CONNEQT HEALTH LIMITED — Proxy Solicitation & Information Statement 2012

Jul 5, 2012

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NOTICE OF GENERAL MEETING

ATCOR MEDICAL HOLDINGS LIMITED

(ACN 113 252 234)

(“COMPANY”)

Notice is given that a General Meeting of the Company will be held at the offices of DibbsBarker, Level 8, Angel Place, 123 Pitt St, Sydney, NSW 2000 on Wednesday, 8 August, 2012 commencing at 11:00am.

ITEMS OF BUSINESS

1. Ratification of prior share issue Placement for purpose of Listing Rule 7.4: re–set of 15% threshold

To consider, and if thought fit, to pass the following ordinary resolution:

“That for the purposes of ASX Listing Rule 7.4 and for all other purposes, shareholders ratify the allotment and issue of 13,716,668 Shares on the terms described in the Explanatory Memorandum accompanying this Notice.”

Voting exclusion statement

The Company will disregard any votes cast on Resolution 1 by a person who participated in the issue and any of their associates. However, the Company need not disregard a vote cast on Resolution 1 if it is cast by:

• (a) a person as a proxy for a person who is entitled to vote, if the vote is cast in accordance with the directions on the proxy form; or

• (b) the person chairing the meeting as proxy for a person who is entitled to vote, in accordance with the direction of the proxy form to vote as the proxy decides.

2. Ratification of prior option issues for purpose of Listing Rule 7.4: re-set of 15% threshold

To consider, and if thought fit, to pass the following ordinary resolution:

“That for the purposes of ASX Listing Rule 7.4, shareholders ratify the allotment and issue of 2,265,000 options to subscribe for fully paid ordinary Shares on the terms described in the Explanatory Memorandum accompanying this Notice.”

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Voting exclusion statement

The Company will disregard any votes cast on Resolution 2 by a person who participated in the issue and any of their associates. However, the Company need not disregard a vote cast on Resolution 2 if it is cast by:

• (a) a person as a proxy for a person who is entitled to vote, if the vote is cast in accordance with the directions on the proxy form; or

• (b) the person chairing the meeting as proxy for a person who is entitled to vote, in accordance with the direction of the proxy form to vote as the proxy decides.

3. Approval of Issue of Options to Taylor Collison Ltd : issue to be excluded from 15% threshold

To consider, and if thought fit, to pass the following ordinary resolution:

“That for the purpose of ASX Listing Rule 7.1 and all other purposes, approval is given for:

• (a) The issue to Taylor Collison Ltd of up to 2,000,000 options to subscribe for ordinary shares with a vesting date being the 1[st] anniversary of the date of issue, and an expiry date being 5pm on the 4[th] anniversary of the date of issue, and with an exercise price of $0.08; and

• (b) The issue of fully-paid shares upon exercise of any of those options.”

Voting exclusion statement

The Company will disregard any votes cast on Resolution 3 by Taylor Collison Ltd, and any of their associates. However, the Company need not disregard a vote cast on Resolution 3 if it is cast by:

• (a) a person as a proxy for a person who is entitled to vote, if the vote is cast in accordance with the directions on the proxy form; or

• (b) the person chairing the meeting as proxy for a person who is entitled to vote, in accordance with the direction of the proxy form to vote as the proxy decides.

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4. Approval of issue of shares to a Director, Mr. Duncan Ross

To consider, and if thought fit, to pass the following resolution

“That, for the purposes of ASX Listing Rules 7.1 and 10.11, and all other purposes, approval is given for Mr Duncan Ross, a Director and the CEO of the Company (or his nominee), to subscribe for up to 833,333 Shares on the terms and conditions set out in the Explanatory Statement”.”

5. Approval of issue of shares to a Director, Mr. Donal O’Dwyer

To consider, and if thought fit, to pass the following resolution

That, for the purposes of ASX Listing Rules 7.1 and 10.11, and all other purposes, approval is given for Mr. Donal O’Dwyer, Chairman and non-executive Director of the Company (or his nominee), to subscribe for up to 1,666,667 Shares on the terms and conditions set out in the Explanatory Statement.”

6. Approval of issue of shares to a Director, Mr. Peter Jenkins

To consider, and if thought fit, to pass the following resolution

“That, for the purposes of ASX Listing Rules 7.1 and 10.11, and all other purposes, approval is given for Mr. Peter Jenkins, a Non-Executive Director of the Company (or his nominee), to subscribe for up to 166,667 Shares on the terms and conditions set out in the Explanatory Statement.”

