SSH Notice – Blair Cooper

Disclosure of movement of 1% or more in substantial holding or change in nature of relevant interest or both Sections 277 and 278, Financial Markets Conduct Act 2013 To NZX Limited and To Tower Limited Relevant event being disclosed: Change in nature of relevant interest Date of relevant event: 13 March 2017 Date this disclosure made: 24 March 2017 Date last disclosure made: 30 May 2016 Substantial product holder(s) giving disclosure Full Name(s): Blair Cooper Summary of substantial holding Class of quoted voting products: Ordinary Shares (TWR) Summary for: Blair Cooper For this disclosure,-- (a) Total number held in class: 13,604,120 (b) Total in class: 168,662,150 (c) Total percentage held in class: 8.066% For last disclosure,-- (a) Total number held in class: 13,995,252 (b) Total in class: 168,662,150 (c) Total percentage held in class: 8.298% Details of transactions and events giving rise to relevant event Details of the transactions or other events requiring disclosure: On-market sales by Blair Cooper of 15,000 NZX listed shares for net consideration of NZD $19,800 on 13th of March 2017. The aggregation of interests in financial products held by Blair Cooper and ACC to calculate overall substantial holding. Details after relevant event Details for Blair Cooper Nature of relevant interest(s): Beneficial owner of securities under ?235(1)(b) of the Financial Markets Conduct Act No relevant agreement document needs to be attached under regulation 139. For that relevant interest,-- (a) Number held in class: 0 (b) Percentage held in class: 0% (c) Current registered holder(s): Blair Cooper, either directly or indirectly (d) Registered holder(s) once transfers are registered: n/a Nature of relevant interest(s): Qualified powers to exercise control of rights to vote and/or of acquisition or disposal of some or all of the financial products, of which the Accident Compensation Corporation ("ACC") is the beneficial owner under ?235(1)(c)and 235(1)(d) of the Financial Markets Conduct Act. Further to regulation 139(2)(b), the material terms of this arrangement are that powers are subject to ACC investment policies and the decisions of the ACC Investment Committee. For that relevant interest, (a) Number held in class: 13,604,120 (b) Percentage held in class: 8.0659% (c) Current registered holder(s): ACC holds 13,604,120 shares via New Zealand Central Securities Depository Limited (NZCSD). (d) Registered holder(s) once transfers are registered: unknown For a derivative relevant interest, also-- (a) type of derivative: n/a (b) details of derivative: n/a (c) parties to the derivative: n/a (d) if the substantial product holder is not a party to the derivative, the nature of the relevant interest in the derivative: n/a Additional information Address of substantial product holder(s): ACC: Justice Centre, 19 Aitken Street, PO Box 242, Wellington, NZ Contact details: Jonathan Williams +64 4 816 7045 investmentscompliance@acc.co.nz Nature of connection between substantial product holders: Blair Cooper is an employee and portfolio manager for ACC. Under current ACC investment policies, he has the discretion to exercise control over some or all the rights to vote and acquisition or disposal of some or all of the financial products of which ACC is the beneficial owner Name of any other person believed to have given, or believed to be required to give, a disclosure under the Financial Markets Conduct Act 2013 in relation to the financial products to which this disclosure relates: n/a Certification I, Jonathan Williams, certify that, to the best of my knowledge and belief, the information contained in this disclosure is correct and that I am duly authorised to make this disclosure by all persons for whom it is made. End CA:00298828 For:TWR Type:SSH Time:2017-03-24 14:09:37