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CHALLENGER LIMITED Major Shareholding Notification 2021

Dec 23, 2021

64641_rns_2021-12-23_83b5bb80-e7b8-4cb2-bd55-362fa6e2483a.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

24 December 2021

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 – Viva Energy Group Limited (VEA)

We attach a notice of change of interests of substantial holder in Viva Energy 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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Linda Matthews 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

==> picture [17 x 792] intentionally omitted <==

Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To
Company Name/Scheme		 Viva Energy Group Limited Viva Energy Group Limited
ACN/ARSN 626 661 032
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 22/12/2021
The previous notice was given to the company on 24/09/2021
The previous notice was dated 24/09/2021

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:

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 82,017,385 5.10% 97,717,191 6.28%

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
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 Registered holder of Person entitled to be Nature of relevant interest Class and number of Person's votes
interest securities registered as holder (6) securities
(8)
Challenger Limited (and Morgan Stanley & Morgan Stanley Ordinary Fully Paid 15,222 (Ordinary 15,222
its entities listed in
Annexure 2)		 Co. International
plc		 & Co.
International plc		 securities purchased
and sold on market		 Fully Paid)
and acquired and sold
(via off market
transfer) by
Challenger Limited
(and its entities listed
in Annexure 2) and
obtains a relevant
interest by virtue of
section 608(3) of the
Corporations Act 2001
(Cth).
Challenger Limited (and Citicorp Citicorp As above 26,521,809 26,521,809
its entities listed in
Annexure 2)		 Nominees Pty
Limited		 Nominees Pty
Limited		 (Ordinary Fully
Paid)
Challenger Limited (and State Street State Street As above 3,105,060 3,105,060
its entities listed in
Annexure 2)		 Boston Boston (Ordinary Fully
Paid)
Challenger Limited (and J. P. Morgan J. P. Morgan As above 27,263,687 27,263,687
its entities listed in
Annexure 2)		 Nominees
Australia Pty		 Nominees
Australia Pty		 (Ordinary Fully
Paid)
Limited Limited
Challenger Limited (and
its entities listed in
Annexure 2)		 National
Nominees Limited		 National
Nominees
Limited		 As above 11,122,109
(Ordinary Fully
Paid)		 11,122,109
Challenger Limited (and
its entities listed in
Annexure 2)		 BNP Paribas
Nominees Pty
Limited		 BNP Paribas
Nominees Pty
Limited		 As above 13,240,296
(Ordinary Fully
Paid)		 13,240,296
Challenger Limited (and
its entities listed in
Annexure 2)		 Bank of New York
Mellon
Bank of New
York Mellon		 As above 5,803,929
(Ordinary Fully
Paid)		 5,803,929
Challenger Limited (and
its entities listed in
Annexure 2)		 HSBC Custody
Nominees
(Australia) Limited		 HSBC Custody
Nominees
(Australia)
Limited		 As above 10,645,079
(Ordinary Fully
Paid)		 10,645,079

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 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 Level 2, 5 Martin Place, Sydney NSW 2000
listed in Annexure 2)
Signature
print name Linda Matthews Capacity Company Secretary
sign here date 24/12/2021

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 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 5 page/s and is referred to in Form 604 signed by me and dated 24/12/2021

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[Insert Signature Here]
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Linda Matthews Company Secretary of Challenger Limited

Transactions:

Company Name/Scheme: Viva Energy Group Limited (VEA) As at: 22/12/2021 Class of security: Ordinary Fully Paid

