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CSL Ltd. — Regulatory Filings 2012
Nov 15, 2012
17854_rns_2012-11-15_f55df5be-7243-4c92-9182-263b1326430e.pdf
Regulatory Filings
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Form 484 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
Change of name officeholders and proprietary
A3 Change - ultimate holding company
- B1 Cease company officeholder B2 Appoint company officeholder
B3 Special purpose company - $\frac{C1}{C2}$ Cancellation of shares Issue of shares
- $\overline{c}3$ Change to share structure
- $C4$ Changes to the register of members for proprietary 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 | |||||||
| Who should ASIC contact if there is a query about this form? | |||||||
| Lodgement details | 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 | |||||||
| Contact name/position description | Telephone number (during business hours) | ||||||
| (03) 9614 1011 Cameron Price/Partner |
|||||||
| 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.
| John Levy | |||
|---|---|---|---|
| Capacity | |||
| Director | |||
| Company secretary | |||
| Signature | |||
| Date signed | |||
| 6 $\mathcal{P}$ |
Lodgement
Send completed and signed forms to: Australian Securities and Investments Commission, PO Box 4000, Gippsland Mail Centre VIC 3841.
For more information Web www.asic.gov.au Need help? www.asic.gov.au/question 1300 300 630 Telephone
Or lodge the form electronically by visiting the ASIC website www.asic.gov.au
Section C completion guide
Standard share codes State to the following table for the
share class codes for sections C1, C2,
C3 and C4
| Share class code | Full title | Share class code | Full title |
|---|---|---|---|
| IA. | $\overline{A}$ | PRF | preference |
| 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 using the standard share class codes you do not need to provide a full title for the shares, just the share class | ||
| 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 | ||||
| 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 | $\sqrt{}$ Preferred | Not required | ||
| Cancellation of shares | |||||
| Proprietary company | Not required | ✓ | ✓ | ||
| Public company | |||||
| if in response to the Annual company statement |
Not required | $\checkmark$ | Not required | ||
| $\times$ | if not in response to the Annual company statement | $\checkmark$ | Not required | $\checkmark$ 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 | Redeemable preference shares - S.254J | |
|---|---|---|
| Please indicate the reason that shares have been cancelled (select one or |
Redeemed out of profits | |
| more boxes) | 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 $\boxtimes$ 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 |
| Number of shares cancelled | Amount paid (cash or otherwise) |
|---|---|
| 837,991 | \$39,086,319.11 |
Earliest date of change
Please indicate the earliest date that any of the above changes occurred.
| Report indicate the camer date that any or the above changed occurred. | . _________ . . a kata mata na matangan na matang kata na matang matang kata na matang kata na matang kata na matang kata na ma ,我们也不能想要不会不能不会不会不能不会不会不能不会不会不会不会不会不会不会不会不会不会不会不 . . ******** . . . |
. | . CONTRACTOR CONTRACTOR |
|||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| ſΜ | м | a a mara katika katika katika katika katika katika katika katika mata katika mata mata mata mata mata katika k . |
and a series of the series of the con- |
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 | 56,577 | NIL | NIL |
| ORD | 4,500 | \$17.48 | NIL |
| ORD | 64,473 | \$35.46 | NIL |
| ORD | 50,770 | \$37.91 | NIL |
| ORD | 984 | \$32.50 | İNIL |
| $\overline{2}$ 8 0 D 1 [M [D |
$\overline{2}$ Y1 $M$ ] $\Gamma$ |
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 | |||
| 208. | 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
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
| after changes) | shares | unpaid on these shares |
|---|---|---|
| 501,620,777 | \$ (619, 274, 377.30) | NIL |
| (as at 13 November 2012) |
Comprising share capital account of \$0 and share buy back reserve of \$619,274,377.30 |
|
| Earliest date of change $\overline{2}$ Y] $\Gamma$ |
Please indicate the earliest date that any of the above changes occurred |
Lodgement details
Is this document being lodged to update the Annual Company Statement that was sent to you?
| Yes | |
|---|---|
| ⊠ | No |
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
- If there are zo members of less in a share class, an changes heed to be notmed
If there are more than 20 members in a share class, only changes to the top twenty need be notified (s178B)
If shares are jointly owned, you mu
| The changes apply to | Please indicate the name and address | Family name | Given names | |||||
|---|---|---|---|---|---|---|---|---|
| has changed | of the member whose shareholding | 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 of the following changes occurred. |
ID | Date of change D] [M] $M$ ] |
$\Gamma$ Y |
||||
| The changes are | 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 | |||||||
| held. | 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 | ||||||||
| register (New members only) |
Date of entry | |||||||
| [D | [M D 1 M |
$\mathsf{I}$ Y |
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
[D
$D]$ [M
- If there are more than 20 members in a share class, only changes to the top twenty need be notified (s178B)
- 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 $\blacktriangle$
| The changes apply to Please indicate the name and address |
Family name | Given names | |||||||
|---|---|---|---|---|---|---|---|---|---|
| of the member whose shareholding has changed |
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 of the following changes occurred. |
Date of change | ||||||||
| The changes are | [M] [D D] $M$ ] |
$\Gamma$ Y |
|||||||
| Share class Shares Shares increased by code $$ (number) (number) |
Total number decreased by 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 |
$Y$
M] [Y