GENETIC TECHNOLOGIES LIMITED — Regulatory Filings 2019

May 22, 2019

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) Name	The Bank of New York Mellon Corporation (BNYMC) and each Group 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 The previous notice was given to the company on - 07 May 2019	21 May 2019
The previous notice was dated $-$ As of date 06 M ay 2019

1. 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		Resert notice
	Pason's votes	Valing power (5)	Person's votes	Vating power (5)
Ordinary shares	1,515,290,611 55.78%		$1,547,269,111*$	56.95%*

* See Note 1 in Annexure 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:

Date of change	Person whose relevant interest changed	Nature of drange(6)	Consideration given in relation to change $(7)$	Class and number of searities affected	Person's votes affected
lSee
Annexure B

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	Registered holder of searities	Person entitled to be registered	Nature of relevant interest (6)	Class and number of securities	Person's votes
See Annexure C

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 f

Name and AQVARSN (if applicable)	Nature of association
BNYMC and each Group Entity	Each Group Entity is an associate of BNYMC pursuant to section 12(2)(a) of the Corporations Act 2001 (Cth) as each entity is directly or indirectly lowned and controlled by BNYMC.

6. Addresses

The addresses of persons named in this form are as follows:

Name	Address
The Bank of New York Mellon Corporation	240 Greenwich Street, New York, NY 10286 USA
Each Group Entity	240 Greenwich Street, New York, NY 10286 USA

Signature

print name	Andrew Weiser	Attorney-In-Fact capacity
sign here		Date 22 May 2019

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 $\bullet$

wheale sign here 22 May 2019 dale

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 interests

Date of change	interest Person whose relevant changed	Nature of Change	in relation to change Consideration given	Ilass and number of securities affected (Ordinary Shares)	Person's votes affected
$7 - MaV - 19$	Mellon The Bank of New York	Deposit of securities	$\frac{4}{2}$	996,600	996,600
8-May-19	Mellon The Bank of New York	Deposit of securities	≸ VK	1,500,000	1,500,000
13-May-19	Mellon The Bank of New York	Deposit of securities	$\frac{4}{2}$	1,199,250	1,199,250
15-May-19	Mellon The Bank of New York	Deposit of securities	≫	9,393,450	9,393,450
16-May-19	Mellon The Bank of New York	Deposit of securities	$\leq$	1,284,150	.,284,150
17-May-19	Mellon The Bank of New York	Deposit of securities	≶∕	8,565,000	8,565,000
20-May-19	Mellon The Bank of New York	Deposit of securities	≸	2,250,000	2,250,000
$21-May-19$	Mellon The Bank of New York	Deposit of securities	∕ ≥	6,790,050	6,790,050

Print Name - Andrew Weiser

Sign Here

Date - 22 May 2019

Capacity - Attorney - In - Fact

This is Annexure C of 1 page referred in Form 604 Notice of Change of Interests be of Substantial Holder given by The Bank of New York Mellon Corporation and its related bodies corporate

Present relevant interests

Holder of relevant interest	Nature of relevant interest	Gass and number of securities
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].	1,547,269,111 lordinary shares
BNYMC Group (other khan 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]	1,547,269,111 ordinary shares

NOTES:

*Note 1: Of the total of 1,547,269,111 securities in which the BNYMC Group has a relevant interest,
BNYM has a relevant interest in 1,547,269,111 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. By an instrument of relief dated 29 April 2019, ASIC has granted c ertain relief
to BNYM and its related bodies corporate from certain provisions of Chapter 6 of the
Corporations Act in relation to the acquisition of, or increase in, voting power in securities
held by BNYM as depositary under the ADR program.

*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 1,547,269,111 securities (of which BNYM's power to only dispose of 1,547,269,111 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 name Andrew Weiser Attorney-In-Fact capacity sign here 22 May 2019 date