BEFOREPAY GROUP LIMITED — Major Shareholding Notification 2022

Aug 31, 2022

Form 604

Corporations Act 2001

Section 671B

Notice of change of interests of substantial holder

To Company Name/SchemeBeforepay Group Limited (B4P)

ACN/ARSN (ACN 633 925 505)

1. Details of substantial holder(1)

Name B4P ACN/ARSN (if applicable) (ACN 633 925 505)

There was a change in the interests of the substantial holder on 01 / 09 / 2022 The previous notice was given to the company on 05 / 05 / 2022 The previous notice was dated 05 / 05 / 2022

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 of scheme, are as follows:

	Previous notice		Present notice
Class of securities (4)	Person's votes	Voting power(5)	Person's votes	Voting power(5)
Fully paid ordinary shares in B4P(Shares)	12,602,793	27.2%	11,633,064	25.04%

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 as follows:

Date of change	Person whose	Nature of change (6)	Consideration given in relation to	Class and	Person's
	relevant interest		change (7)	number of	votes
	changed			securities	affected
				affected
01/09/2022	B4P	Release of Securities	No consideration was paid by B4P. B4P	969,729	969,729
		from voluntary	has no right to acquire the Shares that	Shares
		escrow.	are subject to the escrow
			arrangements.

4. Present relevant interests

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

Holder of	Registere	Person	Nature of relevant interest (6)	Class and	Person's
relevant	d holder	entitled to be		number of	votes
interest	of	registered as		securities
	securities	holder(8)
B4P	Refer to	Refer to	Restrictions on the disposal of Shares under mandatory escrow	11,633,06	11,633,064
	Annexure	Annexure A.	arrangements imposed in accordance with the ASX Listing	4 Shares
	A.		Rules disclosed in the Replacement Prospectus dated 29
			November 2022, give B4P a deemed relevant interest in these
			Shares under section 608(1)(c) of the Corporations Act 2001
			(Cth) (Act). However, B4P has no right to acquire these Shares
			or to exercise or control the exercise of, a right to vote attached
			to these Shares.
			See Annexure B for a template of the Appendix 9A Restriction
			Deed and Annexure C for a template of the Appendix 9C
			Restriction Notice.

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:

Name and ACN/ARSN (if applicable) N/A

Nature of association

6. Addresses

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

Name	Address
B4P	Suite 2,Level 6,50 Carrington Street,SydneyNSW 2000,Australia

Signature

Print name	Jamie Twiss		Capacity	Chief Executive Officer
Sign here			Date	1 September 2022

Annexure A – Restricted securities

The following is a break‐down of the number of Shares subject to ASX imposed mandatory escrow and the escrow period applying to those Shares and options to acquire Shares ( Options ).

There are 11,633,064 Shares and 2,073,900 Options held by the existing shareholders which are subject to ASX mandatory escrow arrangements as disclosed in the prospectus dated 29 November 2021:

• 63,500 Options classified by ASX as restricted securities and to be held in escrow until 21 October 2022, being 12 months from the date on which the restricted securities were issued.

• 11,633,064 Shares classified by ASX as restricted securities and to be held in escrow until 17 January 2024, being 24 months from the date of commencement of official quotation.

• 2,010,400 Options classified by ASX as restricted securities and to be held in escrow until 17 January 2024, being 24 months from the date of commencement of official quotation.