WAM ACTIVE LIMITED — Major Shareholding Notification 2023

Aug 16, 2023

604 Page 1 of 2 15 July 2001

Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme

Smartpay Holdings Limited (ASX: SMP)

ACN/ARSN

NZBN: 9429039735690

1. Details of substantial holder (1)

Name

Wilson Asset Management Group (refer entities listed in Annexure A)

ACN/ARSN (if applicable)

There was a change in the interests of the substantial holder on 15/08/2023 The previous notice was given to the company on 11/07/2023 The previous notice was dated 11/07/2023

2. Previous and present voting power

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

Class of securities (4)	Previous notice	Previous notice	Present notice	Present notice
	Person's votes	Voting power (5)	Person's votes	Voting power (5)
OrdinaryShares	13,115,800	5.50%	15,748,127	6.61%

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 of change	Person whose relevant interest changed	Nature of change (6)	Consideration given in relation to change (7)	Class and number of securities affected	Person's votes affected
Refer to Annexure B

4. Present relevant interests

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

Holder of relevant interest	Registered holder of securities	Person entitled to be registered as holder (8)	Nature of relevant interest (6)	Class and number of securities affected	Person's votes
Refer to Annexure C

604 Page 2 of 2 15 July 2001

5. Changes in association

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
n/a

6. Addresses

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

Name	Address
Refer to Annexure A

Signature

print name sign here	Kim Heng capacity Chief Operations Officer
	date 17/08/2023

DIRECTIONS

(1)

If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager and trustee of an equity trust), the names could be included in an annexure to the form. If the 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. (5) The person's votes divided by the total votes in the body corporate or scheme multiplied by 100 (6) Include details of:

(6)

• (a) 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 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

(b) any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).

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

(7)

Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired has, or may, become entitled to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included of any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.

(8)

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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.

Page 1

Annexure A

1. Details of Wilson Asset Management Group

Wilson Asset Management Group

Name	ACN / ARSN
Wilson Asset Management(International)PtyLimited	(ACN 081 047 118)
MAM PtyLimited	(ACN 100 276 542)
WAM Capital Limited	(ACN 086 587 395)
WAM Research Limited	(ACN 100 504 541)
WAM Active Limited	(ACN 126 420 719)
Botanical Nominees PtyLimited ATF Wilson Asset Management EquityFund	(ACN 081 032 000)
WAM Leaders Limited	(ACN 611 053 751)
WAM MicrocapLimited	(ACN 617 838 418)
WAM Global Limited	(ACN 624 572 925)
WAM Strategic Value Limited	(ACN 649 096 220)
WAM Alternative Assets Limited	(ACN 168 941 704)

6. Addresses

Name	Address
Wilson Asset Management(International)PtyLimited	Level 26,1 Farrer Place,Sydney,NSW 2000
MAM PtyLimited	Level 26,1 Farrer Place,Sydney,NSW 2000
WAM Capital Limited	Level 26,1 Farrer Place,Sydney,NSW 2000
WAM Research Limited	Level 26,1 Farrer Place,Sydney,NSW 2000
WAM Active Limited	Level 26,1 Farrer Place,Sydney,NSW 2000
Botanical Nominees PtyLimited ATF Wilson Asset Management EquityFund	Level 26,1 Farrer Place,Sydney,NSW 2000
WAM Leaders Limited	Level 26,1 Farrer Place,Sydney,NSW 2000
WAM MicrocapLimited	Level 26,1 Farrer Place,Sydney,NSW 2000
WAM Alternative Assets Limited	Level 26,1 Farrer Place,Sydney,NSW 2000
WAM Strategic Value Limited	Level 26,1 Farrer Place,Sydney,NSW 2000
WAM Global Limited	Level 26,1 Farrer Place,Sydney,NSW 2000
Citigroup Pty Limited	Level 21, 2 Park Street, Sydney, NSW 2000

This is Annexure A of 1 pages referred to in Form 604 - Notice of change of interests of substantial holder.

Signed: _____

Date: 17/08/2023

Page 1

ANNEXURE B

3. Changes in relevant interests

Refer to Annexure A for the name and ACN's of the Wilson Asset Management Group members.

