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CHALLENGER LIMITED Major Shareholding Notification 2020

Sep 13, 2020

64641_rns_2020-09-13_26f83153-f7de-412c-ad26-639b8e6ce1c1.pdf

Major Shareholding Notification

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Sydney

Level 2, 5 Martin Place Sydney NSW 2000 Australia GPO Box 3698 Sydney NSW 2001 www.challenger.com.au

Telephone 02 9994 7000 Facsimile 02 9994 7777

14 September 2020

The Manager Company Announcements Office ASX Limited 20 Bridge Street SYDNEY NSW 2000

By electronic lodgement

Dear Sir/Madam

Re: Notice of change of interests of substantial holder – Super Retail Group Limited (SUL)

We attach a notice of change of interests of substantial holder in Super Retail Group Limited. This notice is given by Challenger Limited and each of its associated entities named in Annexure 2 to this notice.

Yours faithfully

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Andrew Brown Company Secretary

Melbourne Level 19, 31 Queen Street PO Box 297, Flinders Lane, Melbourne VIC 3000 Telephone 02 9994 7000 Facsimile 02 9994 7777 Brisbane Level 6, 215 Adelaide Street, Brisbane QLD 4000 Telephone 07 3136 5400 Facsimile 07 3136 5407 Perth Level 26, 140 St Georges Terrace, Perth WA 6000 Telephone 08 6466 9613 Adelaide Level 7, Suite 714, 147 Pirie Street, Adelaide SA 5000 Telephone 08 8427 9511

Challenger Limited ABN 85 106 842 371 Challenger Group Services Pty Limited ABN 91 085 657 307 Challenger Life Company Limited ABN 44 072 486 938 AFSL 234670 Challenger Investment Partners Limited ABN 29 092 382 842 AFSL 234 678 Challenger Retirement and Investment Services Limited ABN 80 115 534 453 AFSL295642 RSE Licence No. L0001304 Challenger Mortgage Management Pty Ltd ABN 72 087 271 109 Challenger Securitisation Management Pty Ltd ABN 56 100 346 898 AFSL 244593 Challenger Investment Solutions Management Pty Ltd ABN 63 130 035 353 AFSL 487354

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Form 604 Corporations Act 2001 Section 671B Notice of change of interests of substantial holder

To
Company Name/Scheme		 Super Retail Group Limited
ACN/ARSN 108 676 204
1. Details of substantial holder(1)
Name Challenger Limited(and its entities listed in Annexure 2)
ACN/ARSN (if applicable) 106 842 371
There was a change in the interests of the substantial holder on 10/09/2020
The previous notice was given to the company on 07/09/2020
The previous notice was dated 07/09/2020
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
a substantial holding notice to the company or scheme, are as follows:
Classof securities (4) Previous notice Previous notice Present notice Present notice
Person's votes Voting power (5) Person's votes Voting power (5)
Ordinary Fully Paid 11,719,193 5.19% 14,157,248 6.27%

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 substantia
holding notice to the company or scheme are as follows:		 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 substantia
holding notice to the company or scheme are as follows:		 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 substantia
holding notice to the company or scheme are as follows:		 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 substantia
holding notice to the company or scheme are as follows:		 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 substantia
holding notice to the company or scheme are as follows:		 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 substantia
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
Annexure 1		 Challenger Limited (and
its entities listed in
Annexure 2)		 Refer
Annexure 1		 Refer
Annexure 1		 Refer
Annexure 1		 Refer
Annexure 1