Date of Change Holder of relevant
interest		 Nature of Change Consideration Number of
Securities		 Person's Votes
Affected
28/09/2021 Challenger Limited (and its
entities listed in Annexure
2)		 Buy 80,436 48,754 48,754
28/09/2021 As above Buy 19,250 8,499 8,499
28/09/2021 As above Buy 27,112 11,970 11,970
28/09/2021 As above Sell 96,993 ‐42,728 42,728
28/09/2021 As above Buy 25,243 17,900 17,900
28/09/2021 As above Buy 220,061 97,157 97,157
28/09/2021 As above Buy 35,875 15,839 15,839
28/09/2021 As above Buy 39,513 17,445 17,445
28/09/2021 As above Buy 67,481 29,793 29,793
28/09/2021 As above Sell 337,113 ‐148,436 148,436
28/09/2021 As above Sell 297,553 ‐131,017 131,017
28/09/2021 As above Sell 469,300 ‐206,640 206,640
28/09/2021 As above Buy 27,282 12,045 12,045
28/09/2021 As above Buy 201,800 89,095 89,095
28/09/2021 As above Buy 278,185 122,819 122,819
28/09/2021 As above Buy 145,929 64,428 64,428
28/09/2021 As above Buy 91,123 40,231 40,231
28/09/2021 As above Buy 73,169 32,304 32,304
28/09/2021 As above Sell 627,487 ‐276,292 276,292
28/09/2021 As above Buy 101,067 44,621 44,621
29/09/2021 As above Buy 111,631 67,793 67,793
29/09/2021 As above Buy 26,886 11,818 11,818
29/09/2021 As above Buy 37,867 16,645 16,645
29/09/2021 As above Buy 35,114 24,890 24,890
29/09/2021 As above Buy 307,348 135,098 135,098
29/09/2021 As above Buy 50,105 22,024 22,024
29/09/2021 As above Buy 55,185 24,257 24,257
29/09/2021 As above Buy 94,246 41,427 41,427
29/09/2021 As above Sell 650,106 ‐287,035 287,035
29/09/2021 As above Sell 586,374 ‐258,896 258,896
29/09/2021 As above Sell 939,680 ‐414,888 414,888
29/09/2021 As above Buy 38,104 16,749 16,749
29/09/2021 As above Buy 281,843 123,887 123,887
29/09/2021 As above Buy 388,525 170,780 170,780
29/09/2021 As above Buy 203,813 89,588 89,588
29/09/2021 As above Buy 127,268 55,942 55,942
29/09/2021 As above Buy 102,191 44,919 44,919
29/09/2021 As above Sell 1,221,191 ‐539,181 539,181
29/09/2021 As above Buy 141,155 62,046 62,046
30/09/2021 As above Buy 3,157 2,222 2,222
30/09/2021 As above Buy 471,492 320,000 320,000