Date of change	Person whose relevant interest changed	Nature of change (6)	Consideration given in relation to change (7)	Class of securities	Number of securities	Person's votes affected
12/07/23	Botanical Nominees Pty Limited ATF Wilson Asset Management Equity Fund	On market purchase	-6,699.21	Ordinary shares	3,937	3,937
12/07/23	WAM Active Limited	On market purchase	-13,041.09	Ordinary shares	7,664	7,664
12/07/23	WAM Capital Limited	On market purchase	-184,722.62	Ordinary shares	108,558	108,558
12/07/23	WAM Microcap Limited	On market purchase	-50,777.53	Ordinary shares	29,841	29,841
26/07/23	WAM Microcap Limited	On market purchase	-107,661.35	Ordinary shares	60,000	60,000
31/07/23	Botanical Nominees Pty Limited ATF Wilson Asset Management Equity Fund	On market purchase	-10,021.75	Ordinary shares	6,293	6,293
31/07/23	WAM Active Limited	On market purchase	-20,377.93	Ordinary shares	12,796	12,796
31/07/23	WAM Capital Limited	On market purchase	-248,293.50	Ordinary shares	155,912	155,912
01/08/23	Botanical Nominees Pty Limited ATF Wilson Asset Management Equity Fund	On market purchase	-2,176.62	Ordinary shares	1,366	1,366
01/08/23	WAM Active Limited	On market purchase	-4,428.13	Ordinary shares	2,779	2,779
01/08/23	WAM Capital Limited	On market purchase	-53,946.99	Ordinary shares	33,856	33,856
02/08/23	Botanical Nominees Pty Limited ATF Wilson Asset Management Equity Fund	On market purchase	-12,738.25	Ordinary shares	8,481	8,481
02/08/23	WAM Active Limited	On market purchase	-26,581.94	Ordinary shares	17,698	17,698
02/08/23	WAM Capital Limited	On market purchase	-338,103.40	Ordinary shares	225,106	225,106
03/08/23	Botanical Nominees Pty Limited ATF Wilson Asset Management Equity Fund	On market purchase	-35,525.87	Ordinary shares	24,031	24,031
03/08/23	WAM Active Limited	On market purchase	-71,799.78	Ordinary shares	48,568	48,568
03/08/23	WAM Capital Limited	On market purchase	-957,075.71	Ordinary shares	647,401	647,401
07/08/23	Botanical Nominees Pty Limited ATF Wilson Asset Management Equity Fund	On market sell	20,589.65	Ordinary shares	- 13,392	13,392
07/08/23	WAM Active Limited	On market sell	40,759.58	Ordinary shares	- 26,511	26,511
07/08/23	WAM Capital Limited	On market sell	584,383.56	Ordinary shares	- 380,097	380,097
09/08/23	WAM Microcap Limited	On market purchase	-25,453.99	Ordinary shares	16,960	16,960
10/08/23	Botanical Nominees Pty Limited ATF Wilson Asset Management Equity Fund	On market purchase	-23,489.63	Ordinary shares	15,635	15,635
10/08/23	WAM Active Limited	On market purchase	-47,411.94	Ordinary shares	31,558	31,558
10/08/23	WAM Capital Limited	On market purchase	-587,063.48	Ordinary shares	390,757	390,757
10/08/23	WAM Microcap Limited	On market purchase	-142,075.08	Ordinary shares	94,567	94,567
15/08/23	Botanical Nominees Pty Limited ATF Wilson Asset Management Equity Fund	On market purchase	-51,630.40	Ordinary shares	34,946	34,946
15/08/23	WAM Active Limited	On market purchase	-106,954.39	Ordinary shares	72,392	72,392
15/08/23	WAM Capital Limited	On market purchase	-1,425,999.85	Ordinary shares	965,187	965,187
15/08/23	WAM Microcap Limited	On market purchase	-53,243.75	Ordinary shares	36,038	36,038

This is Annexure B of 1 pages referred to in Form 604 - Notice of change of interests of substantial holder.

Signed: _____

Date: 17/08/2023

Page 1

ANNEXURE C

4. Present relevant interests

Refer to Annexure A for the name and ACN's of the Wilson Asset Management Group members.

Holder of relevant interest	Registered holder of securities	Person entitled to be registered as a holder (8)	Nature of relevant interest (6)	Number of securities	Class of securities	Person's votes
Botanical Nominees Pty Limited ATF Wilson Asset Management Equity Fund	Citigroup Pty Limited	Botanical Nominees Pty Limited ATF Wilson Asset Management Equity Fund	Management of the portfolio of Botanical Nominees Pty Limited ATF Wilson Asset Management EquityFund	425,518	Ordinary shares	425,518
WAM Active Limited	Citigroup Pty Limited	WAM Active Limited	Management of the portfolio of WAM Active Limited	837,057	Ordinary shares	837,057
WAM Capital Limited	Citigroup Pty Limited	WAM Capital Limited	Management of the portfolio of WAM Capital Limited	11,638,832	Ordinary shares	11,638,832
WAM Microcap Limited	Citigroup Pty Limited	WAM Microcap Limited	Management of the portfolio of WAM Microcap Limited	2,846,720	Ordinary shares	2,846,720

This is Annexure C of 1 pages referred to in Form 604 - Notice of change of interests of substantial holder.

Signed: _____ Date: 17/08/2023