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 Nature of relevant interest (6) Class and number of securities Person's votes
as holder (8)
Challenger Limited National Nominees National Nominees Ordinary Fully Paid 1,778,035 (Ordinary Fully 1,778,035
(and its entities listed Limited Limited securities purchased and Paid)
in Annexure 2) sold on market by
Challenger Limited (and its
entities listed in Annexure 2)
and obtaining a relevant
interest by virtue of section
608(3) of the Corporations
Act 2001.
Challenger Limited Morgan Stanley & Co. Morgan Stanley & Co. As above 7,870 (Ordinary Fully Paid) 7,870
(and its entities listed International plc International plc
in Annexure 2)
Challenger Limited Citicorp Nominees Pty Citicorp Nominees Pty As above 5,325,979 (Ordinary Fully 5,325,979
(and its entities listed Limited Limited Paid)
in Annexure 2)
Challenger Limited J P Morgan Nominees J P Morgan Nominees As above 4,104,856 (Ordinary Fully 4,104,856
(and its entities listed Australia Limited Australia Limited Paid)
in Annexure 2)
Challenger Limited
(and its entities listed
in Annexure 2)		 BNP Paribas Nominees
Pty Limited		 BNP Paribas Nominees
Pty Limited		 As above 1,061,411 (Ordinary Fully
Paid)		 1,061,411
Challenger Limited
(and its entities listed
in Annexure 2)		 HSBC Custody Nominees
(Australia) Limited		 HSBC Custody Nominees
(Australia) Limited		 As above 1,879,097 (Ordinary Fully
Paid)		 1,879,097

5. Changes in association

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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 N/A
6. Addresses
The addresses of persons named in this form are as follows:
Name Address
Challenger Limited (and its entities listed Level 2, 5 Martin Place, Sydney NSW 2000
in Annexure 2)
Signature
print name Andrew Brown Capacity Company Secretary
sign here date 14/09/2020
DIRECTIONS
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(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:

  • (a) 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

  • (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) 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 1 consists of 4 pages and is referred to in Form 604 signed by me and dated 14/09/2020

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[Insert Signature Here]
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Andrew Brown Company Secretary of Challenger Limited

Transactions:

Company Name/Scheme: Super Retail Group Limited (SUL) As at: 10/09/2020 Class of security: Ordinary Fully Paid

Date of Change Holder of relevant
interest		 Nature of Change **Consideration ** Number of
Securities		 Person's Votes
Affected
10/09/2020 Challenger Limited (and its
entities listed in Annexure
2)		 sell 360,300 34,298
-		 34,298
10/09/2020 as above buy 187,021 24,617 24,617
10/09/2020 as above buy 19,560 2,560 2,560
10/09/2020 as above buy 48,172 4,623 4,623
10/09/2020 as above buy 5,052 481 481
10/09/2020 as above buy 54,413 5,222 5,222
10/09/2020 as above buy 5,704 543 543
10/09/2020 as above buy 168,168 16,139 16,139
10/09/2020 as above buy 17,636 1,679 1,679
10/09/2020 as above buy 128,218 12,305 12,305
10/09/2020 as above buy 13,445 1,280 1,280
10/09/2020 as above buy 49,547 4,755 4,755
10/09/2020 as above buy 5,189 494 494
10/09/2020 as above buy 76,014 7,295 7,295
10/09/2020 as above buy 7,972 759 759
10/09/2020 as above buy 90,821 8,716 8,716
10/09/2020 as above buy 9,517 906 906
10/09/2020 as above buy 16,255 1,560 1,560
10/09/2020 as above buy 1,702 162 162
10/09/2020 as above buy 566,598 54,376 54,376
10/09/2020 as above buy 59,400 5,655 5,655
10/09/2020 as above buy 98,406 9,444 9,444
10/09/2020 as above buy 10,315 982 982
10/09/2020 as above sell 59,900 5,702
-		 5,702
10/09/2020 as above buy 94,113 9,032 9,032
10/09/2020 as above buy 9,863 939 939
10/09/2020 as above buy 155,987 14,970 14,970
10/09/2020 as above buy 16,355 1,557 1,557
10/09/2020 as above buy 77,358 7,424 7,424
10/09/2020 as above buy 8,109 772 772
10/09/2020 as above buy 34,344 3,296 3,296
10/09/2020 as above buy 3,603 343 343
10/09/2020 as above buy 5,929 569 569
10/09/2020 as above buy 620 59 59
10/09/2020 as above buy 235,252 22,577 22,577
10/09/2020 as above buy 24,663 2,348 2,348
10/09/2020 as above buy 122,289 11,736 11,736
10/09/2020 as above buy 12,825 1,221 1,221
10/09/2020 as above buy 652,063 62,578 62,578
10/09/2020 as above buy 68,359 6,508 6,508
10/09/2020 as above buy 22,601 2,169 2,169
10/09/2020 as above buy 2,374 226 226
10/09/2020 as above buy 818,303 78,532 78,532
10/09/2020 as above buy 85,796 8,168 8,168

