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XREF LIMITED Major Shareholding Notification 2017
66097_rns_2017-05-10_d2221348-7f5c-4e55-ade4-ab909fcc0895.pdf
Major Shareholding Notification
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$11 - 05 - 17$ ; 17:54 ;
IFM Investors Pry Ltd ABN 67-107-247-727, AFS Licence No. 284404
IFM Investors (Nomineer) Limited, ABN 55-003-969-393, AFS Licence No. 233(29)
IFM Infractructure Funds, ABN 91-137-943-930
IFM International Private Equity F
$1/$ 5
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| To: | ASX Market Announcements Office (MAO) | Subject FORM |
|---|---|---|
| From: | IFM Investors Pty Ltd | |
| Fax No: | 1300 135 638 | |
| Date | 11.05.2017 | $\big)$ For Review $\bigcap$ Please Comment $\bigcap$ . Please Reply $\alpha$ / $\alpha$ / $\alpha$ / $\alpha$ / $\alpha$ / $\alpha$ / $\alpha$ / $\alpha$ / $\alpha$ / $\alpha$ / $\alpha$ / $\alpha$ / $\alpha$ / $\alpha$ / $\alpha$ / $\alpha$ / $\alpha$ / $\alpha$ / $\alpha$ / $\alpha$ / $\alpha$ / $\alpha$ / $\alpha$ / $\alpha$ / $\alpha$ / $\alpha$ / $\alpha$ / $\alpha$ / $\alpha$ / $\alpha$ / $\alpha$ / $\alpha$ |
| Pages: (incl. cover sheet) |
5 | This facsimile is confidential, if you are not the intended recipient you must not disclose or use the information contained in it. If you have received this facsimile in error please notify us immediately by telephone and destroy the document. |
Dear ASIC
Please see attached form for lodgement.
Yours sincerely
Joshua Lim Company Secretary
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Form 604
Corporations Act 2001
Section 671B
Notice of change of interests of substantial holder
| To Company Name/Scheme | XREF Limited | |
|---|---|---|
| ACN/ARSN | 122 404 666 | |
| 1. Details of substantial holder (1) | ||
| Name | INDUSTRY SUPER HOLDINGS PTY, LTD. | |
| ACN/ARSN (if applicable) | 119 748 060 | |
| This notice is given by INDUSTRY SUPER HOLDINGS PTY. LTD, on behalf of itself and each of its controlled bodies corporate (IFM Group Subsidiarles) named in the list of 1 page annexed to this notice and marked A. |
||
| There was a change in the interests of the | ||
| substantial holder on | 10/05/2017 | |
| The previous notice was given to the company on | 22/12/2016 | |
| The previous notice was dated | 23/12/2016 | |
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 |
Present notice |
|||
|---|---|---|---|---|---|
| ------- | Person's votes __ |
Voting power (5) | Person's votes | Voting power (5) | |
| Ordinary Shares | [8,351,770 | 8.21% | 8,551,770 | . 7.21% |
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 |
|---|---|---|---|---|---|
| 05/01/2017 | IFM INVESTORS PTY LTD. IACN 107 247 727 |
Purchase of securities pursuant to an Investment Management Agreement WIth AUSCOAL SUPERANNUATION IPTY LTD ABN 70 003 566 989 in transactions that took place on the Australian Securities Exchange (ASX). |
\$14,536.00 | 29,072 ordinary Ishares |
29.072 |
| 05/01/2017 | IIFM INVESTORS PTY LTD. IACN 107 247 727 |
Sale of securities pursuant to an Investment Management Agreement with IFM INVESTORS (NOMINEES) I IMITED ACN 003.969.891 In transactions that took place on the Australian Securities Exchange (ASX). |
\$14,536.00 | 29,072 ordinary Ishares |
29,072 |
| 19/01/2017 | IIFM INVESTORS PTY LTD. IACN 107 247 727 |
Purchase of securities pursuant to an Investment Management Agreement with AUSCOAL SUPERANNUATION IPTY LTD ABN 70 003 566 989 in transactions that took place on the Australian Securities Exchange (ASX). |
\$88,148.70 | 195,886 ordinary Ishares |
195.886 |
| 19/01/2017 | IIFM INVESTORS PTY LTD ACN 107 247 727 |
Purchase of securities pursuant to an Investment Management Agreement with IFM INVESTORS (NOMINEES) LIMITED ACN 003 969 891 in transactions that took place on the Australian Securities Exchange (ASX). |
\$1.851.30 | 4,114 ordinary lshares |
4.114 |
| 10/05/2017 | IFM INVESTORS PTY LTD ACN 107 247 727 |
Note: The substantial holder did not dispose of any securities, but by reason of the dilutionary effect of the recent issuance of shares paid to a vendor of a domain name purchase, there was a movement of i at least 1% in the substantial holding of the securities on Issue. |
