HARRIS TECHNOLOGY GROUP LIMITED — Capital/Financing Update 2003

Jun 11, 2003

Swish Group

The Swish Group Limited ARN 93 085 545 973

Level 6 257 Collins Street Molhourna Victoria 3000 Australia [T] 61396621233 [F] 61396621942

12.June 2003

(Name) (Company) (Address) (Suburb State Postcode)

Dear Shareholder.

The Swish Group Limited Share Purchase Plan - Offer to Existing Eligible Shareholders

The Board of The Swish Group Limited ('Swish Group") is pleased to offer to each existing eligible shareholder an opportunity to purchase new fully paid ordinary shares in the capital of Swish Group up to a total value of \$5,000 per shareholder under a Share Purchase Plan. The price at which shareholders will be able to purchase shares is \$0.04 (4 cents) per share. The maximum application that may be accepted by the Swish Group is \$5,000 (i.e. 125,000 shares at 4 cents = \$5,000). The minimum application that may be accepted by the Swish Group is \$500 (i.e. 12,500 shares at 4 cents = \$500). There is no brokerage and there are no other costs payable on purchases of shares under the Share Purchase Plan.

The Directors are seeking, through the Share Purchase Plan, to enable existing eligible shareholders of Swish Group, many of whom acquired shares in the Swish Group over recent years at significantly higher prices, to "average down" the cost of their investment (i.e. reduce the average price at which they acquired their shares) and to enable them to participate in the exciting future of the Swish Group as it develops its business in media production and sales, technology and graphic design,

Business Overview

Swish Group was incorporated in 1998 and listed on the Australian Stock Exchange Limited ("ASX") in June 1999. The Swish Group acquired all the shares in the capital of Planet X Group Pty Ltd ("Planet X Group") in June 2002.

The Swish Group, following a restructuring of its operations and a recapitalisation of the business in early 2003 (the details of which were approved by shareholders at an Extraordinary General Meeting on 14 May 2003), had quotation of its shares reinstated on the ASX on 16 May 2003.

Swish Group is involved in the area of digital media and has businesses in film, television and advertising sales and production, the creation, storage and transmission of digital media content, and graphic and industrial design.

Future of the Swish Group

The Swish Group's intention in the next 12 months is to continue the existing business of Swish Group in the areas of digital media, film, television and advertising sales and production, the creation, storage and transmission of digital media content, and graphic and industrial design and, where appropriate opportunities arise, to make strategic and complimentary acquisitions.

Swish Group Share Purchase Plan

As set out above, in order to assist in the future development of the Swish Group and to provide working capital, Swish Group now offers to each existing eligible shareholder (i.e. shareholders who held shares in Swish Group at 500 pm (AEST) on Friday 6 June 2003), the opportunity to acquire shares in the capital of the Swish Group at \$0.04 (4 cents) per share up to a total value of \$5.000 per shareholder.

The price of \$0.04 (4 cents) per share, which has been fixed by the board of directors of the Swish Group ("Board"), provides existing eligible shareholders with an opportunity to purchase shares in the Swish Group at approximately 80% of the average closing price of the Swish Group's shares on the five days (on which the shares traded on the ASX) immediately preceding the entitlement date, which was Friday 6 June 2003.

The ability of the Board to offer shareholders the opportunity to purchase shares under the Share Purchase Plan is made in accordance with ASIC Policy Statement 125. ASIC Policy Statement 125 allows ASX listed companies to offer their existing shareholders the opportunity to acquire additional shares in the Swish Group at a discount to the market price without the need for a prospectus.

Further details and terms of the Share Purchase Plan are set out in this letter, the enclosed Terms and Conditions of the Share Purchase Plan ("Terms and Conditions") and in the terms and conditions set out on the enclosed application form. A reply paid envelope is also enclosed for your convenience. Please carefully read this letter, the enclosed Terms and Conditions and the application form before making any decision to participate in the Share Purchase Plan.

You will be eligible to participate in the Share Purchase Plan if you were a registered holder of fully paid ordinary shares in the capital of Swish Group as at 500pm (AEST) on Friday 6 June 2003 with a registered address in Australia or New Zealand. If you are eligible to purchase shares under the Share Purchase Plan, you may select any one of the following alternative offers:

Offer A

125,000 shares - total amount payable at \$0.04 (4 cents) per share = \$5,000

Offer B

62,500 shares - total amount payable at \$0.04 (4 cents) per share = \$2,500

Offer C

12,500 shares - total amount payable at \$0.04 (4 cents) per share $= $500$

Swish Group is limited in the number of shares that it may issue under this Share Purchase Plan. The Board of Swish Group will accept applications from shareholders up to an additional 30% of the capital of the Swish Group under the Share Purchase Plan.