Page 1 of 4

Date of Change Holder of relevant
interest		 Nature of Change **Consideration ** Number of
Securities		 Person's Votes
Affected
10/09/2020 as above buy 207,389 19,903 19,903
10/09/2020 as above buy 21,743 2,070 2,070
10/09/2020 as above buy 304,014 29,176 29,176
10/09/2020 as above buy 31,869 3,034 3,034
10/09/2020 as above buy 168,887 16,208 16,208
10/09/2020 as above buy 17,710 1,686 1,686
10/09/2020 as above buy 452,384 43,415 43,415
10/09/2020 as above buy 47,425 4,515 4,515
10/09/2020 as above buy 51,694 4,961 4,961
10/09/2020 as above buy 5,420 516 516
10/09/2020 as above buy 11,076 1,063 1,063
10/09/2020 as above buy 1,166 111 111
10/09/2020 as above buy 133,136 12,777 12,777
10/09/2020 as above buy 13,960 1,329 1,329
10/09/2020 as above buy 52,746 5,062 5,062
10/09/2020 as above buy 57,310 5,500 5,500
10/09/2020 as above buy 5,525 526 526
10/09/2020 as above buy 6,008 572 572
08/09/2020 as above sell 23,346 2,191
-		 2,191
08/09/2020 as above buy 190,177 24,869 24,869
08/09/2020 as above buy 49,035 4,670 4,670
08/09/2020 as above buy 55,388 5,275 5,275
08/09/2020 as above buy 171,203 16,305 16,305
08/09/2020 as above buy 130,515 12,430 12,430
08/09/2020 as above buy 50,442 4,804 4,804
08/09/2020 as above buy 77,375 7,369 7,369
08/09/2020 as above buy 92,453 8,805 8,805
08/09/2020 as above buy 16,548 1,576 1,576
08/09/2020 as above buy 576,797 54,933 54,933
08/09/2020 as above buy 100,181 9,541 9,541
08/09/2020 as above sell 3,879 364
-		 364
08/09/2020 as above buy 95,813 9,125 9,125
08/09/2020 as above buy 158,781 15,122 15,122
08/09/2020 as above buy 78,740 7,499 7,499
08/09/2020 as above buy 34,965 3,330 3,330
08/09/2020 as above buy 6,038 575 575
08/09/2020 as above buy 239,474 22,807 22,807
08/09/2020 as above buy 124,488 11,856 11,856
08/09/2020 as above buy 663,789 63,218 63,218
08/09/2020 as above buy 23,006 2,191 2,191
08/09/2020 as above buy 833,028 79,336 79,336
08/09/2020 as above buy 211,113 20,106 20,106
08/09/2020 as above buy 309,477 29,474 29,474
08/09/2020 as above buy 171,927 16,374 16,374
08/09/2020 as above buy 460,520 43,859 43,859
08/09/2020 as above buy 52,626 5,012 5,012
08/09/2020 as above buy 11,288 1,075 1,075
08/09/2020 as above buy 135,524 12,907 12,907
08/09/2020 as above buy 58,349 5,557 5,557
07/09/2020 as above buy 58,663 7,630 7,630
07/09/2020 as above buy 384,602 49,738 49,738
07/09/2020 as above buy 15,203 1,433 1,433
07/09/2020 as above buy 99,658 9,340 9,340
07/09/2020 as above buy 17,166 1,618 1,618
07/09/2020 as above buy 112,569 10,550 10,550
07/09/2020 as above buy 53,067 5,002 5,002
07/09/2020 as above buy 347,949 32,610 32,610
07/09/2020 as above buy 40,463 3,814 3,814
07/09/2020 as above buy 265,267 24,861 24,861
07/09/2020 as above buy 15,638 1,474 1,474
07/09/2020 as above buy 102,507 9,607 9,607
07/09/2020 as above buy 23,987 2,261 2,261
07/09/2020 as above buy 157,265 14,739 14,739
07/09/2020 as above buy 28,655 2,701 2,701
07/09/2020 as above buy 187,899 17,610 17,610
07/09/2020 as above buy 5,124 483 483

