RURAL FUNDS GROUP — Major Shareholding Notification 2017

Jun 22, 2017

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Telstra Super Pty Ltd ABN 86 007 422 522 Australian Financial Services Licence No. 236709 Level 8, 215 Spring Street, Melbourne Victoria 3000 Australia T 1300 033 166 F 03 9653 6060

www.telstrasuper.com.au

23 June 2017

The Manager - Companies ASX Limited Level 45, South Tower, Rialto 525 Collins Street Melbourne VIC 3000

By facsimile: 1 300 135 638

Dear Sirs

Re: Notice of initial substantial shareholder

We attach form 603, Notice of initial substantial shareholder, for your information.

Yours Faithfully

F Pv lv

Gregory Halliday Manager of Finance & Tax

Enc.

$\Gamma$

603 page 1/2 15 July 2001

Form 603

Corporations Act 2001 Section 671B

Notice of initial substantial holder

To Company Name/Scherne	RURAL FUNDS GROUP
ACN/ARSN	077 492 638
1. Details of substantial holder (1)NameACN/ARSN (if applicable)	TELSTRA SUPER PTY LTD AS TRUSTEE FOR TELSTRA SUPERANNUATION SCHEME (TELSTRA SUPER)007 422 522
The holder became a substantial holder on	/06/201721

2. Details of voting power

The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in on the date the substantial holder

_____Class of securities (4)	Number of securities	Person's votes (5)	Voting power (6)
ORDINARY SHARES.	11 716, 769	11.716.769	-5.20%
	.

3. Details of relevant interests

The nature of the relevant interest the substantial holder or an associate had in the following voting securities on the date the substantial holder became a substantial holder are as follows:

Holder of relevant Interest	Nature of relevant interest (7)	Class and number of securities
.ITELSTRA SUPER	ISUPERANNUATION/INVESTMENT	11, 716, 769 ORDINARY SHARES

4. Details of present registered halders

The persons registered as holders of the securities referred to in paragraph 3 above are as follows:

Holder of relevantInterest	Registered holder ofsecurities	Person entitled to beregistered as holder (8)	Class and numberof securities
I TELSTRA SUPER	IJ P MORGAN AUSTRALIA	TELSTRA SUPER	11, 716, 769
	NOMINEES LIMITED		IORDINARY SHARES

5. Consideration

The consideration paid for each rolevant interest referred to in paragraph 3 above, and acquired in the four months prior to the day that the substantial holder became asubstantial holder is as follows:

Holder of relevantinterest	Date of acquisition	Consideration (9)		Class and numberof securities
		Cash	Non cash
TELSTRA SUPER	21 JUNE 2017	3.644.014.60		12, 143, 538 ORDINARY SHARES

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page 2/2 15 July 2001 603

6. Accordator

The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:

..Name and ACN/ARSN (If applicable)----	.Nature of association-------
- -

7. Addresses

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

Name	Address
ITELSTRA SUPER PTY LTD	ILEVEL 8, 215 SPRING STREET, MELBOURNE, VIC.
	J.P MORGAN AUSTRALIA NOMINEES LOCKED BAG 20049, MELBOURNE, VIC

Signature

	print name GREGORY HALLIOAY	capacity MAWAGER FINANCE + TAX
sign here	Cm vr	$_{\text{date}}$ 23, 6, 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 manager and trustee of anequity trust), the names could be included in an ann $(1)$ 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 7 of the form.

• $\varphi$ See the definition of "associate" in section 9 of the Corporations Act 2001.
• $\bf{3}$ See the definition of "relevant interest" in sections 608 and 6718(7) of the Corporations Act 2001.
• $(4)$ The voting shares of a company constitute one class unless divided into separate classes.
• (5) The total number of votes attached to all the voting shares in the company or voting interests in the scheme (if any) that the person or an associate has a relevant interest in.
• $(6)$ The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.
• $\boldsymbol{\eta}$ Include details of:
  • any relevant agreement or other circumstances by which the relevant interest was acquired. If subsection 671B(4) applies, a copy of any document setting out fal 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 disposal of the securities to 间 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.

• $^{(0)}$ 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".
• Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired has, or may, becomeentitied to receive in relation to that acquisition. Details m $(9)$ the relevant interest was acquired.