COMPLII FINTECH SOLUTIONS LTD — AGM Information 2017

Oct 29, 2017

INTIGER GROUP LIMITED ACN 098 238 585

NOTICE OF ANNUAL GENERAL MEETING

Notice is given that the Meeting will be held at:

TIME : 9:00am (WST) DATE : 29 November 2017 PLACE : Ground floor, Parmelia House, 191 St Georges Terrace, Perth WA 6000

The business of the Meeting affects your shareholding and your vote is important.

This Notice of Meeting should be read in its entirety. If Shareholders are in doubt as to how they should vote, they should seek advice from their professional advisers prior to voting.

The Directors have determined pursuant to Regulation 7.11.37 of the Corporations Regulations 2001 (Cth) that the persons eligible to vote at the Meeting are those who are registered Shareholders at 9:00am (WST) on 27 November 2017.

IMPORTANT INFORMATIO N

Time and place of Meeting

Notice is given that the Meeting will be held at 9:00 AM (WST) on 29 November 2017 at: Ground floor, Parmelia House, 191 St Georges Terrace, Perth WA 6000

Your vote is important

The business of the Meeting affects your shareholding and your vote is important.

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 Meeting are those who are registered Shareholders at 9:00 AM (WST) on 27 November 2017.

Voting in person

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

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 accordance with section 249L of the Corporations Act , Shareholders are advised that:

• each Shareholder has a right to appoint a proxy;

• the proxy need not be a Shareholder of the Company; and

• a Shareholder who is entitled to cast 2 or more votes may appoint 2 proxies and may specify the proportion or number of votes each proxy is appointed to exercise. If the member appoints 2 proxies and the appointment does not specify the proportion or number of the member’s votes, then in accordance with section 249X(3) of the Corporations Act, each proxy may exercise one-half of the votes.

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Sections 250BB and 250BC of the Corporations Act apply to voting at the Meeting by proxy. Broadly, the sections mean that:

• 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 on these changes are set out below.

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 :

• 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

• 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

• if the proxy is the Chair , the proxy must vote on a poll, and must vote that way (i.e. as directed); and

• 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).

Transfer of non-Chair proxy to Chair in certain circumstances

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

• an appointment of a proxy specifies the way the proxy is to vote on a particular resolution at the Meeting; and

• the appointed proxy is not the Chair; and

• at the Meeting, a poll is duly demanded on the resolution; and

• either of the following applies:

• ➢ the proxy is not recorded as attending the Meeting; or

• ➢ the proxy does not vote on the resolution,

the Chair 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.

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BUSINESS OF THE MEETING

AGENDA

1. FINANCIAL STATEMENTS AND REPORTS

To receive and consider the annual financial report of the Company for the financial year ended 30 June 2017 together with the declaration of the directors, the director’s report, the Remuneration Report and the auditor’s report.

2. RESOLUTION 1 – ADOPTION OF REMUNERATION REPORT

To consider and, if thought fit, to pass, with or without amendment, the following resolution as a non-binding resolution :

“That, for the purposes of section 250R(2) of the Corporations Act and for all other purposes, approval is given for the adoption of the Remuneration Report as contained in the Company’s annual financial report for the financial year ended 30 June 2017.”

Note: the vote on this Resolution is advisory only and does not bind the Directors or the Company.

Voting Prohibition Statement:

A vote on this Resolution must not be cast (in any capacity) by or on behalf of either of the following persons:

(a) a member of the Key Management Personnel, details of whose remuneration are included in the Remuneration Report; or

(b) a Closely Related Party of such a member. However, a person (the voter ) described above may cast a vote on this Resolution as a proxy if the vote is not cast on behalf of a person described above and either:

(a) the voter is appointed as a proxy by writing that specifies the way the proxy is to vote on this Resolution; or

• (b) the voter is the Chair and the appointment of the Chair as proxy:

(i) does not specify the way the proxy is to vote on this Resolution; and (ii) expressly authorises the Chair to exercise the proxy even though this Resolution is connected directly or indirectly with the remuneration of a member of the Key Management Personnel.

