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CLUEY LTD Major Shareholding Notification 2024

Aug 21, 2024

64660_rns_2024-08-21_c1ef2047-b919-4893-88e6-b7e319212802.pdf

Major Shareholding Notification

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Form 604 Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme

Cluey Ltd

ACN/ARSN 644 675 909

1. Details of substantial holder (1)

Name Mark Rohald ACN/ARSN (if applicable)

There was a change in the interests of the substantial holder on 21/08/2024 The previous notice was given to the company on 31/01/2024 The previous notice was dated 31/01/2024

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:

Fully Paid
Ordinary
Shares
Class of securities (4) Previous notice Previous notice Present notice Present notice
Person’s votes Votingpower(5) Person’s votes Votingpower(5)
19,808,967 19,808,967
9.86% 53,142,300 15.06%

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
21/08/2024 Mistdean Pty Ltd Rights issue $1,000,000 33,333,334
ordinaryshares
33,333,334

4. Present relevant interests

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
Person’s votes
Mark Rohald Mark Rohald Mark Rohald Mark Rohald has a relevant
interest under section 608
of the Act as he is the
registered holder of those
shares
49,960 ordinary
shares
49,960
Mark Rohald Mistdean Pty Ltd Mistdean Pty Ltd Mark Rohald has a relevant
interest under section 608
of the Act as he controls
Mistdean Pty Ltd
45,194,345 ordinary
shares
45,194,346
Mark Rohald Rohald Pty Ltd Rohald Pty Ltd Mark Rohald has a relevant
interest under section 608
of the Act as he controls
Rohald Pty Ltd
1,937,688 ordinary
shares
1,937,688
Mark Rohald Benjano One Pty Ltd Benjano One Pty Ltd Mark Rohald has a relevant
interest under section 608
of the Act as he controls
Benjano One Pty Ltd
5,960,307 ordinary
shares
5,960,307

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) Nature of association

6. Addresses

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

Name Address
Mark Rohald Level 14, 101 Grafton Street, Bondi Junction, NSW 2022
Mistdean PtyLtd Level 14, 101 Grafton Street, Bondi Junction, NSW 2022
Rohald PtyLtd Level 14, 101 Grafton Street, Bondi Junction, NSW 2022
Benjano One PtyLtd Level 14, 101 Grafton Street, Bondi Junction, NSW 2022

Signature

print name Mark Rohald
capacity
Director
sign here
date
22/08/2024
DIRECTIONS
er of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager and
trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar,
d to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members
paragraph 6 of the form.
f "associate" in section 9 of the Corporations Act 2001.
f "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.
of a company constitute one class unless divided into separate classes.
divided by the total votes in the body corporate or scheme multiplied by 100.
  • (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, 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 on 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.