Ruralco : Change in substantial shareholding from BKW

22 June 2017

Australian Securities Exchange Attention: ASX Market Announcements

BY ELECTRONIC LODGEMENT

Dear Sir / Madam

Form 604 Notice of change of interests of substantial holder - Ruralco Holdings Limited (ASX: RHL)

Please find attached a notice of change of interests of substantial holder for Ruralco Holdings Limited. This notice is to confirm the technical relevant interest that Brickworks Limited has in the company as a result of its shareholding in Washington H. Soul Pattinson and Company Limited.

Yours faithfully BRICKWORKS LIMITED‌

SUSAN LEPPINUS COMPANY SECRETARY‌

1. Details of substantial holder (1)

   Form 604

   Corporations Act 2001 Section 671B

   To Company Name/Scheme	Ruralco Holdings Limited
   ACN/ARSN	ACN 009 660 879

   Notice of change of interests of substantial holder

   Name	BRICKWORKS LIMITED and its subsidiaries
   ACN/ARSN (if applicable)	000 028 526

   There was a change in the interests of the substantial holder on	20 / 06 / 2017
   The previous notice was given to the company on	29 / 05 / 2017
   The previous notice was dated	29 / 05 / 2017

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:

   Class of securities (4)	Previous notice		Present notice
   	Person's votes	Voting power (5)	Person's votes	Voting power (5)
   Ordinary	12,605,758	12.15%	7,405,758	7.14%

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
   20 / 06 / 2017	Washington H. Soul Pattinson & Company Limited (WHSP)	Sale	$15,080,000	Ordinary -5,200,000	-5,200,000

   * [See Note 2 below]

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
   Brickworks Limited (This relevant interest arises due to Brickworks Limited's 42.72% shareholding in WHSP. See Note 2)	WHSP	WHSP	[See Note 2 below]	Ordinary 7,405,758	7,405,758

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

6. Addresses

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

Name	Address
Brickworks Limited	738-780 Wallgrove Road Horsley Park NSW 2175
Washington H. Soul Pattinson & Company Limited	Level 1, 160 Pitt Street Mall Sydney NSW 2000

print name	Susan Leppinus	Capacity Company Secretary
sign here
date 22 / 06 / 2017

Signature

NOTES

1. This notice of Change of Interests of Substantial Shareholder is given to confirm and clarify the details of the relevant interest of Brickworks Limited ("Brickworks") in Ruralco Holdings Limited ("Company").

2. The relevant interest that Brickworks Limited holds in the Company arises by virtue of the operation of the provisions of section 608(3)(a) of the Corporations Act. That section provides that a person will be deemed to hold a relevant interest in any securities that a body corporate has a relevant interest in where the person's voting power in that body corporate is above 20%. Brickworks has voting power in Washington H. Soul Pattinson & Company Limited ("WHSP") of 42.72%. As such, Brickworks is deemed to have a relevant interest in securities held by WHSP in the Company. Brickworks has had voting power in WHSP above 20% since 1972. For further details of the relevant interest of WHSP in the Company see the Notices of Substantial Shareholder lodged by WHSP.