CLEVER CULTURE SYSTEMS LIMITED — Proxy Solicitation & Information Statement 2014

Jun 26, 2014

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27 June 2014

Despatch of Share Purchase Plan Offer Documents

LBT Innovations Limited (ASX:LBT) hereby confirms that the enclosed Notice of Meeting and Proxy Form for the extraordinary meeting of shareholders to be held on Friday 1 August 2014 has been despatched to shareholders today.

LBT also confirms that the enclosed Chairman’s Letter, Offer Booklet and Application Form for its share purchase plan have been despatched to eligible shareholders today.

By the order of the Board

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Lusia Guthrie CEO

Legal/42671797_1

LBT Innovations Limited

ACN 107 670 673

CIRCULAR TO SHAREHOLDERS

COMPRISING

NOTICE OF EXTRAORDINARY MEETING AND EXPLANATORY MEMORANDUM

Date: Friday, 1 August 2014

Time: 2 pm (Adelaide Time) Place: Edwards Marshall Chartered Accountants, Level 3, 153 Flinders Street, Adelaide, South Australia, 5000

The Notice of Meeting is dated 27 June 2014.

This circular is important and requires your prompt attention. Please consult your stockbroker, solicitor, accountant, licensed financial adviser or other professional adviser if you have any queries as to its contents or are in any doubt as to what to do in response to it.

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Table of Contents

1. Notice of Meeting	3
2. Explanatory Notes	7
3. Glossary	12

NOTE : Capitalised terms used in this document are defined in the Glossary (Section 3).

Key Dates

Due date for lodgement of proxy forms	2 pm, Wednesday 30 July 2014
Record Date	Wednesday 30 July 2014
General Meeting	Friday 1 August 2014

NOTE : The above timetable is indicative only. The Company may vary any of the above dates subject to the Corporations Act, the ASX Listing Rules and any other applicable law.

Corporate Directory

Directors

Mr Robert Andrew Finder (Chairman, Non Exec. Director) Ms Lusia Halina Guthrie (CEO, Executive Director)

Ms Catherine Mary Costello (Non Exec. Director) Mr Stephen Paul Mathwin (Non Exec. Director) Dr Caroline Popper (Non Exec. Director)

Company Secretary

Mr Jamie Todd Dreckow

Registered Office

300 Flinders Street ADELAIDE SA 5000 Tel: (08) 8227 1555 Fax: (08) 8223 1775

Accountants

Important Information

Edwards Marshall Pty Ltd Level 3, 153 Flinders Street ADELAIDE SA 5000

The Notice of Meeting is dated 27 June 2014.

A copy of this Notice of Meeting has been lodged with ASX. ASX does not take any responsibility for the contents of this Notice of Meeting.

This Notice of Meeting does not take into account the individual investment objectives, financial situation or particular needs of any person. Shareholders should seek professional advice from a licensed financial adviser, accountant, stockbroker, lawyer or other professional adviser before deciding whether or not to approve the resolutions set out in the Notice of Meeting.

Financial amounts in the Notice of Meeting are expressed in Australian dollars unless otherwise stated.

Share Register

Computershare Investor Services Pty Limited GPO Box 2987 ADELAIDE SA 5001

Auditors

HLB Mann Judd 167-169 Fullarton Road DULWICH SA 5067

Solicitors

Thomson Geer Level 7, 19 Gouger Street ADELAIDE SA 5000

The Notice of Meeting is governed by the law in force in South Australia.

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1. Notice of Extraordinary General Meeting

This Notice of Meeting should be read in conjunction with the accompanying Explanatory Memorandum.

Notice is given that an Extraordinary General Meeting of the Shareholders to which this Notice of Meeting relates will be held at 2 pm (Adelaide time) on Friday, 1 August 2014 at the offices of Edwards Marshall, Chartered Accountants, Level 3, 153 Flinders Street, Adelaide, SA.

1.1 Agenda

Resolution 1 - Ratification of prior Issue of Tranche 1 Shares to non-related parties

To consider and, if thought fit, to pass the following resolution as an ordinary resolution:

"That, for the purposes of ASX Listing Rule 7.4 and for all other purposes, Shareholders ratify the prior allotment, issue and placement of 2,952,594 fully paid ordinary shares in the Company ( Tranche 1 Shares ), to the non-related parties on the terms and conditions specified in the Explanatory Memorandum."

Resolution 2 - Approval of proposed Issue of Tranche 2A Shares to non-related parties

To consider and, if thought fit, to pass the following resolution as an ordinary resolution:

"That, for the purposes of the ASX Listing Rule 7.1 and for all other purposes, Shareholders approve the proposed allotment, issue and placement of up to 5,866,669 fully paid ordinary shares in the Company ( Tranche 2A Shares ) to the non-related parties and on the terms and conditions specified in the Explanatory Memorandum."

Resolution 3 - Approval of proposed Issue of Tranche 2B Shares to related party

To consider and, if thought fit, to pass the following resolution as an ordinary resolution:

"That, for the purposes of the ASX Listing Rule 10.11 and for all other purposes, Shareholders approve the allotment, issue and placement of 2,296,299 fully paid ordinary shares in the Company ( Tranche 2B Shares ) to those Directors of the Company (and/or their nominated associates) specified in the Explanatory Memorandum and on the terms and conditions set out in the Explanatory Memorandum."

By Order of the Board

Mr Jamie Todd Dreckow Company Secretary Date: 27 June 2014

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1.2 Voting Exclusions

Resolution 1

The Company will disregard any votes cast in favour of Resolution 1 by:

• (a) any person allotted Tranche 1 Shares; and

• (b) any associate of any of such persons.

However, the Company need not disregard a vote if:

• (c) it is cast by a person as proxy for a person who is entitled to vote, in accordance with the directions on the proxy form; or

• (d) it is cast by the person chairing the meeting as proxy for a person who is entitled to vote, in accordance with a direction on the proxy form to vote as the proxy decides.

Resolution 2

The Company will disregard any votes cast in favour of Resolution 2 by:

• (a) any person who may participate in the issue of Tranche 2A Shares; and

• (b) any associate of any of such persons.

However, the Company need not disregard a vote if:

• (c) it is cast by a person as proxy for a person who is entitled to vote, in accordance with the directions on the proxy form; or

• (d) it is cast by the person chairing the meeting as proxy for a person who is entitled to vote, in accordance with a direction on the proxy form to vote as the proxy decides.

Resolution 3

The Company will disregard any votes cast in favour of Resolution 3 by:

• (a) the Relevant Directors; and

• (b) any of their associates.

