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LARK DISTILLING CO. LTD — Director's Dealing 2013
Jan 8, 2013
65265_rns_2013-01-08_77e3e701-633b-4d3d-ba54-ff324746f4fc.pdf
Director's Dealing
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Montec International Limited ABN: 62 104 600 544 Registered Office: Level 3 70 Pitt Street, Sydney NSW 2000 GPO Box 4231 Sydney NSW 2001 Australia
Telephone:+1300 134 875 Facsimile:+61 2 9233 4497
9 January 2013
Mr Elvis Onyura [email protected] Australian Securities Exchange Sydney
Dear Elvis,
Thank you for your letter dated 8 January 2013.
Please find our response to the questions in your letter set out below.
The following numbered responses equate to the numbers of the questions in your letter.
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The Director has signed an ASX undertaking with the Company regarding disclosure of share trading to the Company. The issue of shares resulted from a Rights Issue Shortfall. The share registry issued the shares on 26 November 2012 without instructions to do so and therefore the Director and the Company Secretary were not aware that the shortfall applications has been processed and issued. The Company became aware of the transaction after enquiring as to the difference in the issued capital with the share registry and acted to correct the omission.
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Directors share trading is an agenda item for every board meeting and the Secretary reminds Directors at most board meetings of their obligations to disclose any trading in any shares of the Company.
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This Company is a small company and acknowledges that it could make use of a registry notification service which would detect trades by directors in names that are known to the Company; however this is not an inexpensive service and does not guarantee that all trades will be detected. It is for this reason that the steps in response to above are followed.
Yours sincerely,
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N J V Geddes Company Secretary Montec International Limited
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ASX Compliance ABN 26 087 780 489 20 Bridge Street Sydney NSW 2000 PO Box H224 Australia Square NSW 1215 www.asx.com.au
8 January 2013
Mr Nick Geddes Company Secretary Montec International Limited Level 3 Suite 302 70 Pitt Street Sydney NSW 2000
By Email
Dear Mr Geddes
Montec International Limited (the “Company ”)
We refer to the following;
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The Appendix 3Y lodged by the Company with ASX on 11 December 2012 for Mr Terry Cuthbertson;
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Listing rule 3.19A which requires an entity to tell ASX the following:
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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.
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On the date that the entity is admitted to the official list.
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On the date that a director is appointed.
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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.
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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.
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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.
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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.
- 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 Appendix 3Y indicates that a change in the Directors’ notifiable interest occurred on 26 November 2012. It appears that the Appendix 3Y should have been lodged with ASX by 3 December 2012, in relation to the changes in the Director’s notifiable interest that occurred on 26 November 2012. 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:
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Please explain why the Directors Interest Notices were lodged late.
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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 to [email protected]. It should not be sent to the ASX Market Announcements Office.
A response is requested as soon as possible and, in any event, not later than 9.30 a.m. AEDT on Friday, 11 January 2013 .
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,
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Elvis Onyura Adviser, Listings Compliance (Sydney)
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