Page 2 of 4

Date of Change Holder of relevant
interest		 Nature of Change **Consideration ** Number of
Securities		 Person's Votes
Affected
07/09/2020 as above buy 33,632 3,152 3,152
07/09/2020 as above buy 178,795 16,853 16,853
07/09/2020 as above buy 1,172,260 109,865 109,865
07/09/2020 as above buy 31,053 2,927 2,927
07/09/2020 as above buy 203,594 19,081 19,081
07/09/2020 as above buy 29,695 2,799 2,799
07/09/2020 as above buy 194,717 18,249 18,249
07/09/2020 as above buy 49,216 4,639 4,639
07/09/2020 as above buy 322,714 30,245 30,245
07/09/2020 as above buy 24,412 2,301 2,301
07/09/2020 as above buy 160,029 14,998 14,998
07/09/2020 as above buy 10,843 1,022 1,022
07/09/2020 as above buy 71,062 6,660 6,660
07/09/2020 as above buy 1,867 176 176
07/09/2020 as above buy 12,271 1,150 1,150
07/09/2020 as above buy 74,232 6,997 6,997
07/09/2020 as above buy 486,701 45,614 45,614
07/09/2020 as above buy 38,585 3,637 3,637
07/09/2020 as above buy 253,007 23,712 23,712
07/09/2020 as above buy 205,763 19,395 19,395
07/09/2020 as above buy 1,349,072 126,436 126,436
07/09/2020 as above buy 7,129 672 672
07/09/2020 as above buy 46,767 4,383 4,383
07/09/2020 as above buy 258,225 24,340 24,340
07/09/2020 as above buy 1,693,030 158,672 158,672
07/09/2020 as above buy 65,448 6,169 6,169
07/09/2020 as above buy 429,073 40,213 40,213
07/09/2020 as above buy 95,938 9,043 9,043
07/09/2020 as above buy 628,975 58,948 58,948
07/09/2020 as above buy 53,290 5,023 5,023
07/09/2020 as above buy 349,421 32,748 32,748
07/09/2020 as above buy 142,756 13,456 13,456
07/09/2020 as above buy 935,951 87,718 87,718
07/09/2020 as above buy 16,317 1,538 1,538
07/09/2020 as above buy 106,956 10,024 10,024
07/09/2020 as above buy 3,501 330 330
07/09/2020 as above buy 22,930 2,149 2,149
07/09/2020 as above buy 42,012 3,960 3,960
07/09/2020 as above buy 275,435 25,814 25,814
07/09/2020 as above buy 18,089 1,705 1,705
07/09/2020 as above buy 118,586 11,114 11,114
04/09/2020 as above buy 106,024 13,688 13,688
04/09/2020 as above buy 27,281 2,570 2,570
04/09/2020 as above buy 30,815 2,903 2,903
04/09/2020 as above buy 95,259 8,974 8,974
04/09/2020 as above buy 72,628 6,842 6,842
04/09/2020 as above buy 28,066 2,644 2,644
04/09/2020 as above buy 43,054 4,056 4,056
04/09/2020 as above buy 51,451 4,847 4,847
04/09/2020 as above buy 9,203 867 867
04/09/2020 as above buy 320,955 30,236 30,236
04/09/2020 as above buy 55,739 5,251 5,251
04/09/2020 as above buy 53,309 5,022 5,022
04/09/2020 as above buy 88,359 8,324 8,324
04/09/2020 as above buy 43,819 4,128 4,128
04/09/2020 as above buy 19,457 1,833 1,833
04/09/2020 as above buy 3,365 317 317
04/09/2020 as above buy 133,261 12,554 12,554
04/09/2020 as above buy 69,273 6,526 6,526
04/09/2020 as above buy 369,370 34,797 34,797
04/09/2020 as above buy 12,802 1,206 1,206
04/09/2020 as above buy 463,546 43,669 43,669
04/09/2020 as above buy 117,476 11,067 11,067
04/09/2020 as above buy 172,207 16,223 16,223
04/09/2020 as above buy 95,673 9,013 9,013
04/09/2020 as above buy 256,257 24,141 24,141

