GWR GROUP LIMITED — Director's Dealing 2019

Dec 9, 2019

10 December 2019

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ASX Announcement

Change of Director’s Interest Notices

GWR Group Limited (ASX: GWR) (“the Company”) is pleased attached Appendix 3Y’s for change in Directors interests in Company securities following the issue of shares to Directors in lieu of fees as approved by Shareholders at the 2019 Annual General Meeting held on 22 November 2019.

ENDS-

Simon Borck Company Secretary

GWR Group Ltd 97 Outram Street ABN 54 102 622 051 West Perth WA 6005

PO Box 517 T +61 8 9322 6666 E admin@gwrgroup.com.au West Perth WA 6872 F +61 8 9322 2370 W www.gwrgroup.com.au

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 GWR Group Limited ABN 54 102 622 051

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	Datuk Chin AnLau(surname underlined)
Date of last notice	6 December 2018

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		Indirect (shares) and direct (shares/options)	Indirect (shares) and direct (shares/options)
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.		The registered holder of the shares is Ms Nyok Yen Woon, who is the wife of Datuk Chin AnLau. Pursuant to Section 608(3) of the Corporation Act 2001, Datuk Chin AnLauhas a relevant interest in securities held by Ms Nyok YenWoon.
Date of change		10 December 2019
No. of securities held prior to changes		2,153,553 Ordinary shares 4,000,000 unlisted options: a) 800,000 unlisted options vested on grant, exercisable at $0.04, expiring 23 December 2020, b) 800,000 unlisted options, vested on 23 December 2017, exercisable at $0.05, expiring 23 December 2020, c) 2,400,000 unlisted options, vesting 23 December 2018, exercisable at $0.06, expiring 23 December 2020.
Class		Ordinary shares

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

Number acquired	254,247 Ordinary shares
Number disposed	Nil
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	$27,500 value of accrued salary
No. of securities held after change	2,407,800 Ordinary shares 4,000,000 unlisted options: a) 800,000 unlisted options vested on grant, exercisable at $0.04, expiring 23 December 2020, b) 800,000 unlisted options, vested on 23 December 2017, exercisable at $0.05, expiring 23 December 2020, c) 2,400,000 unlisted options, vesting 23 December 2018, exercisable at $0.06, expiring 23 December 2020.
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back	Issued in lieu of accrued Directors salary as approved by shareholders at the AGM held on 22 November 2019

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	N/A
Name of registered holder (if issued securities)	N/A
Date of change	N/A
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	N/A
Interest acquired	N/A
Interest disposed	N/A

• See chapter 19 for defined terms.

Appendix 3Y Page 2

01/01/2011

Appendix 3Y Change of Director’s Interest Notice

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

Part 3 –[+] Closed period

art 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?	N/A
If prior written clearance was provided, on what date was this provided?	N/A

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 3

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 GWR Group Limited ABN 54 102 622 051

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	Tien SengLaw(surname underlined)
Date of last notice	6 December 2018

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	Indirect (shares) and direct (options)
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	For indirect interest, the registered holder of the shares is Wynnes Investment Holding Limited. Tan Sri Dato Tien Seng Law holds more than 20% of the voting power of the issued and paid up share capital of Wynnes Investment Holding Limited. Saw Geok Ngor, the wife of Law Tien Seng, holds more than 20% of the voting power of the issued and paid up share capital of Wynnes Investment Holding Limited. Pursuant to Section 608(3) of the Corporation Act 2001, Tan Sri Dato Tien Seng Law has a relevant interest in securities held by Wynnes Investment Holding Limited.
Date of change	10 December 2019

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

No. of securities held prior to changes	28,819,945 Ordinary shares (indirect) 4,000,000 unlisted options: (direct) a) 800,000 unlisted options vested on grant, exercisable at $0.04, expiring 23 December 2020, b) 800,000 unlisted options, vested on 23 December 2017, exercisable at $0.05, expiring 23 December 2020, c) 2,400,000 unlisted options, vesting 23 December 2018, exercisable at $0.06, expiring 23 December 2020.
Class	Ordinary shares
Number acquired	254,247 Ordinary shares
Number disposed	Nil
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	$27,500 value of accrued salary
No. of securities held after change	29,074,192 Ordinary shares (indirect) 4,000,000 unlisted options: (direct) a) 800,000 unlisted options vested on grant, exercisable at $0.04, expiring 23 December 2020, b) 800,000 unlisted options, vested on 23 December 2017, exercisable at $0.05, expiring 23 December 2020, c) 2,400,000 unlisted options, vested on 23 December 2018, exercisable at $0.06, expiring 23 December 2020.
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back	Issued in lieu of accrued Directors salary as approved by shareholders at the AGM held on 22 November 2019

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	N/A

• See chapter 19 for defined terms.