However, the Company need not disregard a vote if:

• (c) it is cast by a Relevant Director as proxy for a person who is entitled to vote, in accordance with the directions on the proxy form; or

• (d) it is cast by a Relevant Director who is chairing the meeting as proxy for a person who is entitled to vote, in accordance with a direction on the proxy form to vote as the proxy decides.

1.3 Voting Eligibility

The Directors have determined pursuant to Regulation 7.11.37 of the Corporations Regulations 2001 (Cth) that the persons eligible to vote at the Extraordinary General Meeting are those that are registered Shareholders at close of business on Wednesday 30 July 2014.

1.4 Voting In Person

To vote in person, attend the Extraordinary General Meeting at the time, date and place set out above.

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1.5 Voting by Proxy

To vote by proxy, please complete and sign the enclosed Proxy Form and return by the time and in accordance with the instructions set out on the Proxy Form.

In summary, under sections 250BB and 250BC of the Corporations Act:

• if proxy holders vote, they must cast all directed proxies as directed; and

• any directed proxies which are not voted will automatically default to the Chair, who must vote the proxies as directed.

Further details are set out below.

(a) Proxy vote if appointment specifies way to vote

Section 250BB(1) of the Corporations Act provides that an appointment of a proxy may specify the way the proxy is to vote on a particular Resolution and, if it does:

• (i) the proxy need not vote on a show of hands, but if the proxy does so, the proxy must vote that way (i.e. as directed); and

• (ii) if the proxy has 2 or more appointments that specify different ways to vote on the Resolution – the proxy must not vote on a show of hands; and

• (iii) if the proxy is the Chair of the Meeting at which the Resolution is voted on – the proxy must vote on a poll, and must vote that way (i.e. as directed); and

• (iv) if the proxy is not the Chair – the proxy need not vote on the poll, but if the proxy does so, the proxy must vote that way (i.e. as directed).

(b) Transfer of non-chair proxy to Chair in certain circumstances

• Section 250BC of the Corporations Act provides that, if:

• (i) an appointment of a proxy specifies the way the proxy is to vote on a particular Resolution at a meeting of the Company's members; and

• (ii) the appointed proxy is not the Chair of the Meeting; and

• (iii) at the meeting, a poll is duly demanded on the Resolution; and

• (iv) either of the following applies:

• (A) the proxy is not recorded as attending the meeting;

• (B) the proxy does not vote on the Resolution,

the Chair of the Meeting is taken, before voting on the Resolution closes, to have been appointed as the proxy for the purposes of voting on the Resolution at the meeting.

(c) How undirected proxies held by the Chair of the Meeting will be voted

If you appoint the Chair of the Meeting as your proxy and you do not specify in the Proxy Form the manner in which you wish the Chair to vote on the Resolutions to be considered at the Meeting, you expressly authorise the Chair to vote in accordance with the voting intentions of the Chair to vote in favour of all Resolutions. In particular, if you do not direct the Chair how to vote on each item, you expressly authorise the Chair to vote in favour of Resolution 1 for the ratification and approval of the previous issues of shares and Resolution 2 and Resolution 3 for the approval of issue of shares.

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If you appoint the Chair of the Meeting as your proxy and wish to direct the Chair how to vote on some or all of the Resolutions to be considered at the Meeting, you must complete the directed proxy part of the Proxy Form.

The Company encourages all Shareholders who submit proxies to direct their proxy how to vote on each Resolution.

(d) General

A member entitled to attend and vote at the Extraordinary General Meeting is entitled to appoint not more than two proxies to attend and vote at the Extraordinary General Meeting.

Where more than one proxy is appointed and the appointment does not specify the proportion or number of the member’s votes, each proxy may exercise half of the votes. A proxy may, but need not be, a member of the Company.

Appointment of a proxy by a member who is a corporation must be executed in accordance with section 127 of the Corporations Act.

A Proxy Form accompanies this Notice of Extraordinary General Meeting.

To be effective, the completed proxy together with the power of attorney (if any) under which it is signed, must be received at the Company’s corporate registry, Computershare Investor Services Pty Limited, by mail: GPO Box 2987, Adelaide, South Australia 5001, no later than 48 hours before the commencement of the Meeting.

Any proxy form received later than 48 hours before the commencement of the Meeting will not be valid for the Meeting.

1.6 Corporate representative

Any corporate Shareholder who has appointed a person to act as its corporate representative at the Meeting should provide that person with a certificate or letter executed in accordance with the Corporations Act authorising him or her to act as that company's representative. The authority may be sent to the Company in advance of the Meeting or handed in at the Meeting when registering as a corporate representative.

1.7 Voting by Attorney

A Shareholder may appoint an attorney to act on the Shareholder's behalf at the General Meeting. The power of attorney or such other evidence of the attorney's appointment and authority to the satisfaction of the Directors must be received by the Company at least 48 hours before the time for holding of the Meeting or any adjourned meeting.

1.8 Enquiries

For further information, please contact Jamie Dreckow at the Company on (08) 8227 1555.

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2. Explanatory Memorandum

This Explanatory Memorandum has been prepared for the information of Shareholders in connection with the Extraordinary General Meeting to be held at 2 pm (Adelaide time) on Friday 1 August 2014 at the offices of Edwards Marshall, Chartered Accountants, Level 3, 153 Flinders Street, Adelaide, SA.

2.1 Overview

On 18 June 2014, the Company announced that it had completed a placement of Shares in the Company ( Tranche 1 Shares ) at an issue price of $0.135 per Share raising $398,600.19 and subject to Shareholder approval will undertake a further placement of Shares in the Company ( Tranche 2A Shares and Tranche 2B Shares ) at the same issue price to raise an additional $1,102,000.71. Together the total placement of Shares will raise approximately $1.5 million for the Company before expenses ( Placement ).

The Company engaged Bell Potter Securities Limited ( Bell Potter ) to act as lead manager for the Placement..

The settlement and allotment of the Tranche 1 Shares has occurred, and the settlement and allotment of the Tranche 2A Shares and the Tranche 2B Shares are to occur, as follows:

Tranche	Alottees	Number of Shares	Amount raised / to be raised	Status
1	The non-related parties more particularly described in Section 2.4(b)(i) below	2,952,594	$398,600.19	To be Settled and allotted by 25 June 2014
2A	The non-related parties more particularly described in Section 2.5(b)(i) below	5,866,669	$792,000.33	To be issued after the General Meeting, subject to Shareholder approval
2B	The Relevant Directors (or their associates) more particularly described in Section 2.6(d)(i) below	2,296,299	$310,000.38
TOTAL		11,115,562	$1,500,600.90

2.2 Share Purchase Plan

In conjunction with the Placement, the Company also announced a share purchase plan ( SPP ) on 18 June 2014 under which up to 11,111,111 Shares are available for issue on the same terms as the Placement Shares to raise approximately $1,500,000.

