BABYLON PUMP & POWER LIMITED — Major Shareholding Notification 2021

Mar 11, 2021

604 page 1/2 15 July 2001

Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme Babylon Pump & Power Limited

ACN/ARSN 47 009 436 908

1. Details of substantial holder(1)

Name G & N Lord Superannuation Pty Ltd <GNR Superannuation Fund A/C>

ACN/ARSN (if applicable) 149 250 957

There was a change in the interests of thesubstantial holder on	/ /09 032021
The previous notice was given to the company onThe previous notice was dated	/ // /11 05202011052020

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)
BPP	161,322,007	19.3%	174,795,639	16.3%

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 ofchange	Person whoserelevant interestchanged	Nature ofchange (6)	Considerationgiven in relationto change (7)	Class andnumber ofsecuritiesaffected	Person's votesaffected
8-9 March 2021	Belgravia Strategic EquitiesPty Ltd	On Market Purchase	$58,295.82	2,534,601Ordinary BPP	2,534,601
3 March 2021	Belgravia Strategic EquitiesPty Ltd	Share Placement	$200,000.00	8,000,000Ordinary BPP	8,000,000
June 2020	G&N Lord SuperannuationPty Ltd <GNR	On Market Purchase	$44,044.50	2,939,031Ordinary BPP	2,939,031
Superannuation Fund <A/C>

4. Present relevant interests

Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:

Holder ofRegisteredPerson entitledNature ofClass andPerson's votesrelevantholder ofto be registeredrelevantnumber ofinterestsecuritiesas holder (8)interest (6)securitiesBelgravia StrategicEquities Pty LtdBelgravia StrategicEquities Pty LtdBelgravia StrategicEquities Pty LtdRegistered HolderG&N Lord SuperannuationPty Ltd <GNRSuperannuation Fund A/C>Registered Holder130,400,00012.16%0.98%GeoffreyFrederick LordGeoffrey Fredrick LordGeoffrey Fredrick LordRegistered Holder33,861,03810,534,6013.16%G&N Lord SuperannuationPty Ltd <GNRSuperannuation Fund A/C>G&N Lord SuperannuationPty Ltd <GNRSuperannuation Fund A/C>	Registeredholder ofsecurities	Person entitledto be registeredas holder (8)	Nature ofrelevantinterest (6)	Class andnumber ofsecurities	Person's votes
	Belgravia StrategicEquities Pty Ltd	Belgravia StrategicEquities Pty Ltd	Registered Holder	10,534,601	0.98%
	G&N Lord SuperannuationPty Ltd <GNRSuperannuation Fund A/C>	G&N Lord SuperannuationPty Ltd <GNRSuperannuation Fund A/C>	Registered Holder	130,400,000	12.16%

604 page 2/2 15 July 2001

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, the substantial holder in relation to voting interests in the company or scheme are as follows:

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6. Addresses

The addresses of persons named in this form are as follows:

Name	Address
Geoffrey Lord	Level 4, 102 Albert Road, South Melbourne VIC 3205

Signature

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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 in paragraph 6 of 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 powers 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, becom`e 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.

• (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.