COMMS GROUP LTD — Major Shareholding Notification 2019

Mar 12, 2019

Form 603 Corporations Act 2001
Section 671B

Notice of initial substantial holder

To Company Name/Scheme	CommsChoice Group Limited ("CommsChoice")
ACN/ARSN	619 196 539
1. Details of substantial holder (1)
Name	Web Profits Pty Ltd
ACN/ARSN (if applicable)	118 897 886
on or about 8 March 2019 The holder became a substantial holder on

2. Details of 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 on the date the substantial holder

Class of securities (4)	Number of securities	Person's votes (5)	Voting power (6)
Fully paid ordinary shares in CommsChoice	6.748,080	6,748.080	5.63% (based on 119,781,042 ordinary shares)

3. Details of relevant interests

The nature of the relevant interest the substantial holder or an associate had in the following voting securities on the date the substantial holder became a substantial holder are as follows:

Holder of relevant interest	Nature of relevant interest (7)	Class and number of securities
Web Profits Pty Ltd <webprofits Unit A/C</webprofits	Relevant interest in ordinary shares as the registered holder of ordinary shares pursuant to section 608(1) of the Corporations Act.	6,748,080 ordinary shares

4. Details of present registered holders

The persons registered as holders of the securities referred to in Item 3 above are as follows:

</webprofits<>

Holder of relevant	Registered holder of	Person entitled to be	Class and number
interest	securities	registered as holder (8)	of securities
Web Profits Pty Ltd < Webprofits	Web Profits Pty Ltd < Webprofits	Web Profits Pty Ltd <webprofits< td="">	6,748,080 ordinary	6,748,080 ordinary
Unit A/C>	Unit A/C>	Unit A/C>	shares

5. Consideration

The consideration paid for each relevant interest referred to in Item 3 above, and acquired in the four months prior to the day that the substantial holder became a substantial holder is as follows:

Holder of relevant	Date of	Consideration (9)	Class and number
interest	acquisition		of securities
Web Profits Pty Ltd	08/03/2019	Purchase price payable under the Acquisition Agreement following release of the Claims Retention Amounts as per the Company's ASX announcement dated 8 March 2019.	1.346.761

6. Associates

The reasons the persons named in Item 3 above are associates of the substantial holder are as follows:

Name and ACN/ARSN (if applicable)	Nature of association
-----------	.
Not applicable	Not applicable ----------------- ----------

7. Addresses

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

Name	Address
	Neb Profits Pty Ltd <webprofits 2567<="" 29="" 4,="" a="" c="" chippendale="" myrtle="" nsw="" street,="" suite="" td="" unit="">

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Signature

• If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager a trustee of an equity trust), the names could be included in an annex $(1)$ 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 men is clearly set out in paragraph 7 of the form.
• See the definition of "associate" in section 9 of the Corporations Act 2001. $(2)$
• $(3)$ 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 total number of votes attached to all the voting shares in the company or voting interests in the scheme (if any) that the person or an associate has a relevant interest in.
• $(6)$ The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.
• $(7)$ Include details of:
• $(a)$ any relevant agreement or other circumstances by which the relevant interest was acquired. 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
• 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 · $(b)$ 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.

• $(8)$ 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."
• $(9)$ Details of the consideration must include any and all benefits, moneys and other, that any person from whom a relevant interest was acquired has, 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 contingency. Details must be included of any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if the are not paid directly to the person from whom the relevant interest was acquired.