Page 3 of 4

Date of Change Holder of relevant
interest		 Nature of Change **Consideration ** Number of
Securities		 Person's Votes
Affected
04/09/2020 as above buy 29,287 2,759 2,759
04/09/2020 as above buy 6,273 591 591
04/09/2020 as above buy 75,409 7,104 7,104
04/09/2020 as above buy 32,471 3,059 3,059
Total Number of Securities
2,438,055

Page 4 of 4

Annexure 2

�������������������������������������������������������������4�� change of interest

==> picture [174 x 50] intentionally omitted <==

Andrew Brown - Company Secretary of Challenger Limited� 14/09/20��

14/09/20��
Company Name ACN /
Company No.		 Country of
Incorporation
255 FINANCE GROUP PTY LTD 628 853 056 AUSTRALIA
255 FINANCE INVESTMENTS PTY LTD 164 516 401 AUSTRALIA
255 FINANCE PTY LTD 168 112 507 AUSTRALIA
ACCURIUM HOLDINGS PTY LTD 158 242 936 AUSTRALIA
ACCURIUM PTY LTD 009 492 219 AUSTRALIA
AGRICULTURAL ASSET MANAGEMENT LIMITED 08953424 ENGLAND/WALES
APPIA EUROPE LIMITED 6490323 ENGLAND/WALES
APPIA FINANCE 2 LIMITED 6538054 ENGLAND/WALES
APPIA FINANCE LIMITED 6490331 ENGLAND/WALES
APPIA GROUP LIMITED 99865 JERSEY
APPIA INVESTMENTS LIMITED 6490313 ENGLAND/WALES
CDPG AUSTRALIA PTY LIMITED 124 498 095 AUSTRALIA
CDPG LUXEMBOURG HOLDINGS SARL B 127717 LUXEMBOURG
CDPG LUXEMBOURG II SARL B 127580 LUXEMBOURG
CDPG LUXEMBOURG SARL B 127515 LUXEMBOURG
CDPG MALTA LIMITED C 41110 MALTA
CESCADE PTY LIMITED 096 097 399 AUSTRALIA
CHALLENGER DIRECT PTY LTD 006 475 501 AUSTRALIA
CHALLENGER DIVERSIFIED PROPERTY DEVELOPMENT PTY LIMITED 121 624 833 AUSTRALIA
CHALLENGER EMERGING MARKET INFRASTRUCTURE FUND PTE. LTD 200804361D SINGAPORE
CHALLENGER EMERGING MARKET INFRASTRUCTURE FUND, L.P. CAYMAN ISLANDS
CHALLENGER FINANCIAL SERVICES PTY LIMITED 087 464 131 AUSTRALIA
CHALLENGER FM 2 HOLDINGS PTY LIMITED 080 036 657 AUSTRALIA
CHALLENGER FUNDS MANAGEMENT HOLDINGS PTY LIMITED 107 728 030 AUSTRALIA
CHALLENGER GROUP HOLDINGS LIMITED 002 993 302 AUSTRALIA
CHALLENGER GROUP PTY LIMITED 003 374 196 AUSTRALIA
CHALLENGER GROUP SERVICES (UK) LIMITED 04244127 ENGLAND/WALES
CHALLENGER GROUP SERVICES PTY. LTD. 085 657 307 AUSTRALIA
CHALLENGER HOLDING VAGYONKEZELO KFT 01-09-879644 HUNGARY
CHALLENGER HOME LOAN CORPORATION PTY LTD 058 891 302 AUSTRALIA
CHALLENGER INVENTORY FINANCE SERVICING PTY LIMITED 107 706 810 AUSTRALIA
CHALLENGER INVESTMENT PARTNERS LIMITED 092 382 842 AUSTRALIA
CHALLENGER INVESTMENT SOLUTIONS MANAGEMENT PTY LTD 130 035 353 AUSTRALIA
CHALLENGER JAPAN HOLDINGS KABUSHIKI KAISHA 0100-01-182399 �����
CHALLENGER JAPAN HOLDINGS PTY LIMITED 617 208 205 ���������
CHALLENGER JAPAN KABUSHIKI KAISHA 0100-01-182920 �����
CHALLENGER KABUSHIKI KAISHA 0100-01-182872 �����
CHALLENGER LBC TERMINALS HOLDING COMPANY LIMITED C41149 MALTA