7. Approval of issue of shares to a Director, Dr David Brookes

To consider, and if thought fit, to pass the following resolution

“That, for the purposes of ASX Listing Rules 7.1 and 10.11, and all other purposes, approval is given for Dr David Brookes, a Non-Executive Director of the Company (or his nominee), to subscribe for up to 250,000 Shares on the terms and conditions set out in the Explanatory Statement.”

8. Approval of issue of shares to a Director, Dr Michael O’Rourke

To consider, and if thought fit, to pass the following resolution

“That, for the purposes of ASX Listing Rules 7.1 and 10.11, and all other purposes, approval is given for Dr Michael O’Rourke, a Non-Executive Director of the Company (or his nominee), to subscribe for up to 33,333 Shares on the terms and conditions set out in the Explanatory Statement.”

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Voting Restrictions:

Resolution 4, 5, 6, 7 and 8

T he Comp a ny will dis r egard any votes cast on resolutions 4, 5, 6 , 7 and 8 by, in each c ase: o the n amed Dire c tor or his n ominee; o r o his o r his nomi n ee’s associates.

• H owever, the Compan y need not d isregard a vote if: o It is c ast by a D irector as p roxy for a person wh o is entitled to vote, in accordanc e with the directi o ns on the p roxy form; o r

• o It is cast by a D irector in t he event he/she is c h airing the m eeting, a s proxy for a pers o n who is e ntitled to v ote, in acc o rdance wi t h a directi o n on the proxy form t o vote as the pro x y decides.

Voting Entitlements

For the purpose of the General Meeting , the Company has d e termined t h at all sec u rities of th e Compa n y that are quoted se c urities at 7 :00pm Australian E a stern Dayl i ght Time o n 6 Augu s t 2012 will be taken, for the pur p ose of the Meeting, t o be held b y the perso n s who we r e registere d holders at that tim e . Accordingly, trans a ctions registered aft e r that time will be di s regarded in determi n ing entitle m ents to attend and vote at the M e eting.

Proxies

A share h older has t he right to appoint a p roxy who n eed not be a shareholder of the C ompany. If a share h older is e n titled to tw o or more v otes they m ay appoint two proxi e s and ma y specify th e percent a ge of vote s each proxy is appoin t ed to exer c ise. The P roxy Form (which is e n closed with this Notice of Meet i ng) and a n y power of attorney or authority u nder whic h they are s igned mu s t be recei v ed at the s hare regis t ry of the Company, c / - Link Mar k et Service s Ltd, Lock e d Bag A1 4 , Sydney South, NS W 1235, A u stralia or a t the Company’s Regi s tered Offi c e, Suite 11, 1059-106 3 Victoria Rd, West Ryde, NS W 2114, A u stralia, or by facsimil e to Link M arket Ser v ices Ltd on +61 (2) 9 287 0309 or to the C o mpany on +61 ( 2) 9874 9 0 22 or online a t www.lin k marketser v ices.com. a u at least 48 hours prior to t h e meeting (i.e. by n o later than 11:00a m Australia n Eastern D aylight Ti m e on 6 A u gust 2012 ) or any a d journment. Any proxy form received after this deadli n e, includin g at the Meeting, will be invalid.

By orde r of the Bo a rd

Peter M a nley Compa n y Secretar y 5 July 2 0 12

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Explanatory Memorandum

Overview

Under Listing Rule 7.1, a listed company may not issue shares if the shares issued, when aggregated with other shares issued over the previous 12 months and not subject to an exception to Listing Rule 7.1, exceed 15% of the issued capital of the Company.

Under Listing Rule 7.4, it is possible for shareholders to approve an issue of securities which has already taken place, for the purposes of excluding that number of securities from the calculation of the 15% threshold under Listing Rule 7.1.

The resolutions proposed for this meeting each relate to past or proposed issues of shares or options, and seek to exempt them from being counted towards the 15% limit if future issues are made. We have included a table here to assist Shareholders in understanding the cumulative effect of these resolutions:

	Number of Shares
Total number of issued Shares pre-placement	134,098,611
Total number of Shares pre-placement if all options exercised	151,628,611
Total number of Shares (fully diluted) including Shares placed in June	165,345,279
Total number of shares (fully diluted) including Shares to be issued to Directors if approval given	168,295,279
Total number of Shares (fully diluted) if options issued to Taylor Collison are approved and exercised	170,295,279
Number of Shares which could be allotted in the next 12 months before approval required under Listing Rule 7.1 and in the absence of an exception to Listing Rule 7.1	22,614,791

Resolution 1 – Approval of prior share issue

On 15 June 2012, the Company announced that it would issue 13,716,668 fully paid ordinary shares to sophisticated investors, to raise funds ($823,000) to roll out the reimbursement code in the USA and support its co-development program with SunTech Medical, along with providing additional working capital.