Page 1 of 5

Date of Change Holder of relevant
interest		 Nature of Change Consideration Number of
Securities		 Person's Votes
Affected
30/09/2021 As above Buy 203,859 141,340 141,340
30/09/2021 As above Sell 220,706 ‐94,210 94,210
30/09/2021 As above Sell 180,350 ‐76,984 76,984
30/09/2021 As above Sell 318,324 ‐135,879 135,879
30/09/2021 As above Sell 366,874 ‐156,603 156,603
01/10/2021 As above Buy 510,395 344,533 344,533
01/10/2021 As above Buy 548,206 230,068 230,068
05/10/2021 As above Buy 25,819 14,561 14,561
05/10/2021 As above Buy 6,179 2,538 2,538
05/10/2021 As above Buy 8,704 3,575 3,575
05/10/2021 As above Buy 8,156 5,346 5,346
05/10/2021 As above Buy 425,921 277,997 277,997
05/10/2021 As above Buy 70,650 29,018 29,018
05/10/2021 As above Buy 11,519 4,731 4,731
05/10/2021 As above Buy 12,685 5,210 5,210
05/10/2021 As above Buy 21,664 8,898 8,898
05/10/2021 As above Buy 8,760 3,598 3,598
05/10/2021 As above Buy 64,787 26,610 26,610
05/10/2021 As above Buy 89,307 36,681 36,681
05/10/2021 As above Buy 46,851 19,243 19,243
05/10/2021 As above Buy 29,255 12,016 12,016
05/10/2021 As above Buy 23,490 9,648 9,648
05/10/2021 As above Buy 32,447 13,327 13,327
07/10/2021 As above Sell - Transfer 1,161,702 ‐466,547 466,547
08/10/2021 As above Buy 101,294 40,718 40,718
12/10/2021 As above Buy 920,590 522,709 522,709
12/10/2021 As above Buy 217,786 91,124 91,124
12/10/2021 As above Buy 306,725 128,337 128,337
12/10/2021 As above Buy 292,109 191,915 191,915
12/10/2021 As above Buy 2,489,570 1,041,661 1,041,661
12/10/2021 As above Buy 405,858 169,815 169,815
12/10/2021 As above Buy 447,011 187,034 187,034
12/10/2021 As above Buy 763,414 319,420 319,420
12/10/2021 As above Buy 308,649 129,142 129,142
12/10/2021 As above Buy 2,282,973 955,219 955,219
12/10/2021 As above Buy 3,147,121 1,316,787 1,316,787
12/10/2021 As above Buy 1,650,926 690,764 690,764
12/10/2021 As above Buy 1,030,888 431,334 431,334
12/10/2021 As above Buy 827,757 346,342 346,342
12/10/2021 As above Buy 1,143,369 478,397 478,397
13/10/2021 As above Sell 308,598 ‐128,867 128,867
13/10/2021 As above Sell 393,894 ‐163,103 163,103
13/10/2021 As above Buy 121,224 50,510 50,510
14/10/2021 As above Buy 664,288 388,298 388,298
14/10/2021 As above Buy 157,045 67,692 67,692
14/10/2021 As above Buy 221,180 95,336 95,336
14/10/2021 As above Buy 210,745 142,565 142,565
14/10/2021 As above Buy 1,795,230 773,806 773,806
14/10/2021 As above Buy 292,663 126,148 126,148
14/10/2021 As above Buy 279,630 120,530 120,530
14/10/2021 As above Buy 322,338 138,939 138,939
14/10/2021 As above Buy 550,497 237,283 237,283
14/10/2021 As above Buy 222,567 95,934 95,934
14/10/2021 As above Buy 1,646,251 709,591 709,591
14/10/2021 As above Buy 2,269,392 978,186 978,186
14/10/2021 As above Buy 1,190,480 513,138 513,138
14/10/2021 As above Buy 743,374 320,420 320,420
14/10/2021 As above Buy 596,897 257,283 257,283