Annexure 2

������������������������������������������������������������04 - change of interest

==> picture [174 x 50] intentionally omitted <==

Andrew Brown - Company Secretary of Challenger Limited�

14/�9/20��

14/�9/20��
Company Name ACN /
Company No.		 Country of
Incorporation
CHALLENGER LBC TERMINALS LIMITED C41150 MALTA
CHALLENGER LIFE CDI NOMINEES PTY LTD 055 293 644 AUSTRALIA
CHALLENGER LIFE COMPANY HOLDINGS PTY LTD 006 381 193 AUSTRALIA
CHALLENGER LIFE COMPANY LIMITED 072 486 938 AUSTRALIA
CHALLENGER LIFE DEBT INVESTMENTS (EUROPE) LIMITED 07626067 ENGLAND/WALES
CHALLENGER LIFE FUND PROPERTY INVESTMENTS PTY LTD 161 212 693 AUSTRALIA
CHALLENGER LIFE INVESTMENTS UK LIMITED 6067787 ENGLAND/WALES
CHALLENGER LIFE NOMINEES NO.2 PTY LTD 078 627 013 AUSTRALIA
CHALLENGER LIFE NOMINEES NO.3 PTY LIMITED 151 482 147 AUSTRALIA
CHALLENGER LIFE NOMINEES PTY LTD 091 336 793 AUSTRALIA
CHALLENGER LIFE SUBSIDIARY HOLDINGS PTY LIMITED 099 742 122 AUSTRALIA
CHALLENGER LIMITED 106 842 371 AUSTRALIA
CHALLENGER MANAGED INVESTMENTS (INTERNATIONAL) PTY LIMITED 120 871 212 AUSTRALIA
CHALLENGER MANAGEMENT SERVICES (UK) LIMITED 06393787 ENGLAND/WALES
CHALLENGER MARGIN LENDING PTY LTD 091 338 822 AUSTRALIA
CHALLENGER MBK EMERGING MARKET INFRASTRUCTURE FUND GP LTD WK-209744 CAYMAN ISLANDS
CHALLENGER MBK FUND MANAGEMENT PTE. LTD 200804360M SINGAPORE
CHALLENGER MORTGAGE MANAGEMENT PTY LTD 087 271 109 AUSTRALIA
CHALLENGER NON-CONFORMING FINANCE PTY LTD 107 725 486 AUSTRALIA
CHALLENGER ORIGINATOR FINANCE PTY LTD 095 085 466 AUSTRALIA
CHALLENGER PROPERTY ASSET MANAGEMENT PTY LTD 077 569 021 AUSTRALIA
CHALLENGER RETIREMENT AND INVESTMENT SERVICES LIMITED 115 534 453 AUSTRALIA
CHALLENGER SECURITISATION MANAGEMENT PTY LTD 100 346 898 AUSTRALIA
CHALLENGER SKYBRIDGE (GROUP) HOLDING COMPANY PTY LTD 130 888 327 AUSTRALIA
CHALLENGER SKYBRIDGE (HASTINGS) HOLDING COMPANY PTY LTD 130 888 274 AUSTRALIA
CHALLENGER SPECIAL SERVICING PTY LTD 107 707 415 AUSTRALIA
������������������������ 168 107 355 AUSTRALIA
CHALLENGER TREASURY LIMITED 093 307 996 AUSTRALIA
CHALLENGER UK TERMINALS LIMITED 95751 JERSEY
CHALLENGER WHOLESALE FINANCE HOLDINGS PTY LIMITED 087 284 240 AUSTRALIA
CHALLENGER WIND HOLDINGS PTY LIMITED 151 496 061 AUSTRALIA
CLS US HOLDINGS, LLC 5302598 UNITED STATES
CPHIC INVESTMENTS PTY LTD 093 340 526 AUSTRALIA
CSPP1 MAITLAND PTY LTD 122 460 968 AUSTRALIA
CSPP1 MAVIS COURT PTY LTD 122 461 983 AUSTRALIA
EIGER CAPITAL PTY LIMITED 631 838 607 AUSTRALIA
FIDANTE PARTNERS (GUERNSEY) LIMITED 40288 GUERNSEY
FIDANTE PARTNERS ALPHINITY HOLDINGS PTY LTD 140 716 016 AUSTRALIA
FIDANTE PARTNERS ARDEA HOLDINGS PTY LTD 133 865 853 AUSTRALIA
FIDANTE PARTNERS ARETE HOLDINGS PTY LTD 143 836 373 AUSTRALIA
FIDANTE PARTNERS AVENIR CAPITAL HOLDINGS PTY LTD 616 504 502 AUSTRALIA
FIDANTE PARTNERS BENTHAM HOLDINGS PTY LTD 140 715 573 AUSTRALIA
FIDANTE PARTNERS EIGER HOLDINGS PTY LIMITED 631 837 360 AUSTRALIA

