COMMS GROUP LTD — Major Shareholding Notification 2022

May 9, 2022

Form 603

Corporations Act 2001 Section 671B Notice of initial substantial shareholder

		COMMS GROUP LIMITED	COMMS GROUP LIMITED
To Company Name/Scheme
		619 196 539
ACN/ARSN
1. Details of substantial
shareholder(1)
		PETER MCGRATH
Name
		N/A
ACN/ARSN (if applicable)
The holder	became a substantial
holder on 09-05-2022
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 became a substantial
holder are as follows:
	Class of securities	Number of securities	Person's votes (5)	Voting power (6)
	(4)

Class of securities	Number of securities	Person's votes (5)	Voting power (6)
(4)
ORD	18,456,067	18,456,067	5.1%

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
Japem Pty Ltd <McGrath	DIRECTOR OF ENTITY	5,047,200 ordinary shares
Investment A/C>	HOLDING SHARES
Mr Peter McGrath & Mrs	TRUSTEE AND	13,408,867 ordinary shares
Janice McGrath <McGrath	BENEFICIARY OF SUPER
Super Fund A/C>	FUND HOLDING SHARES

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4. Details of present registered holders

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

Holder of relevant	Registered holder	Person entitled to be	Class and number of
interest	of securities	registered as holder (8)	securities
Japem Pty Ltd	Japem Pty Ltd	Peter McGrath	5,047,200 ordinary
<McGrath	<McGrath		shares
Investment A/C>	Investment A/C>
Mr Peter McGrath &	Mr Peter McGrath	Peter McGrath	13,408,867 ordinary
Mrs Janice McGrath	& Mrs Janice		shares
<McGrath Super	McGrath
Fund A/C>	<McGrath Super
	Fund A/C>

5. Consideration

The consideration paid for each relevant interest referred to in paragraph 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 acquisition	Consideration (9)	Consideration (9)	Class and number of
interest				securities
		Cash	Non-cash
Japem Pty Ltd	9/5/2022	$226,701		2,547,200 ordinary shares
<McGrath				acquired
Investment A/C>
Mr Peter McGrath &	9/5/2022	$167,681		1,884,054 ordinary shares
Mrs Janice McGrath				acquired
<McGrath Super
Fund A/C>

6. Associates

The reason the persons named in paragraph 3 above are associates of the substantial holder are as follows:

Name ofACN/ARSN(if applicable)	Nature of association
Japem Pty Ltd<McGrathInvestment A/C>	Director of entity holding shares
Mr Peter McGrath& Mrs JaniceMcGrath <McGrathSuper Fund A/C>	Trustee and Beneficiary of super fund

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7. Addresses

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

Name	Address
Japem Pty Ltd <McGrath	PO Box 479 Hawthorn Business Centre Hawthorn VIC 3122
Investment A/C>
Mr Peter McGrath & Mrs	PO Box 479 Hawthorn Business Centre Hawthorn VIC 3122
Janice McGrath <McGrath
Super Fund A/C>

Signature

Print Name PETER MCGRATH_____________________________________________________

Sign here

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DIRECTIONS

• (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 name group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 7 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 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

  • (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 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.

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• (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, 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 of 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.

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