3. RESOLUTION 2 – RE-ELECTION OF DIRECTOR – MR PATRICK CANION

To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution :

“That, for the purpose of clause 13.2 of the Constitution, ASX Listing Rule 14.5 and for all other purposes, Mr Patrick Canion, a Director, retires by rotation, and being eligible, is re-elected as a Director.”

4. RESOLUTION 3 – ELECTION OF DIRECTOR – MR TONY CHONG

To consider and, if thought fit, to pass, with or without amendment, the following resolution as an ordinary resolution :

“That, for the purpose of clause 13.4 of the Constitution, ASX Listing Rule 14.4 and for all other purposes, Mr Tony Chong, a Director who was appointed casually on 7 August 2017, retires, and being eligible, is elected as a Director.”

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5. RESOLUTION 4 – APPROVAL OF 10% PLACEMENT CAPACITY

To consider and, if thought fit, to pass the following resolution as a special resolution :

“That, for the purposes of ASX Listing Rule 7.1A and for all other purposes, approval is given for the Company to issue up to that number of Equity Securities equal to 10% of the issued capital of the Company at the time of issue, calculated in accordance with the formula prescribed in ASX Listing Rule 7.1A.2 and otherwise on the terms and conditions set out in the Explanatory Statement.”

Voting Exclusion : The Company will disregard any votes cast on this Resolution by any person who may participate in the issue of Equity Securities under this Resolution and a person who might obtain a benefit, except a benefit solely in the capacity of a holder of ordinary securities, if the Resolution is passed and any associates of those persons. However, the Company will not disregard a vote if it is cast by a person as a proxy for a person who is entitled to vote, in accordance with the directions on the Proxy Form, or, 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.

Dated: 31 October 2017

By order of the Board

Sonu Cheema Company Secretary

Should you wish to discuss the matters in this Notice of Meeting please do not hesitate to contact the Company Secretary on +61 8 6489 1600.

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EXPLANATORY STATEMEN T

This Explanatory Statement has been prepared to provide information which the Directors believe to be material to Shareholders in deciding whether or not to pass the Resolutions.

1. FINANCIAL STATEMENTS AND REPORTS

In accordance with the Constitution, the business of the Meeting will include receipt and consideration of the annual financial report of the Company for the financial year ended 30 June 2017 together with the declaration of the directors, the directors’ report, the Remuneration Report and the auditor’s report.

The Company will not provide a hard copy of the Company’s annual financial report to Shareholders unless specifically requested to do so. The Company’s annual financial report is available on its website at www.intigergrouplimited.com.au.

2. RESOLUTION 1 – ADOPTION OF REMUNERATION REPORT

2.1 General

The Corporations Act requires that at a listed company’s annual general meeting, a resolution that the remuneration report be adopted must be put to the shareholders. However, such a resolution is advisory only and does not bind the company or the directors of the company.

The remuneration report sets out the company’s remuneration arrangements for the directors and senior management of the company. The remuneration report is part of the directors’ report contained in the annual financial report of the company for a financial year.

The chair of the meeting must allow a reasonable opportunity for its shareholders to ask questions about or make comments on the remuneration report at the annual general meeting.

2.2

Voting consequences

A company is required to put to its shareholders a resolution proposing the calling of another meeting of shareholders to consider the appointment of directors of the company ( Spill Resolution ) if, at consecutive annual general meetings, at least 25% of the votes cast on a remuneration report resolution are voted against adoption of the remuneration report and at the first of those annual general meetings a Spill Resolution was not put to a vote. If required, the Spill Resolution must be put to a vote at the second of those annual general meetings.

If more than 50% of votes cast are in favour of the Spill Resolution, the company must convene a shareholder meeting ( Spill Meeting ) within 90 days of the second annual general meeting.

All of the directors of the company who were in office when the directors' report (as included in the company’s annual financial report for the most recent financial year) was approved, other than the managing director of the company, will cease to hold office immediately before the end of the Spill Meeting but may stand for re-election at the Spill Meeting.

Following the Spill Meeting those persons whose election or re-election as directors of the company is approved will be the directors of the company.