More information in relation to the SPP will be available in the booklet to be lodged with the ASX prior to the date of the Extraordinary General Meeting.

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2.3 Application of funds raised through the Fundraising

The funds raised and to be raised under both the Placement and the SPP (together, the Fundraising ) will be applied in the following manner:

Application	Amount
Development of APAS line extension products	$500,000
APAS US clinical trial	$500,000
Woundvue Alpha-Prototype (first key milestone where future funding options may be triggered)	$1,500,000
Core business working capital	$500,000
Total	$3,000,000

2.4 Resolution 1 – Ratification of prior issue of Tranche 1 Shares to non-related parties

(a) Background

Resolution 1 proposes that Shareholders ratify the allotment and issue of 2,952,594 Tranche 1 Shares to the non-related parties specified in section 2.4(b)(i) below on 25 June 2014.

ASX Listing Rule 7.1 provides that a listed entity must not issue equity securities that total more than 15% of its fully paid ordinary shares in a 12 month period without the approval of shareholders.

Under ASX Listing Rule 7.4, the issue of securities made without shareholder approval is regarded as having been made with shareholder approval if the issue did not breach ASX Listing Rule 7.1 and shareholder approval is obtained after the issue.

Whilst the issue of the Tranche 1 Shares did not exceed the 15% annual limit, the passing of Resolution 1 will ensure that ASX Listing Rule 7.1 does not limit the Company’s ability to issue the Tranche 2A Shares, the Tranche 2B Shares or any further equity securities within the 15% annual limit prescribed in the ASX Listing Rules in the next 12 months.

(b)

Information required by ASX Listing Rule 7.5

The information required by ASX Listing Rule 7.5 in respect of the Tranche 1 Shares is set out below:

(i) Number of Tranche 1 Shares allotted, names of the allottees or the basis on which allottees were determined

The Tranche 1 Shares were issued and allotted to various sophisticated and professional investors.

(ii) Price at which the Tranche 1 Shares were issued

The issue price of each Share was $0.135 per Tranche 1 Share.

(iii) Terms of the Tranche 1 Shares

The Tranche 1 Shares were issued as fully paid ordinary shares in the capital of the Company and on the same terms as the Company's existing Shares.

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(iv) Use (or intended use) of the funds raised

The allotment and issue of the Tranche 1 Shares raised $398,600.19, which will be used by the Company for the purposes described in section 2.3.

(c)

Directors' Recommendation

The Board recommends that Shareholders vote in favour of this resolution.

2.5 Resolution 2 – Approval to issue the Tranche 2A Shares to non-related parties

(a) Background

Resolution 2 proposes that Shareholders approve the allotment and issue of the Tranche 2A Shares to the non-related parties specified in section 2.5 below.

ASX Listing Rule 7.1 provides that a listed entity must not issue equity securities that total more than 15% of its fully paid ordinary shares in a 12 month period without the approval of shareholders.

The passing of Resolution 2 will ensure that ASX Listing Rule 7.1 does not limit the Company’s ability to issue the Tranche 2A Shares, the Tranche 2B Shares and any further equity securities within the 15% annual limit in the next 12 months.

(b)

Information required by ASX Listing Rule 7.3

The information required by ASX Listing Rule 7.3 in respect of the Tranche 2A Shares is set out below:

(i) Maximum number of Tranche 2A Shares to be allotted, names of the allottees or the basis on which allottees will be identified or selected

Up to 5,866,669 Tranche 2A Shares will be issued to various sophisticated and professional investors.

(ii) When the shares will be issued

The Tranche 2A Shares will be issued within three months of the date of this Meeting.

(iii) Price at which the Tranche 2A Shares are to be issued

The Tranche 2A Shares will be issued at an issue price of $0.135 per Tranche 2A Share.

• (iv) Terms of the Tranche 2A Shares

The Tranche 2A Shares will be issued as fully paid ordinary shares in the capital of the Company and on the same terms as the Company's existing Shares.

• (v) Use (or intended use) of the funds raised

The allotment and issue of the Tranche 2A Shares will raise up to $792,000.33, which will be used by the Company for the purposes described in section 2.3.

(c) Directors' Recommendation

The Board recommends that Shareholders vote in favour of this resolution.

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2.6 Resolution 3 – Approval to issue the Tranche 2B Shares to the Relevant Directors

(a) Background

Resolution 3 proposes that Shareholders approve the allotment and issue of the Tranche 2B Shares to the Relevant Directors (or their associates).

ASX Listing Rule 10.11 requires Shareholder approval to be obtained where an entity issues, or agrees to issue, securities to a related party, or a person whose relationship with the Company or a related party, is in the ASX's opinion, such that approval should be obtained from the Shareholders of the company, unless an exception in ASX Listing Rule 10.12 applies. The Relevant Directors are related parties of the Company and as such the exceptions set out in ASX Listing Rule 10.12 do not apply.

Accordingly, Shareholder approval for the issue of Tranche 2B Shares to the Relevant Directors, is required.

(b) Shareholder approval under ASX Listing Rule 7.1 not sought

ASX Listing Rule 7.2 provides that Shareholder approval under ASX Listing Rules 7.1 is not required for the issue of securities to related parties which are approved under ASX Listing Rules 10.11 (exception 14).

Accordingly, the issue of the Tranche 2B Shares will not be included in the 15% calculation of the Company's annual placement capacity pursuant to ASX Listing Rules 7.1.

(c) Shareholder approval under Chapter 2E of the Corporations Act not sought

For a public company, or an entity that a public company controls, to give a financial benefit to a related party of the public company, the public company or entity must:

• obtain the approval of the public company's members in the manner set out in sections 221 to 227 of the Corporations Act; and

• give the benefit within 15 months following such approval,

unless the giving of the financial benefit falls within an exception set out in sections 210 to 216 apply.

The issue of the Tranche 2B Shares to the Relevant Directors falls within the definition of a "financial benefit" for the purposes of the Corporations Act, as each of the Relevant Directors who will receive Tranche 2B Shares if the Resolution is passed are related parties of the Company.

Consequently, the issue of the Tranche 2B Shares to the Relevant Directors, will for the purposes of Chapter 2E of the Corporations Act, constitute giving a financial benefit to related parties of the Company.

