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ELDERS LIMITED Share Issue/Capital Change 2008

Apr 2, 2008

64835_rns_2008-04-02_44d9fed2-a41d-4597-a464-80732f57468d.pdf

Share Issue/Capital Change

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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, 24/10/2005.

Name of entity

Futuris Corporation Limited (“ Futuris ”)

ABN

34 004 336 636

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
be issued
2
Number of+securities issued or
to be issued (if known) or
maximum number which may be
issued
3
Principal terms of the+securities
(eg, if options, exercise price and
expiry date; if partly paid
+securities, the amount
outstanding and due dates for
payment; if+convertible
securities, the conversion price
and dates for conversion)
ORDINARY
a)11,373,875
b)11,201,544
FULLY PAID ORDINARY SHARES
  • See chapter 19 for defined terms.

Appendix 3B Page 1

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Appendix 3B New issue announcement

4
Do the+securities rank equally in
all respects from the date of
allotment with an existing+class
of quoted+securities?
If the additional securities do not
rank equally, please state:
•the date from which they do
•the extent to which they
participate for the next
dividend, (in the case of a
trust, distribution) or interest
payment
•the extent to which they do
not rank equally, other than in
relation to the next dividend,
distribution or interest
payment
5
Issue price or consideration
6
Purpose of the issue
(If issued as consideration for the
acquisition of assets, clearly
identify those assets)
7
Dates of entering+securities into
uncertificated holdings or
despatch of certificates
Rank equally with existing ordinary shares
a) $1.7648
b) $1.7919
a) Shares issued under Dividend
Reinvestment Plan
b) Shares issued under the Underwriting
Agreement in respect of the dividend
reinvestment plan for the 31 December
2008 dividend as notified to the ASX on
15/02/08.
a)03/04/2008
b)03/04/2008
  • See chapter 19 for defined terms.

Appendix 3B Page 2

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Appendix 3B New issue announcement

8
Number and+class of all
+securities quoted on ASX
(_including_the securities in
clause 2 if applicable)
9
Number and+class of all
+securities not quoted on ASX
(_including_the securities in
clause 2 if applicable)
Total
10
Dividend policy (in the case of
a trust, distribution policy) on
the increased capital (interests)
Number Number +Class
785,846,347
1,500,000
Ordinary Fully Paid (FCL)
Futuris Hybrids (FCLPA)
Number +Class
250,000
2,275,000
2,000,000
1,500,000
1,500,000
2,615,000
750,000
150,000
100,000
3,745,000
1,950,000
200,000
228,000
200,000
1,000,000
3,550,000
07/10/08 options ex @ $1.71
27/10/09 options ex @ $1.68
01/07/13 options ex @ $1.37
25/10/15 options ex @ $2.06
25/10/16 options ex @ $2.06
04/10/10 options ex @ $2.06
04/10/10 options ex @ $2.06
31/10/11 options ex @ $1.83
31/10/11 options ex @ $1.92
31/10/11 options ex @ $2.02
31/10/11 options ex @ $2.17
31/10/11 options ex @ $2.17
08/08/10 options ex @ $2.25
31/03/10 options ex @ $2.00
18/06/12 options ex @ $2.54
01/10/12options ex@ $2.45
22,153,000
Rank equally with existing ordinary shares

Part 2 - Bonus issue or pro rata issue

Part 2 - Bonus issue or pro rata issue
11
Is security holder approval
required?
12
Is the issue renounceable or
non-renounceable?
13
Ratio in which the+securities will
be offered
14
+Class of+securities to which
the offer relates
15
+Record date to determine
entitlements
N/A
N/A

N/A
N/A
N/A
  • See chapter 19 for defined terms.

Appendix 3B Page 3

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Appendix 3B New issue announcement

16
Will holdings on different
registers (or subregisters) be
aggregated for calculating
entitlements?
17
Policy for deciding entitlements
in relation to fractions
18
Names of countries in which the
entity has+security holders who
will not be sent new issue
documents
Note: Security holders must be told how their
entitlements are to be dealt with.
Cross reference: rule 7.7.
19
Closing date for receipt of
acceptances or renunciations
20
Names of any underwriters
21
Amount of any underwriting fee
or commission
22
Names of any brokers to the
issue
23
Fee or commission payable to
the broker to the issue
24
Amount of any handling fee
payable to brokers who lodge
acceptances or renunciations on
behalf of+security holders
25
If the issue is contingent on
+security holders’ approval, the
date of the meeting
26
Date entitlement and
acceptance form and
prospectus or Product
Disclosure Statement will be
sent to persons entitled
27
If the entity has issued options,
and the terms entitle option
holders to participate on
exercise, the date on which
notices will be sent to option
holders
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
  • See chapter 19 for defined terms.

Appendix 3B Page 4

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Appendix 3B New issue announcement

28
Date rights trading will begin (if
applicable)
29
Date rights trading will end (if
applicable)
30
How do+security holders sell
their entitlements_in full_through
a broker?
31
How do+security holders sell
_part_of their entitlements through
a broker and accept for the
balance?
32
How do+security holders
dispose of their entitlements
(except by sale through a
broker)?
33
+Despatch date
N/A
N/A
N/A
N/A
N/A
N/A

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

  • See chapter 19 for defined terms.

Appendix 3B Page 5

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Appendix 3B New issue announcement

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

  • 35 If the[+] securities are[+] equity securities, the names of the 20 largest holders of the additional[+] securities, and the number and percentage of additional +securities held by those holders

  • 36 If the[+] securities are[+] equity securities, a distribution schedule of the additional +securities setting out the number of holders in the categories 1 - 1,000 1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 and over

  • 37 A copy of any trust deed for the additional[+] securities

Entities that have ticked box 34(b)

  • 38 Number of securities for which N/A +quotation is sought

  • 39 Class of[+] securities for which N/A quotation is sought

40 Do the[+] securities rank equally in N/A all respects from the date of allotment with an existing[+] class of quoted[+] securities? If the additional securities do not rank equally, please state:

  • the date from which they do

  • the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment

  • the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment

  • See chapter 19 for defined terms.

Appendix 3B Page 6

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Appendix 3B New issue announcement

41
Reason for request for quotation
now
Example: In the case of restricted securities,
end of restriction period
(if issued upon conversion of
another security, clearly identify
that other security)
42
Number and+class of all
+securities quoted on ASX
(_including_the securities in clause
38)
N/A
Number +Class
N/A
  • See chapter 19 for defined terms.

Appendix 3B Page 7

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Appendix 3B New issue announcement

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.

  • 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 noone 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.

Sign here: ............................................................ Date: 03 April 2008. (Company secretary)

Print name: ..MICHAEL SADLON

== == == == ==

  • See chapter 19 for defined terms.

Appendix 3B Page 8

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