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AUDEARA LIMITED Major Shareholding Notification 2022

Dec 29, 2022

64455_rns_2022-12-29_7d027d26-5c00-4325-b6ad-3f5107cb7e3a.pdf

Major Shareholding Notification

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604 page 1/2 15 July 2001

Form604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To: Company Name/Scheme Audeara Limited ACN/ARSN 604 368 443

1. Details of substantial holder (1)

Name David Edward Trimboli & Related Parties ACN/ARSN (if applicable)

There was a change in the interests of the substantial holder on 23/12/22 The previous notice was given to the company on 18/05/21 The previous notice was dated 18/05/21

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 Previous notice Present notice Present notice
Person's votes Voting power(5) Person's votes
Voting power(5)
Fully paid ordinary shares 15,235,459 14.51% 15,940,805 11.12%

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
27/5/21 David Edward Trimboli On-market purchase $17,944.70 126,110 Fully
paid ordinary
shares
126,110 Fully paid
ordinary shares
15/12/21 David Edward Trimboli On-market purchase $7,691.08 65,456 Fully
paid ordinary
shares
65,456 Fully paid
ordinary shares
9/2/22 Seefeld Investments Pty
Ltd
On-market purchase $13,211.64 101,628 Fully
paid ordinary
shares
101,628 Fully paid
ordinary shares
14/2/22 Seefeld Investments Pty
Ltd
On-market purchase $576.42 4,434 Fully
paid ordinary
shares
4,434 Fully paid
ordinary shares
17/2/22 Seefeld Investments Pty
Ltd
On-market purchase $2,340.00 18,000 Fully
paid ordinary
shares
18,000 Fully paid
ordinary shares
21/2/22 Seefeld Investments Pty
Ltd
On-market purchase $6,500.00 50,000 Fully
paid ordinary
shares
50,000 Fully paid
ordinary shares
24/2/22 Seefeld Investments Pty
Ltd
On-market purchase $6,250.00 50,000 Fully
paid ordinary
shares
50,000 Fully paid
ordinary shares
10/05/22 David Edward Trimboli On-market purchase $22,887.72 289,718 Fully
paid ordinary
shares
289,718 Fully paid
ordinary shares
23/12/22 Audeara Investments Pty
Ltd
Dilution due to share
issuance fromplacement
N/A N/A N/A

4. Present relevant interests

604 page 2/2 15 July 2001

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
Audeara
Investments Pty
Ltd
Audeara Investments Pty
Ltd
Audeara Investments
Pty Ltd
Relevant interest under
s608(1) of the
Corporations Act 2001
(Cth) as the registered
holder of the shares
15,235,459
Fully paid
ordinary shares
Seefeld
Investments Pty
Ltd
Seefeld Investments Pty
Ltd
Seefeld Investments Pty
Ltd
Relevant interest under
s608(1) of the
Corporations Act 2001
(Cth) the registered holder
of the shares
224,062 Fully
paid ordinary
shares
David Edward
Trimboli
David Edward Trimboli
David Edward Trimboli Relevant interest under
s608(1) of the
Corporations Act 2001
(Cth) as the registered
holder of the shares
481,284 Fully
paid ordinary
shares
David Edward
Trimboli
Audeara Investments Pty
Ltd
Audeara Investments
Pty Ltd
Relevant interest under
s608(3)(a) because he has
voting power of 80% in
Audeara Investments Pty
~~Ltd~~
15,235,459
Fully paid
ordinary shares
David Edward
Trimboli
Seefeld Investments Pty
Ltd
Seefeld Investments Pty
Ltd
Relevant interest under
s608(3)(b) because he has
voting power of 100% in
~~Seefled Investments Pty~~
Ltd and controls Seefeld
InvestmentsPtyLtd
224,062 Fully
paid ordinary
shares
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, t
voting interests in the company or scheme are as follows:
Name and ACN/ARSN(if applicable)
Nature of association
-
-
6. Addresses
The addresses of persons named in this form are as follows:
Name
Address
Audeara Investments Pty Ltd
Unit 18, 15 Vernon Terrace, Teneriffe QLD 4005
Seefeld Investments Pty Ltd
283 West Coast Drive, Trigg WA 6029
David Edward Trimboli
283 West Coast Drive, Trigg WA 6029
Signature
print name
capacity
sign here
date
/
/
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
Audeara
Investments Pty
Ltd
Audeara Investments Pty
Ltd
Audeara Investments
Pty Ltd
Relevant interest under
s608(1) of the
Corporations Act 2001
(Cth) as the registered
holder of the shares
15,235,459
Fully paid
ordinary shares
Seefeld
Investments Pty
Ltd
Seefeld Investments Pty
Ltd
Seefeld Investments Pty
Ltd
Relevant interest under
s608(1) of the
Corporations Act 2001
(Cth) the registered holder
of the shares
224,062 Fully
paid ordinary
shares
David Edward
Trimboli
David Edward Trimboli
David Edward Trimboli Relevant interest under
s608(1) of the
Corporations Act 2001
(Cth) as the registered
holder of the shares
481,284 Fully
paid ordinary
shares
David Edward
Trimboli
Audeara Investments Pty
Ltd
Audeara Investments
Pty Ltd
Relevant interest under
s608(3)(a) because he has
voting power of 80% in
Audeara Investments Pty
~~Ltd~~
15,235,459
Fully paid
ordinary shares
David Edward
Trimboli
Seefeld Investments Pty
Ltd
Seefeld Investments Pty
Ltd
Relevant interest under
s608(3)(b) because he has
voting power of 100% in
~~Seefled Investments Pty~~
Ltd and controls Seefeld
InvestmentsPtyLtd
224,062 Fully
paid ordinary
shares
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, t
voting interests in the company or scheme are as follows:
Name and ACN/ARSN(if applicable)
Nature of association
-
-
6. Addresses
The addresses of persons named in this form are as follows:
Name
Address
Audeara Investments Pty Ltd
Unit 18, 15 Vernon Terrace, Teneriffe QLD 4005
Seefeld Investments Pty Ltd
283 West Coast Drive, Trigg WA 6029
David Edward Trimboli
283 West Coast Drive, Trigg WA 6029
Signature
print name
capacity
sign here
date
/
/
interest of the substantial interest of the substantial interest of the substantial holder in voting securities after the change are a holder in voting securities after the change are a s follows: Person's votes
15,235,459 Fully paid
ordinary shares
224,062 Fully paid
ordinary shares
481,284 Fully paid
ordinary shares
15,235,459 Fully paid
ordinary shares
Person's votes
15,235,459 Fully paid
ordinary shares
224,062 Fully paid
ordinary shares
481,284 Fully paid
ordinary shares
15,235,459 Fully paid
ordinary shares
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
Audeara
Investments Pty
Ltd

