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HELIA GROUP LIMITED — Director's Dealing 2015
Apr 1, 2015
65056_rns_2015-04-01_ce033b54-ab4a-49b2-bcb9-d3c76c7f55f8.pdf
Director's Dealing
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Level 26 101 Miller Street North Sydney NSW 2060 Australia Tel 1300 655 422 Fax 1300 662 228 genworth.com.au
2 April 2015
Company Announcements Office Australian Securities Exchange Exchange Centre 20 Bridge Street Sydney NSW 2000
Dear Sir
Genworth Mortgage Insurance Australia Limited (ASX:GMA) Updated Appendices 3X
We attach updated Appendices 3X for each of Ellen Comerford, Sam Marsico, Leon Roday, Stuart Take and Jerome Upton. These Appendices 3X have been updated to include the Directors’ interests in securities of related bodies corporate of GMA. They replace the Appendices 3X lodged on 27 May 2014 for those Directors.
While the Appendices 3X lodged on 27 May 2014 included details of Directors’ notifiable interests in securities of GMA, due to an administrative oversight, the Appendices 3X for Ellen Comerford, Sam Marsico, Leon Roday, Stuart Take and Jerome Upton did not include details of those Directors’ interests in securities of related bodies corporate of GMA (relevantly, Genworth Financial, Inc. and Genworth MI Canada Inc. where applicable). Whilst those interests were included in GMA’s Remuneration Report lodged with the ASX on 27 February 2015, the updated Appendices 3X contain the most up to date information regarding each Director’s shareholdings.
In accordance with Listing Rule 3.19B, GMA has agreements with each of its Directors to ensure that it is able to meet its disclosure obligations under Listing Rule 3.19A. The agreements contain substantially similar provisions to those in Attachment 1 of ASX Guidance Note 22: Director Disclosure of Interests and Transactions in Securities – Obligations of Listed Entities .
GMA also has other administrative arrangements to ensure it meets its disclosure obligations under Listing Rule 3.19A, including:
-
requesting Directors to notify GMA of their security holdings in GMA and its related bodies corporate in the director consent form at the time of appointment; and
-
requiring Directors to sign an annual confirmation of their security holdings in GMA and its related bodies corporate as part of the preparation of GMA’s annual report.
Genworth Mortgage Insurance Australia Limited ABN 72 154 890 730 ® Registered Trade Mark of Genworth Financial, Inc.
Directors are also required to file a Trade Notice with the General Counsel & Company Secretary in connection with any trade in GMA securities.
We do not consider that any additional steps are necessary for GMA to ensure compliance with Listing Rule 3.19B, although we will remind Directors of the importance of accurate and timely notification of their interests in GMA and in securities of GMA’s related bodies corporate.
Yours faithfully
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Jonathan Downes
General Counsel & Company Secretary
Genworth Mortgage Insurance Australia Limited ABN 72 154 890 730 ® Registered Trade Mark of Genworth Financial, Inc.
Appendix 3X Initial Director’s Interest Notice
Rule 3.19A.1
Appendix 3X
Initial 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 30/9/2001.
Name of entity Genworth Mortgage Insurance Australia Limited
ABN 72 154 890 730
We (the entity) give ASX the following information under listing rule 3.19A.1 and as agent for the director for the purposes of section 205G of the Corporations Act.
| Name of Director | Ellen Frances Comerford |
|---|---|
| Date of appointment | 21 December 2011 |
Part 1 - Director’s relevant interests in securities of which the director is the registered holder
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.
Number & class of securities
-
(1) 660,337 Share Rights in Genworth Mortgage Insurance Australia Limited ( GMA ) held under the Genworth Australia Share Rights Plan. Subject to the satisfaction of certain vesting conditions, each Share Right will be exercisable, for no cash consideration, for one ordinary share.
-
(2) 69,114 shares of Class A Common Stock in Genworth Financial, Inc. ( GFI )
-
(3) 35,686 Restricted Stock Units in GFI ( RSU ). Each RSU represents a contingent right to receive one share of GFI common stock in the future. If GFI pays dividends on its common stock, dividend equivalents accrue with respect to the RSUs and are paid in cash at the time that the corresponding RSUs vest.
-
See chapter 19 for defined terms.