Annexure 2

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Andrew Brown - Company Secretary of Challenger Limited�

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Company Name ACN /
Company No.		 Country of
Incorporation
FIDANTE PARTNERS EUROPE LIMITED 04040660 ENGLAND/WALES
FIDANTE PARTNERS FME HOLDINGS LIMITED 11410594 UNITED KINGDOM
FIDANTE PARTNERS GP US LLC 5651702 UNITED STATES
FIDANTE PARTNERS HOLDINGS (GUERNSEY) LIMITED 43315 GUERNSEY
FIDANTE PARTNERS HOLDINGS EUROPE LIMITED 06172534 ENGLAND/WALES
FIDANTE PARTNERS HOLDINGS PTY LIMITED 123 318 650 AUSTRALIA
FIDANTE PARTNERS INVESTMENT FUNDS PUBLIC LIMITED COMPANY 533320 IRELAND
FIDANTE PARTNERS KAPSTREAM HOLDINGS PTY LIMITED 123 319 460 AUSTRALIA
FIDANTE PARTNERS LATIGO HOLDINGS LLC 5651705 UNITED STATES
FIDANTE PARTNERS LENNOX HOLDINGS PTY LIMITED 616 975 565 AUSTRALIA
FIDANTE PARTNERS LIMITED 002 835 592 AUSTRALIA
FIDANTE PARTNERS MERLON HOLDINGS PTY LTD 140 715 662 AUSTRALIA
FIDANTE PARTNERS METISQ HOLDINGS PTY LTD 143 376 961 AUSTRALIA
FIDANTE PARTNERS NOVAPORT HOLDINGS PTY LTD 140 715 797 AUSTRALIA
FIDANTE PARTNERS R&M HOLDINGS PTY LIMITED 152 375 436 AUSTRALIA
FIDANTE PARTNERS SERVICES LIMITED 119 605 373 AUSTRALIA
FIDANTE PARTNERS TEMPO HOLDINGS PTY LTD 167 321 262 AUSTRALIA
FIDANTE PARTNERS USA LLC 81-4925448 UNITED STATES
FIDANTE PARTNERS WAVESTONE HOLDINGS PTY LIMITEDFIDANTE 133 626 276 AUSTRALIA
PARTNERS WHITEHELM HOLDINGS PTY LTD 169 043 903 AUSTRALIA
FIDANTE PARTNERS WYETREE LIMITED 09387239 ENGLAND/WALES
GASVALPO S.A. 96.960.800-6 CHILE
OG-206918 CAYMAN ISLANDS
GV CAYMAN COMPANY LIMITED
GV CHILE HOLDING LIMITADA 124311723611675 CHILE
GV CHILE LIMITADA 124301725311696 CHILE
GV JERSEY HOLDING COMPANY LIMITED 100293 JERSEY
GV JERSEY TRUSTEE COMPANY LIMITED 100294 JERSEY
GV JERSEY TRUSTEE COMPANY NO. 2 LIMITED 100367 JERSEY
HOWARD COMMERCIAL LENDING PTY LTD 000 033 143 AUSTRALIA
KUDU INVESTMENT MANAGEMENT LLC 1231609 UNITED STATES
KUDU INVESTMENT PARTNERS I, LP 47-2497501 UNITED STATES
KUDU INVESTMENTS GP LLC 1244682 UNITED STATES
LANV PTY LTD 147 224 502 AUSTRALIA
LBC TANK TERMINALS (JERSEY) LIMITED 97371 JERSEY
LEASE COLLATERAL NO.2 PTY LTD 168 112 481 AUSTRALIA
LEASE COLLATERAL PTY LTD 168 112 472 AUSTRALIA
LEASE FUNDING MANAGEMENT PTY LTD 168 112 490 AUSTRALIA
MAITLAND NOMINEE HOLDINGS PTY LIMITED 122 853 114 AUSTRALIA
MAWBURY PTY LIMITED 096 097 479 AUSTRALIA
METISQ CAPITAL HOLDINGS PTY LTD 158 011 351 AUSTRALIA

