Corporations Law Form
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Form 603 Corporations Law Notice of initial substantial holder Section 671B RRA To:Company Name/Scheme The Secretary RR Australia Limited Level 1 47 Rickard Road BANKSTOWN NSW 32200 Fax: (02) 9101 9035 ACN/ARSN ACN 072 507 147 1. Details of substantial shareholder Name National Australia Bank Limited (ACN 004 044 937) being comprised of the bodies corporate ACN (if applicable) listed in Annexure A and which includes Elly Investments Pty Ltd ACN 098 198 004 (Elly Investments Pty Ltd acquired more than 20% of the voting power in Pengana Holdings Pty Limited (PHPL) on 30 April 2008. Pengana Capital Limited is a wholly owned subsidiary of PHPL) The holder became a substantial holder on 02/05/2008 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 had a relevant interest in on the date the substantial holder became a substantial holder are as follows: Class of securities Number of Persons’ votes Voting power securities Ordinary 9,607,900 9,607,900 7.507% 3. Details of relevant interests The nature of the relevant interest the substantial holder or an associate 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 Elly Investments Pty Ltd Having voting power in Ordinary Pengana Capital Limited that 9,607,900 is above 20% TOTAL 9,607,900 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 Class and as holder number of securities Pengana Capital Limited as Elly Investments Pty Ltd Cogent Nominees Pty Ltd responsible entity for the Ordinary (ACN 084 150 023) Pengana Emerging Companies 9,607,900 Fund Total 9,607,900 cnwdata:leg:county:ssnbrl 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 Consideration Class and number of securities Cash Non-cash Ordinary 6. Associates The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows: Name and ACN/ARSN (if Nature of association applicable Elly Investments Pty Ltd Is a related body corporate of National Australia Bank Limited 7. Addresses The addresses of persons named in this form are as follows: Name Address National Australia Bank Level 34 Limited 500 Bourke Street MELBOURNE VIC 3000 Elly Investments Pty Ltd Level 35 500 Bourke Street MELBOURNE VIC 3000 Pengana Capital Limited Level 29 20 Bond Street SYDNEY NSW 2000 Pengana Holdings Pty Level 29 Limited 20 Bond Street SYDNEY NSW 2000 Cogent Nominees Pty Ltd Level 6 60 Castlereagh Street SYDNEY NSW 2000 Signature print name Brendan T Case Capacity Associate Company Secretary for and on behalf of National Australia Bank Limited signature date 06 /05 / 2008 ssnbrl.doc ANNEXURE A This is Annexure A of three pages referred to in the Form 603 Notice of initial substantial holder signed by me and dated 06/ 05/2008 Brendan T Case Associate Company Secretary National Australia Bank Limited River Boyne Pty Limited National Australia Investment Capital Limited River Embley Pty Limited Relationship Services Pty Limited Custom Lease Pty Limited (In Liquidation) Loyalty Pacific Pty Ltd (50% NAB; 50% Coles Myer) Hegira Limited FBP Awards Fund Pty Ltd (50% NAB; 50% Coles Myer) Custom Lease Pty. Limited (In liquidation) Loyalty Pacific (Hong Kong) Ltd (50% RSPL & 50% Tickoth P/L (Coles Fleet Systems Pty. Limited Myer) National Capital Guaranteed Fund Limited (In Liquidation) (49%) VPL Securities Pty Limited National Equities Limited Vilexton Pty Limited National Australia Group (NZ) Limited C.B.C. Investments Limited (In liquidation) BNZ International Australia Limited National Infrastructure Investment No.1 Pty Ltd Partown Pty Limited National Infrastructure Investment No.2 Pty Ltd BNZ Securities Australia Ltd National Infrastructure Investment No.3 Pty Ltd Bank of New Zealand C.B.C. Investments Services Limited (In liquidation) BNZ Capital Guaranteed Growth Fund Limited National Australia Securities Limited BNZ Funding Limited Tasovac Pty Ltd BNZ International Funding Limited ARDB Limited BNZ International (Hong Kong) Limited Australian Banks' Export Re-finance Corporation Limited BNZ International Australia Limited National HK Investments Limited Interchange and Settlement Limited (12.6%) Portsmouth Investments Company Pty Ltd (45%) Loyalty New Zealand Limited (25%) National Australia Managers Limited Cards NZ Limited (23%) National Australia Underwriters Limited BNZ Corporation Limited National Australia Corporate Advisory Limited (In Liquidation) Mondex New Zealand Limited (20%) Alice Corporation Pty Ltd (50% NAB; 50% Alice Ventures) BNZ Investments Limited Erstfeld Pty Limited BNZ Equipment Limited HICAPS Pty Limited BNZI Securities No. 1 Limited BOACT Pty Ltd BNZI Securities No. 2 Limited Matrix Film Investment One Pty Limited National Australia Limited NBA Leasing Pty. Limited New Zealand Card Services Limited National Nominees Limited Electronic Transaction Services Limited (25%) National Nominees (London) Limited (In Liquidation) BNZ International Limited Commercial Nominees Pty. Limited BNZ Property Investments Limited National Australia Investment Brokers Limited (In Liquidation) BNZ Branch Properties Limited Custom Credit Holdings Limited (In liquidation) BNZ Properties (Auckland) Limited O2-e Limited BNZ Properties Limited National eProcurement Ltd (In Liquidation) Custom Fleet (NZ) Limited National eProcurement Australia Pty Ltd (In Liquidation) Squadron No. 1 Limited (FKA Custom Service Leasing (New Zealand) National eProcurement UK Limited (In Liquidation) Limited) Valewin Pty Limited Squadron No. 2 Limited (fka Fleetlease (NZ) Limited) Elly Investments Pty Ltd Squadron No. 3 Limited (fka BNZ Fleet Limited) Rosie Investments Pty Ltd Squadron No. 4 Limited (fka Custom Flettleasing (NZ) Limited) National Global MBS Manager Pty Ltd National Australia Group Europe Limited Deesarn Pty Ltd National Americas Holdings Ltd Rycee 2 Pty Ltd National Capital Investments Limited Rycee 3 Pty Ltd Tokenhouse Investments Limited Rycee 6 Pty Ltd NAGE Trustee Company Limited Mockey 1 Pty Ltd National Australia Finance (Europe Holdings) Limited Antares Capital Partners Pty Ltd M.O.R.A. Development Company Limited (20%) Mockey 2 Pty Ltd Kensington Hotel (Belfast) Limited Mockey 3 Pty Ltd National Europe Holdings (GB) Limited Mockey 4 Pty Ltd Yorkshire Bank PLC Mockey 5 Pty Ltd Clydesdale Bank PLC Antares Managed Investments Limited CB Nominees Limited National Australia Capital Securities (UK) PLC Clydesdale Bank Asset Finance Limited National Australia Capital Securities (Jersey) Limited CGF No. 3 Limited NAB Capital LLC CGF No. 6 Limited nabCapital Securities, LLC CGF No. 9 Limited National Funding Holdings Pty Ltd CGF No. 12 Limited National Markets Group Limited Clydesdale Group Investments Limited Ausmaq (NZ) Limited Clydesdale Investments BV (49%) Australian Market Automated Quotation (Ausmaq) System Limited Clydesdale Bank Pension Trustee Limited NBA Properties Limited Clydesdale Europe Finance Limited (75%) NBA Properties (Qld.) Limited Yorkshire Bank Retail Services Ltd. NBA Properties (Vic.) Limited Storecard Ltd. CBC Holdings Limited Yorkshire Bank Finance Ltd. CBC Properties Limited Northern and General Finance Ltd. National Australia Group Services Limited Yorkshire Bank Equipment Leasing Ltd. Laura Pty Limited Yorkshire Bank Commercial Leasing Ltd Lavallette Pty Limited Scottish Agricultural Securities Corporation PLC (33%) N.S.W. Housing No.1 Pty Limited Allerton House Properties Limited Omnibus Leasing (1978) Limited YB Lease Ltd. ssnbrl.doc Yorlease Ltd ThreeSixty Limited (in liquidation) Yorkshire Bank Home Loans Ltd. Fortuitous Assets Ltd (In Liquidation) Yorkshire Bank Investments Ltd. Sophisticated Assets Ltd (In Liquidation) Yorkshire BIHK Limited Eight Star Group Ltd (In Liequidation) Machill Investments Ltd (90%) Stable Markets Holdings Ltd (In Liquidation) Yorkshire Bank Financial Services Ltd FlexiPlan Australia Limited (In Liquidation) Yorbank Nominees Ltd. Heritage Management Limited (In Liquidation) Yorkshire Bank Nominees Ltd. Medfin Australia Pty Limited Brunswick Collection Services Ltd Messenia Pty Limited (In Liquidation) YB Trust Company Ltd. MLC Properties Pty Limited North British Finance Group Ltd. MLC Nominees Pty Ltd EVR Limited Your Prosperity Limited Eden Vehicle Rentals Ltd. JANA Investment Advisers Pty Limited MSRA UK Limited Superannuation for Australian Corporate Employees Pty Ltd (In Liquidation) National Australia Bank (GB) Limited NAFM Investments Pty. Ltd. (In Liquidation) Fairhalsen Collections Ltd. National Australia Superannuation Pty. Ltd. National Australia Group Europe Investments Ltd National Asset Management Limited National Australia Finance (Hong Kong) PLC NAM NT Rail Pty Limited Angara Company Limited MLC Funds Management Limited (In Liquidation) National Australia Group Europe Finance B.V. National Wealth Management International Holdings Limited Ariodante Limited National Wealth Management Europe Holdings Limited NAGEO B.V. National Europe Holdings (Wealth Management) Limited