the event that a payment or delivery of Income is made in respect of the borrowed Securities in the form of securities or a certificate which may at a future date be exchanged for securities or in the event of an option to take Income in the form of securities or a certificate which may at a future date be exchanged for securities, notice has been given to the Borrower in accordance with clause 4.2(b) the borrowed Securities together with securities or a certificate equivalent to those allotted; and
- (h) in the case of any event similar to any of the foregoing, the borrowed Securities together with or replaced by a sum of money or securities equivalent to that received in respect of such borrowed Securities resulting from such event.
For the purposes of this definition, securities are equivalent to other securities where they are of an identical type, nominal value, description and amount and such term shall include the certificate and other documents of or evidencing title and transfer in respect of the foregoing (as appropriate).
Event of Default has the meaning given in clause 12.
Fee, in respect of a transaction, means the fee payable by one Party to the other in respect of that transaction under clause 5.
Franked Dividend means a Dividend the whole or part of which is taken to have been franked in accordance with section 160AQF of the Tax Act.
Income means any dividends, interest or other distributions of any kind whatsoever with respect to any Securities or Collateral.
Income Determination Period, in relation to a particular loan of Securities, means:
- (a) in relation to the Securities, the period commencing when the Securities cease to be registered in the name of the Lender (or the relevant transferor) upon or before delivery of those Securities under clause 3 and ending when Equivalent Securities are registered in the name of the Lender (or the relevant transferee) upon or following redelivery of those Equivalent Securities under clause 7.1 ; and
- (b) in relation to Collateral (other than Cash Collateral), the period commencing when the Collateral ceases to be registered in the name of the Borrower (or the relevant transferor) upon or before delivery of that Collateral under clause 6.1 and ending when Equivalent Collateral is registered in the name of the Borrower (or the relevant transferee) upon or following redelivery of that Equivalent Collateral under clause 6.6.
Income Payment Date, in relation to any Securities or Collateral, means the date on which Income is paid in respect of such Securities or
Collateral, or, in the case of registered Securities or Collateral, the date by reference to which particular registered holders are identified as being entitled to payment of Income.
Lender, in relation to a particular loan of Securities, means the Lender as referred to in Recital A of this Agreement.
Margin has the meaning in paragraph 1.3 in Schedule 1.
Nominee means an agent or a nominee appointed by either Party to accept delivery of, hold or deliver Securities, Equivalent Securities, Collateral and/or Equivalent Collateral on its behalf whose appointment has been notified to the other Party.
Non-Defaulting Party has the meaning given in clause 12.
Offer Price, in relation to Equivalent Securities or Equivalent Collateral, means the best available offer price thereof on the most appropriate market in a standard size.
Offer Value, subject to clause 8.5, means:
- (a) in relation to Collateral equivalent to Collateral type (h) (more specifically referred to in paragraph 1.1 in Schedule I), the Value thereof as calculated in accordance with paragraph 1.2(d) in Schedule 1 ; and
- (b) in relation to Equivalent Securities or Collateral equivalent to all other types of Collateral (more specifically referred to in paragraph 1.1 in Schedule I), the amount it would cost to buy such Equivalent Securities or Equivalent Collateral at the Offer Price thereof at such time plus all costs, fees and expenses that would be incurred in connection therewith, calculated on the assumption that the aggregate thereof is the least that could reasonably be expected to be paid in order to carry out the transaction.
paid, in relation to a Dividend, includes credited, distributed or issued and like terms are to be construed accordingly.
Parties means the Lender and the Borrower and Party shall be construed accordingly.
Performance Date has the meaning given in clause 8.
Posted Collateral has the meaning given in clause 6.2(a)(i).
Principal has the meaning given in clause 14.
Reference Price means:
(a) in relation to the valuation of Securities, Equivalent Securities, Collateral and/or Collateral equivalent to type (g) (more specifically referred to in paragraph 1.1 in Schedule I), such price as is equal to the mid market quotation of such Securities, Equivalent Securities,
Collateral and/or Equivalent Collateral as derived from a reputable pricing information service (such as the services provided by SEATS or Reuters) reasonably chosen in good faith by the Lender or if unavailable the market value thereof as derived from the prices or rates bid by a reputable dealer for the relevant instrument reasonably chosen in good faith by the Lender, in each case at Close of Business on the previous Business Day; and
(b) in relation to the valuation of Securities, Equivalent Securities, Collateral and/or Collateral equivalent to Collateral types (b)-(f) (more specifically referred to in paragraph 1.1 in Schedule l), the market value thereof as derived from the prices or rates bid by a market maker or reputable dealer for the relevant instrument reasonably chosen by the Lender in good faith or, in the absence of such a bid, the average of the rates bid by two leading market makers reasonably chosen in good faith by the Lender in each case at Close of Business on the previous Business Day.