Section 210 of the Corporations Act provides an exemption for transactions that are on terms that would be reasonable if the Company and the related party were dealing at arm’s length. The Tranche 2B Shares will be offered to the Relevant Directors (or their associates) on the same terms as those applicable to the allottees in the placements of the Tranche 1 Shares and the Tranche 2A Shares.

Accordingly, the exemption in section 210 of the Corporations Act applies to the participation of the Relevant Directors (or their associates) in the placement of the Tranche 2B Shares. Therefore, Shareholder approval for the purposes of Chapter 2E of the Corporations Act is not being sought.

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(d) Information required by ASX Listing Rule 10.13

The information required by ASX Listing Rule 10.13 in respect of the Tranche 2B Shares to be issued to the Relevant Directors is set out below:

(i) The names of the Relevant Directors (or their associates), the number of Tranche 2B Shares to be issued to each Relevant Director (or their associates)

Relevant Director (or their associates)	Number of Tranche 2B Shares to be issued
Robert Andrew Finder	740,742
Catherine Mary Costello	481,482
Stephen Paul Mathwin	481,482
Lusia Halina Guthrie	148,149
PODLASKA Superannuation Fund (an associate of Lusia Halina Guthrie)	444,444
Total	2,296,299

(ii) The date on which the Tranche 2B Shares will be issued to the Relevant Directors

The Tranche 2B Shares will be issued to the Relevant Directors (or their associates) within 1 month of the date of the Meeting (or such later date as approved by ASX), and in any event on the same day as the Tranche 2A Shares are issued.

(iii) The issue price of the Tranche 2B Shares and terms of the issue

The issue price of each Share will be $0.135 per Tranche 2B Share.

The Tranche 2B Share will be issued as fully paid shares in the capital of the Company and on the same terms as the Company's existing shares.

(iv) Intended use of the funds raised from the issue

The allotment and issue of the Tranche 2B Shares will raise up to $310,000.38, which will be used by the Company for the purposes described in section 2.3.

(e) Directors' recommendation

Dr Caroline Popper, being the only Director not participating in the issue of the Tranche 2B Shares, recommends that Shareholders vote in favour of the Resolution.

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3. Glossary

In this Notice of Meeting, unless the context or subject matter otherwise requires:

ASX	means ASX Limited (ABN 98 008 624 691)
ASX Listing Rules	means the official listing rules of the ASX
Board	means the board of Directors of the Company
Chair	means the chairperson of the Meeting
CompanyorLBT	means LBT Innovations Limited (ACN 107 670 673)
Corporations Act	means the_Corporations Act 2001_(Cth) as amended from time to time
Director	means a director of the Company
Explanatory Memorandum	means the explanatory memorandum accompanying the Notice of Meeting
Extraordinary General Meeting or Meeting	means the extraordinary general meeting of the Company to be held at the time and place specified in the Notice of Meeting
Fundraising	means the funds raised under the Placement and the SPP
Notice of Meeting	means this document, comprising the notice of meeting, the Explanatory Memorandum
Placement Shares	means the Tranche 1 Shares, Tranche 2A Shares and Tranche 2B Shares
Relevant Directors	means Robert Andrew Finder, Lusia Halina Guthrie, Catherine Mary Costello and Stephen Paul Mathwin
Resolutions	means the resolutions to be considered by the Shareholders of the Company, as set out in this Notice of Meeting
Shareholder	means a holder of a Share
Shares	means A fully paid ordinary share in the capital of the Company
SPP	means the share purchase plan announced by the Company on 18 June 2014
Tranche 1 Shares	means the 2,952,594 Shares to be issued on 25 June 2014 to various sophisticated and professional investors
Tranche 2A Shares	means the proposed issue of 5,866,669 Shares to various sophisticated and professional investors
Tranche 2B Shares	means the proposed issue of 2,296,299 Shares to the Relevant Directors (or their associates)

Lodge your vote:

LBT Innovations Limited

ACN 107 670 673

T 000001 000 LBT MR SAM SAMPLE FLAT 123 123 SAMPLE STREET THE SAMPLE HILL SAMPLE ESTATE SAMPLEVILLE VIC 3030

By Mail:

Computershare Investor Services Pty Limited GPO Box 2987 Adelaide SA 5001 Australia

Alternatively you can fax your form to (within Australia) 1800 783 447 (outside Australia) +61 3 9473 2555

For Intermediary Online subscribers only (custodians) www.intermediaryonline.com

For all enquiries call:

(within Australia) 1300 729 063 (outside Australia) +61 3 9415 4675

Proxy Form

• For your vote to be effective it must be received by 2:00pm (Adelaide time) Wednesday, 30 July 2014

How to Vote on Items of Business

All your securities will be voted in accordance with your directions.

Appointment of Proxy

Voting 100% of your holding: Direct your proxy how to vote by marking one of the boxes opposite each item of business. If you do not mark a box your proxy may vote as they choose. If you mark more than one box on an item your vote will be invalid on that item.

Voting a portion of your holding: Indicate a portion of your voting rights by inserting the percentage or number of securities you wish to vote in the For, Against or Abstain box or boxes. The sum of the votes cast must not exceed your voting entitlement or 100%.

Appointing a second proxy: You are entitled to appoint up to two proxies to attend the meeting and vote on a poll. If you appoint two proxies you must specify the percentage of votes or number of securities for each proxy, otherwise each proxy may exercise half of the votes. When appointing a second proxy write both names and the percentage of votes or number of securities for each in Step 1 overleaf.

A proxy need not be a securityholder of the Company.

Signing Instructions

Individual: Where the holding is in one name, the securityholder must sign.

Joint Holding: Where the holding is in more than one name, all of the securityholders should sign.

Power of Attorney: If you have not already lodged the Power of Attorney with the registry, please attach a certified photocopy of the Power of Attorney to this form when you return it.

Companies: Where the company has a Sole Director who is also the Sole Company Secretary, this form must be signed by that person. If the company (pursuant to section 204A of the Corporations Act 2001) does not have a Company Secretary, a Sole Director can also sign alone. Otherwise this form must be signed by a Director jointly with either another Director or a Company Secretary. Please sign in the appropriate place to indicate the office held. Delete titles as applicable.

Attending the Meeting

Bring this form to assist registration. If a representative of a corporate securityholder or proxy is to attend the meeting you will need to provide the appropriate “Certificate of Appointment of Corporate Representative” prior to admission. A form of the certificate may be obtained from Computershare or online at www.investorcentre.com under the help tab, "Printable Forms".

Comments & Questions: If you have any comments or questions for the company, please write them on a separate sheet of paper and return with this form.

 Turn over to complete the form



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Review your securityholding

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Your secure access information is:

SRN/HIN: I9999999999

 PLEASE NOTE: For security reasons it is important that you keep your SRN/HIN confidential.