Page 2 of 5

Date of Change Holder of relevant
interest		 Nature of Change Consideration Number of
Securities		 Person's Votes
Affected
14/10/2021 As above Buy 824,484 355,381 355,381
19/10/2021 As above Sell 15,693 ‐15,693 15,693
19/10/2021 As above Sell 4,101,408 ‐4,101,408 4,101,408
19/10/2021 As above Sell 2,761,156 ‐2,761,156 2,761,156
19/10/2021 As above Sell 481,350 ‐481,350 481,350
19/10/2021 As above Sell 677,930 ‐677,930 677,930
19/10/2021 As above Sell 2,781,798 ‐2,781,798 2,781,798
19/10/2021 As above Sell 1,108,677 ‐1,108,677 1,108,677
19/10/2021 As above Sell 1,736,728 ‐1,736,728 1,736,728
19/10/2021 As above Sell 3,193,383 ‐3,193,383 3,193,383
19/10/2021 As above Sell 2,262,651 ‐2,262,651 2,262,651
19/10/2021 As above Sell 3,169,484 ‐3,169,484 3,169,484
19/10/2021 As above Sell 5,502,469 5,502,469
-		 5,502,469
19/10/2021 As above Sell 897,028 897,028
-		 897,028
19/10/2021 As above Sell 1,225,030 1,225,030
-		 1,225,030
19/10/2021 As above Sell 987,987 987,987
-		 987,987
19/10/2021 As above Sell 1,687,303 1,687,303
-		 1,687,303
19/10/2021 As above Sell 2,669,452 2,669,452
-		 2,669,452
19/10/2021 As above Sell 4,000,523 4,000,523
-		 4,000,523
19/10/2021 As above Sell 3,588,919 3,588,919
-		 3,588,919
19/10/2021 As above Sell 6,256,591 6,256,591
-		 6,256,591
19/10/2021 As above Sell 682,181 682,181
-		 682,181
19/10/2021 As above Sell 2,902,367 2,902,367
-		 2,902,367
19/10/2021 As above Sell 5,045,849 5,045,849
-		 5,045,849
19/10/2021 As above Sell 880,342 880,342
-		 880,342
19/10/2021 As above Sell 6,489,245 6,489,245
-		 6,489,245
19/10/2021 As above Sell 3,648,888 3,648,888
-		 3,648,888
19/10/2021 As above Sell 2,278,479 2,278,479
-		 2,278,479
19/10/2021 As above Sell 1,829,517 1,829,517
-		 1,829,517
19/10/2021 As above Sell 9,276,027 9,276,027
-		 9,276,027
19/10/2021 As above Sell 1,532,293 1,532,293
-		 1,532,293
19/10/2021 As above Sell 252,875 252,875
-		 252,875
19/10/2021 As above Sell 6,547,519 6,547,519
-		 6,547,519
19/10/2021 As above Sell 19,402 19,402
-		 19,402
19/10/2021 As above Sell 956,130 956,130
-		 956,130
19/10/2021 As above Sell 2,527,086 2,527,086
-		 2,527,086
26/10/2021 As above Buy 15,222 15,222 15,222
26/10/2021 As above Buy 3,978,365 3,978,365 3,978,365
26/10/2021 As above Buy 2,678,321 2,678,321 2,678,321
26/10/2021 As above Buy 466,909 466,909 466,909
26/10/2021 As above Buy 657,592 657,592 657,592
26/10/2021 As above Buy 2,698,344 2,698,344 2,698,344
26/10/2021 As above Buy 1,075,416 1,075,416 1,075,416
26/10/2021 As above Buy 1,684,626 1,684,626 1,684,626
26/10/2021 As above Buy 3,097,581 3,097,581 3,097,581
26/10/2021 As above Buy 2,194,771 2,194,771 2,194,771
26/10/2021 As above Buy 3,074,399 3,074,399 3,074,399
26/10/2021 As above Buy 5,337,394 5,337,394 5,337,394
26/10/2021 As above Buy 870,117 870,117 870,117
26/10/2021 As above Buy 1,256,609 1,256,609 1,256,609
26/10/2021 As above Sell 35,392 35,392
-		 35,392
26/10/2021 As above Buy 958,347 958,347 958,347
26/10/2021 As above Buy 1,636,683 1,636,683 1,636,683
26/10/2021 As above Buy 2,589,368 2,589,368 2,589,368
26/10/2021 As above Buy 3,880,507 3,880,507 3,880,507
26/10/2021 As above Buy 3,481,251 3,481,251 3,481,251
26/10/2021 As above Buy 6,068,893 6,068,893 6,068,893
26/10/2021 As above Buy 661,715 661,715 661,715
26/10/2021 As above Buy 2,815,295 2,815,295 2,815,295
26/10/2021 As above Buy 4,894,473 4,894,473 4,894,473
26/10/2021 As above Buy 853,931 853,931 853,931
26/10/2021 As above Buy 6,294,567 6,294,567 6,294,567
26/10/2021 As above Buy 3,539,421 3,539,421 3,539,421
26/10/2021 As above Buy 2,210,124 2,210,124 2,210,124
26/10/2021 As above Buy 1,774,631 1,774,631 1,774,631
26/10/2021 As above Buy 8,997,746 8,997,746 8,997,746

