2 July 2015

Company Announcements Platform

Australian Securities Exchange Limited

20 Bridge Street

SYDNEY NSW 2000

Dear Sir/Madam,

Notice of Initial Substantial Holder

In accordance with section 671B of the Corporations Act 2001 (Cth), we attach a Notice of

Initial Substantial Holder (Form 603) in respect of Metcash Limited.

Yours faithfully,

Chris Millard

Company Secretary

{00008785.DOC}

BT Investment Management Limited

ABN 28 126 385 822

GPO Box 7072

Sydney NSW 2001

Australia

The Chifley Tower

Level 15, 2 Chifley Square

Sydney NSW 2000

Australia

Tel 612 8253 2999

www.btim.com.au

BT® is a registered trade mark of BT Financial Group Pty Ltd and is used under licence

Form 603 Corporations Act 2001 Section 671B Notice of initial substantial holder

ToCompany Name/Scheme METCASH LIMITED (MTS)

ACN/ARSN ACN 112 073 480

1. Details of substantial holder(1)

Name BT INVESTMENT MANAGEMENT LIMITED (BTT)
ACN/ARSN (if applicable) ACN 126 365 822
The holder became a substantial holder on 01/07/2015

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 (2) had a relevant interest (3) in on the date the substantial holder became a substantial holder are as follows:

Class of securities (4)

Number of securities

Person's votes (5)

Voting power (6)

Ordinary Shares

46,721,068

46,721,068

Total

46,721,068

46,721,068

5.03%

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 (7)

Number of securities

Class of securities

BT Investment

Management (Fund

Services) Limited*

BT Investment Management

(Fund Services) Limited is the trustee or responsible entity of various managed investment schemes and, in that capacity, can exercise the power to vote or dispose of the shares.

11,292,019

Ordinary

BT Investment

Management

(Institutional) Limited

BT Investment Management

(Institutional) Limited is the investment manager appointed by various superannuation funds, institutional investors and unit trusts and, in that capacity, can exercise the power to vote or dispose of the shares..

35,429,049

Ordinary

** BT Investment Management (Fund Services) Limited has appointed BT Investment Management (Institutional) Limited to act as the investment manager of the trusts of which it is responsible entity, giving BT Investment Management (Institutional) Limited the capacity to exercise the power to vote or dispose of the shares. BT Investment (Institutional) Limited therefore also has a relevant interest in shares in which BT Investment Management (Fund Services) Limited has a relevant interest

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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

Persons entitled to be

registered as holder (8)

Class and number of

securities

BT Investment

Management (Fund

Services) Limited

HSBC Custody

Nominees (Australia) Limited.

See Annexure 'A'

11,292,019

Ordinary

BT Investment

Management

(Institutional) Limited

National Australia

Bank Limited

See Annexure 'A'

35,429,049

Ordinary

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 (9)

Class and number of

securities

Holder of relevant

interest

Date of acquisition

Cash

Non-cash

Class and number of

securities

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 applicable)

Nature of association

7. Addresses

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

Name

Address

BT Investment Management Limited (BTT)

Level 14, Chifley Tower, 2 Chifley Sydney,

Sydney NSW 2000

BT Investment Management (Fund Services)

Limited

Level 14, Chifley Tower, 2 Chifley Sydney,

Sydney NSW 2000

BT Investment Management (Institutional)

Limited

Level 14, Chifley Tower, 2 Chifley Square

SYDNEY NSW 2000

METCASH LIMITED (MTS)

The Company Secretary,

METCASH LIMITED (MTS)

50 Waterloo Park

MACQUARIE PARK NSW 2113

Tel: 02 9751 8200

Fax: 02 9741 3027

Signature

Print name Chris Millard Capacity Company Secretary
Sign here Date 02/07/2015

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DIRECTIONS

(1) If there are a number of substantial holders with similar or related relevant interests (e.g. 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 7 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 total number of votes attached to all the voting shares in the company or voting interests in the scheme (if any) that the person or an associate has a relevant interest in.
(6) The person's votes divided by the total votes in the body corporate scheme multiplied by 100. (7) Include details of:
(a) any relevant agreement or other circumstances by which the relevant interest was acquired. If subsection 671B(4)
applies, a copy of any document setting out the terms of any relevant agreement, and with 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.
(8) If the substantial holder is unable to determine the identity of the person (e.g. if the relevant interest arises because of an option) write "unknown".
(9) 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.

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ANNEXURE A

This is annexure 'A' referred to in Form 603, Notice of initial substantial holder, lodged for Westpac Banking Corporation ACN 007 457
141 and its associated entities.
Chris Millard - Company Secretary, Westpac Banking Corporation 02/07/2015

Sales & Purchases for the period : 24/06/2015 to 01/07/2015

SECURITY: MTS

BT Investment Management (Fund Services) Limited

Date Registered Company Nature of

Change

Quantity Consideration Class of

Securities

Person's votes affected

30/06/2015 HSBC Custody Nominees (Australia) Limited. Buy 186,038 202,781.42 Ordinary 186,038

Total 186,038 202,781.42

BT Investment Management (Fund Services)

Limited Total : 186,038 202,781.42

BT Investment Management (Institutional) Limited

Date Registered Company Nature of

Change

Quantity Consideration Class of

Securities

Person's votes affected

30/06/2015 National Australia Bank Limited Buy 805,170 877,635.30 Ordinary 805,170

Total 805,170 877,635.30

BT Investment Management (Institutional

Limited Total : 805,170 877,635.30

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