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SELECT HARVESTS LIMITED Major Shareholding Notification 2016

Dec 7, 2016

65792_rns_2016-12-07_e11826bd-ad85-4eb8-a77c-58632634890f.pdf

Major Shareholding Notification

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ASX Form 603

Form 603

Corporations Act 2001 Section 671B

Notice of initial substantial shareholder

To Company Name/Scheme SELECT HARVESTS LIMITED

ACN

000 721 380

1. Details of substantial holder

Name The Goldman Sachs Group, Inc. (“GSGI”) on behalf of itself and its subsidiaries (“Goldman Sachs Group”) including its significant subsidiaries listed in Annexure A (“Significant Subsidiaries”) and Goldman Sachs Holdings ANZ Pty Limited and its subsidiaries (“Goldman Sachs Australia Group”).

ACN/ARSN (if applicable)

Not applicable

The holder became a 5 December 2016 substantial holder on

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 became a substantial holder are as follows:

follows:
Class of securities Number of securities Persons’ votes Voting power
Ordinary Fully Paid Shares 3,678,640 3,678,640 5.01%

3. Details of relevant interests

The nature of the relevant interest the substantial holder 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 Class and number of securities Class and number of securities
The Goldman Sachs Group Inc
(“GSGI”)
GSGI has a relevant interest in these ordinary fully
paid shares by virtue of section 608(3) of the
Corporations Act 2001.
3,678,640 Ordinary Fully Paid Shares
Goldman Sachs Asset
Management Australia Pty Ltd
("GSAMA")
GSAMA has a relevant interest in 2,595,249
ordinary fully paid shares in its capacity as
investment manaer for a rane of client ortfolios
2,595,249 Ordinary Fully Paid Shares
g g p.
Goldman Sachs Australia
Managed Funds Limited
("GSAMF")
GSAMF has a relevant interest in 587,072 ordinary
fully paid shares in its capacity as responsible entity
for the range of Goldman Sachs Australia Managed
Funds.
587,072 Ordinary Fully Paid Shares
GSAMA GSAMA has a relevant interest in 587,072 ordinary
fully paid shares in its capacity as investment
587,072 Ordinary Fully Paid Shares
manager for the range of Goldman Sachs Australia
registered managed investment schemes.
Goldman Sachs Asset
Management L.P. (“GSAMLP”)
GSAMLP has a relevant interest in 8,585 ordinary
fully paid shares in its capacity as investment
manager for a range of client portfolios.
8,585 Ordinary Fully Paid Shares

ASX Form 603

Holder of relevant interest Nature of relevant interest Class and number of securities Class and number of securities
Goldman, Sachs & Co. ("GSCO") Holder of shares subject to an obligation to return
under the securities lending agreements (see
Annexure B).
130,000 Ordinary Fully Paid Shares
Goldman Sachs Australia Pty Ltd
("GSA")
GSA beneficially owns ordinary fully paid shares. 177,783 Ordinary Fully Paid Shares
Goldman Sachs Financial
Markets Pty Ltd ("GAUS")
GAUS beneficially owns ordinary fully paid shares. 179,951 Ordinary Fully Paid Shares

4. Details of present registered holders

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

Holder of relevant interest Registered holder of
securities
Person entitled to be
registered as holder
Class and number of securities Class and number of securities
GSAMA State Street, Sydney Various clients 2,595,249 Ordinary Fully Paid Shares
JP Morgan Chase Bank,
Sydney
GSAMF
GSAMA
RBC Dexia Investor
Services Australia Pty
Limited
UBS AG Australia
Branch
GSAMF as the
responsible entity for the
range of Goldman
Sachs Australia
registered managed
investment schemes
587,072 Ordinary Fully Paid Shares
GSAMLP Bank of New York
Mellon
Various clients 8,585 Ordinary Fully Paid Shares
GSCO HSBC Custody
Nominees Australia
Limited
GSCO 130,000 Ordinary Fully Paid Shares
GSA HSBC Custody
Nominees Australia
Limited
GSA 177,783 Ordinary Fully Paid Shares
GAUS HSBC Custody
Nominees Australia
Limited
GAUS 179,951 Ordinary Fully Paid Shares

5. Consideration

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

Holder of Relevant Interest Date of Acquisition Number of Securities Total Consideration
Please refer to Annexure C.

6. Associates

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

Name and ACN (if applicable) Nature of association
N/A N/A

ASX Form 603

7. Addresses

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

Name Address
GSGI Corporation Trust Center, 1209 Orange Street, Wilmington DE 19801,
USA
Goldman Sachs Australia Group All care of Level 17, 101 Collins Street, Melbourne Victoria 3000, Australia
GSAMA Level 17, 101 Collins Street, Melbourne, Victoria 3000, Australia
GSAMF Level 17, 101 Collins Street, Melbourne, Victoria 3000, Australia
GSAMLP 32 Old Slip, New York, New York, 10005 U.S.A
GSCO 200 West Street, New York, NY 10282, USA
GAUS Level 17, 101 Collins Street, Melbourne, Victoria 3000, Australia
GSA Level 17, 101 Collins Street, Melbourne, Victoria 3000, Australia
JP Morgan Chase Bank, Sydney Level 16, 85 Castlereagh Street, Sydney NSW 2000 Australia
State Street, Sydney 420 George Street, Sydney, NSW 2000, Australia
RBC Dexia Investor Services Australia Pty Limited 2 Park Street, Level 17, Sydney, NSW 2000, Australia
UBS AG Australia Branch Level 16, Chifley Tower, 2 Chifley Square, Sydney NSW 2000
Bank of New York Mellon One Wall Street, New York, NY 10286, USA
HSBC Custody Nominees Australia Limited GPO Box 5302, Sydney NSW 2001, Australia
Signature
Print name
Sign here
Raymond Chow
(signing under power of attorney in
accordance with section 52 of the
Corporations Act)
Capacity
Authorised Person
Date
7 December 2016

ASX Form 603

Annexure A

Significant Subsidiaries of The Goldman Sachs Group, Inc.