Page 3 of 5

Date of Change Holder of relevant
interest		 Nature of Change Consideration Number of
Securities		 Person's Votes
Affected
26/10/2021 As above Buy 1,486,324 1,486,324 1,486,324
26/10/2021 As above Buy 245,288 245,288 245,288
26/10/2021 As above Buy 6,351,093 6,351,093 6,351,093
26/10/2021 As above Buy 18,819 18,819 18,819
26/10/2021 As above Buy 927,446 927,446 927,446
26/10/2021 As above Buy 2,451,273 2,451,273 2,451,273
28/10/2021 As above Buy 41,780 41,780 41,780
29/10/2021 As above Buy 133,053 133,053 133,053
29/10/2021 As above Buy 332,848 220,400 220,400
29/10/2021 As above Buy 980,285 650,000 650,000
03/11/2021 As above Sell 524,884 222,701
-		 222,701
03/11/2021 As above Sell 485,486 205,985
-		 205,985
03/11/2021 As above Sell 955,077 405,226
-		 405,226
03/11/2021 As above Sell 1,205,891 511,643
-		 511,643
04/11/2021 As above Sell 386,624 165,741
-		 165,741
04/11/2021 As above Sell 357,552 153,278
-		 153,278
04/11/2021 As above Sell 688,534 295,166
-		 295,166
04/11/2021 As above Sell 899,991 385,815
-		 385,815
05/11/2021 As above Sell 58,669 25,180
-		 25,180
05/11/2021 As above Sell 34,694 14,890
-		 14,890
22/11/2021 As above Buy 82,557 36,856 36,856
22/11/2021 As above Buy 83,543 37,296 37,296
22/11/2021 As above Buy 169,640 75,732 75,732
22/11/2021 As above Buy 101,949 45,513 45,513
22/11/2021 As above Buy 41,819 18,669 18,669
24/11/2021 As above Buy 135,788 60,350 60,350
24/11/2021 As above Sell 65,617 29,163
-		 29,163
30/11/2021 As above Buy 1,469,109 1,057,160 1,057,160
01/12/2021 As above Buy 248,429 114,801 114,801
07/12/2021 As above Sell 152,556 70,628
-		 70,628
15/12/2021 As above Sell 92,461 43,218
-		 43,218
20/12/2021 As above Sell 78,121 35,032
-		 35,032
21/12/2021 As above Buy 102,577 64,850 64,850
21/12/2021 As above Buy 194,318 122,850 122,850
21/12/2021 As above Buy 25,029 11,249 11,249
21/12/2021 As above Buy 47,413 21,309 21,309
21/12/2021 As above Buy 43,797 19,684 19,684
21/12/2021 As above Buy 82,968 37,289 37,289
21/12/2021 As above Buy 12,909 5,802 5,802
21/12/2021 As above Buy 24,455 10,991 10,991
21/12/2021 As above Buy 16,656 7,486 7,486
21/12/2021 As above Buy 31,555 14,182 14,182
21/12/2021 As above Buy 18,201 8,180 8,180
21/12/2021 As above Buy 34,479 15,496 15,496
21/12/2021 As above Buy 137,507 98,130 98,130
21/12/2021 As above Buy 260,489 185,895 185,895
21/12/2021 As above Buy 29,250 13,146 13,146
21/12/2021 As above Buy 55,409 24,903 24,903
21/12/2021 As above Buy 251,705 113,126 113,126
21/12/2021 As above Buy 476,824 214,303 214,303
21/12/2021 As above Buy 40,571 18,234 18,234
21/12/2021 As above Buy 76,856 34,542 34,542
21/12/2021 As above Buy 40,720 18,301 18,301
21/12/2021 As above Buy 77,136 34,668 34,668
21/12/2021 As above Buy 57,995 26,065 26,065
21/12/2021 As above Buy 109,864 49,377 49,377
21/12/2021 As above Buy 33,689 15,141 15,141
21/12/2021 As above Buy 63,820 28,683 28,683
21/12/2021 As above Buy 28,847 12,965 12,965
21/12/2021 As above Buy 54,646 24,560 24,560
21/12/2021 As above Buy 29,341 13,187 13,187
21/12/2021 As above Buy 55,583 24,981 24,981
21/12/2021 As above Buy 259,161 116,477 116,477
21/12/2021 As above Buy 490,944 220,649 220,649
21/12/2021 As above Buy 10,435 4,690 4,690
21/12/2021 As above Buy 19,767 8,884 8,884
21/12/2021 As above Buy 259,426 116,596 116,596
21/12/2021 As above Buy 491,445 220,874 220,874