Appendix 3Y Page 2

01/01/2011

Appendix 3Y Change of Director’s Interest Notice

Name of registered holder (if issued securities)	N/A
Date of change	N/A
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	N/A
Interest acquired	N/A
Interest disposed	N/A
Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation	N/A
Interest after change	N/A

Part 3 –[+] Closed period

art 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?	N/A
If prior written clearance was provided, on what date was this provided?	N/A

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 3

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 GWR Group Limited ABN 54 102 622 051

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	Kong LengLee(Jimmy) (surname underlined)
Date of last notice	6 December 2018

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.	N/A
Date of change	10 December 2019
No. of securities held prior to changes	1,958,553 Ordinary shares 4,000,000 unlisted options: a) 800,000 unlisted options vested on grant, exercisable at $0.04, expiring 23 December 2020, b) 800,000 unlisted options, vested on 23 December 2017, exercisable at $0.05, expiring 23 December 2020, c) 2,400,000 unlisted options, vesting 23 December 2018, exercisable at $0.06, expiring 23 December 2020.
Class	Ordinary shares
Number acquired	254,247 Ordinary shares

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

Number disposed	Nil
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	$27,500 value of accrued salary
No. of securities held after change	2,212,800 Ordinary shares 4,000,000 unlisted options: a) 800,000 unlisted options vested on grant, exercisable at $0.04, expiring 23 December 2020, b) 800,000 unlisted options, vested on 23 December 2017, exercisable at $0.05, expiring 23 December 2020, c) 2,400,000 unlisted options, vested on 23 December 2018, exercisable at $0.06, expiring 23 December 2020.
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back	Issued in lieu of accrued Directors salary as approved by shareholders at the AGM held on 22 November 2019

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	N/A
Name of registered holder (if issued securities)	N/A
Date of change	N/A
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	N/A
Interest acquired	N/A
Interest disposed	N/A
Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation	N/A
Interest after change	N/A

• See chapter 19 for defined terms.

Appendix 3Y Page 2

01/01/2011

Appendix 3Y Change of Director’s Interest Notice

Part 3 –[+] Closed period

art 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?	N/A
If prior written clearance was provided, on what date was this provided?	N/A

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 3

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 GWR Group Limited ABN 54 102 622 051

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	Gary Lyons
Date of last notice	6 December 2018

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	Indirect
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	Lyons Super Fund (Beneficiary)
Date of change	10 December 2019
No. of securities held prior to changes	3,823,200 Ordinary shares 4,000,000 unlisted options: a) 800,000 unlisted options vested on grant, exercisable at $0.04 , expiring 23 December 2020, b) 800,000 unlisted options, vested on 23 December 2017, exercisable at $0.05, expiring 23 December 2020, c) 2,400,000 unlisted options, vesting 23 December 2018, exercisable at $0.06, expiring 23 December 2020.
Class	Ordinary shares
Number acquired	416,040 Ordinary shares

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

Number disposed	Nil
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	$45,000 value of accrued salary
No. of securities held after change	4,239,240 Ordinary shares 4,000,000 unlisted options: a) 800,000 unlisted options vested on grant, exercisable at $0.04 , expiring 23 December 2020, b) 800,000 unlisted options, vested on 23 December 2017, exercisable at $0.05, expiring 23 December 2020, c) 2,400,000 unlisted options, vested on 23 December 2018, exercisable at $0.06, expiring 23 December 2020.
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back	Issued in lieu of accrued Directors salary as approved by shareholders at the AGM held on 22 November 2019

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	N/A
Name of registered holder (if issued securities)	N/A
Date of change	N/A
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	N/A
Interest acquired	N/A
Interest disposed	N/A
Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation	N/A
Interest after change	N/A

• See chapter 19 for defined terms.

Appendix 3Y Page 2

01/01/2011

Appendix 3Y Change of Director’s Interest Notice

Part 3 –[+] Closed period

art 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?	N/A
If prior written clearance was provided, on what date was this provided?	N/A

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 3