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CEDAR WOODS PROPERTIES LIMITED — Director's Dealing 2021
Jul 5, 2021
64734_rns_2021-07-05_7c7fde2d-3fef-4c71-809c-7b3abcf6f882.pdf
Director's Dealing
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6 July 2021
Company Announcements Office Australian Securities Exchange Limited 20 Bridge St Sydney NSW 2000 VIA ASX Online
Dear Sir / Madam
REPLACEMENT CHANGE OF DIRECTOR’S INTEREST NOTICES
On 26 May 2021, Cedar Woods Properties Limited (ASX:CWP) ( Company ) lodged an Appendix 3Y in relation to Mr. Paul Say ( May Notice ). Due to an administrative oversight, the May Notice was incorrect in that it understated the number of fully paid ordinary shares in the Company ( Shares ) acquired by 2,000 Shares. Accordingly, the May Notice understated Mr. Say’s interest in Shares by 2,000 Shares.
Subsequently, on 8 June 2021, the Company lodged another Appendix 3Y in relation to Mr. Say ( June Notice ). The error from the May Notice was carried through into the June Notice and, accordingly, the June Notice also understated Mr. Say’s interest in Shares by 2,000 Shares.
Attached at schedule 1 is an Appendix 3Y which replaces the May Notice.
Attached at schedule 2 is an Appendix 3Y which replaces the June Notice.
We understand that ASX treats these replacement Appendix 3Ys as being lodged late.
Explanation of why the Appendix 3Ys were lodged late
On 19 May 2021, Mr. Say acquired an interest in 6,500 Shares. All of the trades that resulted in Mr. Say acquiring an interest in those 6,500 Shares occurred on the same day, at similar prices, on-market. However, due to an administrative oversight, one trade of 2,000 Shares was not included in the May Notice. This resulted in the May Notice understating the number Shares acquired, and Mr. Say’s interest in Shares, by 2,000 Shares.
As noted above, the error from the May Notice was carried through into the June Notice and, accordingly, the June Notice also understated Mr. Say’s interest in Shares by 2,000 Shares.
Perth Office Ground Floor 50 Colin St West Perth, WA 6005 T. (08) 9480 1500 E. [email protected] ABN 47 009 259 081
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The Company prepared replacement Appendix 3Ys (as attached to this letter) promptly upon the Company becoming aware of the omissions in the May and June Notices.
Arrangements the Company has in place under Listing Rule 3.19B with its directors to ensure that it is able to meet its disclosure obligations under Listing Rule 3.19A
In accordance with Listing Rule 3.19B, the Company has the following process in place to ensure it is able to meet its disclosure obligations under Listing Rule 3.19A:
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a) each Director is informed of ASX disclosure requirements upon their appointment and is informed of the Company’s Securities Trading Policy;
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b) all new Directors execute an agreement which places an obligation on the Directors to notify the Company of their initial interest on appointment and any subsequent changes; and
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c) The Company’s Securities Trading Policy requires Directors to notify the Company Secretary prior to trading in the Company’s securities and to provide written confirmation to the Company Secretary that the dealing has occurred and the details of the dealing.
The Company considers that the above process is adequate to ensure that it is able to meet its disclosure obligations under Listing Rule 3.19A.
What additional steps does the Company intend to take to ensure compliance with Listing Rule 3.19B?
The Company considers the current arrangements to be appropriate but will continue to remind Directors of their obligation to ensure compliance with Listing Rule 3.19B, and to follow the process outlined above in relation to any dealings in the Company’s securities.
Yours sincerely
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Paul Freedman
COMPANY SECRETARY
Perth Office Ground Floor 50 Colin St West Perth, WA 6005 T. (08) 9480 1500 E. [email protected] ABN 47 009 259 081
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Rule 3.19A.2
Schedule 1
Perth Office Ground Floor 50 Colin St West Perth, WA 6005 T. (08) 9480 1500 E. [email protected] ABN 47 009 259 081
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Appendix 3Y
Change of Director’s Interest Notice
Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.