Page 4 of 5

Date of Change Holder of relevant
interest		 Nature of Change Consideration Number of
Securities		 Person's Votes
Affected
21/12/2021 As above Buy 187,559 84,296 84,296
21/12/2021 As above Buy 355,306 159,688 159,688
21/12/2021 As above Buy 119,271 53,605 53,605
21/12/2021 As above Buy 225,942 101,547 101,547
21/12/2021 As above Buy 95,826 43,068 43,068
21/12/2021 As above Buy 181,531 81,587 81,587
21/12/2021 As above Buy 137,596 61,841 61,841
21/12/2021 As above Buy 260,657 117,149 117,149
21/12/2021 As above Buy 18,683 8,397 8,397
21/12/2021 As above Buy 35,393 15,907 15,907
21/12/2021 As above Buy 1,504 676 676
21/12/2021 As above Buy 2,850 1,281 1,281
21/12/2021 As above Buy 151,434 68,060 68,060
21/12/2021 As above Buy 286,871 128,931 128,931
22/12/2021 As above Buy 383,153 239,039 239,039
22/12/2021 As above Buy 92,255 41,463 41,463
22/12/2021 As above Buy 161,439 72,557 72,557
22/12/2021 As above Buy 47,584 21,386 21,386
22/12/2021 As above Buy 61,399 27,595 27,595
22/12/2021 As above Buy 67,086 30,151 30,151
22/12/2021 As above Buy 512,084 361,710 361,710
22/12/2021 As above Buy 107,815 48,456 48,456
22/12/2021 As above Buy 927,789 416,984 416,984
22/12/2021 As above Buy 149,544 67,211 67,211
22/12/2021 As above Buy 150,092 67,457 67,457
22/12/2021 As above Buy 213,771 96,077 96,077
22/12/2021 As above Buy 124,177 55,810 55,810
22/12/2021 As above Buy 106,331 47,789 47,789
22/12/2021 As above Buy 108,148 48,606 48,606
22/12/2021 As above Buy 955,261 429,331 429,331
22/12/2021 As above Buy 38,464 17,287 17,287
22/12/2021 As above Buy 956,238 429,770 429,770
22/12/2021 As above Buy 691,348 310,718 310,718
22/12/2021 As above Buy 439,636 197,589 197,589
22/12/2021 As above Buy 353,221 158,751 158,751
22/12/2021 As above Buy 507,180 227,946 227,946
22/12/2021 As above Buy 68,868 30,952 30,952
22/12/2021 As above Buy 5,549 2,494 2,494
22/12/2021 As above Buy 558,188 250,871 250,871
Total Number of Securities 15,699,806

Page 5 of 5

Annexure 2

This is page 1 of 4 of Annexure 2 referred to in ASIC Form 604 - change of interest holder

==> picture [108 x 42] intentionally omitted <==

Linda Matthews - Company Secretary of Challenger Limited

24/12/2021

Company Name ACN / Country of
Company Number Incorporation
Challenger Limited 106842371 Australia
255 Finance Group Pty Ltd 628853056 Australia
255 Finance Investments Pty Ltd 164516401 Australia
255 Finance Pty Ltd 168112507 Australia
255 Finance Services Pty Ltd 168107355 Australia
Alphinity Investment Management Pty Ltd 140833709 Australia
Appia Europe Limited 6490323 United Kingdom
Appia Group Limited 99865 Jersey
Ardea Investment Management Pty Ltd 132902722 Australia
Ares Australia Management Pty Limited 636490732 Australia
Assetsecure Pty. Limited 110953618 Australia
Bentham Asset Management Pty Ltd 140833674 Australia
CDPG Australia Pty Limited 124498095 Australia
CDPG Luxembourg Holdings Sarl B127717 Luxembourg
CDPG Luxembourg II S.a.r.l B127580 Luxembourg
CDPG Luxembourg Sarl B127515 Luxembourg
CDPG Malta Limited C41110 Malta
Cescade Pty Limited 096097399 Australia
Challenger Direct Pty Ltd 006475501 Australia
Challenger Diversified Property Development Pty Limited 121624833 Australia
Challenger Emerging Market Infrastructure Fund Pte. Ltd 200804361D Singapore
Challenger Emerging Market Infrastructure Fund, L.P. Cayman Islands
Challenger Financial Services Pty Limited 087464131 Australia
Challenger FM 2 Holdings Pty Limited 080036657 Australia
Challenger Funds Management (Asia) Pte Ltd 202113533D Singapore
Challenger Funds Management Holdings Pty Limited 107728030 Australia
Challenger Group Holdings Limited 002993302 Australia
Challenger Group Pty Limited 003374196 Australia
Challenger Group Services Pty. Ltd. 085657307 Australia
Challenger Holdco2 Holdings Pty Ltd 646761275 Australia
Challenger Home Loan Corporation Pty Ltd 058891302 Australia
Challenger Inventory Finance Servicing Pty Limited 107706810 Australia
Challenger Investment Partners Limited 092382842 Australia
Challenger Investment Solutions Management Pty Ltd 130035353 Australia
Challenger Japan Holdings Kabushiki Kaisha 0100-01-182399 Japan
Challenger Japan Holdings Pty Limited 617208205 Australia
Challenger Japan Kabushiki Kaisha 0100-01-182920 Unknown