Audeara Investments Pty
Ltd
Audeara Investments
Pty Ltd
Relevant interest under
s608(1) of the
Corporations Act 2001
(Cth) as the registered
holder of the shares
15,235,459
Fully paid
ordinary shares
15,235,459 Fully paid
ordinary shares
Seefeld
Investments Pty
Ltd

Seefeld Investments Pty
Ltd
Seefeld Investments Pty
Ltd

Relevant interest under
s608(1) of the
Corporations Act 2001
(Cth) the registered holder
of the shares
224,062 Fully
paid ordinary
shares
224,062 Fully paid
ordinary shares
David Edward
Trimboli
David Edward Trimboli David Edward Trimboli Relevant interest under
s608(1) of the
Corporations Act 2001
(Cth) as the registered
holder of the shares
481,284 Fully
paid ordinary
shares
481,284 Fully paid
ordinary shares
David Edward
Trimboli
Audeara Investments Pty
Ltd
Audeara Investments
Pty Ltd
Relevant interest under
s608(3)(a) because he has
voting power of 80% in
Audeara Investments Pty
~~d~~
15,235,459
Fully paid
ordinary shares
15,235,459 Fully paid
ordinary shares
~~Lt~~
David Edward
Trimboli
Seefeld Investments Pty
Ltd
Seefeld Investments Pty
Ltd
Relevant interest under
s608(3)(b) because he has
voting power of 100% in
224,062 Fully
paid ordinary
shares
224,062 Fully paid
ordinary shares
~~Seefled Investments Pty~~
Ltd and controls Seefeld
InvestmentsPtyLtd
Name and ACN/ARSN(if applicable) Nature of association
- -
s follows:
Name Address
Audeara Investments Pty Ltd Unit 18, 15 Vernon Terrace, Teneriffe QLD 4005
Seefeld Investments Pty Ltd 283 West Coast Drive, Trigg WA 6029
David Edward Trimboli 283 West Coast Drive, Trigg WA 6029
capacity
date
/
/

604 page 3/2 15 July 2001

DIRECTIONS

  • (1) If there are a number of substantial holders with similar or related relevant interests (eg. 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 inparagraph6of the form.

  • (2) See the definition of "associate" in section 9 of the Corporations Act 2001.

  • (3) See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.

  • (4) The voting shares of a company constitute one class unless divided into separate classes.

  • (5) The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.

  • (6) Include details of:

  • (a) 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

  • (b) Any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting wpeors or disposal of the securities to 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.

  • (7) 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 thaerey not paid directly to the person from whom the relevant interest was acquired.

  • (8) If the substantial holder is unable to determine the identity of the person (eg. if the relevant interest arises because of an option) write "unknown".

  • (9) Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.