Introduced 30/09/01 Amended 01/01/11
Name of entity: CEDAR WOODS PROPERTIES LIMITED
ABN: 47 009 259 081
We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.
| Name of Director | PAUL GILBERT SAY |
|---|---|
| Date of last notice | 3 May 2021 |
Part 1 - Change of director’s relevant interests in securities
In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust
Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.
| Direct or indirect interest Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest. Date of change No. of securities held prior to change Class Number acquired Number disposed Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation |
Indirect |
|---|---|
| Mr Say is a director and shareholder of Stratum Pty Ltd. |
|
| 19 May 2021 | |
| NIL | |
| ORDINARY | |
| Stratum Pty Ltd – 6,500 shares | |
| NIL | |
| Average price of $6.89 per share |
Perth Office Ground Floor 50 Colin St West Perth, WA 6005 T. (08) 9480 1500 E. [email protected] ABN 47 009 259 081
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| No. of securities held after change | Stratum Pty Ltd – 6,500 shares |
|---|---|
| Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back |
On market trade |
Part 2 – Change of director’s interests in contracts
Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.
| Detail of contract | N/A |
|---|---|
| Nature of interest | N/A |
| Name of registered holder (if issued securities) |
N/A |
| Date of change | N/A |
| No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed |
N/A |
| Interest acquired | N/A |
| Interest disposed | N/A |
| Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation |
N/A |
| Interest after change | N/A |
Part 3 – +Closed period
| Were the interests in the securities or contracts detailed above traded during a +closed period where prior written clearance was required? |
N/A |
|---|---|
| If so, was prior written clearance provided to allow the trade to proceed during this period? |
N/A |
| If prior written clearance was provided, on what date was this provided? | N/A |
Perth Office Ground Floor 50 Colin St West Perth, WA 6005 T. (08) 9480 1500 E. [email protected] ABN 47 009 259 081
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Schedule 2
Perth Office Ground Floor 50 Colin St West Perth, WA 6005 T. (08) 9480 1500 E. [email protected] ABN 47 009 259 081
Rule 3.19A.2
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Appendix 3Y
Change of Director’s Interest Notice
Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.
Introduced 30/09/01 Amended 01/01/11
Name of entity: CEDAR WOODS PROPERTIES LIMITED
ABN: 47 009 259 081
We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.
| Name of Director | PAUL GILBERT SAY |
|---|---|
| Date of last notice | 26 May 2021 |
Part 1 - Change of director’s relevant interests in securities
In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust
Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.
| Direct or indirect interest Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to therelevantinterest. Date of change No. of securities held prior to change Class Number acquired Number disposed Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation |
Indirect |
|---|---|
| Mr Say is a director and shareholder of Stratum Pty Ltd. |
|
| 4 June 2021 & 7 June 2021 | |
| 6,500 ordinary shares | |
| ORDINARY | |
| Stratum Pty Ltd – 8,000 ordinary shares | |
| NIL | |
| Average price of $6.67 per share |
Perth Office Ground Floor 50 Colin St West Perth, WA 6005 T. (08) 9480 1500 E. [email protected] ABN 47 009 259 081
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| No. of securities held after change | Stratum Pty Ltd – 14,500 ordinary shares |
|---|---|
| Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back |
On market trades |
Part 2 – Change of director’s interests in contracts
Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.
| Detail of contract | N/A |
|---|---|
| Nature of interest | N/A |
| Name of registered holder (if issued securities) |
N/A |
| Date of change | N/A |
| No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed |
N/A |
| Interest acquired | N/A |
| Interest disposed | N/A |
| Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation |
N/A |
| Interest after change | N/A |
Part 3 – +Closed period
| Were the interests in the securities or contracts detailed above traded during a +closed period where prior written clearance was required? |
N/A |
|---|---|
| If so, was prior written clearance provided to allow the trade to proceed during this period? |
N/A |
| If prior written clearance was provided, on what date was this provided? | N/A |
Perth Office Ground Floor 50 Colin St West Perth, WA 6005 T. (08) 9480 1500 E. [email protected] ABN 47 009 259 081