WOOLWORTHS GROUP LIMITED — Major Shareholding Notification 2018

Oct 15, 2018

Form 605

Corporations Act 2001
Section 671B

Notice of ceasing to be a substantial holder

Woolworths Group Limited
000 014 675
The Vanguard Group, Inc. N/A
11 October 2018
5 October 2018 The previous notice was given to the company on
5 October 2018

1. Changes in relevant interests

Particulars of each change in, or change in the nature of, a relevant interest (2) of the substantial holder or an associate (3) in voting securities of the company or scheme, since the substantial holder was last required

Date of change	Person whose relevant interest changed	Nature of change $(4)$	Consideration given in relation to change (5)	Class $(6)$ and number of securities affected	Person's votes affected
See Annexure A					The Vanguard Group Inc. now holds 4.996% of voting power

3. Changes in association

The persons who have become associates (3) of, ceased to be associates of, or have changed the nature of their association (7) with, the substantial holder in relation to voting interests in the company or scheme are as follows:

. ACN/ARSN Name and applicable. .	_________ Nature of association
-	_________
N/A	N/A

4. Addresses

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

Name	Address
Vanguard Investments Australia Ltd	Level 34, 2 Southbank Blvd, Southbank 3006 VIC Australia
The Vanguard Group, Inc.	P.O. Box 2600, V26 Valley Forge, PA 19482 USA

Signature

print name	TH DELGADO come and Sec. VEII	Mathematical Contract of the Contract of the Contract of the Contract of the Contract of the Contract of the Contract of the Contract of The Contract of The Contract of The Contract of The Contract of The Contract of The The aggregation comes (150 million) capacity
sign here		15 October 2018 date

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 4 of the form.
• See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001. $(2)$
• See the definition of "associate" in section 9 of the Corporations Act 2001. $(3)$
• Include details of: $(4)$
• any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a $(a)$ 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 disposal of the $(b)$ 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 has, or may,
  become entitled to receive in relation to that acquisition. Details m $(5)$ 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.
• $(6)$ The voting shares of a company constitute one class unless divided into separate classes.
• Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice. $(7)$

Annexure A

To Company	Woolworths Group Limited 000 014 675 The Vanguard Group, Inc.
ACN/ARSN
Substantial Holder Name
ACN/ARSN	N/A
Date of change	Person whose relevant interest changed	Nature of Change(6)	Consideration given in relation to change(7)	Class	Number of securities affected	Person's votes laffected
8-Oct-2018	The Vanguard Group, Inc.	BUY		28.24 Ordinary	17,166	17,166
8-Oct-2018	The Vanguard Group, Inc.	BUY		28.27 Ordinary	9,816	9,816
9-Oct-2018	The Vanguard Group, Inc.	BUY		28.16 Ordinary	47,943	47,943
9-Oct-2018	The Vanguard Group, Inc.	BUY		28.22 Ordinary	15,521	15,521
11-Oct-2018	The Vanguard Group, Inc.	lbuy		27.63 Ordinary	7,092	7,092
11-Oct-2018	Vanguard Investments Australia Ltd.	IBUY		27.82 Ordinary	3,193	3,193
8-Oct-2018	Vanguard Investments Australia Ltd.	IBUY		28.30 Ordinary	10,863	10,863
10-Oct-2018	Vanguard investments Australia Ltd.	l BUY		28.12 Ordinary	921	921
10-Oct-2018	Vanguard Investments Australia Ltd.	SELL		28.12 Ordinary	$-9,433$	$-9,433$
11-Oct-2018	lVanguard Investments Australia Ltd.	lbuy		27.82 Ordinary	14.616	14.616

Date

15-Oct-2018

$\hat{\mathcal{A}}$ $\overline{a}$ ¥.

This is Annexure A of 1 page referred to in Form 605, Notice of ceasing to be a substantial holder.

Signature