Annexure 2

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==> picture [174 x 50] intentionally omitted <==

Andrew Brown - Company Secretary of Challenger Limited�

14/09/20��

14/09/20��
Company Name ACN /
Company No.		 Country of
Incorporation
METISQ CAPITAL PTY LTD 104 642 613 AUSTRALIA
METISQ LIBRA GREATER CHINA EQUITY FUND LTD. WK-237319 CAYMANISLANDS
MIR GREATER CHINA PTE LTD 200715836D SINGAPORE
MIR LIBRA CAPITAL MANAGEMENT LTD 236748 CAYMAN ISLANDS
OAKLANDS HILL PTY LTD 149 814 559 AUSTRALIA
OAKLANDS HILL WIND FARM PTY LTD 126 595 935 AUSTRALIA
OFFSHORE REINSURER (BERMUDA) COMPANY LIMITED 51746 BERMUDA
OIKOS STORAGE LIMITED 315280 ENGLAND/WALES
RESIDENTIAL REAL ESTATE TOTAL RETURN OPPORTUNITIES FUND LTD. 212456 CAYMAN ISLANDS
RESIDENTIAL REAL ESTATE TOTAL RETURN OPPORTUNITIES MASTER FUND L.P.27263 CAYMAN ISLANDS
SABRAND LIMITED 126677 CYPRUS
STRUCTURED CREDIT RESEARCH LLP OC328062 ENGLAND/WALES
TEMPO ASSET MANAGEMENT PTY LTDTHE 167 321 637 AUSTRALIA
LIBERTY GROUP CONSORTIUM PTY LTDTLG 082 564 289 AUSTRALIA
SERVICES PTY LIMITED 092 500 608 AUSTRALIA
TLGH PTY LIMITED 092 927 467 AUSTRALIA
TRE DATA CENTRES CANBERRA PTY LTDUS 141 881 227 AUSTRALIA
LLC HOLDINGS PTY LTD 130 888 292 AUSTRALIA
US LLC INVESTMENTS LLC 36-4811214 UNITED STATES
WATERFORD COUNTY PTY LIMITED 122 853 089 AUSTRALIA
WAVESTONE CAPITAL PTY LIMITED 120 179 419 AUSTRALIA
WELCOME BREAK CAYMAN LIMITED FC027450 CAYMAN ISLANDS
WELCOME BREAK GROUP HOLDINGS LIMITED FC027451 CAYMAN ISLANDS
WELCOME BREAK GROUP LIMITED 03147949 ENGLAND/WALES
WELCOME BREAK HOLDINGS (1) LIMITED 04099287 ENGLAND/WALES
WELCOME BREAK HOLDINGS (2) LIMITED 04379574 ENGLAND/WALES
WELCOME BREAK HOLDINGS LIMITED 03290817 CAYMAN ISLANDS
WELCOME BREAK LIMITED 01735476 ENGLAND/WALES
WELCOME BREAK NO.1 LIMITED 08331837 ENGLAND/WALES
WELCOME BREAK NO.2 LIMITED 08331870 ENGLAND/WALES
WELCOME BREAK NO.3 LIMITED 08331918 ENGLAND/WALES
WELCOME BREAK SERVICES LIMITED 04099292 ENGLAND/WALES
WYETREE FUNDS PLC 520464 IRELAND
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