To Company Name/Scheme
ACN/ARSN
Form 605
Corporations Act 2001
Section 671B
Notice of ceasing to be a substantial holder
SUNCORP GROUP LTD
66 145 290 124 (ABN)
605 page 1/2 15 July 2001
1. Details of substantial holder(1)
Name
ACN/ARSN (if applicable)
BlackRock Group (BlackRock Inc. and subsidiaries named in Annexures to this form)
The holder ceased to be a substantial holder on
The previous notice was given to the company on
The previous notice was dated
2. Changes in relevant interests
30 /12 /2014
31 /12 / 2014
29 /12 / 2014
Particulars of each change in, or change in the nature of, a relevant interest (2) of the substantial holder or an associate (3) 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 (4) | Consideration given in relation to change(5) | Class (6) and number of securities affected | Person's votes affected |
Annexure A & C | |||||
3. Changes in association
The persons who have become associates (3) of, ceased to be associates of, or have changed the nature of their association (7) 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 |
4. Addresses
The addresses of persons named in this form are as follows:
Name | Address |
Annexure B | |
Signature
print name William Stockl
capacity *Authorised Signatory
sign here date
02 / 01
/ 2015
* At a meeting of the Board on 22 November 2013, the Directors resolved to approve the delegation of the preparation and lodgement of substantial shareholder notices on behalf of BlackRock Investment Management (Australia) Limited.
605 page 2/2 15 July 2001
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 4 of
the form.
(2) See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001. (3) See the definition of "associate" in section 9 of the Corporations Act 2001.
(4) 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.
(5) 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.
(6) The voting shares of a company constitute one class unless divided into separate classes.
(7) Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.
Annexure A
This is Annexure A of 1 page referred to in form 605 Notice of ceasing to be a substantial shareholder
02-Jan-15
William Stockl,Authorised Signatory Date
2. Changes in relevant interests
SUNCORP GROUP LTD (SUN)
Date of
Change
Person whose relevant interest changed
Nature of change (4) / Consideration given in relation to change (5)
Class (6) and number of securities affected
Person's votes affected
30-Dec-14 BlackRock Advisors (UK) Limited on mkt buy 14.05 ord 434 434
30-Dec-14 BlackRock Advisors (UK) Limited on mkt buy 14.05 ord 324 324
30-Dec-14 BlackRock Advisors (UK) Limited on mkt buy 14.05 ord 1,620 1,620
30-Dec-14 BlackRock Asset Management North
Asia Limited
30-Dec-14 BlackRock Asset Management North
Asia Limited
on mkt buy 14.10 ord 10,290 10,290
collateral transfer n/a ord -468,139 -468,139
30-Dec-14 BlackRock Fund Advisors on mkt buy 14.10 ord 8,179 8,179
30-Dec-14 BlackRock Fund Advisors in specie n/a ord 18,456 18,456
30-Dec-14 BlackRock Investment Management
(Australia) Limited
on mkt buy 14.05 ord 5,216 5,216
SUN page 1 of 1
Annexure B
This is Annexure B of 1 page referred to in form 605 Notice of ceasing to be a substantial shareholder
02-Jan-15
William Stockl, Date
Authorised Signatory
4. Addresses
The addresses of persons named in this form are as follows:
Name Address
BlackRock Group
BlackRock Inc. 55 East 52nd Street
New York NY 10055 USA
BlackRock Advisors (UK) Ltd. Murray House
1Royal Mint Court
London, EC3N 4HH, UK
BlackRock Asset Management North Asia Limited 16/F,2Queen'sRoadCheung Kong Center Hong Kong
BlackRock Fund Advisors 400 Howard Street
San Francisco, CA, 94105
BlackRock Investment Management (Aust) Ltd (ACN 006
165 975)
Level 26, 101 Collins St
Melbourne Australia
SUN page 1 of 1
Annexure C
This is Annexure C of 1 page referred to in form 605 Notice of ceasing to be a substantial shareholder
02-Jan-15
William Stockl, Authorised Signatory Date
Type of agreement: | Global Master Securities Lending Agreement |
Parties to agreement: | Party A - Citigroup Global Markets Limited Party B - HSBC Institutional Trust Services (Asia) Limited |
Transfer date: | Refer to Annexure A (transactions identified as collateral transfers) |
Holder of voting rights: | BlackRock Asset Management North Asia Limited (as investment manager for the funds) |
Are there any restrictions on voting rights? If yes, detail | Yes. Unless otherwise agreed between the parties, the Registered Owner will not exercise any voting rights. |
Scheduled return date (if any): | Not applicable. |
Does the borrower have the right to return early? If yes, detail | Yes. Upon an Event of Default under the GMSLA, the GMSLA provides, broadly, that both parties payment and delivery obligations will be accelerated and replaced with an obligation of one party to pay a single cash sum to the other determined in accordance with the provisions of the GMSLA (as modified by the Annex). TheGMSLAprovidesthattheparties'righttoterminatetheAgreementuponnoticewillnotaffecttheparties'existing obligations in respect of any outstanding loans of securities. The Annex amended and restricted the Borrower's termination rights -i.e. Borrower may not have the right to terminate and return the borrowed securities - as the Borrower was to borrow the securities issued by it (or its sister company) to provide protection against the insolvency of the issuer and so usual rights of termination in a GMSLA were restricted. Subject to the terms of the relevant Loan, the Borrower, may early terminate a Loan and return Equivalent Securities at any timeprovidedthatit"shallceasetohavesuch entitlement if an Act of Insolvency with respect to any Security Issuer or any of the Borrower's or any Security Issuer's affiliates has occurred, or any such person takes any steps preparatory to any of the matters which would constitute an Act of Insolvency |
Does the lender have the right to recall early? If yes, detail | Yes, at notice. |
Will the securities be returned on settlement? If yes, detail any exceptions | Yes. |
A copy of this agreement will be provided to Suncorp Group Ltd. or the Australian Securities and Investments
Commission upon request.
N:DATADisclosuresDisclosure FormsAustraliaWORKINGSWorkingsSUNSUN 29.12.14_30.12.14SUN _ 2014 12 30 _ 605.docx
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