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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 |
Person's votes |
|---|---|---|---|---|---|
| IFM INVESTORS PTY LTD IACN 107 247 727 |
ICITICORP NOMINEES. IPTY LIMITED as custodian for HOST- PLUS PTY. LIMITED ACN 008 634 704 |
Power to control exercise of voting rights/disposal in XREF LIMITED (XF1) acquired on the Australian Securities Exchange (ASX) pursuant to an investment Management Agreement lwith HOST-PLUS PTY. LIMITED ACN 008 634 704 |
1.458,208 ordinary Ishares |
1458,208 | |
| IIFM INVESTORS PTY LTD IACN 107 247 727 |
IFM INVESTORS (NOMINEES) LIMITED las trustee for IFM. ILISTED EQUITIES IMICROCAP TRUST |
Power to control exercise of voting rights/disposal in XREF LIMITED (XF1) acquired on the Australian Securities Exchange (ASX) 35,810 ordinary pursuant to an Investment Management Agreement with IFM INVESTORS (NOMINEES) LIMITED ACN 003 969 891 |
Ishares | 35,810 | |
| IIFM INVESTORS PTY LTD ACN 107 247 727 |
MERCER INVESTMENTS (AUSTRALIA) LIMITED IACN 008 612 397 |
Power to control exercise of voting rights/disposal in XREF LIMITED (XF1) lacquired on the Australian Securities Exchange (ASX) pursuant to an Investment Management Agreement with MERCER. INVESTMENTS (AUSTRALIA) LIMITED IACN 008 612 397 |
2.185,729 ordinary shares |
2.185,729 | |
| IIFM INVESTORS PTY LTD IACN 107 247 727 |
ISTATE STREET AUSTRALIA LIMITED as custodian for VICTORIAN FUNDS IMANAGEMENT ICORPORATION ABN 27 691 254 157 |
Power to control exercise of voting rights/disposal in XREF LIMITED (XF1)) acquired on the Australian Securities Exchange (ASX) pursuant to an Investment Management Agreement with VICTORIAN FUNDS IMANAGEMENT ICORPORATION ABN 27 691 254 157 |
3.161.063 ordinary shares |
3,161,063 | |
| IFM INVESTORS PTY LTD ACN 107 247 727 |
JP MORGAN CHASE. BANK N.A. (Sydney Branch) as custodian for MINE WEALTH AND WELLBEING SUPERANNUATION FUND ABN 70 003 566 989. |
Power to control exercise of votina rights/disposal in XREF LIMITED (XF1)) acquired on the Australian Securities Exchange (ASX) pursuant to an Investment Management Agreement with MINE WEALTH AND WELLBEING SUPERANNUATION FUND ABN 70 003 566 989 |
1,710,960 ordinary 1,710,960 Ishares |
||
| INDUSTRY SUPER HOLDINGS PTY. LTD. ACN 119 748 060 |
Taken under section $ 60B(3)(b) $ of the Corporations Act to have a relevant interest by reason of having control of IFM INVESTORS PTY LTD. |
8,551 770 ordinary Ishares |
8,551,770 | ||
| Each of the IFM Group lSubsidiaries |
Taken under section 608(3) of the Corporations Act to have a relevant interest by reason of having voting power (through the relevant 8,551,770 ordinary Interests of its associate. INDUSTRY SUPER (HOLDINGS PTY, LTD.) above 20% in IFM INVESTORS PTY LTD. |
Ishares | 8.551.770 |
j
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 applicable) |
(if ACN/ARSN |
Nature of association |
|---|---|---|
| Each of the IFM Group Subsidiaries. | Body corporate controlled by the substantial holder INDUSTRY SUPER HOLDINGS PTY. LTD. . . |
6. Addresses
The addresses of persons named in this form are as follows:
| Name | Address |
|---|---|
| INDUSTRY SUPER HOLDINGS PTY. ILTD. |
lLevel 29 Casselden. 2 Lonsdale Street Melbourne VIC 3000 |
| IFM Group Subsidiaries | See list of 1 page annexed to this notice and marked $\Lambda$ |
Signature
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 $(1)$ 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.
- See the definition of "relevant Interest" in sections 608 and 671B(7) of the Corporations Act 2001. $\langle 3 \rangle$
- $(4)$ 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. $(5)$
- Include details of: $(6)$
- 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 disposal of the $(1)$ 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 entitied 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 on 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.
- 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". $(8)$
- $(9)$ Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.
$(2)$ See the definition of "associate" in section 9 of the Corporations Act 2001.