Samples/000001/000001/i

MR SAM SAMPLE FLAT 123 123 SAMPLE STREET THE SAMPLE HILL SAMPLE ESTATE SAMPLEVILLE VIC 3030

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Change of address. If incorrect, mark this box and make the correction in the space to the left. Securityholders sponsored by a broker (reference number commences with ’ X ’) should advise your broker of any changes.

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Proxy Form

Please mark

to indicate your directions

Appoint a Proxy to Vote on Your Behalf

XX

I/We being a member/s of LBT Innovations Limited hereby appoint

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the Chairman of the Meeting

OR

 PLEASE NOTE: Leave this box blank if you have selected the Chairman of the Meeting. Do not insert your own name(s).

or failing the individual or body corporate named, or if no individual or body corporate is named, the Chairman of the Meeting, as my/our proxy to act generally at the meeting on my/our behalf and to vote in accordance with the following directions (or if no directions have been given, and to the extent permitted by law, as the proxy sees fit) at the Extraordinary General Meeting of LBT Innovations Limited to be held at Edwards Marshall Chartered Accountants, Level 3, 153 Flinders Street, Adelaide, South Australia, 5000 on Friday, 1 August 2014 at 2:00pm (Adelaide time) and at any adjournment or postponement of that meeting.

Items of Business

 [PLEASE NOTE: ][If you mark the ] [Abstain][ box for an item, you are directing your proxy not to vote on your] behalf on a show of hands or a poll and your votes will not be counted in computing the required majority.

• 1 Ratification of prior Issue of Tranche 1 Shares to non-related parties

• 2 Approval of proposed Issue of Tranche 2A Shares to non-related parties

• 3 Approval of proposed Issue of Tranche 2B Shares to related party

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The Chairman of the Meeting intends to vote undirected proxies in favour of each item of business.

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SIGN
Signature of Securityholder(s) This section must be completed.
Individual or Securityholder 1 Securityholder 2 Securityholder 3
Sole Director and Sole Company Secretary Director Director/Company Secretary
Contact
Contact Daytime
Name Telephone Date / /
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L B T

Share Purchase Plan Offer

TO RAISE A$1,500,000

_______

CLOSING DATE: 5.00pm (Sydney time) on Thursday, 17 July 2014

This document is important and requires your immediate attention. Carefully read this Offer Booklet in full and consult your stockbroker, solicitor, accountant, licensed financial adviser or other professional adviser if you are in any doubt as to what to do.

This document is not a prospectus. It does not contain all information that an investor would find in a prospectus or which may be required in order to make an informed investment decision regarding, or about the rights attaching to, the New Shares offered by this document. This Offer Booklet does not take into account the individual investment objectives, financial situation or particular needs of each Eligible Shareholder.

If you do not lodge an Application for New Shares by 5.00pm (Sydney time) on Thursday, 17 July 2014 you will not be issued New Shares in LBT Innovations Limited (ASX:LBT).

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LBT INNOVATIONS LIMITED SHARE PURCHASE PLAN

Chairman's Letter

27 June 2014

Dear Shareholder,

SHARE PURCHASE PLAN

On behalf of the Board, I am pleased to invite you to participate in the LBT Innovations Limited (ASX: LBT) Share Purchase Plan.

The Share Purchase Plan is an opportunity for shareholders to apply for up to A$15,000 worth of additional shares in the Company, to raise up to A$1,500,000 before expenses.

The Company reserves the right to scale back applications if the amount applied for exceeds A$1,500,000.

The Share Purchase Plan follows the completion of the first stage of a two staged A$1,500,000 placement to institutional and sophisticated investors, at an issue price of $0.135 per share ( Placement ).

Funds raised from the Share Purchase Plan and the Placement will be used for the further development of existing and new technology and working capital purposes.

Under the Share Purchase Plan, all eligible shareholders will be able to purchase additional shares in the capital of the Company at an issue price of $0.135 per share, being the price at which the Placement was conducted.

Participation in the Share Purchase Plan is optional and is open to all shareholders who were registered holders of ordinary shares in the Company as at 7:00pm (Sydney time) on 13 June 2014 with a registered address in either Australia or New Zealand.

Further details of the Share Purchase Plan are set out in the enclosed Offer Booklet. The Share Purchase Plan offer opens on Monday, 30 June 2014 and closes at 5:00pm (Sydney time) on Thursday, 17 July 2014.

You should consider seeking independent financial and taxation advice before making a decision as to whether or not to participate in the Share Purchase Plan.

I encourage you to carefully read the enclosed Share Purchase Plan documentation.

For all enquiries regarding the Share Purchase Plan, your holding of shares in the Company, change of address or other registry matters, please contact Computershare Investor Services Pty Limited on 1300 729 063 (for callers within Australia) and +61 (03) 9415 4675 (for callers outside Australia).

Yours sincerely

Mr Robert Finder Chairman

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LBT INNOVATIONS LIMITED SHARE PURCHASE PLAN

Important Information

This Offer Booklet is dated 27 June 2014. The information contained in this Offer Booklet is important and should be read in full.

The SPP Offer is only available for acceptance by Eligible Shareholders. This Offer Booklet does not constitute an offer in any place which, or to any person whom, it would not be lawful to make such an offer. Excluded Shareholders (being Shareholders with their registered addresses outside Australia and New Zealand as at the Record Date) will not be provided with this Offer Booklet and will not be able to participate in the SPP.

No person is authorised to give any information or make any representations in connection with the SPP other than as contained in this Offer Booklet. Any information or representation in connection with the SPP not contained in this Offer Booklet is not, and may not be relied on as having been, authorised by the Company (or any of its officers).

This is an Offer Booklet for an offer of continuously quoted securities (as defined in the Corporations Act) of the Company and has been prepared in accordance with ASIC Class Order 09/425 and the Corporations Act. In broad terms, ASIC Class Order 09/425 relates to share purchase plan offers that do not require the provision of a prospectus or other disclosure document. Accordingly, the level of disclosure in this Offer Booklet is significantly less than that required in a prospectus or other disclosure document. Eligible Shareholders should therefore rely upon their own knowledge of the Company, refer to disclosures made by it to the ASX, and refer to their professional advisers before deciding whether to participate in the SPP.

Eligible Shareholders will receive an Application Form with this Offer Booklet.

Definitions of capitalised terms used in this Offer Booklet appear in the Glossary.

Privacy

The Company collects information about each Applicant provided on an Application for the purposes of processing the Application and, if the Application is successful, to administer the Applicant’s security holding in the Company.