Under Listing Rule 7.1, a listed company may not issue shares if the shares issued, when aggregated with other shares issued over the previous 12 months and not subject to an exception to Listing Rule 7.1, exceed 15% of the issued capital of the Company. The placement of shares did not result in the issue of more than 15% of the issued capital of the Company, but the Board would like the flexibility to issue further shares over the next 12 months.

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Under Listing Rule 7.4, it is possible for shareholders to approve an issue of securities which has already taken place, for the purposes of excluding that number of securities from the calculation of the 15% threshold under Listing Rule 7.1. If shareholders approve this resolution, then the shares issued pursuant to the placement will not be taken into account in calculating whether the 15% threshold is exceeded by issues in the 12 months following approval that are not otherwise exempt from Listing Rule 7.1.

Information required under Listing Rule 7.5

In compliance with ASX Listing Rule 7.5, the following information is provided in relation to the Share Ratification:

• (a) 13,716,668 Shares were allotted;

• (b) the issue price was $0.06 per Share;

• (c) the Shares issued were all fully paid ordinary shares in the capital of the Company issued on the same terms and conditions as the Company’s existing Shares;

• (d) the Shares were allotted and issued to professional and sophisticated investor clients of Taylor Collison Limited, and to senior managers of the Company;

• (e) Sophisticated and professional investors, and senior managers are unrelated parties; and

• (f) the Company intends to use the funds raised from this issue, and (if approved) the issues to Directors referred to in Resolutions 4 to 8, to:

• a. accelerate the roll out of its clinical market strategy in response to a favourable US coding decision (the American Medical Association (AMA) CPT panel announced their intention to formally assign a code in July 2012 that takes effect on 1 January 2013);

• b. support the co-development program with SunTech Medical, Inc., under the strategic alliance announced in January 2012; and

• c. provide additional working capital.

Each of the Directors recommends that you vote in favour of Resolution 1.

Resolution 2 - Ratification of prior option issues

The company has issued 2,265,000 options to executives and staff of the Company during the past 12 months under the terms of the company Employee Share Option Plan (ESOP). The issue of these options has been taken into account in calculating the threshold of 15% of the issued capital of the Company, but the Board would like the flexibility to issue further shares over the next 12 months without taking into account the number of shares represented by these options. Under Listing Rule 7.4, it is possible for shareholders to approve a prior issue of securities for the purposes of excluding those securities from the calculation of the 15% threshold under Listing Rule 7.1.

If shareholders approve this resolution, then these options issued during the last 12 months will not be taken into account in calculating whether the 15% threshold is exceeded by issues in the 12 months following approval that are not otherwise exempt from Listing Rule 7.1

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Information required under Listing Rule 7.5

In compliance with ASX Listing Rule 7.5, the following information is provided in relation to the ratification of issue of options:

• (a) 2,265,000 options were allotted in February 2012

• (b) the options were issued at no consideration;

• (c) all options were issued under the Company’s employee share plan 1/3 of each parcel of options vests on each of the 1[st] 3 anniversaries of the issue date. All options expire at 5pm on the 5[th] anniversary of the date of issue. Exercise price is $0.098 per option; and

• (d) under Listing Rule 7.5.5 the company must disclose “the use (or intended use) of the funds raised”: no funds are being raised by the issue of options.

Resolution 3 – Approval of options to Taylor Collison Ltd

As part of their placement fee, Taylor Collison Ltd have been offered up to 2 million options to subscribe for ordinary shares in AtCor Medical Holdings Limited at an exercise price of $0.08, a 33.3% premium to the placement issue price.

The issue of options, and the issue of shares if the options are exercised, would, when combined with the issue under the placement (for which retrospective approval is sought under Resolution 1) and the prior issues of options (for which retrospective approval is sought under Resolution 2) result in the issue of more than 15% of the issued capital of the Company over a 12 month period. However, the Board would like the flexibility to issue further shares over the next 12 months up to the 15% threshold under Listing Rule 7.1 without needing to take into account the options allotted to Taylor Collison (or the placement or the issues of options referred to in the previous resolutions).

