Register of Relevant Interests (2013-2014) Prudential Standard 521 states that the RSE (Registrable Superannuation Entity) licensee must maintain a register of relevant interests relating to an RSE licensee, an associate of the RSE licensee or a responsible person of the RSE licensee related to the Fund. A relevant interest refers to any interest, gift, emolument or benefit, whether pecuniary or non-pecuniary, directly or indirectly held by the RSE licensee, the associate or the responsible person. Name/entity Duties relating to IFI Associates of RSE licensee Industry Super Directly held Holdings (ISH) Pty Ltd. investment IFM Holdings Pty. Ltd (IFM) and subsidiaries Investment manager Last updated: 26 November 2014 Holdings in Relevant Service Providers Gifts and Soft Dollar Payments $3.4m private equity investment (value as at 30 June 2014). $91.1m in IFM Enhanced Indexed Australian Equity Fund. $11.5m in IFM Specialised Credit Fund (Fixed). $2.0m in IFM Transaction Cash Fund. $10.3m in IFM Australian Private Equity Other Positions or Interests Potential Conflict Identified Action taken N/A ISH is the ultimate holding company of IFI. Allocation of funds to ISH N/A IFI and IFM Holdings are both subsidiaries of Industry Super Holdings (ISH) Pty Ltd. Allocation of funds to IFM and investment management fees paid. Investment in ISH is a longstanding strategic investment. The Board of IFI has resolved to make no additional investments. Selection as investment manager was recommended by investment consultant. SMI incurred $942,470 in IFM management fees in 2013/2014. All contractual arrangements are negotiated at an arms-length arrangement. Page 1 Fund III. $6.2m in IFM Australian Private Equity Fund IV. $2.6m in IFM International Private Equity Fund II. (value as at 30 June 2014) $5.5m private equity investment (value as at 30 June 2014). $9.7m in ME Bank Cash Notice Account. $20.2 in ME Bank Term Deposits. (value as at 30 June 2014). ME Bank Ltd Directly held investment Last updated: 26 November 2014 N/A IFI is an equity holder in ME Bank Ltd The investment in ME Bank is a longstanding strategic investment. The Board of IFI has resolved to make no additional investments. Decision to place funds on deposit with ME Bank was made on an arms-length basis and having regard to the competitive rates on offer. Page 2 Directors and Responsible Persons (where applicable) Cath Bowtell Chairperson (since 26 September 2014) / Director Director of Industry Fund Services (IFS) Ltd. Resigned as Chairman 26 September 2014 and Director 26 November 2014 Director of Industry Fund Services (IFS) Ltd. Refer to ‘Associates of RSE Licensee’ above. Disclosed and noted. Declaration in Register of Relevant Duties. Disclosed and noted. Declaration in Register of Relevant Duties. Director of IFS. IFI is a 100% owned subsidiary of IFS. AUSfund incurred Trustee Fees of $2.4m payable to IFS for the 2013/2014 year. Services provided by IFS to IFI are outlined in the Trustee Office Managed Services Agreement. Director of Care Super Director of IFS Insurance Solutions Pty Ltd (IFSIS) Last updated: 26 November 2014 Disclosed and noted. Declaration in Register of Relevant Duties. AUSfund incurred Trustee Fees of $2.4m payable to IFS for the 2013/2014 year. Services provided by IFS to IFI are outlined in the Trustee Office Managed Services Agreement. Director of ISH Sandy Grant Director of IFS. IFI is a 100% owned subsidiary of IFS. Care Super utilises AUSfund as its Eligible Rollover Fund. IFSIS acts as broker in respect of indemnity insurance cover taken out for the ISH group and Disclosed and noted. Declaration in Register of Relevant Duties. Disclosed and noted. Declaration in Register of Relevant Duties. Page 3 Director of ISH IFS Legal Robbie Campo Director Director of Industry Fund Services (IFS) Ltd. includes indemnity for Directors and Responsible Persons. Refer to ‘Associates of RSE Licensee’ above. IFI from time to time engages IFS Legal to provide legal advice. Mr Grant’s son Benjamin James Grant is