The following are significant subsidiaries of The Goldman Sachs Group, Inc. as of December 31, 2015 and the states or jurisdictions in which they are organized. Each subsidiary is indented beneath its principal parent. The Goldman Sachs Group, Inc. owns, directly or indirectly, at least 99% of the voting securities of substantially all of the subsidiaries included below. The names of particular subsidiaries have been omitted because, considered in the aggregate as a single subsidiary, they would not constitute, as of the end of the year covered by this report, a “significant subsidiary” as that term is defined in Rule 1-02(w) of Regulation S-X under the Securities Exchange Act of 1934

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ASX Form 603

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THE GOLDMAN SACHS GROUP, INC AND ITS SUBSIDIARIES

Signature

print name Raymond Chow capacity Authorised Person (signing under power of attorney in accordance with section 52 of the Corporations Act) sign here date 7 December 2016

ASX Form 603

Annexure B

This is Annexure B referred to in the Form 603: Notice of initial substantial shareholder issued by The Goldman Sachs Group, Inc. and its subsidiaries.

The following is description of the securities lending agreements referenced in the accompanying Form 603:

Type of agreement Securities Loan Agreement
Parties to agreement Goldman, Sachs & Co. (the “Borrower”);
Brown Brothers Harriman & Co.(the “Lender”)
Transfer date 30 November 2016
Holder of voting rights Securities Borrower, Goldman, Sachs & Co.
Are there any restrictions on voting rights?Yes/no
Ifyes, detail
No
**Scheduled return date (if any) ** N/A
Does the borrower have the right to return
early?Yes/no
Ifyes, detail
Yes, the borrower may return borrowed securities upon giving
notice
Does the lender have the right to recall early?Yes/no
Ifyes, detail
Yes, the lender may recall lent securities upon giving notice
Will the securities be returned on settlement?Yes/no
Ifyes, detail anyexceptions
Yes
Type of agreement Master Securities Loan Agreement
Parties to agreement Goldman, Sachs & Co. (the “Borrower”);
Blackrock Institutional Trust Company, N.A(the “Lender”)
Transfer date No transaction from August 5 2016 to December 5 2016
Holder of voting rights Securities Borrower, Goldman, Sachs & Co
Are there any restrictions on voting rights?Yes/no
Ifyes, detail
No
Scheduled return date (if any) N/A
Does the borrower have the right to return
early?Yes/no
Ifyes, detail
Yes, the borrower may return borrowed securities upon giving
notice
Does the lender have the right to recall early?Yes/no
Ifyes, detail
Yes, the lender may recall lent securities upon giving notice
Will the securities be returned on settlement?Yes/no
Ifyes, detail anyexceptions
Yes

ASX Form 603

Type of agreement Master Securities LendingAgreement
Parties to agreement Goldman, Sachs & Co. (the “Borrower”);
Citibank, N.A.(the “Lender”)
Transfer date 05 December 2016
Holder of voting rights Securities Borrower, Goldman, Sachs & Co.
Are there any restrictions on voting rights?Yes/no
Ifyes, detail
No
**Scheduled return date (if any) ** N/A
Does the borrower have the right to return
early?Yes/no
Ifyes, detail
Yes, the borrower may return borrowed securities upon giving
notice
Does the lender have the right to recall early?Yes/no
Ifyes, detail
Yes, the lender may recall lent securities upon giving notice
Will the securities be returned on settlement?Yes/no
Ifyes, detail anyexceptions
Yes

A copy of the agreements will be provided to SELECT HARVESTS LIMITED or the Australian Securities and Investments Commission upon request.

Signature

print name
sign here
Raymond Chow
(signing under power of attorney
in accordance with section 52 of
the Corporations Act)
capacity
Authorised Person
date
7 December 2016

ASX Form 603

Annexure C

Holder of Relevant Interest Date of Acquisition Number of Securities Total Consideration
GSA 09/14/2016 69,761 399,033
GSA 09/16/2016 177,783 1,045,364
GSA 09/16/2016 88,891 522,679
GSA 09/19/2016 8,306 48,780
GSA 09/19/2016 11 64
GSA 09/20/2016 71,412 404,186
GSA 09/20/2016 542 3,072
GSA 09/21/2016 3,162 17,619
GSA 09/21/2016 443 2,454
GSAMLP 09/21/2016 3,184 17,935
GSA 09/22/2016 1,795 10,214
GSA 09/23/2016 3,221 18,921
GAUS 09/28/2016 267,744 1,563,625
GAUS 09/29/2016 586 3,358
GAUS 10/04/2016 3,364 19,309
GAUS 10/06/2016 16,411 93,543
GAUS 10/07/2016 102,096 600,324
GSAMLP 11/04/2016 4,154 25,086
GAUS 11/28/2016 254,923 1,787,010
GAUS 11/29/2016 8,683 59,131
GSCO 11/30/2016 43,000 N/A
GAUS 12/05/2016 9,284 57,839
GSCO 12/05/2016 25,000 N/A

Signature

print name Raymond Chow capacity Authorised Person (signing under power of attorney in accordance with section 52 of the Corporations Act) sign here date 7 December 2016