XREF LIMITED — Major Shareholding Notification 2018

Oct 9, 2018

Please see attached form for lodgement.

Yours sincerely

Joshua Lim Company Secretary

604 GUIDE page 1/1 13 March 2000

Form 604 Corporations Act 2001

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) Namo	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 Subsidiaries) 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	08/10/2018
The previous notice was given to the company on The previous notice was dated	06/12/2017 06/12/2017

2. Provious 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 socurities (4) ----------------		. Provious notice ---------------------------------------	.	. Present notice	--------------------------------------- ------
	Person's votes . ----------------	Voting power (5)	Porson's votes .	Voling power (5) _________
	Ordinary Shares	0.941.897 _________	41% .	(10,441,897	.38%

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:

Dato of change	Person whose relevant interest changed	Nature of change (6)	Consideration given in relation to change (7)	Class and number of securities attected	Person's votes attocted
122/01/2018	IFM INVESTORS PTY LTD ACN 107 247 727	Purchase of securities pursuant to an Investment Management Agreement in transactions that took place on the Australian Securities Exchange	\$24,206.67	38,855 ordinary ishares	38,855
22/01/2018	IFM INVESTORS PTY LTD ACN 107 247 727	Sale of securities pursuant to an Investment Management Agreement in transactions that took place on the Australian Securities Exchange	3118945.65	190,924 ordinary lsharos	190.924
22/01/2018	IFM INVESTORS PTY LTD IACN 107 247 727	Purchase of securities pursuant to an Investment Management Agreement In transactions that took place on the Australian Securities Exchange	\$48,595.87	78,003 ordinary lahares	78,003
22/01/2018	IFM INVESTORS PTY LTD ACN 107 247 727	Purchase of securities pursuant to an Investment Management Agreement in transactions that took place on the Australian Securities Exchange	346,143.12	74.066 ordinary Ishares	74.066
111/09/2018	IIFM INVESTORS PTY LTD ACN 107 247 727	Sale of securities pursuant to an Investment Management Agreement in Itransactions that took place on the Australian Securities Exchange	882.805.58	141,548 ordinary Ishares	141.548
11/09/2018	IFM INVESTORS PTY LTD IACN 107 247 727	Sale of securities pursuant to an Investment Management Agreement in transactions that took place on the Australian Securities Exchange	\$78,576.62	134,319 ordinary laharas	134,319
11/09/2018	IFM INVESTORS PTY LTD ACN 107 247 727	Sale of securities pursuant to an Investment Management Agreement in transactions that took place on the Australian Securities Exchange	\$43,641.59	74 601 ordinary Isharos	74.601

$\bar{a}$

Date of change	Person whose relavant interest changed	Natura of change (6)	Consideration given in relation to change (7)	Class and number of socurities affected	Person's votes f affected
111/09/2018	IFM INVESTORS PTY LTD JACN 107 247 727	Sale of securities pursuant to an Investment Management Agreement in itransactions that took place on the Australian Securities Exchange	587.476.22	149,532 ordinary ishares.	149.532
08/10/2018	IIFM INVESTORS PTY LTD IACN 107 247 727	Note: The substantial holder's decrease in voting power is largely caused by a dilutionary effect pursuant to the company's issue of an additional 1,966,236 fully paid ordinary shares on the exercise of options, causing a drop of more than 1% since the substantial holder was last required to lodge a change of interests of substantial holding notice to the company.

4. Prosent rolevant 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)	Naturo of rolovant interest (6)	Class and number of securities	Person's votes
IIFM INVESTORS PTY LTD ACN 107 247 727	İSTATE STREET AUSTRALIA LIMITED		Power to control exercise of voting rights/disposal in XREF Limited (XF1) locquired on the Australian. Securities Exchange (ASX) pursuant to an Investment Management Agreement	3,689,572 ordinary shares	3.689.572
IIFM INVESTORS PTY LTD ACN 107 247 727	ICITICORP NOMINEES IPTY LIMITED.		Power to control exercise of voting rights/disposal in XREF Limited (XF1) acquired on the Australian Securities Exchange (ASX) pursuant to an investment Mansgemont Agreement	2,330,086 ordinary shares	2,330,086
IFM INVESTORS PTY LTD ACN 107 247 727	THE NORTHERN TRUST COMPANY ACN 126 279 918		Power to control exercise of voting rights/disposal in XREF Limited (XF1) acquired on the Australian. Securities Exchange (ASX) lpursuant to an investment i Management Agreement	2,211,102 ordinary shares	2.211.102
IFM INVESTORS PTY LTD ACN 107 247 727	UP MORGAN CHASE IBANK N.A.		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	2,211,137 ordinary aharas	2.211.137
INDUSTRY SUPER HOLDINGS PTY. LTD ACN 119 748 060			Taken under section 808(3)(b) of the Corporations Act to have a relevant interest by reason of having control of IFM INVESTORS PTY LTD.	10,441,897 ordinary lsharos	10.441.897
Each of the IFM Group lSubsidiarios			Taken under section 608(3) of the Corporations Act to have a relevant interest by: reason of having voting power (through the relevant 10,441,897 ordinary 10,441,897 interests of its associate. INDUSTRY SUPER HOLDINGS PTY. LTD.) labove 20% in IFM INVESTORS PTY LTD.	Ishares