By submitting an Application, each Applicant agrees that the Company may use the information provided by that Applicant on that Application for the purposes set out in this privacy disclosure statement and may disclose it for those purposes to the Share Registry, the Company’s related bodies corporate, agents, contractors and third party service providers, including mailing houses and professional advisers, and to the ASX and other regulatory authorities.

If you do not provide the information required on the Application, the Company may not be able to accept or process your Application.

An Applicant has a right to gain access to the information that the Company holds about that person subject to certain exemptions under law. Access requests must be made in writing to the Company’s registered office.

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LBT INNOVATIONS LIMITED SHARE PURCHASE PLAN

Terms of the SPP

On Wednesday, 18 June 2014, the Company announced the completion of the first stage of a two staged A$1,500,000 placement to institutional, sophisticated and professional investors, at an issue price of A$0.135 per share ( Placement ). The first stage of the Placement has been made within the Company's 15% placement capacity whilst the second stage will be made subject to shareholder approval at the extraordinary general meeting proposed for 1 August 2014. At the same time as the announcement of the Placement, the Company also announced the details of a share purchase plan ( SPP ) to allow Eligible Shareholders to apply for up to A$15,000 of New Shares, to raise up to A$1,500,000 of additional capital (before expenses).

The funds raised from the SPP and the Placement will be used for further development of existing and new technology and working capital purposes.

This Offer Booklet explains the terms and conditions of the SPP.

1. Key Dates

The key dates of the SPP are as follows:

Record Date	7:00pm (Sydney time), 13 June 2014
Offer opens	Monday, 30 June 2014
Offer closes	5:00pm (Sydney time), Thursday, 17 July 2014
Allotment date	Thursday, 7 August 2014
Despatch of holding statements	Tuesday 12 August 2014

All dates specified in this Offer Booklet are indicative and may be subject to change.

2. Eligibility to Participate

You are eligible to participate in the SPP ( Eligible Shareholders ) if you were a registered holder of fully paid ordinary shares in the Company as at 7:00pm (Sydney time) on 13 June 2014 ( Record Date ) with a registered address in either Australia or New Zealand.

If you hold Shares on behalf of persons who reside outside Australia or New Zealand or who are “US Persons” (as defined in Regulation S of the Securities Act of 1933 (as amended)) ( US Persons ) or who act for the account or benefit of a US Person, then you are not entitled to participate in the SPP.

Shareholders with registered addresses outside Australia or New Zealand as at the Record Date will also not be eligible to participate in the SPP.

The Company has decided that it is unreasonable to make the SPP Offer to Excluded Shareholders, having regard to the number of Excluded Shareholders, the number and value of New Shares they would be offered, and the costs of complying with the relevant legal and regulatory requirements in those jurisdictions outside Australia and New Zealand.

The SPP Offer is non-renounceable by Eligible Shareholders. This means that you cannot transfer your right to purchase New Shares to any other person.

Participation in the SPP is entirely optional (subject to the eligibility criteria set out above).

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LBT INNOVATIONS LIMITED SHARE PURCHASE PLAN

3. Offer Price

The offer price per New Share is A$0.135, being the same price at which the Placement was conducted.

No brokerage, commission or other participation costs are payable by you in respect of the acquisition of New Shares under the SPP.

Please note that the market price of Shares may rise or fall between the date on which the details of the SPP were announced, the date of this Offer Booklet and the date when the New Shares are allotted to you. This means that the price you pay per New Share may exceed the price of Shares at the time the New Shares are allotted to you. Accordingly, you should seek your own independent financial advice in relation to this Offer Booklet and your participation in the SPP.

4. Participation by Eligible Shareholders

The SPP Offer is being made pursuant to ASIC Class Order 09/425. One of the conditions of that ASIC Class Order is that the SPP Offer must comply with the prescribed subscription limit, which means Eligible Shareholders may only acquire a maximum of A$15,000 worth of Shares under a share purchase plan or similar arrangement in any 12-month period.

The Company has not undertaken any other share purchase plan in the previous 12-month period.

Accordingly, each Eligible Shareholder may participate in the SPP in A$1,000 increments from a minimum of A$1,000 up to a maximum of A$15,000 (subject to scale back).

The following table sets out how the A$15,000 subscription limit will be applied:

If you receive more than one offer under the SPP.	You may only apply for up to a maximum amount of A$15,000 of New Shares.
If you are recorded with one or more other persons as joint holder of Shares.	A joint holding is considered to be a single registered holding for the purpose of the SPP. Joint holders are only entitled to participate in the SPP in respect of that single holding. If the same joint holders receive more than one offer under the SPP due to multiple identical holdings, the joint holders may only apply for one maximum amount of A$15,000 of New Shares.
If you hold Shares as a custodian or nominee for one or more beneficiaries.	“Custodians” as defined in ASIC Class Order 09/425 If you hold Shares as a "custodian" (as defined in ASIC Class Order 09/425), then you may apply for a maximum amount of A$15,000 of New Shares for each participating beneficiary, provided that you complete the Application Form and a Custodian Certificate, and submit them together with the Application Payment to the Share Registry before the Closing Date. Please contact the Share Registry to obtain the form of the Custodian Certificate which you are required to submit.

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LBT INNOVATIONS LIMITED SHARE PURCHASE PLAN

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All other custodians and nominees

If you hold Shares as a trustee or nominee for another person, but are not a “custodian” as defined in ASIC Class Order 09/425, you cannot participate for beneficiaries in the manner described above.

You may only apply for up to a maximum amount of A$15,000 of New Shares, regardless of the number of participating beneficiaries.

The SPP will be capped at A$1,500,000. The Company reserves the right to scale back Applications in any of the following circumstances:

• a) if total demand exceeds A$1,500,000; or

• b) if a Shareholder’s Application Payment exceeds A$15,000; or

• c) if a Shareholder’s Application Payment is less than A$1,000; or

• d) if a Shareholder’s Application Payment is between A$1,000 and A$15,000, but is not a multiple of A$1,000.

If total demand exceeds A$1,500,000, and the Company exercises its discretion to scale back then it will scale back Applications substantially on a pro rata basis, based on the number of New Shares Shareholders have applied for respectively, subject to such adjustments as the Board determines appropriate. Fractional entitlements will be rounded down.

If an Application is scaled back, any difference between the Application Payment and the issue price of the New Shares allotted to you will be refunded by the Company, without interest, following allotment of New Shares.

5. Applying for New Shares

If you wish to apply for New Shares under the SPP, please do one of the following:

a) Payments by Cheque

If you wish to make Application Payment by cheque, please complete the Application Form in accordance with the instructions set out on that form.