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2.3 Previous voting results

At the Company’s previous annual general meeting the votes cast against the remuneration report considered at that annual general meeting were less than 25%. Accordingly, the Spill Resolution is not relevant for this Annual General Meeting.

3. RESOLUTION 2 – RE-ELECTION OF DIRECTOR – MR PATRICK CANION

3.1 General

Section 13.2 of the Constitution sets out the requirements for determining which Directors are to retire by rotation at an annual general meeting.

Mr Patrick Canion, who has served as a director since 17 August 2016 and was last re-elected on 10 June 2016, retires by rotation and seeks re-election.

3.2 Qualifications and other material directorships

Patrick has over 30 years’ experience in financial services and is nationally recognised in the media and financial services industries for his leadership and innovation in financial planning. He is a Certified Financial Planner and holds a Masters of Applied Finance and Investment. He is also a Fellow of the Financial Services Institute of Western Australia and a Graduate member of the Australian Institute of Company Directors.

Patrick is a member of the Financial Planning Association and was recently presented with their Distinguished Service Award. Patrick is also a former director of the Financial Planning Association Ltd and past-President of the Western Australian Club Inc. Currently his directorships include being a director/trustee of the Future 2 Foundation Ltd and director of Pajoda Investments Pty Ltd trading as ipac Western Australia.

Mr Canion has not served as a director of any public companies during the last three years.

3.3 Independence

If elected, the board considers Mr Canion to be an independent director.

3.4 Board recommendation

The Board supports the re-election of Mr Canion and recommends that Shareholders vote in favour of Resolution 2.

4. RESOLUTION 3 – ELECTION OF DIRECTOR – MR TONY CHONG

4.1 General

The Constitution allows the Directors to appoint at any time a person to be a Director either to fill a casual vacancy or as an addition to the existing Directors, but only where the total number of Directors does not at any time exceed the maximum number specified by the Constitution.

Pursuant to the Constitution and ASX Listing Rule 14.4, any Director so appointed holds office only until the next following annual general meeting and is then eligible for election by Shareholders but shall not be taken into account in determining the Directors who are to retire by rotation (if any) at that meeting.

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Mr Tony Chong, having been appointed by the other Directors on 7 August 2017 in accordance with the Constitution, will retire in accordance with the Constitution and ASX Listing Rule 14.4 and being eligible, seeks election from Shareholders.

4.2 Qualifications and other material directorships

Mr Chong is the lead partner of Lavan's Corporate Services Group. In addition to being a lawyer with specialist knowledge in corporate law and in tax, he brings his extensive knowledge in governance and commercial experience to the Board, having been a board member and chair of ASX listed, private and nonprofit companies.

Mr Chong is also a chartered tax adviser and a fellow of the CPA. He has strong interest in the technology sector and has extensive experience working and advising on businesses in Asia.

During the last three years, Mr Chong has also served as a director of TV2U International Limited.

4.3 Independence

If elected, the Board considers Mr Chong to be an independent director.

4.4 Board recommendation

The Board supports the election of Mr Chong and recommends that Shareholders vote in favour of Resolution 3.

5. RESOLUTION 4 – APPROVAL OF 10% PLACEMENT CAPACITY

5.1 General

ASX Listing Rule 7.1A provides that an Eligible Entity (as defined below) may seek shareholder approval by special resolution passed at an annual general meeting to have the capacity to issue up to that number of Equity Securities (as defined below) equal to 10% of its issued share capital ( 10% Placement Capacity ) without using that company’s existing 15% annual placement capacity granted under ASX Listing Rule 7.1.

An Eligible Entity is one that, as at the date of the relevant annual general meeting:

• (a) is not included in the S&P/ASX 300 Index; and

• (b) has a maximum market capitalisation (excluding restricted securities and securities quoted on a deferred settlement basis) of $300,000,000.

As at the date of this Notice, the Company is an Eligible Entity as it is not included in the S&P/ASX 300 Index. The Company has a current market capitalisation of $15,450,957 (based on the number of Shares on issue and the closing price of Shares on the ASX on 16 October 2017).

An Equity Security is a share, a unit in a trust, a right to a share or unit in a trust or option, an option over an issued or unissued security, a convertible security, or, any security that ASX decides to classify as an equity security.