Information required under Listing Rule 7.3

In compliance with ASX Listing Rule 7.3, the following information is provided in relation to the Share Ratification:

• (a) 2,000,000 options will be allotted;

• (b) if the issue and allotment of options is approved they will be issued within 1 Business Day of approval

• (c) the options are being issued for no consideration;

• (d) the options will be issued to Taylor Collison Limited;

• (e) The key terms of the options are summarised below:

• Each option entitles the holder to receive one ordinary share on exercise.

• The options will vest in a single tranche on the 1[st] anniversary of the issue date.

• The options expire at 5pm on the 4[th] anniversary of the issue date.

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• If at any time prior to the exercise by the Optionholder of any Outstanding Options there is any reconstruction (including a consolidation, subdivision, reduction or return) of the issued capital of the Company, the Outstanding Options will be reorganized in the manner required by the Listing Rules on a reconstruction of capital at the time of the reconstruction.

• On the date on which any bonus issue is made (“Bonus Date”), each Outstanding Option confers on the Optionholder the right:

  • To receive on exercise of those Outstanding Options, not only an allotment of one Share for each of the Outstanding Options exercised but also an allotment of the additional Shares and/or other securities the Optionholder would have received had the Optionholder participated in that bonus issue as a holder of Shares of a number equal to the Shares that would have been allotted to the Optionholder had the Optionholder exercised those Outstanding Options immediately before that Bonus Date; and

  • To have profits or reserves, as the case may be, applied in paying up in full those additional Shares and/or other securities.

• Outstanding Options do not carry the right to participate in any new issues of securities by the Company.

• Any shares allotted pursuant to any exercise of the Options rank pari passu in all respects with other Shares of the Company on issue at the date of such allotment.

• (f) Under Listing Rule 7.3.6 the company must disclose “the intended use of the funds raised”: no funds are being raised by the issue of options.

Each of the Directors recommends that you vote in favour of Resolution 3.

Resolutions 4 – 8: Approval of Director participation in placement

1.1 Background

The Company’s ASX announcement of 15 June 2012 disclosed that a total of $1million would be raised, from:

• the issue of shares referred to in resolution 1 (which raised $823,000); and

• a proposed issue of shares to directors, subject to shareholder approval (which would raise a further $177,000 if approved)

It is proposed that each of Duncan Ross, Donal O’Dwyer, Peter Jenkins, Dr David Brookes and Dr Michael O’Rourke (or their nominee(s)) participate in the balance of the placement, if shareholder approval is given.

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1.2 Listing Rule 10.11

ASX Listing Rule 10.11 requires shareholder approval to be obtained where an entity issues, or agrees to issue, securities to a related party of the entity. Duncan Ross, Donal O’Dwyer, Peter Jenkins, Dr David Brookes and Dr Michael O’Rourke are considered to be related parties of the Company as they are Directors of the Company. Accordingly, Resolutions 4 to 8 seek shareholder approval pursuant to Listing Rule 10.11 to enable Duncan Ross, Donal O’Dwyer, Peter Jenkins, Dr David Brookes and Dr Michael O’Rourke to participate in the placement.

If shareholder approval is given under Listing Rule 10.11 pursuant to these Resolutions, approval is not required under Listing Rule 7.1, though for completeness we have refined to both Listing Rules.

1.3 Chapter 2E of the Corporations Act

Chapter 2E of the Corporations Act regulates the provision of financial benefits to related parties of a public company. Section 208 of the Corporations Act provides that, for a public company to give a financial benefit to a related party of the company, the company must:

• (a) obtain the approval of the company’s shareholders in the manner set out in Chapter 2E of the Corporations Act; and

• (b) give the benefit within 15 months following such approval,

unless the giving of the financial benefit falls within one of the exemptions set out in Chapter 2E of the Corporations Act.

For the purposes of Chapter 2E, the proposed participation of Duncan Ross, Donal O’Dwyer, Peter Jenkins, Dr David Brookes and Dr Michael O’Rourke in the placement of Tranche 2 Shares will constitute “giving a financial benefit”.

The Directors consider that participation in the placement of Tranche 2 Shares will be on arms’ length terms as the Placement will be made on the same terms to all parties, regardless of whether they are associated with the Company or not. Accordingly the proposed participation by Duncan Ross, Donal O’Dwyer, Peter Jenkins, Dr David Brookes and Dr Michael O’Rourke falls within the “arm’s length terms” exemption provided by Section 210 of the Corporations Act to the requirement to obtain shareholder approval under Chapter 2E of the Corporations Act.

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1.4 Information required under Listing Rule 10.13

The Company provides the following additional information in accordance with Listing Rule 10.13:

• (a) the related parties proposing to participate in the placement Shares are Duncan Ross, Donal O’Dwyer, Peter Jenkins, Dr David Brookes and Dr Michael O’Rourke (or their respective nominees) and they are related parties by virtue of being Directors;

• (b) the maximum number of Shares Duncan Ross, Donal O’Dwyer, Peter Jenkins, Dr David Brookes and Dr Michael O’Rourke will subscribe for under the placement to Directors is as follows:

Director	Number of Shares
Duncan Ross	833,333
Donal O’Dwyer	1,666,667
Peter Jenkins	166,667
Dr David Brookes	250,000
Dr Michael O’Rourke	33,333
Total	2,950,000

• (c) the Shares will be issued no later than 1 month after the date of the General Meeting (or such later date to the extent permitted by any ASX waiver or modification of the ASX Listing Rules) and it is intended that allotment will occur on the day after the General Meeting;

• (d) the issue price will be $0.06 per Share; and the Shares issued will be fully paid ordinary shares in the capital of the Company issued on the same terms and conditions as the Company’s existing Shares; and

• (e) the Company intends to use the funds raised from these Share issues and the earlier placement referred to in Resolution 1 to:

• accelerate the roll out of its clinical market strategy in response to a favourable US coding decision;

• support the co-development program with SunTech Medical, Inc.; and

• provide additional working capital.

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LODGE YOUR VOTE



ONLINE

ATCOR MEDICAL HOLDINGS LIMITED

www.linkmarketservices.com.au

ACN 113 252 234

By mail:  Atcor Medical Holdings Limited  [By fax:][ +61 2 9287 0309] C/- Link Market Services Limited Locked Bag A14 Sydney South NSW 1235 Australia



All enquiries to: Telephone: 1800 678 246 Overseas: +61 2 8280 7781

SHAREHOLDER VOTING FORM

I/We being a member(s) of Atcor Medical Holdings Limited and entitled to attend and vote hereby appoint:

APPOINT A PROXY

STEP 1 APPOINT A PROXY the Chairman OR if you are NOT appointing the Chairman of the Meeting as your of the Meeting proxy, please write the name of the person or body corporate (excluding (mark box) the registered shareholder) you are appointing as your proxy

or failing the person/body corporate named, or if no person/body corporate is named, the Chairman of the Meeting, as my/our proxy and to vote for me/us on my/our behalf at the General Meeting of the Company to be held at 11:00am on Wednesday, 8 August 2012, at DibbsBarker, Level 8, Angel Place, 123 Pitt St, Sydney, NSW 2000 and at any adjournment or postponement of the meeting. The Chairman of the Meeting intends to vote undirected proxies in favour of all items of business.

Proxies will only be valid and accepted by the Company if they are signed and received no later than 48 hours before the meeting. Please read the voting instructions overleaf before marking any boxes with an X

STEP 2

VOTING DIRECTIONS

Resolution 1 For Against Abstain * Resolution 5 For Against Abstain * Ratification of prior share issue Approval of issue of shares to a Placement Director, Mr Donal O’Dwyer Resolution 2 Resolution 6 Ratification of prior option issues Approval of issue of shares to a Director, Mr Peter Jenkins Resolution 3 Resolution 7 Approval of Issue of Options to Approval of issue of shares to a Taylor Collison Ltd Director, Dr David Brookes Resolution 4 Resolution 8 Approval of issue of shares to a Approval of issue of shares to a Director, Mr Duncan Ross Director, Dr Michael O’Rourke

 * If you mark the Abstain box for a particular Item, you are directing your proxy not to vote on your behalf on a show of hands or on a poll and your votes will not be counted in computing the required majority on a poll.

STEP 3 IMPORTANT – VOTING EXCLUSIONS

If the Chairman of the Meeting is appointed as your proxy, or may be appointed by default and you do not wish to direct your proxy how to vote as your proxy in respect of all Items above, please place a mark in this box. By marking this box, you acknowledge that the Chairman of the Meeting may exercise your proxy even though he/she has an interest in the outcome of those Items and that votes cast by him/her for those Items, other than as proxyholder, would be disregarded because of that interest. If you do not mark this box, and you have not directed your proxy how to vote, the Chairman of the Meeting will not cast your votes on all Items and your votes will not be counted in calculating the required majority if a poll is called on these Items. The Chairman of the Meeting intends to vote undirected proxies in favour of all Items.