In the event each shareholder applies for shares under the Share Purchase Plan, the issue of shares under the Share Purchase Plan may result in an issue of in excess of 15% of the capital of the Swish Group which would require the approval of shareholders pursuant to ASX Listing Rule 7.1. The Board have sought and obtained a waiver from the ASX enabling the issue of shares under the Share Purchase Plan in excess of 15% of the capital of the Swish Group, without the requirement to obtain shareholder approval. It is a condition of the waiver that, if the Share Purchase Plan results in a proposal to issue in excess of 30% of the capital of the Swish Group, shareholder approval must be obtained.

The Board has also sought and obtained a waiver from the ASX enabling them to participate in the Share Purchase Plan. The Directors have indicated that they intend to take up their entitlements under the Share Purchase Plan

Applications will be accepted on a first come, first served basis and shares will be allotted progressively during the offer period. It is not the intention of the Board of Swish Group to issue more than an additional 30% of its current issued capital under the Share Purchase Plan.

If you wish to apply for any shares under the Share Purchase Plan, please complete the enclosed application form and forward it using the enclosed reply paid envelope with your payment by cheque made payable to "The Swish Group Limited - Share Purchase Plan Account" to Swish Group's share reaistry:

Computershare Investor Services Pty Limited GPO Box 1903 Adelaide South Australia 5001

The offer will close on 4 July 2003 or earlier if the maximum number of shares able to be issued under the Share Purchase Plan has been reached. Applications to subscribe for shares under the Share Purchase Plan must be received prior to the close of the offer at 500pm (AEST) on 4 July 2003. If the exact amount of money is not tendered with the acceptance. Swish Group reserves the right to return your application and cheque and not allot any shares to you or to allot only that number of shares for which the Swish Group has received payment. Participation in the Share Purchase Plan is entirely voluntary. The offer is non-renounceable, which means that you cannot transfer your right to purchase shares under the Share Purchase Plan to anyone else.

The Future

As indicated above, the purpose of the Share Purchase Plan is to enable shareholders to "average down" the cost of their investment in the Swish Group, to provide the Swish Group with additional working capital for the development of the Swish Group business and to enable the Swish Group to make strategic acquisitions and take advantage of opportunities as and when they arise in the developing area of digital media, technology and design.

If you have any questions in relation to the plan, please contact Computershare Investor Services Pty Limited on 1300 556 161 or the Company's Investor Relations Manager, Kylie Hoare on (03) 9662 1233.

I appreciate your continuing support of the Swish Group through its recent restructuring and look forward to your ongoing involvement as we work to further develop the Swish Group's business.

Yours faithfully.

Cary P. Stynes Managing Director

THE SWISH GROUP LIMITED SHARE PURCHASE PLAN

Pursuant to The Swish Group Limited ("Swish Group") Share Purchase Plan, Swish Group offers each eligible shareholder the ability to acquire between 12,500 shares (\$500) and 125,000 shares (\$5,000) of fully paid ordinary shares in the capital of Swish Group at \$0.04 (4 cents) per share.

If you are eligible to purchase shares, you may choose any one of the following levels of acceptance:

Offer A

125,000 shares - total amount payable at \$0,04 (4 cents) per share = \$5,000

Offer B

62,500 shares - total amount payable at \$0.04 (4 cents) per share = \$2,500

Offer C

12,500 shares - total amount payable at \$0.04 (4 cents) per share = \$500

TERMS AND CONDITIONS

1. Opening and Closing Date of the Offer

The offer opens on 16 June 2003. The offer closes at 5pm (AEST) on 4 July 2003.

2. Eligibility

You are eligible to apply for shares if:

• Your registered address recorded in Swish Group's register of members is in Australia or New Zealand; and
• You were registered as a holder of fully paid ordinary shares in Swish Group as at 5:00pm (AEST) on Friday 6 $\bullet$ June 2003.

The Offer to each eligible shareholder is made on the same terms and conditions.

The Offer is non-renounceable (i.e. you may not transfer your right to buy the shares to anyone else).

3. Issue Price

The issue price for each Share under the Offer is \$0.04 (4 cents) per Share, which is approximately 80% of the average closing price of the Swish Group's shares on the five days (on which the shares traded on the ASX) immediately preceding the entitlement date, which was Friday 6 June 2003.