Annexure 2

This is page 2 of 4 of Annexure 2 referred to in ASIC Form 604 - change of interest holder

==> picture [108 x 42] intentionally omitted <==

Linda Matthews - Company Secretary of Challenger Limited

24/12/2021

Company Name ACN / Country of
Company Number Incorporation
Challenger Kabushiki Kaisha 0100-01-182872 Unknown
Challenger LBC Terminals Holding Company Limited C41149 Malta
Challenger Life CDI Nominees Pty Ltd 055293644 Australia
Challenger Life Company Holdings Pty Ltd 006381193 Australia
Challenger Life Company Limited 072486938 Australia
Challenger Life Debt Investments (Europe) Limited 7626067 United Kingdom
Challenger Life Fund Property Investments Pty Ltd 161212693 Australia
Challenger Life Investments UK Limited 6067787 United Kingdom
Challenger Life Nominees No.2 Pty Ltd 078627013 Australia
Challenger Life Nominees No.3 Pty Limited 151482147 Australia
Challenger Life Nominees Pty Ltd 091336793 Australia
Challenger Life Subsidiary Holdings Pty Limited 099742122 Australia
Challenger Managed Investments (International) Pty Limited 120871212 Australia
Challenger Management Services (UK) Limited 6393787 United Kingdom
Challenger Margin Lending Pty Ltd 091338822 Australia
Challenger MBK Emerging Market Infrastructure Fund GP Ltd WK-209744 Cayman Islands
Challenger Mortgage Management Pty Ltd 087271109 Australia
Challenger Non-conforming Finance Pty Ltd 107725486 Australia
Challenger Originator Finance Pty Ltd 095085466 Australia
Challenger Property Asset Management Pty Ltd 077569021 Australia
Challenger Retirement and Investment Services Limited 115534453 Australia
Challenger Securitisation Management Pty Ltd 100346898 Australia
Challenger Skybridge (Group) Holding Company Pty Ltd 130888327 Australia
Challenger Skybridge (Hastings) Holding Company Pty Ltd 130888274 Australia
Challenger Special Servicing Pty Ltd 107707415 Australia
Challenger Treasury Limited 093307996 Australia
Challenger Wholesale Finance Holdings Pty Limited 087284240 Australia
Challenger Wind Holdings Pty Limited 151496061 Australia
CLS US Holdings, LLC 5302598 United States
CPHIC Investments Pty Ltd 093340526 Australia
CSPP1 Maitland Pty Ltd 122460968 Australia
CSPP1 Mavis Court Pty Ltd 122461983 Australia
Eiger Capital Pty Limited 631838607 Australia
Fidante Partners (Guernsey) Limited 40288 Guernsey
Fidante Partners AAM Holdings Pty Limited 636490189 Australia
Fidante Partners Alphinity Holdings Pty Ltd 140716016 Australia
Fidante Partners Ardea Holdings Pty Ltd 133865853 Australia
Fidante Partners Arete Holdings Pty Ltd 143836373 Australia
Fidante Partners Avenir Capital Holdings Pty Ltd 616504502 Australia
Fidante Partners Bentham Holdings Pty Ltd 140715573 Australia
Fidante Partners Eiger Holdings Pty Limited 631837360 Australia
Fidante Partners Europe Limited 4040660 United Kingdom
Fidante Partners FME Holdings Limited 11410594 United Kingdom

Annexure 2

This is page 3 of 4 of Annexure 2 referred to in ASIC Form 604 - change of interest holder

