GENETIC TECHNOLOGIES LIMITED — Regulatory Filings 2020

Jan 13, 2020

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	10 January 2020
The previous notice was given to the company on $-29$ October 2019
The previous notice was dated $-28$ October 2019

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	1,645,229,311 40.49%		$1.696.063.111*$	41.74%*

* 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 gvenin relation to change $(7)$	Class and number of securities affected	Person's votes affected
See 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 securities	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 fo

Name and AQVAFSN (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	1 Aubund Den	*Date 13 January 2020

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

print name	Andrew Weiser	capacity	Attorney-In-Fact
sign here	$\mathbf{r}$ ' restrait lan	date	13 January 2020

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

Transfer Out of securities Transfer Out of securities Transfer Out of securities Deposit of securities Deposit of securities Deposit of securities Deposit of securities Deposit of securities Nature of Change Person whose relevant interest The Bank of New York Mellon The Bank of New York Mellon The Bank of New York Mellon The Bank of New York Mellon The Bank of New York Mellon The Bank of New York Mellon The Bank of New York Mellon The Bank of New York Mellon changed Date of change 13-Nov-19 30-Oct-19 17-Dec-19 16-Dec-19 23-Dec-19 30-Dec-19 18-Dec-19 $7 -$ Jan-20
	Consideration given in relation to change	Class and number of securities affected Ordinary Shares)	Person's votes affected
	$\stackrel{\textstyle <}{\geq}$	(5,421,000)	(5, 421, 000)
	$\frac{1}{2}$	300,000	300,000
	$\frac{1}{2}$	6,000,000	6,000,000
	$\frac{1}{2}$	1,800,000	1,800,000
	$\frac{8}{2}$	8,240,400	8,240,400
	$\lesssim$	4,117,800	4,117,800
	$\frac{8}{2}$	(1,530,000)	(1,530,000)
	$\frac{1}{2}$	(1,500,000)	(1,500,000)
Deposit of securities The Bank of New York Mellon	$\frac{1}{2}$	38,826,600	38,826,600

Print Name - Andrew Weiser

Capacity - Attorney - In - Fact

Date - 13 January 2020 Sign Here

Annexure C

This is Annexure C of 1 page referred to 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	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].	1,696,063,111 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]	1,696,063,111 ordinary shares
NOTES:
	*Note 1: Of the total of 1,696,063,111 securities in which the BNYMC Group has a relevant interest, BNYM has a relevant interest in 1,696,063,111 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

*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 1,696,063,111 securities (of which BNYM's power to only dispose of 1,696,063,111 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.

Wo.

print name Andrew Weiser

accordingly.

capacity Attorney-In-Fact

sign here

13 January 2020 date