Pendal : Ceasing to be a substantial holder in ADH

Pendal Group Limited

Level 14, The Chifley Tower

2 Chifley Square

Sydney NSW 2000

Australia

ABN 28 126 385 822

Company Announcements Platform

Australian Securities Exchange Limited

20 Bridge Street

SYDNEY NSW 2000

10 December 2020

Dear Sir/Madam,

Re: Notice of Ceasing to be a Substantial Holder

In accordance with section 671B of the Corporations Act 2001 (Cth), we attach a Notice of Ceasing to be a Substantial Holder (Form 605) in respect of Adairs Limited (ADH).

Yours faithfully

Joanne Hawkins

Group Company Secretary

{00015758.docx}

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Form 605

Corporations Act 2001

Section 671B

Notice of ceasing to be a substantial holder

To	Company Name/Scheme

ACN/ARSN

1. Details of substantial holder(1)

Name

ACN/ARSN (if applicable)

The holder ceased to be a substantial holder on

ADAIRS LIMITED (ADH)

ACN 147 375 451

PENDAL GROUP LIMITED (PDL)

ACN 126 385 822

08/12/2020

The previous notice was given to the company on	16/11/2020
The previous notice was dated		12/11/2020

2. Changes in relevant interests

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	Nature of	Consideration	Class (6) and	Person's
	changed	change (4)	given in relation	number of	votes
			to change (5)	securities	affected
				affected
08/12/2020	Pendal Group Limited & its	See	See	See	See
	Associates, Pendal Fund	Annexure	Annexure 'A'	Annexure	Annexure
	Services Limited	'A'		'A'	'A'

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 the voting interests of the company or scheme are as follows:

Name and ACN/ARSN (if applicable)

Nature of association

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4. Addresses
The addresses of persons named in this form are as follows:
Name	Address
Pendal Group Limited	Level 14, Chifley Tower, 2 Chifley Square, Sydney
	NSW 2000
Pendal Fund Services Limited	Level 14, Chifley Tower, 2 Chifley Square, Sydney
	NSW 2000
ADAIRS LIMITED (ADH)	The Company Secretary,
	ADAIRS LIMITED (ADH)
	2 International Court
	Scoresby VIC 3179

Signature

Print name	Joanne Hawkins	Capacity Company Secretary
Sign here		Date	10/12/2020

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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 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:
5. 1. 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
   2. 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 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.

1. 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.
2. The voting shares of a company constitute one class unless divided into separate classes.
3. Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

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