Relevant Payment Date has the meaning given in clause 4.2(a).
Required Collateral Value has the meaning given in clause 6.3.
Rules means the rules for the time being of the Stock Exchange (where either Party is a member of the Stock Exchange) and/or any other regulatory authority whose rules and regulations shall from time to time affect the activities of the Parties pursuant to this Agreement (provided that in an Event of Default, where either Party is a member of the Stock Exchange, the Rules and Regulations of the Stock Exchange shall prevail).
Securities means "eligible securities" within the meaning of section 26BC(l) of the Tax Act which the Borrower is entitled to borrow from the Lender in accordance with the Rules and which are the subject of a loan pursuant to this Agreement and such term shall include the certificates or other documents of title (if any) in respect of the foregoing.
Settlement Date means the date upon which Securities are or are to be transferred to the Borrower in accordance with this Agreement.
Standard Settlement Time, in relation to Australian Securities, means T + 5 Australian business days on which the Australian Stock Exchange Limited is open for trading, or such lesser time in which transactions in Australia in listed securities are customarily required to be settled.
Stock Exchange means the Australian Stock Exchange Limited.
Tax Act means the Income Tax Assessment Act 1936 (Commonwealth of Australia).
Transfer of Dividend Statement, in relation to Dividends, means a properly completed document in the form, or substantially in the form, of Appendix 6.26 to the Rules or a properly completed statement in another approved form within the meaning of the definition of that term in section 160APA of the Tax Act.
Unfranked Dividend means a Dividend no part of which has been franked in accordance with the Tax Act.
Value at any particular time means, in relation to Securities and Equivalent Securities, the Reference Price thereof then current and in respect of Collateral and/or Equivalent Collateral such worth as determined in accordance with paragraph 1.2 in Schedule 1.
27 Governing Law and Jurisdiction
- 27.1 [Governing law] This Agreement is governed by, and shall be construed in accordance with, the law in force in New South Wales, Australia.
- 27.2 [Consent to jurisdiction] Each Party irrevocably and unconditionally submits to the non-exclusive jurisdiction of the courts of New South Wales in respect of any dispute in connection with this Agreement.
EXECUTED as an agreement
Schedule 1 - Particulars
- 1 COLLATERAL (see definition in clause 26, and also clause 6)
- 1.1 Types (see defirzition of "Collateral" in clause 26)
Collateral acceptable under this Agreement may include the following or otherwise, as agreed between the Parties from time to time, whether transferable by hand or within a depositary:
- (a) Cash;
- (b) Australian Government Inscribed Stock;
- (c) Australian, State or Territory Government stock, bonds or promissory notes (including those issued by any statutory corporation such as Treasury Corporation of New South Wales);
- (d) Bills of exchange accepted by any bank carrying on business in Australia ("Bankers Acceptances");
- (e) Promissory notes issued by any such bank;
- (f) Certificates of Deposit issued by any such bank;
- (g) Corporate bonds in registrable or bearer form;
- (h) Irrevocable Standby Letters of Credit issued or confirmed by any such bank.
1.2 Valuation of Collateral (see definition of "Value" in clause 26 and clause 6.2)
Collateral provided in accordance with this Agreement shall be evaluated by reference to the following, or by such means as the Parties may from time to time agree:
- (a) in respect of Collateral type (a), the amount thereof in, or converted into, the Base Currency;
- (b) in respect of Collateral type (b), the value calculated by reference to the middle market price of each stock as determined daily by the Reserve Bank of Australia, adjusted to include the accumulated interest thereon;
- (c) in respect of Collateral types (c) to (g), the Reference Price thereof;
- (d) in respect of Collateral type (h), the value specified therein.