Any Equity Securities issued under the 10% Placement Capacity must be in the same class as an existing class of quoted Equity Securities.

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As at the date of this Notice, the Company currently has two classes of quoted Equity Securities on issue, being the Shares (ASX Code: IAM) and quoted options exercisable at $0.008 each on or before 31 December 2017 (ASX Code: IAMOA).

The Company also has unlisted Options on issue exercisable at $0.02 each on or before 30 June 2020.

If Shareholders approve Resolution 4, the number of Equity Securities the Company may issue under the 10% Placement Capacity will be determined in accordance with the formula prescribed in ASX Listing Rule 7.1A.2.

Resolution 4 is a special resolution. Accordingly, at least 75% of votes cast by Shareholders present and eligible to vote at the Meeting must be in favour of Resolution 4 for it to be passed.

5.2 Technical information required by ASX Listing Rule 7.1A

Pursuant to and in accordance with ASX Listing Rule 7.3A, the information below is provided in relation to this Resolution 4:

(a) Minimum Price

The minimum price at which the Equity Securities may be issued is 75% of the volume weighted average price of Equity Securities in that class, calculated over the 15 ASX trading days on which trades in that class were recorded immediately before:

• (i) the date on which the price at which the Equity Securities are to be issued is agreed; or

• (ii) if the Equity Securities are not issued within 5 ASX trading days of the date in section 5.2(a)(i), the date on which the Equity Securities are issued.

(b) Date of Issue

The Equity Securities may be issued under the 10% Placement Capacity in the period commencing on the date of the Meeting and expiring on the first to occur of the following:

• (i) 12 months after the date of the Meeting; and

• (ii) the date of approval by Shareholders of any transaction under ASX Listing Rules 11.1.2 (a significant change to the nature or scale of the Company’s activities) or 11.2 (disposal of the Company’s main undertaking) (after which date, an approval under ASX Listing Rule 7.1A ceases to be valid),

( 10% Placement Capacity Period ).

(c) Risk of voting dilution

Any issue of Equity Securities under the 10% Placement Capacity will dilute the interests of Shareholders who do not receive any Equity Securities under the issue.

If Resolution 4 is approved by Shareholders and the Company issues the maximum number of Equity Securities available under the 10% Placement

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Capacity, the economic and voting dilution of existing Shares would be as shown in the table below.

The table below shows the dilution of existing Shareholders calculated in accordance with the formula outlined in ASX Listing Rule 7.1A.2, on the basis of the market price of Shares and the number of Shares on issue as at 16 October 2017.

The table also shows the voting dilution impact where the number of Shares on issue (Variable A in the formula) changes and the economic dilution where there are changes in the issue price of Shares issued under the 10% Placement Capacity.

Number of Shares on Issue (Variable ‘A’ in ASX Listing Rule 7.1A2)
		Dilution
	Issue Price (per Share)	$0.007 50% of Closing Price	$0.014 Closing Price	$0.021 150% of Closing Price
1,103,639,753 (Current Variable A)	Shares issued - 10% voting dilution	110,363,975 Shares	110,363,975 Shares	110,363,975 Shares
	Funds raised	$772,548	$1,545,096	$2,317,643
1,655,459,629 (50% increase in Variable A)	Shares issued - 10% voting dilution	165,545,962 Shares	165,545,962 Shares	165,545,962 Shares
	Funds raised	$1,158,822	$2,317,643	$3,476,465
2,207,279,506 (100% increase in Variable A)	Shares issued - 10% voting dilution	220,727,950 Shares	220,727,950 Shares	220,727,950 Shares
	Funds raised	$1,545,096	$3,090,191	$4,635,287

*The number of Shares on issue (Variable A in the formula) could increase as a result of the issue of Shares that do not require Shareholder approval (such as under a prorata rights issue or scrip issued under a takeover offer) or that are issued with Shareholder approval under ASX Listing Rule 7.1.