Appendix 3X Page 1
11/3/2002
Appendix 3X Initial Director’s Interest Notice
Part 2 – Director’s relevant interests in securities of which the director is not the registered holder
In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust
Name of holder & nature of interest Number & class of Securities Note: Provide details of the circumstances giving rise to the relevant interest. Not applicable Not applicable
Part 3 – 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 | Contract between Genworth Mortgage Insurance Australia Limited and Ms Comerford, under which Ms Comerford has the right to be issued the Share Rights described in Part 1 (1) of this notice |
|---|---|
| Nature of interest | Not applicable |
| Name of registered holder (if issued securities) |
Not applicable |
| No. and class of securities to which interest relates |
As described in Part 1 (1) of this notice |
- See chapter 19 for defined terms.
Appendix 3X Page 2
11/3/2002
Appendix 3X Initial Director’s Interest Notice
Rule 3.19A.1
Appendix 3X
Initial 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 30/9/2001.
Name of entity Genworth Mortgage Insurance Australia Limited
ABN 72 154 890 730
We (the entity) give ASX the following information under listing rule 3.19A.1 and as agent for the director for the purposes of section 205G of the Corporations Act.
| Name of Director | Samuel Domonick Marsico |
|---|---|
| Date of appointment | 19 March 2012 |
Part 1 - Director’s relevant interests in securities of which the director is the registered holder
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.
Number & class of securities
-
(1) 15,482 shares of Class A Common Stock in Genworth Financial, Inc. ( GFI ).
-
(2) 56,840 Stock Appreciation Rights in GFI ( SAR ). Each SAR represents the right to receive an amount payable in shares of GFI common stock on the date of exercise over the base price of the SAR.
-
(3) 30,400 Stock Options in GFI. Each Stock Option represents the right to acquire one share of GFI common stock on exercise and subject to the terms of the Stock Option.
-
(4) 624 common shares in Genworth MI Canada Inc.
- See chapter 19 for defined terms.
Appendix 3X Page 1
11/3/2002
Appendix 3X Initial Director’s Interest Notice
Part 2 – Director’s relevant interests in securities of which the director is not the registered holder
In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust
Name of holder & nature of interest Number & class of Securities Note: Provide details of the circumstances giving rise to the relevant interest. Not applicable Not applicable
Part 3 – 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 | Not applicable |
|---|---|
| Nature of interest | Not applicable |
| Name of registered holder (if issued securities) |
Not applicable |
| No. and class of securities to which interest relates |
Not applicable |
- See chapter 19 for defined terms.
Appendix 3X Page 2
11/3/2002
Appendix 3X Initial Director’s Interest Notice
Rule 3.19A.1
Appendix 3X
Initial 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 30/9/2001.
Name of entity Genworth Mortgage Insurance Australia Limited
ABN 72 154 890 730
We (the entity) give ASX the following information under listing rule 3.19A.1 and as agent for the director for the purposes of section 205G of the Corporations Act.
| Name of Director | Leon Ellis Roday |
|---|---|
| Date of appointment | 19 March 2012 |
Part 1 - Director’s relevant interests in securities of which the director is the registered holder
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.
Number & class of securities
-
(1) 19,609 ordinary shares in Genworth Mortgage Insurance Australia Limited
-
(2) 32,526 shares of Class A Common Stock in Genworth Financial, Inc. ( GFI )
-
(3) 34,651 Restricted Stock Units in GFI ( RSU ). Each RSU represents a contingent right to receive one share of GFI common stock in the future. If GFI pays dividends on its common stock, dividend equivalents accrue with respect to the RSUs and are paid in cash at the time that the corresponding RSUs vest.
-
(4) 692,833 Stock Appreciation Rights in GFI ( SAR ). Each SAR represents the right to receive an amount payable in shares of GFI common stock on the date of exercise over the base price of the SAR.
-
(5) 3,020 common shares in Genworth MI Canada Inc.
- See chapter 19 for defined terms.
Appendix 3X Page 1
11/3/2002
Appendix 3X Initial Director’s Interest Notice
Part 2 – Director’s relevant interests in securities of which the director is not the registered holder
In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust
Name of holder & nature of interest Number & class of Securities Note: Provide details of the circumstances giving rise to the relevant interest. Not applicable Not applicable
Part 3 – 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 | Not applicable |
|---|---|
| Nature of interest | Not applicable |
| Name of registered holder (if issued securities) |
Not applicable |
| No. and class of securities to which interest relates |
Not applicable |
- See chapter 19 for defined terms.
