Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

INTEGRATED RESEARCH LIMITED Director's Dealing 2009

Sep 17, 2009

65142_rns_2009-09-17_d69211b7-2462-4913-88ad-08106fd7ae44.pdf

Director's Dealing

Open in viewer

Opens in your device viewer

Integrated Research Integrated Research Ltd > ABN 76 003 588 449 Level 9, 100 Pacific Highway, North Sydney NSW 2060 Australia t: +61 (2) 9966 1066 f: +61 (2) 9966 1042 e: [email protected]

18 September 2009

Mr. Joel Farina Senior Adviser, Issuers (Sydney) ASX Markets Supervision Pty Ltd PO Box H224 Australia Square NSW 1215

Dear Joel,

Integrated Research Limited (the “Company ”) Appendix 3Y – Change of Director’s Interest Notice

We refer to your letter of 16 September 2009 titled “Integrated Research Limited (the “Company”) Appendix 3Y – Change of Director’s Interest Notice”.

We respond to each of the questions in your letter as follows:

  1. The Appendix was lodged three business days late due to an administrative oversight by the Company. The information was at hand but was not lodged by the 3rd September 2009.

  2. The Company has in place procedures whereby the company secretary receives the required information from directors for disclosure to ASX in the required time frame.

  3. The current arrangements are adequate. This was an isolated error.

Yours sincerely

==> picture [97 x 50] intentionally omitted <==

David Leighton Company Secretary

==> picture [148 x 41] intentionally omitted <==

www.prognosis.com

16 September 2009

==> picture [105 x 95] intentionally omitted <==

ASX Markets Supervision Pty Ltd ABN 26 087 780 489 20 Bridge Street Sydney NSW 2000 PO Box H224 Australia Square NSW 1215

Telephone 61 2 9227 0441 Facsimile 61 2 9240 7620 www.asx.com.au

Mr Rennie Thangiah Integrated Research Limited Finance Manager Level 10 168 Walker Street North Sydney NSW 2060

By Email

Dear Rennie

Integrated Research Limited (the “Company ”) Appendix 3Y – Change of Director’s Interest Notice

We refer to the following:

  1. The Appendix 3Y lodged by the Company with ASX Limited (“ASX”) on 8 September 2009 for John Brown (the “Director’s Notice”);

  2. Listing rule 3.19A which requires an entity to tell ASX the following:

    • 3.19A.1 The notifiable interests of a director of the entity (or in the case of a trust, a director of the responsible entity of the trust) at the following times.

      • On the date that the entity is admitted to the official list.

      • On the date that a director is appointed.

      • The entity must complete Appendix 3X and give it to ASX no more than 5 business days after the entity’s admission or a director’s appointment.

    • 3.19A.2 A change to a notifiable interest of a director of the entity (or in the case of a trust, a director of the responsible entity of the trust). The entity must complete Appendix 3Y and give it to ASX no more than 5 business days after the change occurs.

    • 3.19A.3 The notifiable interests of a director of the entity (or in the case of a trust, a director of the responsible entity of the trust) at the date that the director ceases to be a director. The entity must complete Appendix 3Z and give it to ASX no more than 5 business days after the director ceases to be a director.

  3. Listing rule 3.19B which states as follows.

An entity must make such arrangements as are necessary with a director of the entity (or in the case of a trust, a director of the responsible entity of the trust) to ensure that the director discloses to the entity all the information required by the entity to give ASX completed Appendices 3X, 3Y and 3Z within the time period allowed by listing rule 3.19.A. The entity must enforce the arrangements with the director.

==> picture [596 x 75] intentionally omitted <==

  1. The Companies Update dated 27 June 2008, reminding listed entities of their obligation to notify ASX within 5 business days of the notifiable interests in securities held by each director and outlining the action that ASX would take in relation to breaches of listings rules 3.19A and 3.19B.

The Director’s Notice indicates that a change in director’s notifiable interest occurred on 27 August 2009. It appears that the Director’s Notice should have been lodged with ASX by 3 September 2008. Consequently, the Company may be in breach of listing rules 3.19A and/or 3.19B. Please note that ASX is required to record details of breaches of the listing rules by listed companies for its reporting requirements.

ASX reminds the Company of its contract with ASX to comply with the listing rules. In the circumstances ASX considers that it is appropriate that the Company make necessary arrangements to ensure there is not a reoccurrence of a breach of the listing rules. Having regard to listing rules 3.19A and 3.19B and Guidance Note 22: “Director Disclosure of Interests and Transactions in Securities – Obligations of Listed Entities”, we ask that you answer each of the following questions:

  1. Please explain why the Director’s Notice was lodged late.

  2. What arrangements does the Company have in place with its directors to ensure that it is able to meet its disclosure obligations under listing rule 3.19A?

  • 3 If the current arrangements are inadequate or not being enforced, what additional steps does the Company intend to take to ensure compliance with listing rule 3.19B?

Your response should be sent to me by e-mail at [email protected] or by facsimile on facsimile number (02) 9241 7620. It should not be sent to the Company Announcements Office.

A response is requested as soon as possible and, in any event, not later than half an hour before the start of trading (ie before 9.30 a.m. A.E.S.T.) on Monday, 21 September 2009.

Under listing rule 18.7A, a copy of this query and your response will be released to the market, so your response should be in a form suitable for release and should separately address each of the questions asked.

If you have any queries or concerns, please contact me immediately.

Yours sincerely,

[Sent electronically, without signature]

Joel Farina Senior Adviser, Issuers (Sydney)

Page 2 of 2