All Application Forms must be accompanied by payment in full of the issue price of A$0.135 per New Share applied for.

Payments will only be accepted in Australian currency and as follows:

• Bank cheque drawn on and payable at any Australian bank; or

• Personal cheque drawn on and payable at any Australian bank.

Cheques or bank cheques should be made payable to "LBT Innovations Ltd" and crossed “Not Negotiable”. Applicants must not forward cash. Receipts for Application Payments will not be issued.

If you are a “custodian” as defined in ASIC Class Order 09/425, you must also submit a Custodian Certificate with your Application Form and Application Payment. Please contact the Share Registry to obtain the form of the Custodian Certificate which you are required to submit.

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LBT INNOVATIONS LIMITED SHARE PURCHASE PLAN

b) Payments by BPay

If you wish to make Application Payment by BPay, please make a BPay payment using the personalised reference number shown on your Application Form. If you make payment using BPay you do not need to return your Application Form to the Share Registry.

Your Application Payment must be received by the Share Registry by 5.00pm (Sydney time) on the Closing Date. You should contact your financial institution to confirm that you are able to make a payment utilising BPay.

All Applications must reach the Share Registry by 5.00pm (Sydney time) on Thursday, 17 July 2014 ( Closing Date ). The Company reserves the right to extend the Closing Date.

By making an Application to purchase New Shares under the SPP:

• a) you warrant that you are an Eligible Shareholder;

• b) you acknowledge your Application is irrevocable and unconditional;

• c) you certify and represent in favour of the Company that the total of the application price for New Shares and any other Shares issued to you pursuant to a purchase plan in the preceding 12 months, whether the subject of your Application or the subject of any other application made by you, on your behalf (by a custodian or otherwise) or in conjunction with any other person, does not exceed A$15,000;

• d) you authorise the Company and the Share Registry (and their officers, employees or agents) to correct any error or omission in your Application Form and to complete the Application Form by the insertion of any missing details;

• e) you accept the risk associated with any refund of your Application Payment that may be paid to you by direct credit or cheque to your address shown on the Company’s members register; and

• f) you irrevocably and unconditionally agree to be bound by the Terms of the SPP and the Company’s constitution.

(Please note that the Company has not undertaken any other share purchase plan in the previous 12-month period.)

The Company reserves the right to reject any Application which it believes does not comply with the Terms of the SPP.

6. Allotment of New Shares

New Shares are expected to be allotted on Thursday, 7 August 2014 and the Company will apply for those New Shares to be listed for quotation on ASX.

The Company expects to dispatch a holding statement or confirmation advice in respect of the New Shares allotted to you under the SPP on Tuesday 12 August 2014.

All New Shares issued under the SPP will rank equally with existing Shares from the date of issue, and therefore will carry the same voting rights, dividend rights and other entitlements as existing Shares

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LBT INNOVATIONS LIMITED SHARE PURCHASE PLAN

7. Disputes

The Board may settle, in any manner it thinks fit, any disputes or anomalies which may arise in connection with or by reason of the operation of the SPP, whether generally or in relation to any Shareholder, Applicant or Application. The decision of the Board will be conclusive and binding on all persons to whom the determination relates. The Company reserves the right to waive strict compliance with or vary any provision of the Terms of the SPP, or to vary, suspend or terminate the SPP at any time without notice.

8. Governing Law

This offer is governed by the law in force in South Australia, Australia. By accepting the SPP Offer, you submit to the non-exclusive jurisdiction of the courts of South Australia, Australia.

9. Enquiries

For all enquiries regarding the SPP, your holding of Shares, change of address or other registry matters, please contact Computershare Investor Services Pty Limited on 1300 729 063 (for callers within Australia) and +61 (3) 9415 4675 (for callers outside Australia).

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LBT INNOVATIONS LIMITED SHARE PURCHASE PLAN

Glossary

A capitalised term used in this Offer Booklet has the meaning specified below:

A$	Australian dollars.
Applicant	An Eligible Shareholder who returns an Application.
Application	An application for New Shares under the SPP.
Application Form	The application form attached to this Offer Booklet.
Application Payment	The paymentof the issue price under the SPP (ie, A$0.135 per New Share)submitted by an Applicant for the purposes of making an Application.
ASX	ASX Limited(ABN 98 008 624 691).
ASX Listing Rules	The official ListingRules of the ASX.
Board	The board of Directors.
Closing Date	5:00pm(Sydneytime)on Thursday, 17 July2014(unless varied).
Company	LBT Innovations Limited(ABN 95 107 670 673).
Corporations Act	Corporations Act 2001(Cth) as amended from time to time.
Custodian Certificate	A certificate required to be submitted by a custodian together with an Application in accordance with this Offer Letter.
Directors	The directors of the Company.
Eligible Shareholder	A Shareholder who is eligible to participate in the SPP as specified in this Offer Booklet.
Excluded Shareholders	Shareholders other than Eligible Shareholders.
New Shares	The Shares offered under the SPP Offer.
Offer Booklet	This offer booklet under which the SPP Offer is beingmade.
Record Date	7:00pm(Sydneytime)on13 June 2014
Share Registry	Computershare Investor Services PtyLimited(ABN 48 078 279 277).
Shareholder	A holder of Shares.
Shares	Ordinaryshares in the capital of the Company.
SPP	The share purchase plan being conducted by the Company as described in this Offer Booklet.
SPP Offer	The offer of New Sharespursuant to the SPP.
Terms of the SPP	The terms and conditions set out in this Offer Booklet, including any modifications made bythe Company.

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LBT INNOVATIONS LIMITED SHARE PURCHASE PLAN

Corporate Directory

Directors

Mr Robert Finder (Non-Executive Chairman) Ms Lusia Guthrie (Managing Director, CEO) Ms Catherine Costello (Non-Executive, Director) Mr Stephen Mathwin (Non-Executive, Director) Dr Caroline Popper (Non-Executive, Director)

Company Secretary

Mr Jamie Dreckow

Registered Office

Ground Floor, 300 Flinders Street Adelaide SA 5000 Australia

Lead Manager

Bell Potter Securities Ltd Level 38, Aurora Place 88 Phillip Street Sydney NSW 2000 Australia

Legal Advisers

Thomson Geer Level 7, 19 Gouger Street Adelaide SA 5000 Australia

Share Registry

Computershare Investor Services Pty Limited Level 5, 115 Grenfell Street Adelaide SA 5000 Australia

THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK

For all enquiries:

LBT Innovations Limited

ACN 107 670 673

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Phone:

(within Australia) 1300 729 063 (outside Australia) 61 3 9415 4675

Web:

www.investorcentre.com/contact

T 000001 000 LBT MR SAM SAMPLE 123 SAMPLE STREET SAMPLETOWN VIC 3000

Make your payment:

See over for details of the Offer and how to make your payment

Share Purchase Plan Application Form

 [Your payment must be received by 5:00pm (Sydney time) Thursday, 17 July 2014]

This is an important document that requires your immediate attention.

