GR ENGINEERING SERVICES LIMITED — Director's Dealing 2015

Jul 23, 2015

Appendix 3Y Change of Director’s Interest Notice

Rule 3.19A.2

Appendix 3Y

Change of Director’s Interest Notice

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 30/09/01 Amended 01/01/11

Name of entity	GR Engineering Services Limited
ABN	12 121 542 738

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of Director	Geoffrey Michael Jones
Date of last notice	29 July 2014

Part 1 - Change of director’s relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.

Direct or indirect interest	Direct
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.
Date of change	24 July 2015

• See chapter 19 for defined terms.

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Appendix 3Y Change of Director’s Interest Notice

No. of securities held prior to change	857,949 fully paid ordinary shares held directly and indirectly as follows:  407,949 fully paid ordinary shares held directly by Geoffrey Michael Jones.  200,000 fully paid ordinary shares held by the Lee-Jones Superannuation Fund of which Geoffrey Michael Jones is a joint Trustee and Beneficiary.  250,000 fully paid ordinary shares held by Ms Christine Lee, Mr Jones wife. 1,669,337 Share Appreciation rights held directly as follows:  727,273 Share Appreciation Rights vesting on 30 June 2015 subject to vesting conditions being met.  432,433 Share Appreciation Rights vesting on 30 June 2016 subject to vesting conditions being met.  296,297 Share Appreciation Rights vesting on 30 June 2017 subject to vesting conditions being met.  213,334 Share Appreciation rights vesting on 30 June 2018 subject to vestingconditions beingmet.
Class	ORD
Number acquired	324,582
Number disposed	Nil
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	Nil

• See chapter 19 for defined terms.

Appendix 3Y Page 2

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Appendix 3Y Change of Director’s Interest Notice

No. of securities held after change

1,182,531 fully paid ordinary shares held directly and indirectly as follows:  732,531 fully paid ordinary shares held directly by Geoffrey Michael Jones.  200,000 fully paid ordinary shares held by the Lee-Jones Superannuation Fund of which Geoffrey Michael Jones is a joint Trustee and Beneficiary.  250,000 fully paid ordinary shares held by Ms Christine Lee, Mr Jones wife. 942,064 Share Appreciation rights held directly as follows:  432,433 Share Appreciation Rights vesting on 30 June 2016 subject to vesting conditions being met.  296,297 Share Appreciation Rights vesting on 30 June 2017 subject to vesting conditions being met.  213,334 Share Appreciation Rights vesting on 30 June 2018 subject to vesting conditions being met.

Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back

Issue of shares upon vesting of Share Appreciation Rights.

Part 2 – Change of director’s interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.

Detail of contract	N/A
Nature of interest
Name of registered holder (if issued securities)
Date of change
No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed

• See chapter 19 for defined terms.

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Appendix 3Y Change of Director’s Interest Notice

Interest acquired Interest disposed Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation Interest after change

Part 3 –[+] Closed period

Part 3 –+Closed period
Were the interests in the securities or contracts detailed above traded during a+closed period where prior written clearance was required?	No
If so, was prior written clearance provided to allow the trade to proceed during this period?
If prior written clearance was provided, on what date was this provided?

• See chapter 19 for defined terms.

Appendix 3Y Page 4

01/01/2011