1.3 Margin (see definition in clause 26 and clause 6.3)
The Value of any Collateral delivered, or to be delivered, pursuant to clause 6 by the Borrower to the Lender under the terms and conditions of this Agreement shall on each Business Day represent not less than the Value of the borrowed Securities together with the following additional percentages, hereinbefore referred to as ("the Margin"), unless otherwise agreed between the Parties:
(a) in the case of Collateral type (a): 5%; or
- (b) in the case of Collateral types (b) to (f) and (h): 5% (except that, for Certificates of Deposit, the Margin shall be the accumulated interest thereon); or
- (c) in the case of Collateral type (g): 5%.
If the Value of the borrowed Securities includes any margin over the mid market price of the borrowed Securities, this shall be taken into account in determining the Margin applicable.
1.4 Basis of Margin Maintenance (see clause 6.4)
Minimum period after demand for transferring Collateral or Equivalent Collateral:
- (a) Cash Collateral: within one Business Day;
- (b) Equivalent Collateral: not less than the Standard Settlement Time for such Collateral or the equivalent time on the exchange or clearing organisation through which the relevant Collateral is to be, or was originally, delivered;
- (c) Other Collateral (ie a Letter of Credit): within two Business Days.
1.5 Minimum adjustments (see clauses 6.2(a)(ii) and (iii))
- (a) The Lender may not demand that further Collateral be provided by the Borrower if the aggregate deficiency calculated in accordance with clause 6.2 is less than the greater of:
- (i) \$5,000; and
- (ii) 2% of the Value of the Required Collateral Value.
- (b) The Borrower may not demand the return of Collateral provided to the Lender if the Borrower has committed an Event of Default in respect of any transaction or if the aggregate excess calculated in accordance with clause 6.2 is less than the greater of:
- (i) \$5,000; and
- (ii) 2% of the Required Collateral Value.
2 BASE CURRENCY (see definition in clause 26 and clause 1.6)
The Base Currency applicable to this Agreement is Australian Dollars.
3 LENDER'S WARRANTIES (see clause 1 O(d))
clause 10(d) shall not apply.
4 VOTING (see clause 4.3)
Clause 4.3 does not apply.
5 PLACE OF BUSINESS (see definition of "Business Day" in clause 26)
Sydney.
6 ADDRESS FOR NOTICES AND STATUS OF PARTIES (see clause 20.1)
6.1 Address for notices or communications to Bankers Trust Australia Limited
| Address: | Level 15, The Chifley Tower, 2 Chifley Square, Sydney NSW 2000 |
|---|---|
| Attention: | Sasha Conoplia |
| Facsimile No: 612 9259 9466 | |
| Telephone No: 612 9259 3057 | |
which is an Australian Taxpayer.
6.2 Address for notices or communications to AMP Securities Pty Limited
Address: Level 16,33 Alfred Street, Sydney, NSW 2000
Attention: AMP Securities Pty Limited - Securities Lending Division
Facsimile No: 612 9257 5996
Telephone No: 612 9257 5238
Email:
which is an Australian Taxpayer.
7 COMPENSATION FOR LOSS OF FRANKING CREDITSIREBATES (see clause 9.2)
Is required by both parties unless expressly stated in a confirmation.
8 COMPENSATION FOR LOSS OF INTERCORPORATE DIVIDEND REBATE (see clause 9.3)
Is required by both parties unless expressly stated in a confirmation.
Schedule 2 Specimen Form of Borrowing Request (see clause 2.1 and definition of "Borrowing Request" in clause 26)
To: [Name and Address of Lender]
This is a Borrowing Request under the Master Securities Lending Agreement between us dated # (the "Agreement")
1 We wish to make the following borrowing of Securities: (a) Description of Securities: # [eg "fully paid ordinary shares in # "1 (b) Amount of Securities: # [eg "1 million"] (c) Proposed Settlement Date of # [eg "today"] Borrowing: (d) Time, Mode and Place of Delivery of Securities, including (as appropriate) settlement system and account to which delivery is to be made: # [eg "to the account of #, HIN #, in CHESS"] (e) Duration of Loan: No longer than eleven months and 20 days after the Borrowed Securities are delivered under this Borrowing Request. (f) Type of Collateral: # [eg "Cash"] (g) Time, Mode and Place of Delivery of # [eg "dvp on CHESS"] Collateral: (h) Rates (see clause 5.1 of the #[eg (a) " #% per annum on the Cash Agreement): Collateral", or (b) "# % per annum on the daily value of the Borrowed Securities" as appropriate]. 2 Please confirm your acceptance of this Borrowing Request by return fax.