The table above uses the following assumptions:

1. There are 1,103,639,753 Shares on issue (which is based on the number of Shares on issue as at 16 October 2017).

2. The Closing Price set out above is the closing price of the Shares on the ASX on 16 October 2017.

3. The Company issues the maximum possible number of Equity Securities under the 10% Placement Capacity.

4. The Company has not issued any Equity Securities in the 12 months prior to the Meeting that were not issued under an exception in ASX Listing Rule 7.2 or with approval under ASX Listing Rule 7.1.

5. The issue of Equity Securities under the 10% Placement Capacity consists only of Shares. It is assumed that no Options are exercised into Shares before the date of issue of the Equity Securities. If the issue of Equity Securities includes quoted Options, it is assumed that those quoted Options are exercised into

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Shares for the purpose of calculating the voting dilution effect on existing Shareholders.

1. The calculations above do not show the dilution that any one particular Shareholder will be subject to. All Shareholders should consider the dilution caused to their own shareholding depending on their specific circumstances.

2. This table does not set out any dilution pursuant to approvals under ASX Listing Rule 7.1.

3. The 10% voting dilution reflects the aggregate percentage dilution against the issued share capital at the time of issue. This is why the voting dilution is shown in each example as 10%.

Shareholders should note that there is a risk that:

• (i) the market price for the Company’s Equity Securities may be significantly lower on the issue date than on the date of the Meeting; and

• (ii) the Equity Securities may be issued at a price that is at a discount to the market price for those Equity Securities on the date of issue.

(d) Purpose of Issue under 10% Placement Capacity

The Company may issue Equity Securities under the 10% Placement Capacity for the following purposes:

• (i) as cash consideration in which case the Company intends to use funds raised for expenses associated with continued business development, sales and marketing, design, build and further commercialisation of technology, the acquisition of new assets and investments (including expenses associated with such an acquisition) and general working capital; or

• (ii) as non-cash consideration for the acquisition of new assets and investments, in such circumstances the Company will provide a valuation of the non-cash consideration as required by ASX Listing Rule 7.1A.3.

(e) Allocation policy under the 10% Placement Capacity

The recipients of the Equity Securities (if any) to be issued under the 10% Placement Capacity have not yet been determined. However, the recipients of Equity Securities could consist of current Shareholders or new investors (or both), none of whom will be related parties of the Company.

The Company will determine the recipients at the time of the issue under the 10% Placement Capacity, having regard to the following factors:

• (i) the purpose of the issue;

• (ii) alternative methods for raising funds available to the Company at that time, including, but not limited to, an entitlement issue or other offer where existing Shareholders may participate;

• (iii) the effect of the issue of the Equity Securities on the control of the Company;

• (iv) the circumstances of the Company, including, but not limited to, the financial position and solvency of the Company;

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(v)

prevailing market conditions; and

(vi) advice from corporate, financial and broking advisers (if applicable).

Further, if the Company is successful in acquiring new resources, assets or investments, it is likely that the recipients under the 10% Placement Capacity will be vendors of the new resources, assets or investments.

(f)

Previous approval under ASX Listing Rule 7.1A

The Company previously obtained approval from its Shareholders pursuant to ASX Listing Rule 7.1A at its annual general meeting held on 30 November 2016 ( Previous Approval ).

The Company has not issued any Equity Securities pursuant to the Previous Approval.

During the 12 month period preceding the date of the Meeting, being on and from 29 November 2016, the Company otherwise issued a total of 54,021,389 Shares and 40,000,000 Options which represents approximately 3% of the total diluted number of Equity Securities on issue in the Company on 29 November 2016, which was 1,489,800,457.

Further details of the issues of Equity Securities by the Company during the 12 month period preceding the date of the Meeting are set out in Schedule 1.

(g)

Compliance with ASX Listing Rules 7.1A.4 and 3.10.5A

When the Company issues Equity Securities pursuant to the 10% Placement Capacity, it must give to ASX:

• (i) a list of the recipients of the Equity Securities and the number of Equity Securities issued to each (not for release to the market), in accordance with ASX Listing Rule 7.1A.4; and

(ii) the information required by ASX Listing Rule 3.10.5A for release to the market.

5.3 Voting Exclusion

A voting exclusion statement is included in this Notice.

