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GENETIC TECHNOLOGIES LIMITED — Major Shareholding Notification 2023
Feb 8, 2023
65022_rns_2023-02-08_03ed1bb3-cf4e-4977-84f4-d5ef0483b1e4.pdf
Major Shareholding Notification
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604 Page 1 of 3 15 July 2001
Form 604
Corporations Act 2001
Section 671B
Notice of change of interests of substantial holder
To Company Name/Scheme Genetic Technologies Limited ACN/ARSN 009 212 328
1. Details of substantial holder (1)
The Bank of New York Mellon Corporation (BNYMC) and each Group Name Entity listed in Annexure A (Group Entity),(together BNYMC Group)
ACN/ARSN (if applicable)
There was a change in the interests of the substantial holder on
07/February/2023
The previous notice was given to the company on 06 / December / 2022 The previous notice was dated 05 / December / 2022
2. Previous and present voting power
The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in when last required, and when now required, to give a substantial holding notice to the company or scheme, are as follows:
| Class of securities (4) | Previous notice | Present notice | ||
|---|---|---|---|---|
| Person’s votes | Voting power(5) | Person’s votes | Voting power(5) | |
Ordinary shares |
6,122,740,111 |
66.31% |
8,460,955,111* |
73.31%* |
*See Note 1 inAnnexure C |
3. Changes in relevant interests
Particulars of each change in, or change in the nature of, a relevant interest of the substantial holder or an associate in voting securities of the company or scheme, since the substantial holder was last required to give a substantial holding notice to the company or scheme are as follows:
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Date of Person whose Nature of change (6) Consideration given in Class and number Person's votes
change relevant interest relation to change (7) of securities affected
changed affected
See
Annexure
B
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4. Present relevant interests
Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:
| Holder of relevant interest SeeAnnexureC |
Registered holder of securities |
Person entitled to be registered as holder (8) |
Nature of relevant interest (6) |
Class and number of securities |
Person's votes |
|---|---|---|---|---|---|
604 Page 2 of 3 15 July 2001
5. Changes in association
The persons who have become associates (2) of, ceased to be associates of, or have changed the nature of their association (9) with, the substantial holder in relation to voting interests in the company or scheme are as follows:
| Name and ACN/ARSN (if applicable) | Nature of association |
|---|---|
BNYMC and each GroupEntity |
Each Group Entity is an associate of BNYMC pursuant tosection 12(2)(a) of the Corporations Act 2001 (Cth) as eachentity is directly or indirectly owned and controlled byBNYMC. |
6. Addresses
The addresses of persons named in this form are as follows:
| Name | Address |
|---|---|
The Bank of New YorkMellon Corporation |
240 Greenwich Street, New York, NY 10286 USA |
Each Group Entity |
240 Greenwich Street, New York, NY 10286 USA |
Signature
| re | |
|---|---|
| print name sign here |
Kevin Lockhartcapacity Attorney-In-Fact |
date08/February/2023 |
Annexure A
This is Annexure A of 1 page referred to in Form 604 Notice of Change of Interests of Substantial Holder given by The Bank of New York Mellon Corporation and its related bodies corporate
The Bank of New York Mellon Corporation is the ultimate parent company of a corporate group comprised of a large number of operating and holding companies. Details of the entities directly owned and controlled by The Bank of New York Mellon Corporation are listed below.