4. Rights attaching to Shares

The Shares will be issued on the same terms as the existing ordinary shares in Swish Group quoted on the ASX.

5. Investment in Offer

If you are an eligible shareholder, you can purchase:

Offer A

125,000 shares - total amount payable at \$0.04 (4 cents) per share = \$5,000

Offer B

62,500 shares - total amount payable at \$0.04 (4 cents) per share = \$2,500

$O$ ffer $C$

12,500 shares - total amount payable at \$0.04 (4 cents) per share = \$500

6. Joint/Multiple Holdings

Shareholders who receive more than one Application Form due to multiple individual holdings or joint holdings may only apply for a maximum of A\$5,000 worth of shares.

7. Trustee/Nominee Holdings

If a beneficiary is named in a nominee or trustee holding on the share register, eg ABC Nominees Pty Limited (A/c Mr John Smith), the beneficiary is taken to be the applicant for that holding and any application for shares will be included in calculating the maximum number of shares that may be applied for by that beneficiary in any capacity. If trustee or nominee holdings do not include a named beneficiary, the rules for multiple individual holdings set out above in paragraph 6 apply.

8. Subscription limited to an Additional 30% of Current Issued Capital

The Board of Swish Group intends to accept applications of up to an additional 30% of the issued share capital of the Swish Group under the Share Purchase Plan, Applications will be accepted on a first come, first served basis. If applications are received for in excess of 30% of the current issued capital of the Swish Group under the Share Purchase Plan, Swish Group reserves the right to return your application form and cheque and not allot any shares to you. No interest will be paid on any money that is returned.

9. Participation Costs

The only cost to the shareholder in relation to the Share Purchase Plan is the issue price of the number of shares you wish to purchase. Under the Share Purchase Plan, there is no need to pay brokerage, commission or other transaction costs.

10. Allotment of Shares

The shares may be allotted progressively during the offer period. On the allotment of shares to you, Swish Group's share registry, Computershare Investor Services Pty Limited, will send you an Issuer Sponsored Holding Statement or CHESS Allotment Confirmation Notice in due course. After allotment of the shares you will be sent a statement confirming the number of shares allotted. If you are an Issuer Sponsored Holder this will be sent to you by Computershare Investor Services Pty Limited, if you are sponsored by a broker you will receive a confirmation statement from CHESS.

11. Payment for Shares

All amounts in the offer are expressed in Australian dollars. Shareholders must pay for shares with a cheque for the exact amount in Australian dollars. The cheque should be made payable to "The Swish Group Limited - Share Purchase Plan Account". If the exact amount of money is not tendered with the Application Form, Swish Group reserves the right to return your application form and cheque and not allot any shares to you or to allot only that number of shares for which the Swish Group has received payment.

12. Change of Offer

Swish Group may change the terms or terminate the Share Purchase Plan at any time. If this occurs, the ASX will be advised. The omission to give notice of changes to, or termination of, the Share Purchase Plan or the non-receipt of notice will not invalidate the change or termination. Swish Group reserves the right to allot fewer or no shares than an eligible shareholder applies for under the Share Purchase Plan if Swish Group believes the allotment of those shares would contravene any law or ASX Listing Rules. No interest will be paid on any money returned.

13. Dispute Resolution

Swish Group may settle any difficulty in relation to the Share Purchase Plan in any manner it thinks fit, whether generally or in relation to any participant, application or share. Swish Group's decision will be conclusive and binding.

14. Important Information on Price Risk to Consider

The issue price under the Share Purchase Plan is \$0.04 (4 cents) per Share, which is approximately 80% of the average closing price of the Swish Group's shares on the five days (on which the shares traded on ASX) immediately preceding the entitlement date, which was Friday 6 June 2003. Before deciding whether to accept the offer, shareholders should refer to the current market price of Swish Group's shares, which can be obtained from the financial pages of the daily newspaper, a stockbroker or the ASX.

Shareholders should note that the market price of Swish Group's shares may rise or fall between the date of this offer and the date when the shares are issued to the shareholder under the Share Purchase Plan. This means that the price paid per share may be greater than or less than the price of Swish Group's shares at the time the shares are issued to you under the terms of the Share Purchase Plan. In determining whether shareholders wish to participate in this offer and the extent of participation, personal financial and/or taxation advice should first be obtained.

Swish Group reserves the right to waive strict compliance with any provision of these Terms and Conditions. The powers of Swish Group under these Terms and Conditions may be exercised by the Directors of Swish Group or any delegate of them.