It can only be used in relation to the shareholding represented by the details printed overleaf. If you are in doubt about how to deal with this form, please contact your financial or other professional adviser.

By making payment you agree to be bound by the Constitution of LBT Innovations Limited and that the submission of this payment constitutes an irrevocable offer by you to subscribe for LBT Innovations Limited shares on the terms of the Share Purchase Plan (SPP).

In addition, by submitting the slip below you certify that the aggregate of the application price paid by you for:

LBT Innovations Limited may make determinations in any manner it thinks fit, in relation to any difficulties which may arise in connection with the SPP whether generally or in relation to any participant or application.

Any determinations by LBT Innovations Limited will be conclusive and binding on all eligible shareholders and other persons to whom the determination relates. LBT Innovations Limited reserves the right to waive strict compliance with any provision of the terms and conditions of the SPP, to amend or vary those terms and conditions or to suspend or terminate the SPP at any time. Any such amendment, suspension or termination will be binding on all eligible shareholders even where LBT Innovations Limited does not notify you of that event.

• the shares the subject of the slip below; and

• any other shares and interests in the class applied for by you under the SPP or any similar arrangement in the 12 months prior to the date of submission of the slip below does not exceed A$15,000.

Step 1: Registration Name

Please check the details provided and update your address via www.investorcentre.com if any of the details are incorrect.

If you have a CHESS sponsored holding, please contact your Controlling Participant to notify a change of address.

Step 2: Make Your Payment

Note that shares may be purchased in increments of $1,000 subject to purchase of the minimum value and not exceeding the maximum value. Note that the amount chosen may be subject to scale back in accordance with the terms of the SPP.

Choose one of the payment methods shown below. BPAY ®: See overleaf. Do not return the slip with BPAY payment.

By Mail: Complete the reverse side of this payment slip and detach and return with your payment. Make your cheque or bank draft payable in Australian dollars to "LBT Innovations Ltd". The cheque must be drawn from an Australian bank. Cash is not accepted.

Payment will be processed on the day of receipt and as such, sufficient cleared funds must be held in your account as cheques received may not be re-presented and may result in your Application being rejected. Paperclip (do not staple) your cheque(s) to the slip below as indicated. Receipts will not be forwarded. Funds cannot be debited directly from your account.

Entering your contact details is not compulsory, but will assist us if we need to contact you.

LBT Innovations Limited Share Purchase Plan Application Form Payment must be received by 5:00pm (Sydney time) Thursday, 17 July 2014

® Registered to BPAY Pty Limited ABN 69 079 137 518

Turn over for details of the Offer è

916CR_0_Sample_CA/000001/000001/i

X 9999999991

I ND

X X

Share Purchase Plan Application Form

Registration Name & Offer Details

MR SAM SAMPLE Registration Name: 123 SAMPLE STREET SAMPLETOWN VIC 3000

[For your security keep your SRN/] HIN confidential.

Entitlement No: 12345678

Offer Details:

Record date:

Minimum value available to purchase:

Maximum value available to purchase: Price per new share:

13 June 2014

$1,000

$15,000 $0.135

Make Your Payment

Pay by Mail:

Biller Code: 235218 Ref No: 1234 5678 9123 4567 89 

Make your cheque, money order or bank draft payable to "LBT Innovations Ltd". Return your cheque with the below slip to:

Contact your financial institution to make your payment from your cheque or savings account.

Computershare Investor Services Pty Limited GPO BOX 2987 Adelaide South Australia 5001 Australia

Lodgement of Acceptance

If you are applying for shares and your payment is being made by BPAY[®] , you do not need to return the slip below. Your payment must be received by no later than 5:00pm (Sydney time) Thursday, 17 July 2014. Applicants should be aware that their own financial institution may implement earlier cut off times with regards to electronic payment, and should therefore take this into consideration when making payment. Neither Computershare Investor Services Pty Limited (CIS) nor LBT Innovations Limited accepts any responsibility for loss incurred through incorrectly completed BPAY[®] payments. It is the responsibility of the applicant to ensure that funds submitted through BPAY[®] are received by this time.

If you are paying by cheque, bank draft or money order the slip below must be received by CIS by no later than 5:00pm (Sydney time) Thursday, 17 July 2014. You should allow sufficient time for this to occur. A reply paid envelope is enclosed for shareholders in Australia. Other Eligible Shareholders will need to affix the appropriate postage. Return the slip below with cheque attached. Neither CIS nor the Company accepts any responsibility if you lodge the slip below at any other address or by any other means.

Privacy Notice

The personal information you provide on this form is collected by Computershare Investor Services Pty Limited (CIS), as registrar for the securities issuers (the issuer), for the purpose of maintaining registers of securityholders, facilitating distribution payments and other corporate actions and communications. In addition, the issuer may authorise us on their behalf to send you marketing material or include such material in a corporate communication. You may elect not to receive marketing material by contacting CIS using the details provided above or emailing privacy@computershare.com.au. We may be required to collect your personal information under the Corporations Act 2001 (Cth) and ASX Settlement Operating Rules. We may disclose your personal information to our related bodies corporate and to other individuals or companies who assist us in supplying our services or who perform functions on our behalf, to the issuer for whom we maintain securities registers or to third parties upon direction by the issuer where related to the issuer’s administration of your securityholding, or as otherwise required or authorised by law. Some of these recipients may be located outside Australia, including in the following countries: Canada, India, New Zealand, the Philippines, the United Kingdom and the United States of America. For further details, including how to access and correct your personal information, and information on our privacy complaints handling procedure, please contact our Privacy Officer at privacy@computershare.com.au or see our Privacy Policy at http://www.computershare.com/au.

Detach here

Purchase Details for LBT Innovations Limited

Amount between $1,000 and $15,000 in $1,000 increments

A$ .

12345678

Entitlement No: 12345678

You may apply for securities in $1,000 increments from a minimum of $1,000 up to a maximum of $15,000.

Payment must be received by 5:00pm (Sydney time) Thursday, 17 July 2014

MR SAM SAMPLE 123 SAMPLE STREET SAMPLETOWN VIC 3000

Contact Details

Contact Daytime Name Telephone

Cheque Details Drawer Cheque Number BSB Number Account Number

Amount of Cheque

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