HIPAGES GROUP HOLDINGS LTD — Major Shareholding Notification 2021

Aug 5, 2021

Form 603

Corporations Act 2001 Section 671B

Notice of initial substantial holder

To Company Name/Scheme	hipages Group Holdings
ACN/ARSN	644 430 839
1. Details of substantial holder (1)

Name	David Vitek and Sajo Hill Pty Ltd atf the DV Trust
ACN/ARSN (if applicable)	162 128 396

The holder became a substantial holder on $10/11/2020$

2. Details of 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 on the date the substantial holder became a substantial holder are as follows:

Class of securities (4)	Number of securities	Person's votes (5)	Voting power (6)
Fully paid ordinary shares	10,558,367	10,558,367	$8.12%$ (based on 130,030,702 shares)

3. Details of relevant interests

The nature of the relevant interest the substantial holder or an associate had in the following voting securities on the date the substantial holder became a substantial holder are as follows:

Holder of relevant interest	Nature of relevant interest (7)	Class and number of securities
Refer to Annexure A

4. Details of present registered holders

The persons registered as holders of the securities referred to in paragraph 3 above are as follows:

Holder of relevant interest	Registered holder of securities	Person entitled to be registered as holder (8)	Class and number of securities
Refer to Annexure B

5. Consideration

The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the four months prior to the day that the substantial holder became a substantial holder is as follows:

Holder of relevant interest	Date of acquisition	Consideration (9)		Class and number of securities
		Cash	Non-cash
Sajo Hill Pty Ltd atf the DV Trust and David Vitek	10 November 2020		Shares in hipages Group Pty Ltd	9,068,853

MGV Group as trustee for the MV Trust	10 November 2020	Shares in	hipages $1,489,514$
		Ltd

6. Associates

The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:

Name and ACN/ARSN (if applicable)	Nature of association
NA

7. Addresses

The addresses of persons named in this form are as follows:

Name	the party of the property of the control of the control terms and Address
David Vitek	9 Keith Street, Clovelly NSW 2031

Signature

print name	David Vitek	capacity	Director
sign here		date	3/8/2021

DIRECTIONS

• $(1)$ If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager and trustee of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 7 of the form.
• See the definition of "associate" in section 9 of the Corporations Act 2001. $(2)$
• See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001. $(3)$
• The voting shares of a company constitute one class unless divided into separate classes. $(4)$
• The total number of votes attached to all the voting shares in the company or voting interests in the scheme (if any) that the person or an $(5)$ associate has a relevant interest in.
• $(6)$ The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.
• Include details of: $(7)$
• any relevant agreement or other circumstances by which the relevant interest was acquired. If subsection 671B(4) applies, a copy of $(a)$ any document setting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and
• any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or $(b)$ disposal of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).

See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.

• $(8)$ If the substantial holder is unable to determine the identity of the person (eq. if the relevant interest arises because of an option) write "unknown".
• Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was $(9)$ acquired has, or may, become entitled to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included of any benefit paid on behalf of the substantial holder or its associate in

relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.

$\lambda$

HIPAGES GROUP HOLDINGS LIMITED ABN 67 644 430 839

This is Annexure A of 1 pages referred to in Form 603 Notice of initial substantial holder

Signature

David Vitek print name Capacity Director sign here Date 3/8/2021

Holder of relevant interest	Nature of relevant interest	Class and number of
		securities
Sajo Hill Pty Ltd atf the	Shareholder, controlled	7,933,464 full paid
DV Trust and David Vitek	by David Vitek	ordinary shares
Sajo Hill Pty Ltd atf the	Beneficiary of shares	1,135,389 fully paid
DV Trust and David Vitek	held by Hipages ESP Pty	ordinary shares
	Ltd as truste for Hipages
	Employee Share Plan Trust
MGV Group Pty Ltd as	Shareholder controlled by	1,489,514 fully paid
trustee for the MV Trust	David Vitek	ordinary shares

HIPAGES GROUP HOLDINGS LIMITED ABN 67 644 430 839

This is Annexure B of 1 pages referred to in Form 603 Notice of initial substantial holder

$\bar{\nu}$

Signature

print name	David Vitek	Capacity	Director
sign here		Date	3/8/2021

Holder of relevant interest	Registered holder of Securities	Person entitled to be registered as holder (8)	Class and number of securities
Sajo Hill Pty Ltd atf the DV Trust and David Vitek	Sajo Hill Pty Ltd atf the DV Trust	Sajo Hill Pty Ltd atf the DV Trust	7,933,464 full paid ordinary shares
Sajo Hill Pty Ltd atf the DV Trust and David Vitek	Hipages ESP Pty Ltd as truste for Hipages Employee Share Plan Trust	Hipages ESP Pty Ltd as truste for Hipages Employee Share Plan Trust	1,135,389 fully paid ordinary shares
MGV Group Pty Ltd as trustee for the MV Trust	MGV Group Pty Ltd as trustee for the MV Trust	MGV Group Pty Ltd as trustee for the MV Trust	1,489,514 fully paid ordinary shares