Share Purchase Plan Application Form

Please return completed form to:

The Swish Group Limited C/- Computershare Investor Services Pty Limited GPO Box 1903 ADELAIDE SA 5001

Telephone: 1300 556 161 Telephone: (03) 9615 5970 Facsimile: (08) 8236 2305 Swish Group: (03) 9662 1233

Record Date: close of business(AEST) 6 June 200

Offer Closes: 5pm (AEST) 4 July 2003 Securityholder Reference Number/ Holder Identification Number

I/We wish to apply for the number of shares set out below in accordance with the terms and conditions of The Swish Group Limited ("Swish Group") Share Purchase Plan.

Please tick preference

	Offer A	$125,000$ Shares	Total amount payable $\omega$ \$0.04 (4 cents) per share	A\$5.000.00
$\Box$	Offer B	$62,500$ Shares	Total amount payable $\omega$ \$0.04 (4 cents) per share	A\$2,500.00
$\Box$	Offer C	$12,500$ Shares	Total amount payable $\omega$ \$0.04 (4 cents) per share	A\$500.00

Applications will be accepted on a first come first served basis. If applications are received for in excess of an additional 30% of the current issued share capital of the Swish Group under the Share Purchase Plan, Swish Group reserves the right to return your application form and cheque and not allot any shares to you. No interest will be paid on monies returned.

Please complete the following payment details

Drawer	Bank	BSB No. or Branch Name	Amount AS

Contact Details

Contact Name		Telephone Number - Business Hours
See Instructions on the reverse side of this form for payment and signing requirements.
Individual or Securityholder 1	Securityholder 2		Securityholder 3

Director/Swish Group Secretary

Sole Director and Sole Swish Group Secretary This is an offer to eligible shareholders to subscribe for additional fully paid ordinary shares in The Swish Group Limited ("Swish Group") under the Terms and Conditions of the Share Purchase Plan (set out in the attached document) and the terms and conditions contained in this Share Purchase Plan Application Form.

Listructions

The price of the shares offered under the Share Purchase Plan is \$0.04 (4 cents) per share, which is approximately 80% of the average closing price of the Swish Group's shares on the five days (on which the shares traded on ASX) immediately preceding the entitlement date, which was Friday 6 June 2003. Before deciding whether to accept the offer, shareholders should refer to the current market price of Swish Group's shares. You are encouraged to seek financial and tax advice prior to accepting this offer.

Should the exact amount payable not be tendered, Swish Group reserves the right to reject the Application Form and return the money.

Your Application Checklist

• The Terms and Conditions, set out in the document, should be read carefully as should the Letter of Offer and this Share Purchase Plan Entitlement and Application Form.
• $\bullet$ Payments may only be made by cheque or bank draft in Australian dollars and drawn on an Australian branch of a financial institution. Cheques or bank drafts are to be made payable to: The Swish Group Limited - Share Purchase Plan Account and crossed "Not Negotiable". Cash payments cannot be accepted.
• Please return your Application Form and payment to Computershare at the address below.
• Applications must be received by 5.00pm (AEST) on 4 July 2003.

NOTE: Changes to registered details, e.g. name and address, cannot be made on the Application Form.

Receipt by Swish Group of this Application Form, together with the full subscription amount for one of the three offers detailed above will constitute acceptance in accordance with the Terms and Conditions of the Share Purchase Plan and the Constitution of Swish Group by the shareholder named on this form.

This offer is not renounceable. Shares issued pursuant to this offer may only be transferred after allotment.

Signing Requirements

The shareholder and each joint shareholder (if applicable) must sign.

Companies need to sign under seal in accordance with their constitution.

If signed by an Attorney, please forward the Power of Attorney to the Share Registry for noting, unless already noted.

Certification

By signing this Application Form you certify that the aggregate of the application price paid by you for:

• the shares the subject of this Application Form; and
• any other shares and interests in the class applied for by you under the Share Purchase Plan or any similar arrangement in the 12 months prior to the date of submission of this Application Form,

does not exceed \$5,000.00.

Application Forms and cheques may be mailed or delivered to:

MAILING ADDRESS

Computershare Investor Services Pty Limited GPO BOX 1903 Adelaide. South Australia 5001 AUSTRALIA

DELIVERY ADDRESS

Computershare Investor Services Pty Limited Level 5, 115 Grenfell Street Adelaide, South Australia 5000 AUSTRALIA