- The Bank of New York Mellon
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print name Kevin Lockhart capacity__ Attorney-In-Fact
sign here date 08/February/2023_____
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Annexure B
This is Annexure B of 1 page referred to in Form 604 Notice of Change of Interests of Substantial Holder given by The Bank of New York Mellon Corporation and its related bodies corporate
Changes in relevant interest
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Class and number of
Person whose relevant interest Consideration given in Person's votes
Date of change Nature of Change securities affected
changed relation to change affected
(Ordinary Shares)
6-Dec-22 The Bank of New York Mellon Transfer out of Securities N/A (4,275,600) (4,275,600)
8-Dec-22 The Bank of New York Mellon Transfer out of Securities N/A (9,000,000) (9,000,000)
20-Dec-22 The Bank of New York Mellon Transfer out of Securities N/A (3,000,000) (3,000,000)
29-Dec-22 The Bank of New York Mellon Deposit of Securities N/A 30,000,000 30,000,000
10-Jan-23 The Bank of New York Mellon Transfer out of Securities N/A (6,000,000) (6,000,000)
17-Jan-23 The Bank of New York Mellon Transfer out of Securities N/A (7,174,800) (7,174,800)
2-Feb-23 The Bank of New York Mellon Transfer out of Securities N/A (5,400,000) (5,400,000)
6-Feb-23 The Bank of New York Mellon Transfer out of Securities N/A (3,000,000) (3,000,000)
7-Feb-23 The Bank of New York Mellon Transfer out of Securities N/A (13,555,200) (13,555,200)
7-Feb-23 The Bank of New York Mellon Deposit of Securities N/A 2,359,620,600 2,359,620,600
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Print Name - Kevin Lockhart Capacity - Attorney - In - Fact
Sign Here Date - 08 February 2023
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Annexure C
This is Annexure C of 1 page referred to in Form 604 Notice of Change of Interests of Substantial Holder given by The Bank of New York Mellon Corporation and its related bodies corporate
| Holder of relevant interest Nature of relevant interest Class and number of securities |
Holder of relevant interest Nature of relevant interest Class and number of securities |
Holder of relevant interest Nature of relevant interest Class and number of securities |
|---|---|---|
| The Bank of New York Mellon (BNYM) Remote Interest Held Under Deposit Agreement Relevant interest under section 608(1)(c) of the Corporations Act 2001 (Cth) arising from BNYM having the limited power to dispose of, or control the exercise of a power to dispose of, securities deposited with or held by BNYM (or its custodian or agent) in its capacity as depositary administering an ADR program for Genetic Technologies Limited (Company) under the Deposit Agreement dated January 14, 2002 between the Company, holders of American depositary receipts (ADRs) and BNYM (Deposit Agreement). [See Note 1 below]. 8,460,955,111* ordinary shares |
||
| BNYMC Group (other than BNYM) |
Relevant interest under section 608(3)(a) and/or section 608(3)(b) of the Corporations Act 2001 (Cth) being a relevant interest held through a body corporate (namely BNYM) in which the voting power of each other entity in the BNYMC Group is above 20%, or that each other entity in the BNYMC Group controls. [*See Note 1 and Note 2 below] |
8,460,955,111 ordinary shares |
| NOTES: | ||
| Note 1*: Of the total of8,460,955,111securities in which the BNYMC Group has a relevant interest, BNYM has a relevant interest in8,460,955,111securities as depositary for Genetic Technologies Limited ADR program administered under the Deposit Agreement. BNYM's relevant interest in these securities arises as a result of the Deposit Agreement containing rights for BNYM to dispose of securities held under the ADR program in limited circumstances. Under the Deposit Agreement, ADR holders retain their rights to dispose of those securities and to give voting instructions for the exercise of voting rights attached to the securities. BNYMC Group's power to vote or dispose of these securities is qualified accordingly. Note 2: Each Group Entity is a direct or indirect wholly owned subsidiary of BNYMC, the ultimate parent company. Other than BNYM in respect of8,460,955,111securities (of which BNYM's power to only dispose of 8,460,955,111*securities is limited – see Note 1), none of the BNYMC Group entities are entitled to be registered as holder of the securities and their power to vote or dispose of the securities is qualified accordingly. |
Note 1* : Of the total of 8,460,955,111 securities in which the BNYMC Group has a relevant interest, BNYM has a relevant interest in 8,460,955,111** securities as depositary for Genetic Technologies Limited ADR program administered under the Deposit Agreement. BNYM's relevant interest in these securities arises as a result of the Deposit Agreement containing rights for BNYM to dispose of securities held under the ADR program in limited circumstances. Under the Deposit Agreement, ADR holders retain their rights to dispose of those securities and to give voting instructions for the exercise of voting rights attached to the securities. BNYMC Group's power to vote or dispose of these securities is qualified accordingly.
Note 2* : Each Group Entity is a direct or indirect wholly owned subsidiary of BNYMC, the ultimate parent company. Other than BNYM in respect of 8,460,955,111 securities (of which BNYM's power to only dispose of 8,460,955,111** securities is limited – see Note 1), none of the BNYMC Group entities are entitled to be registered as holder of the securities and their power to vote or dispose of the securities is qualified accordingly.
| print nameKevin Lockhart | capacity_ Attorney-In-Fact |
|---|---|
| sign here | date 08/February/2023__ |