==> picture [108 x 42] intentionally omitted <==

Linda Matthews - Company Secretary of Challenger Limited

24/12/2021

Company Name ACN / Country of
Company Number Incorporation
Fidante Partners Holdings (Guernsey) Limited 43315 Guernsey
Fidante Partners Holdings Europe Limited 6172534 United Kingdom
Fidante Partners Holdings Pty Limited 123318650 Australia
Fidante Partners Kapstream Holdings Pty Limited 123319460 Australia
Fidante Partners Latigo Holdings LLC 5651705 Unknown
Fidante Partners Lennox Holdings Pty Limited 616975565 Australia
Fidante Partners Limited 002835592 Australia
Fidante Partners Merlon Holdings Pty Ltd 140715662 Australia
Fidante Partners Metisq Holdings Pty Ltd 143376961 Australia
Fidante Partners Novaport Holdings Pty Ltd 140715797 Australia
Fidante Partners Ox Holdings Pty Ltd 649174087 Australia
Fidante Partners R&M Holdings Pty Limited 152375436 Australia
Fidante Partners Services Limited 119605373 Australia
Fidante Partners Tempo Holdings Pty Ltd 167321262 Australia
Fidante Partners USA LLC 81-4925448 United States
Fidante Partners Wavestone Holdings Pty Limited 133626276 Australia
Fidante Partners Whitehelm Holdings Pty Ltd 169043903 Australia
Fidante Partners Wyetree Limited 9387239 United Kingdom
Gasvalpo S.A. 96.960.800-6 Chile
Greencape Capital Pty Ltd 120328529 Australia
GV Cayman Company Limited OG-206918 Cayman Islands
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 000033143 Australia
Kudu Investment Partners I, Lp 47-2497501 Unknown
Lanv Pty Ltd 147224502 Australia
Lease Collateral No.2 Pty Ltd 168112481 Australia
Lease Collateral Pty Ltd 168112472 Australia
Lease Funding Management Pty Ltd 168112490 Australia
Lennox Capital Partners Pty Limited 617001966 Australia
Maitland Nominee Holdings Pty Limited 122853114 Australia
Mawbury Pty Limited 096097479 Australia
Merlon Capital Partners Pty Ltd 140833683 Australia
Metisq Capital Holdings Pty Ltd 158011351 Australia
Metisq Capital Pty Ltd 104642613 Australia
MIR Libra Capital Management Ltd 236748 Cayman Islands
MyLifeMyFinance Limited 087651750 Australia

Annexure 2

This is page 4 of 4 of Annexure 2 referred to in ASIC Form 604 - change of interest holder

==> picture [108 x 42] intentionally omitted <==

Linda Matthews - Company Secretary of Challenger Limited

24/12/2021

Company Name ACN / Country of
Company Number Incorporation
Novaport Capital Pty Ltd 140833656 Australia
Oaklands Hill Pty Ltd 149814559 Australia
Oaklands Hill Wind Farm Pty Ltd 126595935 Australia
Offshore Reinsurer (Bermuda) Company Limited 51746 Bermuda
Ox Capital Management Pty Ltd 648887914 Australia
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
The Liberty Group Consortium Pty Ltd 082564289 Australia
TLG Services Pty Limited 092500608 Australia
TLGH Pty Limited 092927467 Australia
TRE Data Centres Canberra Pty Ltd 141881227 Australia
US LLC Holdings Pty Ltd 130888292 Australia
US LLC Investments LLC 36-4811214 Unknown
Waterford County Pty Limited 122853089 Australia
Wavestone Capital Pty Limited 120179419 Australia
Welcome Break Group Limited 3147949 United Kingdom
Welcome Break Holdings (1) Limited 4099287 United Kingdom
Welcome Break Holdings (2) Limited 4379574 United Kingdom
Welcome Break Holdings Limited 3290817 Cayman Islands
Welcome Break Limited 1735476 United Kingdom
Welcome Break No.1 Limited 8331837 United Kingdom
Welcome Break No.2 Limited 8331870 United Kingdom
Welcome Break Services Limited 4099292 United Kingdom
Whitehelm Capital Pty Ltd 008636717 Australia

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