REA GROUP LTD — Major Shareholding Notification 2017

Aug 3, 2017

Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

	To Company Name/Scheme REA Group Limited (REA)
ACN/ARSN	ABN 54 068 349 066

1. Details of substantial holder (1)

Name		Hyperion Asset Management Limited (Hyperion)
ACN/ARSN (if applicable)	ACN 080 135 897
There was a change in the interests of thesubstantial holder onThe previous notice was given to the company on		02/08/201701/04/2016

2. Previous and present voting power

The previous notice was dated

The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in when last required, and when now required, to give a substantial holding notice to the company or scheme, are as follows:

$01/04/2016$

Class of securities (4)	Previous notice		Present notice
	Person's votes	Voting power (5)	Person's votes	Voting power (5)
Ordinary Shares	10,749,094	8.16%	9,408,200	7.14%

3. Changes in relevant interests

Particulars of each change in, or change in the nature of, a relevant interest of the substantial holder or an associate in voting securities of the company or scheme, since the substantial holder was last required to give a substantial holding notice to the company or scheme are as follows:

Date ofchange	Person whoserelevant interestchanged	Nature of change (6)	Consideration given inrelation to change (7)	Class and numberof securitiesaffected	Person's votesaffected
Refer	Annexure A

4. Present relevant interests

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

Holder ofrelevantinterest	Registered holderof securities	Person entitled to beregistered as holder(8)	Nature of relevantinterest $(6)$	Class and numberof securities	Person's votes
Refer	Annexure B

The persons who have become associates (2) of, ceased to be associates of, or have changed the nature of their association (9) with, the substantial holder in relation to voting interests in the company or scheme are as follows:

Name and ACN/ARSN (if applicable) Nature of association

6. Addresses

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

Name	Address
Hyperion AssetManagement Limited	Level 19, 307 Queen St Brisbane Qld 4000

Signature

print name	Mr Calvin Kwok	capacity	Compnay Secretary
sign here		date	04/08/2017

DIRECTIONS

• If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the $(1)$ manager and trustee of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group. with the names and addresses of members is clearly set out in paragraph 6 of the form.
• $(2)$ See the definition of "associate" in section 9 of the Corporations Act 2001.
• $(3)$ See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.
• $(4)$ The voting shares of a company constitute one class unless divided into separate classes.
• The person's votes divided by the total votes in the body corporate or scheme multiplied by 100. $(5)$
• $(6)$ Include details of:
  • $(a)$ any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy of any document setting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and
  • any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or $(b)$ disposal of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).

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

• Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired $(7)$ has, or may, become entitled to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included of any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.
• $(8)$ If the substantial holder is unable to determine the identity of the person (eg. if the relevant interest arises because of an option) write "unknown".
• Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice. $(9)$

REA GROUP LTD (REA)

Annexure AFrom 1 April 2016 to 2 August 2017

Security code: REA

01-Apr-17	01-Apr-17	01-Apr-17	01-Apr-17	01-Apr-17	01-Apr-17	From Date
02-Aug-17	11-0nd-20	11-6ny-20	11-6ny-20	71-puq-17	7-Aug-17	To Date
BNY Mellon Pty Ltd	RBC Investor Services Pty Limited	National Nominees Ltd	Citicorp Nominees Pty Limited	BNP Paripas Acstralia Ltd	JP Morgan Chase Nominees Pty Ltd	Person Whose Relevant Interest Changed

	SELL	SELL	SELL	SELL	SELL	SELL	Nature of Change
$-84,793,416.3$	19,103,386.2	4,845,623.210,315,779.0		$-3,186,212.8$1,938,303.4		-69,912,276.6	Consideration
-1,340,894	$-341,148$	247,133	$-73,117$	42,162	$-45,938$	1,169,986	Number of Securities

This is Annexure "A" of 1 page as mentioned in Form 604 Notice of change of interests in substantial holder

Signed by:

Capacity:Date: Mr C KwokCompany Secretary04-Aug-2017

REA GROUP LTD (REA)

Annexure B - Registered Holders

As At: 2 August 2017

Security code: REA

Relevant InterestHolder of	Registered Holder of Security	Nature of Relevant Interest	Class and Number of Securities	Personal Votes
Hyperion	JP Morgan Chase Nominees Pty Ltd	securitiesHyperion Asset Management Limited has the power to control voting and/or the disposal of	4,416,540 Ordinary Full Paid	0259144
Hyperion	BNP Paribas Australia Ltd	seturitiesHyperion Asset Management Limited has the power to control voting and/or the disposal of	779,602 Ordinary Full Paid	209622
Hyperion	Citicorp Nominees Pty Limited	securitiesHyperion Asset Management Limited has the power to control voting and/or the disposal of	474,426 Ordinary Full Paid	474426
Hyperion	National Nominees Ltd	seurritesHyperion Asset Management Limited has the power to control voting and/or the disposal of	701,752 Ordinary Full Paid	701752
Hyperior	RBC Investor Services Pty Limited	securitiesHyperion Asset Management Limited has the power to control voting and/or the disposal of	2,854,273 Ordinary Full Paid	2854273
Hyperion	BNY Mellon Pty Ltd	securitiesHyperion Asset Management Limited has the power to control voting and/or the disposal of	181,607 Ordinary Full Paid	181607

This is Annexure "B" of 1 page as mentioned in Form 604 Notice of change of interests in substantial holder

Mr C KwokCompany Secretary04-Aug-2017

9,408,200

Capacity:Date: Signed by: