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CSL Ltd. — Regulatory Filings 2011
Dec 1, 2011
17854_rns_2011-12-01_cb5fd3a8-b125-44ee-a7ab-9e382589d32a.pdf
Regulatory Filings
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Corporations Act 2001
Change to company details
Sections A, B or C may be lodged independently with this signed cover page to notify ASIC of:
A1 Change of address
A2 Change of name -- officeholders and proprietary
company members
A3 Change – ultimate holding company
B1 Cease company officeholder
B2 Appoint company officeholder B3 Special purpose company
C1 Cancellation of shares
C2 Issue of shares
Change to share structure
Changes to the register of members for proprietary $\frac{C3}{C4}$ companies
If there is insufficient space in any section of the form, you may photocopy the relevant page(s) and submit as part of this lodgement
| Company name | |||||||
|---|---|---|---|---|---|---|---|
| Company details | CSL Limited | ||||||
| ACN/ABN | |||||||
| 051 588 348 | |||||||
| Refer to guide for information about corporate key |
Corporate key | ||||||
| Lodgement details | Who should ASIC contact if there is a query about this form? | ||||||
| ASIC registered agent number (if applicable) | |||||||
| An image of this form will be available | 2552 - Melbourne | ||||||
| as part of the public register. | Firm/organisation | ||||||
| Allens Arthur Robinson | |||||||
| Contact name/position description | Telephone number (during business hours) | ||||||
| Cameron Price/Partner | (03) 9614 1011 | ||||||
| Email address (optional) | |||||||
| Postal address | |||||||
| GPO BOX 1776Q | |||||||
| Suburb/City | State/Territory | Postcode | |||||
| Melbourne | Victoria | 3001 | |||||
| Signature | |||||||
| This form must be signed by a current officeholder of the company. |
| Techny that the information in this cover sheet and the attached sections of this form are true and complete. | |
|---|---|
| Name | |
| John Levy | |
| Capacity | |
| Director | |
| Company secretary | |
| $\sim$ | |
| Signature | |
| Date signed | |
| 3 0 |
|
| D] [Y Y] [D [M M] |
|
Loopify that the information in this cover shoot and the attached sections of this ferm are true and complete
Lodgement
Send completed and signed forms to: Australian Securities and Investments Commission, PO Box 4000, Gippsland Mail Centre VIC 3841.
For help or more information
Telephone 1300 300 630 Telephone Email [email protected] Web www.asic.gov.au
Or lodge the form electronically by visiting the ASIC website www.asic.gov.au
ASIC Form 484 nvgm A0115706863v14 305447175 1 July 2010
Section C completion guide
| Standard share codes | lShare class code | Full title | Share class code | Full title |
|---|---|---|---|---|
| Refer to the following table for the share class codes for sections C1, C2, |
A | A | PRF | preference |
| C 3 and C 4 | B | B etc | CUMP | cumulative preference |
| EMP | employee's | NCP | non-cumulative preference | |
| FOU | founder's | REDP | redeemable preference | |
| LG | life governor's | NRP | non-redeemable preference | |
| MAN | management | CRP | cumulative redeemable preference | |
| ORD | ordinary | NCRP | non-cumulative redeemable preference | |
| RED | redeemable | PARP | participative preference | |
| SPE | special |
code
If you are not using the standard share class code, enter a code of no more than 4 letters and then show the full title.
Sections to complete
Use the table below to identify the sections of this form to complete (please indicate the sections that have been completed). Completion of this table is optional.
| C1 - Cancellation of shares |
C 2 – Issue of shares | C3 - Change to share C4 - Change to structure table |
members register | ||
|---|---|---|---|---|---|
| Issue of shares | |||||
| Proprietary company | Not required | ✓ | $\checkmark$ | ✓ | |
| Public company | |||||
| if in response to the Annual company statement |
Not required | Not required | |||
| $\boxtimes$ | if not in response to the Annual company statement Not required | ✓ | $\checkmark$ Preferred | Not required | |
| Cancellation of shares | |||||
| Proprietary company | Not required | ✓ | $\checkmark$ | ||
| Public company | |||||
| if in response to the Annual company statement |
Not required | ✓ | Not required | ||
| $\times$ | if not in response to the Annual company statement | ✓ | Not required | $\sqrt{\phantom{1}}$ Preferred | Not required |
| Transfer of shares | |||||
| Proprietary company | Not required | Not required | Not required | ✓ | |
| Public company | |||||
| if in response to the Annual company statement |
Not required | Not required | Not required | Not required | |
| if not in response to the Annual company statement Not required | Not required | Not required | Not required | ||
| Changes to amounts paid | |||||
| Proprietary company | Not required | Not required | |||
| Public company | |||||
| if in response to the Annual company statement |
Not required | Not required | Not required | ||
| if not in response to the Annual company statement Not required | Not required | Not required | Not required | ||
| Changes to beneficial ownership | |||||
| Proprietary company | Not required | Not required | Not required | ||
| Public company | |||||
| if in response to the Annual company statement |
Not required | Not required | Not required | Not required | |
| if not in response to the Annual company statement Not required | Not required | Not required | Not required |
To notify ASIC about a division or conversion of a class of shares, you must lodge a Form 211 within 28 days of the change occurring.
To notify ASIC about a conversion of shares into larger or smaller numbers, you must lodge a Form 2205B within 28 days of the change occurring.
C1 Cancellation of shares
| Reason for cancellation Please indicate the reason that shares have been cancelled (select one or more boxes) |
Redeemable preference shares - S.254J Redeemed out of profits Redeemed out of proceeds of a fresh issue of shares |
|---|---|
| Capital reduction - S.256A - S.256E Single shareholder company Multiple shareholder company. A Form 2560 must be lodged before a capital reduction takes place |
|
| Share buy-back - ss.257H(3) Minimum holding buy-back by listed company Other buy-back type. A form 280 or 281 must be lodged at least 14 days, and $\times$ no more than 1 year before the share buy-back can take place |
|
| Forfeited shares - S.258D | |
| Shares returned to a public company - ss.258E(2) & (3) Under section 651C, 724(2), 737 or 738 Under section 1325A (court order) |
|
| Other Description Give section reference |
Details of cancelled shares
List the details of shares cancelled in the following table
| Share class code | Number of shares cancelled | Amount paid (cash or otherwise) | ||
|---|---|---|---|---|
| ORD | 1,677,962 | \$52,271,202.00 | ||
| These shares were cancelled during the period 15 November to 24 November 2011 |
Earliest date of change
| Please indicate the earliest date that any of the above changes occurred. | ||||
|---|---|---|---|---|
| $ 1 $ $ 5 $ $ 1 1 $ $ 1 1 1 $ | ||||
| ſМ | MI IY |
$\bar{a}$
C2 Issue of shares
List details of new share issues in the following table.
| Share class code | Number of shares issued | Amount paid per share | Amount unpaid per share |
|---|---|---|---|
| ORD | 23,244 | NIL | NIL |
| ORD | 5,380 | \$17.48 | NIL |
| Earliest date of change | |||
| 8 0 D1 [M ΙD |
Please indicate the earliest date that any of the above changes occurred Y1 M1 [Y |
||
| If shares were issued for other than cash, were some or all of the shares issued under a written contract? | |||
| Yes | |||
| lodge a Form 207Z and either a Form 208 or a copy of the contract. | if yes, proprietary companies must also lodge a Form 207Z certifying that all stamp duties have been paid. Public companies must also | ||
| No | |||
| if no, proprietary companies are not required to provide any further documents with this form. Public companies must also lodge a Form |
C3 Change to share structure
208.
Where a change to the share structure table has occurred (eg. as a result of the issue or cancellation of shares), please show the updated details for the share
classes affected. Details of share classes not affected by th
| Share class code |
Full title if not standard | Total number of shares (current after changes) |
Total amount paid on these shares |
Total amount unpaid on these shares |
|---|---|---|---|---|
| ORD | 523,403,301 | \$204,661,941.59 | NIL | |
| (as at 24 November 2011 |
||||
| Earliest date of change |
ıy
Please indicate the earliest date that any of the above changes occurred
| $\begin{array}{ c c c c c c c c c c c c c c c c c c c$ | |||
|---|---|---|---|
| ID | DI [M M] [Y |
Lodgement details
Is this document being lodged to update the Annual Company Statement that was sent to you?
| P€ |
|---|
C4 Changes to the register of members for proprietary companies
Use this section to notify changes to the register of members for your proprietary company (changes to the shareholdings of members):
• If there are 20 members or less in a share class, all changes need to be notified
- $\bullet$ If there are more than 20 members in a share class, only changes to the top twenty need be notified (s178B) $\bullet$
- If shares are jointly owned, you must also provide names and addresses of all joint owners on a separate sheet (annexure), clearly indicating
the share class and with whom the shares are jointly owned
| The changes apply to Please indicate the name and address of the member whose shareholding has changed |
Family name | Given names | |||||||
|---|---|---|---|---|---|---|---|---|---|
| OR | |||||||||
| Company name | |||||||||
| ACN/ARBN/ABN | |||||||||
| Office, unit, level, or PO Box number | |||||||||
| Street number and Street name | |||||||||
| Suburb/City | State/Territory | ||||||||
| Postcode | Country (if not Australia) | ||||||||
| Earliest date of change | Please indicate the earliest date that any | Date of change | |||||||
| of the following changes occurred. | |||||||||
| [D | D] [M M] |
[Y Y] |
|||||||
| The changes are | |||||||||
| held. | Beneficially held usually means that the owner of the shares is entitled to the direct benefit from the shares. For example, benefits could include the | entitlements to payments in relation to any dividends. Shares held by a person as trustee, nominee or on account of another person are non-beneficially | |||||||
| Share class code |
Shares increased by (number) |
Shares decreased by (number) |
Total number now held |
Total \$ paid on these shares |
Total \$ unpaid on these shares |
Fully paid (y/n) |
Beneficially held (y/n) |
Top 20 member (y/n) |
|
| Date of entry of member's name in | Date of entry | ||||||||
| register (New members only) |
|||||||||
| [D | D] [M M] |
[Y YJ |
|||||||
$\bar{a}$
C4 Continued... Further changes to the register of members for proprietary companies
Use this section to notify changes to the register of members for your proprietary company (changes to the shareholdings of members):
• If there are 20 members or less in a share class, all changes need to be notified
- If there are more than 20 members in a share class, only changes to the top twenty need be notified (s178B)
- $\ddot{\bullet}$ If shares are jointly owned, you must also provide names and addresses of all joint owners on a separate sheet (annexure), clearly indicating the share class and with whom the shares are jointly owned
| The changes apply to Please indicate the name and address of the member whose shareholding has changed |
Family name | Given names | |||||||
|---|---|---|---|---|---|---|---|---|---|
| OR | |||||||||
| Company name | |||||||||
| ACN/ARBN/ABN | |||||||||
| Office, unit, level, or PO Box number | |||||||||
| Street number and Street name | |||||||||
| Suburb/City | State/Territory | ||||||||
| Postcode | Country (if not Australia) | ||||||||
| Earliest date of change | Please indicate the earliest date that any | Date of change | |||||||
| of the following changes occurred. | |||||||||
| The changes are | [D | D] [M M] |
[Y Y] |
||||||
| Share class | Shares | Shares | Total number | Total \$ paid | Total \$ unpaid | Fully paid | Beneficially | Top 20 | |
| code | increased by (number) |
decreased by (number) |
now held | on these shares |
on these shares |
(y/n) | held (y/n) | member (y/n) | |
| Date of entry of member's name in | Date of entry | ||||||||
| register (New members only) |
|||||||||
| [D | D] [M M] [Y |
Y] | |||||||
$\bar{\alpha}$