Westpac Banking : MTR: Change in substantial holding from WBC

Form 604

Form 604 Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme MANTRA GROUP LIMITED (MTR)

ACN/ARSN ACN 137 639 395

1. Details of substantial holder(1)

   
   

   Name WESTPAC BANKING CORPORATION (WBC) and its associated entities listed in

   Annexure 'B'

   
   

   ACN/ARSN (if applicable) ACN 007 457 141

   
   

   There was a change in the interests of the

   substantial holder on 29/01/2016

   
   

   The previous notice was given to the company on 04/12/2015

   
   

   The previous notice was dated 02/12/2015

   
   

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 in the company or scheme, are as follows:

   
   

   Class of securities (4)	Previous Notice		Present Notice
   	Person's votes	Voting Power (5)	Person's votes	Voting Power (5)
   ORDINARY SHARES	30,499,941	11.39%	27,787,027	10.38%

   
   

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
   29/01/2016	WBC & its Associates, Asgard Capital Management Limited, BT Funds Management Limited, Westpac Financial Services Limited, BT Funds Management No.2 Limited, Advance Asset Management Limited, BT Investment Management (Institutional)	See Annexure 'A'	See Annexure 'A'	See Annexure 'A'	See Annexure 'A'

   
   

   Limited, BT Investment Management (Fund Services) Limited

   
   

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 as holder (8)	Nature of relevant interest (6)	Class and Number of securities	Person's votes
   Advance Asset Management Limited	HSBC Custody Nominees (Australia) Limited.	HSBC Custody Nominees (Australia) Limited.	Advance Asset Management Ltd is the responsible entity of various managed investment schemes and also acts as a fund manager.	5,364,529, Ordinary	5,364,529
   Asgard Capital Management Limited	Asgard Capital Management Limited	HSBC Custody Nominees (Australia) Limited. Asgard Capital Management Limited	Asgard Capital Management Limited ABN 92 009 279 592 AFSL 240695 is a custodian and operator of Investor-Directed Portfolio Service (IDPS). Asgard Capital Management Limited is the custodian and operator of Asgard eWrap Investment, Asgard Funds Account, LifeForce eWrap Investment and Personal Choice Private eWrap Investment Account.	4,631, Ordinary	4,631
   BT Funds Management Limited	Asgard Capital Management Limited BT Portfolio Services Limited	HSBC Custody Nominees (Australia) Limited. Asgard Capital Management Limited BT Portfolio Services Limited	BT Funds Management Limited is the manager of various superannuation funds, institutional investor portfolios and unit trusts and, in that capacity, can exercise the power to vote or dispose of the shares.	55,396, Ordinary	55,396
   BT Funds Management No.2 Limited	HSBC Custody Nominees (Australia) Limited.	HSBC Custody Nominees (Australia) Limited. Asgard Capital Management Limited BT Portfolio Services Limited	BT Funds Management No 2 Limited is or may be the Manager of various Superannuation funds, Institutional investor portfolios and unit trusts and, in	1,768,098, Ordinary	1,768,098

   
   

   .	that capacity, can exercise the power to vote or dispose of the shares.
   BT Investment Management (Fund Services) Limited	UBS Wealth Management BNP Fund Services Australasia Pty Limited HSBC Custody Nominees (Australia) Limited.	HSBC Custody Nominees (Australia) Limited. Asgard Capital Management Limited BT Portfolio Services Limited UBS Wealth Management BNP Fund Services Australasia Pty Limited	BT Investment Management (Fund Services) Limited is the responsible entity of various managed investment schemes and, in that capacity, can exercise the power to vote or dispose of the shares.	11,031,146, Ordinary	11,031,146
   BT Investment Management (Institutional) Limited	National Custodian Nominees National Nominees Limited Australia and New Zealand Banking Group Limited HSBC Custody Nominees (Australia) Limited. Citicorp Nominees Pty Limited JP Morgan Chase Bank National Australian Custodian Services National Australia Bank Limited	HSBC Custody Nominees (Australia) Limited. Asgard Capital Management Limited BT Portfolio Services Limited UBS Wealth Management BNP Fund Services Australasia Pty Limited National Custodian Nominees National Nominees Limited Australia and New Zealand Banking Group Limited Citicorp Nominees Pty Limited JP Morgan Chase Bank National Australian Custodian Services National Australia Bank Limited	BT Investment Management (Institutional) Limited (previously known as BT Investment Management (RE) Limited) is the fund manager of various superannuation funds, institutional investor portfolios and unit trusts and, in that capacity, can exercise the power to vote or dispose of the shares.	9,287,683, Ordinary	9,287,683

   
   

   Westpac Financial Services Limited

   BT Portfolio Services Limited HSBC Custody Nominees (Australia) Limited.

   BT Portfolio Services Limited HSBC Custody Nominees (Australia) Limited.

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

   275,544, Ordinary

   275,544

   
   

5. Changes in association

   
   

   The persons who have become associates (2) of, or 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

   
   

6. Addresses

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

Name	Address
Westpac Banking Corporation (WBC)	Level 20, Westpac Place, 275 Kent Street, Sydney NSW 2000
Asgard Capital Management Limited	Level 20, Westpac Place, 275 Kent Street, Sydney NSW 2000
BT Funds Management Limited	Level 20, Westpac Place, 275 Kent Street, Sydney NSW 2000
Westpac Financial Services Limited	Level 20, Westpac Place, 275 Kent Street, Sydney NSW 2000
BT Funds Management No.2 Limited	Level 20, Westpac Place, 275 Kent Street, Sydney NSW 2000
Advance Asset Management Limited	Level 20, Westpac Place, 275 Kent Street, Sydney NSW 2000
BT Investment Management (Institutional) Limited	Level 14, Chifley Tower, 2 Chifley Square, Sydney NSW 2000
BT Investment Management (Fund Services) Limited	Level 14, Chifley Tower, 2 Chifley Square, Sydney NSW 2000
MANTRA GROUP LIMITED (MTR)	The Company Secretary, MANTRA GROUP LIMITED (MTR) Level 15, 50 Cavill Avenue SURFERS PARADISE QLD 4217 Tel: +61 7 5631 2500

Signature

Print name Tim Hartin Capacity Company Secretary

Sign here Date 02/02/2016