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CODEIFAI LIMITED Share Issue/Capital Change 2025

Jul 3, 2025

64630_rns_2025-07-03_36f0f409-00e2-480e-9b72-c0c65cb63db5.pdf

Share Issue/Capital Change

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Appendix 2A - Application for quotation of securities

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Announcement Summary

Entity name CODEIFAI LIMITED

Announcement Type

New announcement

Date of this announcement Friday July 04, 2025

The +securities to be quoted are: Other

Please refer to the response to Q2.3d for further information about the type of securities to be quoted and the circumstances of the issue.

Shares issued as approved by shareholders under Resolutions 6 and 7, as voted on at the Company's Annual General Meeting held on 8 May 2025.

Total number of +securities to be quoted

ASX +security Number of +securities to
code Security description be quoted Issue date
CDE ORDINARY FULLY PAID 19,634,032 02/07/2025

Refer to next page for full details of the announcement

Appendix 2A - Application for quotation of securities

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Appendix 2A - Application for quotation of securities

Part 1 - Entity and announcement details

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1.1 Name of entity

CODEIFAI LIMITED

We (the entity named above) apply for +quotation of the following +securities and agree to the matters set out in Appendix 2A of the ASX Listing Rules.

1.2 Registered number type

ABN

Registration number

68108649421

1.3 ASX issuer code

CDE

1.4 The announcement is

New announcement

1.5 Date of this announcement

4/7/2025

Appendix 2A - Application for quotation of securities

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Appendix 2A - Application for quotation of securities

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Part 2 - Type of Issue

2.1 The +securities to be quoted are:

Other

Please refer to the response to Q2.3d for further information about the type of securities to be quoted and the circumstances of the issue.

2.2 The +class of +securities to be quoted is:

Additional +securities in a class that is already quoted on ASX ("existing class")

2.3c Have these +securities been offered under a +disclosure document or +PDS? No

2.3d Please provide any further information needed to understand the circumstances in which you are applying to have these +securities quoted on ASX, including why the issue of the +securities has not been previously announced to the market in an Appendix 3B

Shares issued as approved by shareholders under Resolutions 6 and 7, as voted on at the Company's Annual General Meeting held on 8 May 2025.

2.4 Any on-sale of the +securities to be quoted within 12 months of their date of issue will comply with the secondary sale provisions in sections 707(3) and 1012C(6) of the Corporations Act by virtue of:

Not applicable - the entity has arrangements in place with the holder that ensure the securities cannot be on-sold within 12 months in a manner that would breach section 707(3) or 1012C(6)

Appendix 2A - Application for quotation of securities

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Appendix 2A - Application for quotation of securities

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Part 3B - number and type of +securities to be quoted (existing class) where issue has not previously been notified to ASX in an Appendix 3B

Additional +securities to be quoted in an existing class

ASX +security code and description CDE : ORDINARY FULLY PAID

Issue date

2/7/2025

Will the +securities to be quoted rank equally in all respects from their issue date with the existing issued +securities in that class? Yes

Issue details

Number of +securities to be quoted

19,634,032

Are the +securities being issued for a cash consideration?

No

Please describe the consideration being provided for the +securities

The Securities will be issued for nil cash consideration, as they are being issued as consideration for services provided to the Company.

Please provide an estimate (in AUD) of the value of the consideration being provided per +security for the +securities to be quoted

0.00494477

Any other information the entity wishes to provide about the +securities to be quoted

The number of shares issued under resolution 7 was calculated by dividing $60,000, by the Deemed Share Issue Price and are subject to a voluntary holding lock until the Company is able to release a cleansing statement.

The purpose(s) for which the entity is issuing the securities

To pay for services rendered

Please provide additional details

The Company entered into an agreement for corporate services to be provided. This component was agreed to be issued in shares rather than cash at the time of signing in order to ensure the Company would preserve its cash balance.

Appendix 2A - Application for quotation of securities

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Appendix 2A - Application for quotation of securities

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Part 4 - Issued capital following quotation

Following the quotation of the +securities the subject of this application, the issued capital of the entity will comprise:

The figures in parts 4.1 and 4.2 below are automatically generated and may not reflect the entity's current issued capital if other Appendix 2A, Appendix 3G or Appendix 3H forms are currently with ASX for processing.

4.1 Quoted +securities (total number of each +class of +securities quoted on ASX following the +quotation of the +securities subject of this application)


+securities subject of this application)
Total number of
ASX +security code and description +securities on issue
CDE : ORDINARY FULLY PAID 462,572,480
4.2 Unquoted +securities (total number of each +class of +securities issued but not quoted on ASX)
Total number of
ASX +security code and description +securities on issue
CDEAD : OPTION EXPIRING VARIOUS DATES EX VARIOUS PRICES 50,256,000
CDEAA : OPTION EXPIRING 06-JUN-2028 EX NIL 75,000,000
CDEAJ : CONVERTIBLE NOTES 245,000
CDEAI : OPTION EXPIRING 16-JAN-2026 EX $0.05 20,000,000
CDEAH : PERFORMANCE RIGHTS 1,870,533

4.2 Unquoted +securities (total number of each +class of +securities issued but not quoted on ASX)

Appendix 2A - Application for quotation of securities

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Appendix 2A - Application for quotation of securities

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Part 5 - Other Listing Rule requirements

5.1 Are the +securities being issued under an exception in Listing Rule 7.2 and therefore the issue does not need any security holder approval under Listing Rule 7.1? No

5.2 Has the entity obtained, or is it obtaining, +security holder approval for the issue under listing rule 7.1? Yes

5.2a Date of meeting or proposed meeting to approve the issue under listing rule 7.1

8/5/2025

Appendix 2A - Application for quotation of securities

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