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:

n and ACN/ARSN (if applicable). inamo.	-------------------------------------- . Natura af , association --------------------------------------- .
Each of the IFM Group Subsidiaries ___ .	------- (Body corporate controlled by the substantial holder INDUSTRY SUPER HOLDINGS PTY. _________ .

6. Addresses

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

iNamo	Address ------
IINDUSTRY SUPER HOLDINGS PTY. ILTO	lLovol 29 Cassolden. 2 Lonsdale Street lMelbourne VIC 3000
IIFM Group Subsidiarios	[See list of 1 page annexed to this notice and marked A .

Signature

print namo	Joshua Lim	capacity	Company Socretary
sign horo	______ ---- and the state of the contract of --- The Second Card --------------------------------------- -------------------------------------- _____	date	10/10/2018

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 an equity trust), the names could be included in an ann $(1)$ is clearly set out in paragraph 6 of the form.
• See the definition of "associate" in section 9 of the Corporations Act 2001. $(2)$
• See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001. $(3)$
• $(4)$ The voting shares of a company constitute one class unless divided into separate classes.
• $(5)$ The person's vetes divided by the total votes in the body corporate or scheme multiplied by 100.
• $\left( 6\right)$ Include details of:
• $(5)$ any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 6718(4) applies, a copy of any document satting out the terms of any relevant agreement, and a statement by the person giving full and accurate datalis of any contract, scheme or arrangement, must accompany this form, together with a written statement conflying 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 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.
• $(8)$ 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".
• $(9)$ Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

ANNEXURE A - ASSOCIATED COMPANIES

IFM Group

Namo	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 Lonadale 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, Melbourne, 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 Casseldon, 2 Lonsdale Street, Melbourne, Victoria 3000	Australia
INDUSTRY FUND FINANCIAL SERVICES PTY LTD	073 331 414	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	073931843	Level 29 Casselden, 2 Lonsdale Street, Melbourne, Victoria 3000	Australia
INDUSTRY FUNDS MANAGEMENT (NOMINEES) LIMITED	003 969 891	Level 29 Casselden, 2 Lonsdale Street, Malbourne, Victoria 3000	Austrolia
INDUSTRY SUPER AUSTRALIA PTY LTD	158 563 270	Level 39 Casselden, 2 Lonsdale Street, Melbourne, Victoria 3000	Australia
INDUSTRY SUPER HOLDINGS PTY. LTD.	119 748 060	Level 29 Casselden, 2 Lonsdale Street, Melbourne, Victoria 3000	Australia
INTERNATIONAL PROPERTY FUNDS MANAGEMENT PTY LTD	619 875 240	Lovel 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 RENT BUY PTY LIMITED	052 000 709	Level 29 Casselden, 2 Lonsdale Street, Melbourne, Victoria 3000	Australia
SBLB PTY LTD	073 931 790	Laval 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 NEW DAILY PTY LTD	153 137 243	Level 39 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 (HK) LTD	2378663	21 st Floor, Edinburgh Tower, The Landmark, 15 Queen's Road Central, Hong Kong	Hong Kong
IFM INVESTORS (JAPAN), LLC		99 Park Avenue, 19th Floor, New York, NY 10016, USA	Japan
IFM INVESTORS (KOREA) PTY LTD	618 285 126	Level 29 Casselden, 2 Lonsdate Street, Melbourne, Victoria 3000	Australia
IFM GLOBAL INFRASTRUCTURE (UK) GP LTD	6547980	3 rd Floor, 60 Gresham Street, London, EC2V 7BB UK.	UK.
IFM INVESTORS (UK) LTD	5857982	3 rd Floor, 60 Gresham Street, London, EC2V 7BB UK.	UК
IFM (US) SECURITIES, LLC	90-0919932	99 Park Avenue, 19 th Floor, New York, NY 10016, USA	US
IFM GLOBAL INFRASTRUCTURE (US) GP. LLC	98-0634648	99 Park Avenue, 19 th Pl oor, New York, NY 10016, USA	US.
IFM INVESTORS (US) ADVISOR, LLC	146366	99 Park Avenue, 19 th 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 10 October 2018

$\mathbb{Z}$ .
1980 - Jan James, mangalang panganang pangangan pang

Signature of Joshua Lim, Company Secretary (INDUSTRY SUPER HOLDINGS PTY, LTD.)