an employee of IFS Legal. No fees were paid to IFS Legal by IFI in 2013/2014. Director of IFS. IFI is a 100% owned subsidiary of IFS. Disclosed and noted. Declaration in Register of Relevant Duties. Disclosed and noted. Declaration in Register of Relevant Duties. Disclosed and noted. Declaration in Register of Relevant Duties. AUSfund incurred Trustee Fees of $2.4m payable to IFS for the 2013/2014 year. Paul Faure Director Services provided by IFS to IFI are outlined in the Trustee Office Managed Services Agreement. Director of Industry Fund Services (IFS) Ltd. Director of IFS. IFI is a 100% owned subsidiary of IFS. Disclosed and noted. Declaration in Register of Relevant Duties. AUSfund incurred Trustee Fees of $2.4m payable to IFS for the 2013/2014 year. Services provided by IFS to IFI are outlined in the Last updated: 26 November 2014 Page 4 Trustee Office Managed Services Agreement. Partner at Holding Redlich. Michael Migro Director Director of Industry Fund Services (IFS) Ltd. IFI from time to time may engage Holding Redlich to provide legal advice. No fees were paid to Holding Redlich by IFI in 2013/2014. Director of IFS. IFI is a 100% owned subsidiary of IFS. Disclosed and noted. Declaration in Register of Relevant Duties. Disclosed and noted. Declaration in Register of Relevant Duties. AUSfund incurred Trustee Fees of $2.4m payable to IFS for the 2013/2014 year. Services provided by IFS to IFI are outlined in the Trustee Office Managed Services Agreement. Director of IFM Holdings Pty. Ltd (IFM) and subsidiaries Director of IFS Insurance Solutions Pty Ltd (IFSIS) Director of ISH Linda Rubinstein Director Last updated: 26 November 2014 Director of Industry Fund Services (IFS) Ltd. Refer to ‘Associates of RSE Licensee’ above. IFSIS acts as broker in respect of indemnity insurance cover taken out for the ISH group and includes indemnity for Directors and Responsible Persons. Refer to ‘Associates of RSE Licensee’ above. Director of IFS. IFI is a 100% owned subsidiary of IFS. Disclosed and noted. Declaration in Register of Relevant Duties. Disclosed and noted. Declaration in Register of Relevant Duties. Disclosed and noted. Declaration in Register of Relevant Duties. Disclosed and noted. Declaration in Register of Page 5 Relevant Duties. AUSfund incurred Trustee Fees of $2.4m payable to IFS for the 2013/2014 year. Services provided by IFS to IFI are outlined in the Trustee Office Managed Services Agreement. Holding Redlich – National Pro-Bono Manager Director of Superpartners Pty Ltd Andrew Steggall Company Secretary Ned Meehan Chief Financial Last updated: 26 November 2014 Director of IFM Holdings Pty. Ltd (IFM) and subsidiaries Director and Secretary of Industry Funds Management (Nominees 2) Pty Ltd (IFMN2) Director of Industry Funds IFI from time to time may engage Holding Redlich to provide legal advice. Disclosed and noted. Declaration in Register of Relevant Duties. No fees were paid to Holding Redlich by IFI in 2013/2014. IFI engages Superpartners to provide administration and custodial services for AUSfund. Disclosed and noted. Declaration in Register of Relevant Duties. Administration fees and associated services incurred and payable to Superpartners for 2013/2014 were $11.7m. Refer to ‘Associates of RSE Licensee’ above. IFMN2 is trustee of the Super Loans Trust (SLT). AUSfund had an investment in SLT of $1.5 million. The entire holding was sold in September 2013. IFMN2 is trustee of the Super Disclosed and noted. Declaration in Register of Relevant Duties. Disclosed and noted. Declaration in Register of Relevant Duties. Disclosed and noted. Page 6 Officer - IFS David Vernon Executive General Manager, Products - IFS, General Manager, Products SMI and IFI Last updated: 26 November 2014 Management (Nominees 2) Pty Ltd (IFMN2) Loans Trust (SLT). AUSfund had an investment in SLT of $1.5 million. The entire holding was sold in September 2013. Declaration in Register of Relevant Duties. No interests to declare Page 7
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