COMPLII FINTECH SOLUTIONS LTD — Share Issue/Capital Change 2008

Jun 3, 2008

Retail Star Limited

Level 9, 440 Collins Street, Melbourne Vic 2000

P. +61 3 9607 1322 F. +61 3 9607 1329 www.retailstar.net.au ABN 71 098 238 585

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4 June 2008

Cancellation of Unlisted Options

The Company wishes to advise that 135,000 May 2008 Unlisted Options have lapsed and 12,000,000 Incentive Options have been cancelled.

Attached is an Appendix 3B showing the updated capital structure of the Company.

Appendix 3B New issue announcement

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement, application for quotation of additional securities and agreement

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003.

Name of entity

RETAIL STAR LIMITED

ABN

71 098 238 585

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

1+Class of+securities issued or to beissued2Number of+securities issued or to beissued (if known) or maximum numberwhich may be issued3Principal terms of the+securities (eg, ifoptions, exercise price and expiry date; ifpartlypaid+securities,theamountoutstanding and due dates for payment; if+convertible securities, the conversionprice and dates for conversion)	Cancellation of :31 May 2008 Unlisted OptionsUnlisted Incentive Options;
	( 65,000) May 2008 Unlisted Options;(70,000) May 2008 Unlisted Options; and(12,000,000) Unlisted Incentive Options;
	65,000 Unlisted May 2008 Options exercisableat $0.80;70,000 Unlisted May 2008 Options exercisableat $1.00; and12,000,000UnlistedIncentiveOptionsareexercisable as follows:•5,000,000 on or before 5.00pm AEST 12months from the date of issue;•3,500,000 on or before 5.00pm AEST 24months from the date of issue; and•3,500,000 on or before 5.00pm 36 monthsfrom the date of issue

• See chapter 19 for defined terms.

Appendix 3B Page 1

1/1/2003

4Do the+securities rank equally in allrespects from the date of allotmentwith an existing+class of quoted+securities?If the additional securities do not rankequally, please state:•the date from which they do•the extent to which they participatefor the next dividend, (in the caseof a trust, distribution) or interestpayment•the extent to which they do notrank equally, other than in relationto the next dividend, distribution orinterest payment5Issue price or consideration6Purpose of the issue(If issued as consideration for theacquisition of assets, clearly identifythose assets)7Dates of entering+securities intouncertificated holdings or despatch ofcertificates8Number and+class of all+securitiesquotedonASX(includingthesecurities in clause 2 if applicable)	Not Applicable	Not Applicable
	Nil Consideration
	Lapse of Unlisted Options; andPrevious issue of Unlisted Incentive Options to theManaging Director cancelled by mutual agreement;
	4 June 2008
	Number	+Class
	582,799,753	Ordinary Shares

• See chapter 19 for defined terms.

Appendix 3B Page 2

1/1/2003

Appendix 3B New issue announcement

9Number and+class of all+securitiesnot quoted on ASX (_including_thesecurities in clause 2 if applicable)10Dividend policy (in the case of atrust, distribution policy) on theincreased capital (interests)	Number	+Class
	1,333,33420,000,000230,0001,333,3341,333,3321,100,0001,100,0001,100,00020,000,000	Unlisted options exercisable at $0.261expiring on 15 December 2009Unlisted options exercisable at $0.025expiring on 30 June 2008Unlisted options exercisable at $0.015expiring on 30 June 2008Unlisted options exercisable at $0.287expiring on 15 December 2010Unlisted options exercisable at $0.314expiring on 15 December 2011Unlisted options exercisable at $0.25expiring on 15 December 2009Unlisted options exercisable at $0.25expiring on 15 December 2009Unlisted options exercisable at $0.25expiring on 15 December 2009Class A Performance Shares
	Unchanged

Part 2 - Bonus issue or pro rata issue

Questions 11 to 33 are not applicable

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

34 Type of securities (tick one) (a) Securities described in Part 1

• (b) All other Securities

Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Questions 35 to 42 not applicable

Quotation agreement

• 1 +Quotation of our additional +securities is in ASX’s absolute discretion. ASX may quote the[+] securities on any conditions it decides.

• 2

• We warrant the following to ASX.

• The issue of the[+] securities to be quoted complies with the law and is not for an illegal purpose.

• See chapter 19 for defined terms.

Appendix 3B Page 3

1/1/2003

• There is no reason why those[+] securities should not be granted[+] quotation.

• An offer of the[+] securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

• Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any[+] securities to be quoted and that no-one has any right to return any[+] securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the[+] securities be quoted.

• If we are a trust, we warrant that no person has the right to return the +securities to be quoted under section 1019B of the Corporations Act at the time that we request that the[+] securities be quoted.

• 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.

• 4 We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before[+] quotation of the[+] securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

Signed:

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Date: 4 June 2008

Simon Headon Company Secretary

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• See chapter 19 for defined terms.

Appendix 3B Page 4

1/1/2003