Variation to Terms of Partly Paid Securities

Variation to Terms of Partly Paid Securities

21-Jun-2007

The directors of the Thakral Holdings Group (THG) (consisting of Thakral Holdings Limited (THL) and Sovereign Funds Management Limited (SFML) as Responsible Entity of the Thakral Holdings Trust (THT)) have approved variations to the terms governing the 40 million partly paid securities (Partly Paid Securities) issued in 1994 and presently registered in the name of Thakral Investments Pty Limited (TIPL), a company controlled by the Thakral Family.

The particular variations are:

1. the final date for TIPL to have the right to pay up the unpaid balance of the Partly Paid Securities at any time is extended for three years to 11 June 2010 on the same terms and conditions; and

2. TIPL will not exercise its right to pay up the Partly Paid Securities before 1 May 2008.

The effect of the variations is to defer the dilutionary impact of TIPL exercising its right to pay up the Partly Paid Securities. THG is presently not in need of additional capital and the right of THG to require TIPL to pay the unpaid balance on the Partly Paid Securities after 11 June 2010 and before 11 June 2019 on the giving of 3 months notice has been preserved.

The directors consider, having obtained independent advice, that it would be in security holders interests to defer the paying up of the partly paid securities and accordingly, the further extension should not disadvantage security holders.

The directors of SFML have therefore executed a Deed Poll which amends the provisions of the Trust Deed of THT (THT Trust Deed) dealing with the payment terms of the Partly Paid Securities to reflect the variations outlined above. This Deed Poll was lodged with ASIC on 19 June 2007 in accordance with Section 601GC(2) of the Corporations Act. A copy of the amended THT Trust Deed will shortly be available on THG's web page at www.thakral.com.au.

For further information please contact the Managing Director, Mr John Hudson on (02) 9272 8888.

Please provide us with your confirmation of release announcement.

Yours faithfully



Andrew Horne
Group Company Secretary

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