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GLOSSARY

$ means Australian dollars.

10% Placement Capacity has the meaning given in Section 5.1.

Annual General Meeting or Meeting means the meeting convened by the Notice.

ASIC means the Australian Securities & Investments Commission.

ASX means ASX Limited (ACN 008 624 691) or the financial market operated by ASX Limited, as the context requires.

ASX Listing Rules means the Listing Rules of ASX.

Board means the current board of directors of the Company.

Business Day means Monday to Friday inclusive, except New Year’s Day, Good Friday, Easter Monday, Christmas Day, Boxing Day, and any other day that ASX declares is not a business day.

Chair means the chair of the Meeting.

Closely Related Party of a member of the Key Management Personnel means:

• (a) a spouse or child of the member;

• (b) a child of the member’s spouse;

• (c) a dependent of the member or the member’s spouse;

• (d) anyone else who is one of the member’s family and may be expected to influence the member, or be influenced by the member, in the member’s dealing with the entity;

• (e) a company the member controls; or

• (f) a person prescribed by the Corporations Regulations 2001 (Cth) for the purposes of the definition of ‘closely related party’ in the Corporations Act.

Company means Intiger Group Limited (ACN 098 238 585).

Constitution means the Company’s constitution.

Corporations Act means the Corporations Act 2001 (Cth).

Directors means the current directors of the Company.

Eligible Entity means an entity that, at the date of the relevant general meeting:

• (a) is not included in the S&P/ASX 300 Index; and

• (b) has a maximum market capitalisation (excluding restricted securities and securities quoted on a deferred settlement basis) of $300,000,000.

Equity Securities includes a Share, a right to a Share or Option, an Option, a convertible security and any security that ASX decides to classify as an Equity Security.

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Explanatory Statement means the explanatory statement accompanying the Notice.

Key Management Personnel has the same meaning as in the accounting standards issued by the Australian Accounting Standards Board and means those persons having authority and responsibility for planning, directing and controlling the activities of the Company, or if the Company is part of a consolidated entity, of the consolidated entity, directly or indirectly, including any director (whether executive or otherwise) of the Company, or if the Company is part of a consolidated entity, of an entity within the consolidated group.

Notice or Notice of Meeting means this notice of meeting including the Explanatory Statement and the Proxy Form.

Option means an option to acquire a Share.

Proxy Form means the proxy form accompanying the Notice.

Remuneration Report means the remuneration report set out in the Director’s report section of the Company’s annual financial report for the year ended 30 June 2017.

Resolutions means the resolutions set out in the Notice, or any one of them, as the context requires.

Section means a section of the Explanatory Statement.

Share means a fully paid ordinary share in the capital of the Company.

Shareholder means a registered holder of a Share.

Variable A means “A” as set out in the formula in ASX Listing Rule 7.1A(2).

WST means Western Standard Time as observed in Perth, Western Australia.

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Form of consideration	Amount raised =$25,741.77 Amount spent =Nil Use of funds:Working Capital and Projection Generation. Amount remaining =$25,741.77 Proposed use of remaining funds5: Working Capital	Amount raised =$20,160.00 Amount spent =Nil Use of funds:Working Capital and Projection Generation. Amount remaining =$21,160.00 Proposed use of remaining funds5: Working Capital	Amount raised =$11,600.00 Amount spent =Nil Use of funds:Working Capital and Projection Generation. Amount remaining =$11,600.00 Proposed use of remaining funds5: Working Capital	Amount raised =$40,000.00 Amount spent =Nil Use of funds:Working Capital and Projection Generation. Amount remaining =$40,000.00 Proposed use of remaining funds5: Working Capital
	$0.008 (discount of 625%).	$0.008 (discount of 750%).	$0.008 (discount of 763%).	$0.008 (discount of 725%).
Issue price and discount to Market Price (if applicable)1
Recipients	Issued to holders of Quoted Options following exercise of the Quoted Options	Issued to holders of Quoted Options following exercise of the Quoted Options	Issued to holders of Quoted Options following exercise of the Quoted Options	Issued to holders of Quoted Options following exercise of the Quoted Options
Class	Shares2	Shares2	Shares2	Shares2
Quantity	3,217,721	2,520,000	1,450,000	5,000,000
Date	Issue – 20 Dec 2016 Appendix 3B – 22 Dec 2016	Issue – 16 Jan 2017 Appendix 3B – 16 Jan 2017	Issue – 24 Jan 2017 Appendix 3B – 27 Jan 2017	Issue – 15 Feb 2017 Appendix 3B – 16 Feb 2017