Appendix 3X Page 2
11/3/2002
Appendix 3X Initial Director’s Interest Notice
Rule 3.19A.1
Appendix 3X
Initial 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 30/9/2001.
Name of entity Genworth Mortgage Insurance Australia Limited
ABN 72 154 890 730
We (the entity) give ASX the following information under listing rule 3.19A.1 and as agent for the director for the purposes of section 205G of the Corporations Act.
| Name of Director | Stuart Edward Take |
|---|---|
| Date of appointment | 20 February 2012 |
Part 1 - Director’s relevant interests in securities of which the director is the registered holder
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.
Number & class of securities
-
(1) 9,699 ordinary shares in Genworth Mortgage Insurance Australia Limited
-
(2) 21,042 shares of Class A Common Stock in Genworth Financial, Inc. ( GFI )
-
(3) 59,041 Restricted Stock Units in GFI ( RSU ). Each RSU represents a contingent right to receive one share of GFI common stock in the future. If GFI pays dividends on its common stock, dividend equivalents accrue with respect to the RSUs and are paid in cash at the time that the corresponding RSUs vest.
-
(4) 53,200 Stock Appreciation Rights in GFI ( SAR ). Each SAR represents the right to receive an amount payable in shares of GFI common stock on the date of exercise over the base price of the SAR.
-
(5) 37,000 Stock Options in GFI. Each Stock Option represents the right to acquire one share of GFI common stock on exercise and subject to the terms of the Stock Option.
- See chapter 19 for defined terms.
Appendix 3X Page 1
11/3/2002
Appendix 3X Initial Director’s Interest Notice
Part 2 – Director’s relevant interests in securities of which the director is not the registered holder
In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust
Name of holder & nature of interest Number & class of Securities Note: Provide details of the circumstances giving rise to the relevant interest. Not applicable Not applicable
Part 3 – 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 | Not applicable |
|---|---|
| Nature of interest | Not applicable |
| Name of registered holder (if issued securities) |
Not applicable |
| No. and class of securities to which interest relates |
Not applicable |
- See chapter 19 for defined terms.
Appendix 3X Page 2
11/3/2002
Appendix 3X Initial Director’s Interest Notice
Rule 3.19A.1
Appendix 3X
Initial 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 30/9/2001.
Name of entity Genworth Mortgage Insurance Australia Limited
ABN 72 154 890 730
We (the entity) give ASX the following information under listing rule 3.19A.1 and as agent for the director for the purposes of section 205G of the Corporations Act.
| Name of Director | Jerome Upton |
|---|---|
| Date of appointment | 20 February 2012 |
Part 1 - Director’s relevant interests in securities of which the director is the registered holder
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.
Number & class of securities
-
(1) 19,534 ordinary shares in Genworth Mortgage Insurance Australia Limited
-
(2) 15,482 shares of Class A Common Stock in Genworth Financial, Inc.
-
(3) 74,520 Restricted Stock Units in GFI ( RSU ). Each RSU represents a contingent right to receive one share of GFI common stock in the future. If GFI pays dividends on its common stock, dividend equivalents accrue with respect to the RSUs and are paid in cash at the time that the corresponding RSUs vest.
-
(4) 88,000 Stock Appreciation Rights in GFI ( SAR ). Each SAR represents the right to receive an amount payable in shares of GFI common stock on the date of exercise over the base price of the SAR.
-
(5) 27,550 Stock Options in GFI. Each Stock Option represents the right to acquire one share of GFI common stock on exercise and subject to the terms of the Stock Option
-
(6) 906 common shares in Genworth MI Canada Inc.
- See chapter 19 for defined terms.
Appendix 3X Page 1
11/3/2002
Appendix 3X Initial Director’s Interest Notice
Part 2 – Director’s relevant interests in securities of which the director is not the registered holder
In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust
Name of holder & nature of interest Number & class of Securities Note: Provide details of the circumstances giving rise to the relevant interest. Not applicable Not applicable
Part 3 – 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 | Not applicable |
|---|---|
| Nature of interest | Not applicable |
| Name of registered holder (if issued securities) |
Not applicable |
| No. and class of securities to which interest relates |
Not applicable |
- See chapter 19 for defined terms.
Appendix 3X Page 2
11/3/2002