SIGNATURE OF SHAREHOLDERS – THIS MUST BE COMPLETED

STEP 4

Shareholder 1 (Individual) Sole Director and Sole Company Secretary

Joint Shareholder 2 (Individual) Director/Company Secretary (Delete one)

Joint Shareholder 3 (Individual) Director

This form should be signed by the shareholder. If a joint holding, either shareholder may sign. If signed by the shareholder’s attorney, the power of attorney must have been previously noted by the registry or a certified copy attached to this form. If executed by a company, the form must be executed in accordance with the company’s constitution and the Corporations Act 2001 (Cth).

ACG PRX202

HOW TO COMPLETE THIS PROXY FORM

Your Name and Address

This is your name and address as it appears on the company’s share register. If this information is incorrect, please make the correction on the form. Shareholders sponsored by a broker should advise their broker of any changes. Please note: you cannot change ownership of your shares using this form.

Appointment of a Proxy

If you wish to appoint the Chairman of the Meeting as your proxy, mark the box in Step 1. If the person you wish to appoint as your proxy is someone other than the Chairman of the Meeting please write the name of that person in Step 1. If you leave this section blank, or your named proxy does not attend the meeting, the Chairman of the Meeting will be your proxy. A proxy need not be a shareholder of the company. A proxy may be an individual or a body corporate.

Votes on Items of Business – Proxy Appointment

You may direct your proxy how to vote by placing a mark in one of the boxes opposite each item of business. All your shares will be voted in accordance with such a direction unless you indicate only a portion of voting rights are to be voted on any item by inserting the percentage or number of shares you wish to vote in the appropriate box or boxes. If you do not mark any of the boxes on the items of business, your proxy may vote as he or she chooses. If you mark more than one box on an item your vote on that item will be invalid.

Appointment of a Second Proxy

You are entitled to appoint up to two persons as proxies to attend the meeting and vote on a poll. If you wish to appoint a second proxy, an additional Proxy Form may be obtained by telephoning the company’s share registry or you may copy this form and return them both together.

To appoint a second proxy you must:

• (a) on each of the first Proxy Form and the second Proxy Form state the percentage of your voting rights or number of shares applicable to that form. If the appointments do not specify the percentage or number of votes that each proxy may exercise, each proxy may exercise half your votes. Fractions of votes will be disregarded.

• (b) return both forms together.

Signing Instructions

You must sign this form as follows in the spaces provided:

Individual: where the holding is in one name, the holder must sign.

Joint Holding: where the holding is in more than one name, either shareholder may sign.

Power of Attorney: to sign under Power of Attorney, you must lodge the Power of Attorney with the registry. If you have not previously lodged this document for notation, please attach a certified photocopy of the Power of Attorney to this form when you return it.

Companies: where the company has a Sole Director who is also the Sole Company Secretary, this form must be signed by that person. If the company (pursuant to section 204A of the Corporations Act 2001 ) does not have a Company Secretary, a Sole Director can also sign alone. Otherwise this form must be signed by a Director jointly with either another Director or a Company Secretary. Please indicate the office held by signing in the appropriate place.

Corporate Representatives

If a representative of the corporation is to attend the meeting the appropriate “Certificate of Appointment of Corporate Representative” should be produced prior to admission in accordance with the Notice of Meeting. A form of the certificate may be obtained from the company’s share registry.

Lodgement of a Proxy Form

This Proxy Form (and any Power of Attorney under which it is signed) must be received at an address given below by 11:00am on Monday, 6 August 2012, being not later than 48 hours before the commencement of the meeting. Any Proxy Form received after that time will not be valid for the scheduled meeting.

Proxy Forms may be lodged using the reply paid envelope or:

 ONLINE

www.linkmarketservices.com.au

Login to the Link website using the holding details as shown on the proxy form. Select ‘Voting’ and follow the prompts to lodge your vote. To use the online lodgement facility, shareholders will need their “Holder Identifier” (Securityholder Reference Number (SRN) or Holder Identification Number (HIN) as shown on the front of the proxy form).

 by mail:

Atcor Medical Holdings Limited C/- Link Market Services Limited Locked Bag A14 Sydney South NSW 1235 Australia

 by fax:

+61 2 9287 0309



by hand:

delivering it to Link Market Services Limited, 1A Homebush Bay Drive, Rhodes NSW 2138.

If you would like to attend and vote at the General Meeting, please bring this form with you. This will assist in registering your attendance.