Dated : #
For and on behalf of [Name of Borrower]
Signature of Authorised Representative
Name and title of Authorised Representative
Schedule 3 Supplementarv Terms and Conditions (if anv)
This Schedule forms part of and amends the Master Securities Lending Agreement (including Schedule 1) to which it is a Schedule, as follows:
- The following words should be added to the end of the existing clause 2.1 :
"The Borrowing Request may be made orally by the Borrower. Following receipt of the Borrowing Request the Lender, in its absolute discretion, may accept the Borrowing Request by serving on the Borrower a Confirmation."
- 2. The following new clauses shall be added:
- "2.3 [Securities Lending Agreement] The Borrower shall at all times not do any act or thing which may cause this Agreement to not qualify as a written agreement of the kind known as a securities lending agreement for the purposes of Section 26BC(3) of the Income Tax Assessment Act."
- "4.4 [Other Corporate Actions] Each Party hereby undertakes to procure that all reasonable instructions received from the other Party in respect of conversions, subdivisions consolidations, redemption's, takeovers, and pre-emptions, are complied with in respect of such Securities, Equivalent Securities, Collateral and/ or Equivalent Collateral PROVIDED THAT each Party shall notify the other of its instructions in writing no later than five (5)Business Days prior to the date upon which such action is to be taken, unless otherwise agreed between the Parties."
- "14.6 [Warranty as to Beneficial Ownership] When AMP lends or borrows as Agent, AMP hereby warrants to BTAL that, at the time of entering into and, at all times during, an Agency Transaction, the Principal on who's behalf the Agency Transaction has been entered into is authorised and entitled to, in the case of lending Securities, lend Securities and to deliver beneficial ownership of the Securities free from all liens, charges and encumbrances and, in the case of borrowing Securities, borrow Securities and deal with them as contemplated by this Agreement."
- "14.7 [Warranty as to Authority of Principal] AMP, as Agent, warrants that each Principal on whose behalf AMP enters into Agency Transactions is authorised to and, has the power to, enter into the lending or borrowing of Securities as contemplated by this Agreement.
- "14.8 [BTAL not act as Agent] If BTAL lends securities to AMP under this Agreement, it will at all times do so as principal, not as agent."
- "14.9 [Restriction on Agency Transactions] When AMP acts as Lender or Borrower, it may only enter into Agency Transactions, as Agent for and on behalf of a Principal, with BTAL if the Principal is:
- (a) AMP Life Limited Statutory Funds No. 1,2 or 3; or
- (b) such other person as is agreed in writing between AMP and BTAL, which written agreement shall form part of this Agreement, whether or not such written agreement is physically attached to this Agreement"
"14.10 [Netting and set-off] Any netting or set-off rights operate separately in relation to Agency Transactions entered into in connection with each separate Principal."
- 3. Clause 14.1 is amended by deleting the words "for a third person (a "Principal")" in the second and third lines and replacing them with "for a Principal".
-
- The definition of "Principal" in Clause 26 should be deleted and replaced with "means the persons referred to in clause 14.9(a) and (b)".
-
- New definitions should be added to Clause 26 of the Agreement as follows:
"BTAL means Bankers Trust Australia Limited ACN 003 01 7 22 1 of Level 15, The Chifley Tower, 2 Chifley Square, Sydney NSW 2000."
"AMP means AMP Securities Pty Limited ACN 063 403 681 of Level 16,33 Alfred Street, Sydney NSW 2000 as agent for the Principals as provided for in clause 14.9."
- An additional Event of Default is to be added to clause 12.1 as follows:
"12.l(j) If the making of any law or treaty or, a change in the interpretation or application by any governmental agency of any law or treaty, makes it unlawful or grossly impracticable for a Lender (whether as Agent or otherwise, including a Principal which is subject to the law or treaty) to lend Securities."
Execution page
-.
Executed as an agreement
SIGNED by Robert Woods 1 as attorney for Bankers Trust Australia ) Limited in the presence of: j
Name of witness 1
| Signature of witness | |
|---|---|
| SASHA CONOPLIA |
| SIGNED by | |
|---|---|
| as attorney for AMP Securities Pty | |
| Limited in the presence of: | |
| Signature of witness | |
| Name of witness |
Signature
...................................
Son