Amount raised =$31,402.78 Amount spent =Nil Use of funds:Working Capital and Projection Generation. Amount remaining =$31,402.78 Proposed use of remaining funds5: Working Capital	Amount raised =$6,000.00 Amount spent =Nil Use of funds:Working Capital and Projection Generation. Amount remaining =$6,000.00 Proposed use of remaining funds5: Working Capital	Amount raised =$6,560.00 Amount spent =Nil Use of funds:Working Capital and Projection Generation. Amount remaining =$6,560.00 Proposed use of remaining funds5: Working Capital	Amount raised =$1,600.00 Amount spent =Nil Use of funds:Working Capital and Projection Generation. Amount remaining =$1,600.00 Proposed use of remaining funds5: Working Capital	Amount raised =$17,320,00 Amount spent =Nil Use of funds:Working Capital and Projection Generation. Amount remaining =$17,320.00 Proposed use of remaining funds5: Working Capital	Amount raised =$40,000.00 Amount spent =Nil Use of funds:Working Capital and Projection Generation.
$0.008 (discount of 550%).	$0.008 (discount of 650%).	$0.008 (discount of 613%).	$0.008 (discount of 513%).	$0.008 (discount of 438%).	$0.008 (discount of 438%).
Issued to holders of Quoted Options following exercise of the Quoted Options	Issued to holders of Quoted Options following exercise of the Quoted Options	Issued to holders of Quoted Options following exercise of the Quoted Options	Issued to holders of Quoted Options following exercise of the Quoted Options	Issued to holders of Quoted Options following exercise of the Quoted Options	Issued to holders of Quoted Options following exercise
Shares2	Shares2	Shares2	Shares2	Shares2	Shares2
3,925,348	750,000	820,000	200,000	2,165,000	5,000,000
Issue – 8 Mar 2017 Appendix 3B – 9 Mar 2017	Issue – 17 Mar 2017 Appendix 3B – 21 Mar 2017	Issue – 20 Mar 2017 Appendix 3B – 21 Mar 2017	Issue – 29 Mar 2017 Appendix 3B – 30 Mar 2017	Issue – 7 Apr 2017 Appendix 3B – 11 Apr 2017	Issue – 10 Apr 2017

Amount remaining =$40,000.00 Proposed use of remaining funds5: Working Capital	Consideration:In consideration for services provided by certain employees of the Company. Current value3 = $76,158	Amount raised =$1,600.00 Amount spent =Nil Use of funds:Working Capital and Projection Generation. Amount remaining =$1,600.00 Proposed use of remaining funds5: Working Capital	Amount raised =$13,600.00 Amount spent =Nil Use of funds:Working Capital and Projection Generation. Amount remaining =$13,600.00 Proposed use of remaining funds5: Working Capital	Amount raised =$21,631.70 Amount spent =Nil Use of funds:Working Capital and Projection Generation. Amount remaining =$21,631.70 Proposed use of remaining funds5: Working Capital
	No issue price - Non cash consideration	$0.008 (discount of 400%).	$0.008 (discount of 438%).	$0.008 (discount of 325%).
of the Quoted Options	Certain employees of the Company subject to vesting conditions and pursuant to the Company’s Incentive Option Plan. Incentive Option Plan was approved by Shareholders at the Company’s General Meeting of Shareholders held 10 June 2016.2	Issued to holders of Quoted Options following exercise of the Quoted Options	Issued to holders of Quoted Options following exercise of the Quoted Options	Issued to holders of Quoted Options following exercise of the Quoted Options
	Unquoted Options4	Shares2	Shares2	Shares2
	40,000,000	200,000	1,700,000	2,703,963
Appendix 3B – 11 Apr 2017	Issue – 21 Apr 2017 Appendix 3B – 24 Apr 2017	Issue – 12 May 2017 Appendix 3B – 15 May 2017	Issue – 2 Jun 2017 Appendix 3B – 6 Jun 2017	Issue – 15 Jun 2017 Appendix 3B – 16 Jun 2017