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ANNEXURE A -- ASSOCIATED COMPANIES
IFM Group
$\mathcal{A}^{\mathcal{A}}$
| Name | ACN/ABN | Address | Country |
|---|---|---|---|
| IFM FIDUCIARY NO. 2 PTY LTD | 158 365 505 | Level 29 Casselden, 2 Lonsdale Street, Melbourne, Victoria 3000 | Australia |
| IFM FIDUCIARY PTY LTD | 135 450 618 | Level 29 Casselden, 2 Lonsdale Street, Melbourne, Victoria 3000 | Australia |
| IFM HOLDINGS PTY LTD | 135 448 225 | Level 29 Casselden, 2 Lonsdale Street, Melbourne, Victoria 3000 | Australia |
| IFM INVESTORS (JAPAN) PTY LTD | 166 271 889 | Level 29 Casselden, 2 Lonsdale Street, Melboume, Victoria 3000 | Australia |
| IFM INVESTORS (NOMINEES) LIMITED | 003 969 891 | Level 29 Casselden, 2 Lonsdale Street, Melbourne, Victoria 3000 | Australia |
| IFM INVESTORS PTY LTD | 107 247 727 | Level 29 Casselden, 2 Lonsdale Street, Melbourne, Victoria 3000 | Australia |
| IFS INSURANCE SOLUTIONS PTY LTD | 070 588 108 | Level 29 Casselden, 2 Lonsdale Street, Melbourne, Victoria 3000 | Australia |
| INDUSTRY FUND SERVICES LIMITED | 007 016 195 | Level 29 Casselden, 2 Lonsdale Street, Melbourne, Victoria 3000 | Australia |
| INDUSTRY FUNDS INVESTMENTS LTD | 006 883 227 | Level 29 Casselden, 2 Lonsdale Street, Melbourne, Victoria 3000. | Australia |
| INDUSTRY FUNDS MANAGEMENT (NOMINEES 2) PTY LTD | 073 931 843 | Level 29 Casselden, 2 Lonsdale Street, Melbourne, Victoria 3000 | Australia |
| INDUSTRY FUNDS MANAGEMENT (NOMINEES) LIMITED | 003 969 891 | Level 29 Casselden, 2 Lonsdale Street, Melboume, Victoria 3000 | Australia |
| INDUSTRY SUPER HOLDINGS PTY, LTD. | 119 748 060 | Level 29 Casselden, 2 Lonsdale Street, Melbourne, Victoria 3000 | Australia |
| INDUSTRY SUPER NETWORK PTY LTD | 158 563 270 | Level 29 Casselden, 2 Lonsdale Street, Melbourne, Victoria 3000 | Australia |
| LENTESCO PACKAGING PTY LTD | 136 351 249 | Level 29 Casselden, 2 Lonsdale Street, Melbourne, Victoria 3000 | Australia |
| NSW BUY RENT PTY LIMITED | 052 000 709 | Level 29 Casselden, 2 Lonsdale Street, Melbourne, Victoria 3000 | Australia |
| SBLB PTY LTD | 073 931 790 | Level 29 Casselden, 2 Lonsdale Street, Melbourne, Victoria 3000 | Australia |
| SUPER MEMBER INVESTMENTS LIMITED | 095 974 100 | Level 29 Casselden, 2 Lonsdale Street, Melbourne, Victoria 3000 | Australia |
| THE BOND MARKET PTY LTD | 073 331 414 | Level 29 Casselden, 2 Lonsdale Street, Melbourne, Victoria 3000 | Australia |
| IFM GLOBAL INFRASTRUCTURE (CANADA) GP, INC | BC0951184 | 99 Park Avenue, 19th Floor, New York, NY 10016, USA | Canada |
| IFM INVESTORS (JAPAN), LLC | 99 Park Avenue, 19th Floor, New York, NY 10016, USA | Japan | |
| IFM GLOBAL INFRASTRUCTURE (UK) GP LTD | 6547980 | 3rd Floor, 60 Gresham Street, London, EC2V 7BB UK | UK |
| IFM INVESTORS (UK) LTD | 5857982 | 3 rd Floor, 60 Gresham Street, London, EC2V 7BB UK | UK. |
| IFM (US) SECURITIES, LLC | 90-0919932 | 99 Park Avenue, 19th Floor, New York, NY 10016, USA | US |
| IFM GLOBAL INFRASTRUCTURE (US) GP, LLC | 98-0634648 | 99 Park Avenue, 19th Floor, New York, NY 10016, USA | US |
| IFM INVESTORS (US) ADVISOR, LLC | 146366 | 99 Park Avenue, 19th Floor, New York, NY 10016, USA | US |
| IFM INVESTORS (US), LLC | 146366 | 99 Park Avenue, 19th Floor, New York, NY 10016, USA | US |
This is the annexure of 1 page marked A mentioned in the Form 604 signed by me and dated 11 May 2017
i S ———
Signature of Joshua Lim, Company Secretary (INDUSTRY SUPER HOLDINGS PTY. LTD.)