Amount raised =$4,000.00 Amount spent =Nil Use of funds:Working Capital and Projection Generation. Amount remaining =$4,000.00 Proposed use of remaining funds5: Working Capital	Amount raised =$2,800.00 Amount spent =Nil Use of funds:Working Capital and Projection Generation. Amount remaining =$2,800.00 Proposed use of remaining funds5: Working Capital	Amount raised =$6,000.00 Amount spent =Nil Use of funds:Working Capital and Projection Generation. Amount remaining =$6,000.00 Proposed use of remaining funds5: Working Capital	Amount raised =$43,336 Amount spent =Nil Use of funds:Working Capital and Projection Generation. Amount remaining =$43,336 Proposed use of remaining funds5: Working Capital	Amount raised =$42,545.71 Amount spent =Nil Use of funds:Working Capital and Projection Generation. Amount remaining =$42,545.71 Proposed use of remaining funds5: Working Capital	Amount raised =$18,145.78 Amount spent =Nil Use of funds:Working Capital and Projection Generation.
$0.008 (discount of 325%).	$0.008 (discount of 425%).	$0.008 (discount of 425%).	$0.008 (discount of 388%).	$0.008 (discount of 388%).	$0.008 (discount of 163%).
Issued to holders of Quoted Options following exercise of the Quoted Options	Issued to holders of Quoted Options following exercise of the Quoted Options	Issued to holders of Quoted Options following exercise of the Quoted Options	Issued to holders of Quoted Options following exercise of the Quoted Options	Issued to holders of Quoted Options following exercise of the Quoted Options	Issued to holders of Quoted Options following exercise
Shares2	Shares2	Shares2	Shares2	Shares2	Shares2
500,000	350,000	750,000	5,417,000	5,318,214	2,268,222
Issue – 15 Jun 2017 Appendix 3B – 16 Jun 2017	Issue – 27 Jun 2017 Appendix 3B – 29 Jun 2017	Issue – 30 Jun 2017 Appendix 3B – 4 Jul 2017	Issue – 14 Jul 2017 Appendix 3B – 17 Jul 2017	Issue – 24 Jul 2017 Appendix 3B – 25 Jul 2017	Issue – 9 Aug 2017

Amount remaining =$18,145.78 Proposed use of remaining funds5: Working Capital	Amount raised =$13,000.00 Amount spent =Nil Use of funds:Working Capital and Projection Generation. Amount remaining =$13,000.00 Proposed use of remaining funds5: Working Capital	Amount raised =$49,127.37 Amount spent =Nil Use of funds:Working Capital and Projection Generation. Amount remaining =$49,127.37 Proposed use of remaining funds5: Working Capital	Amount raised =$16,000.00 Amount spent =Nil Use of funds:Working Capital and Projection Generation. Amount remaining =$16,000.00 Proposed use of remaining funds5: Working Capital
	$0.008 (discount of 125%).	$0.008 (discount of 113%).	$0.008 (discount of 94%).
of the Quoted Options	Issued to holders of Quoted Options following exercise of the Quoted Options	Issued to holders of Quoted Options following exercise of the Quoted Options	Issued to holders of Quoted Options following exercise of the Quoted Options
	Shares2	Shares2	Shares2
	1,625,000	6,140,921	2,000,000
Appendix 3B – 11 Aug 2017	Issue – 23 Aug 2017 Appendix 3B – 25 Aug 2017	Issue – 11 Sep 2017 Appendix 3B – 12 Sep 2017	Issue – 22 Sep 2017 Appendix 3B – 27 Sep 2017

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AGM Registration Card

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[BARCODE]

Holder Number:

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Vote by Proxy: IAM

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✓ ✓ ✓ Complete the form overleaf in accordance with the instructions set out below.

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https://automic.com.au/
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