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LATITUDE 66 LIMITED Director's Dealing 2016

Jun 22, 2016

65213_rns_2016-06-22_efd2d358-cf33-441a-bd11-b67308150fc7.pdf

Director's Dealing

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23 June 2016

Mr Jeremy Newman ASX Compliance Pty Ltd Level 40, Central Park 152‐158 St George’s Terrace PERTH WA 6000

Via email: [email protected]

Dear Jeremy,

QUERY REGARDING CHANGE OF DIRECTOR’S INTEREST NOTICES

The Directors of Syndicated Metals Limited (ASX: SMD) (‘the Company”) respond to your query dated 21 June 2016 in regard to the late lodgement of three Appendix 3Y notifications as follows:

  1. The Appendices 3Y were lodged four business days late due to an administrative oversight. Upon discovery of this oversight, the Appendices 3Y were immediately lodged.

  2. The Company has in place Director’s Disclosure Obligations Agreements with each of its Directors to ensure that it is able to meet its disclosure obligations under Listing Rule 3.19A. These Agreements and the Director notification requirements in general are referred to in the Company’s Securities Trading Policy as lodged with ASX on 13 October 2014. Specifically the Agreements require the Director to provide to the Company details of changes in securities of the Company in which they have an interest including the date of the change, the number and class of the securities held before and after the change, and the nature of the change as soon as reasonably possible after the change and in any event within the prescribed timeframe.

  3. The current arrangements are considered adequate and are being enforced. The event that gave rise to the requirement for lodgement of the Appendices 3Y was the expiry of unlisted options and performance rights. The Directors have been reminded of their disclosure obligations under Listing Rule 3.19B in general and in regard to expiry of options and performance rights in particular.

Yours faithfully

SYNDICATED METALS LTD

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Paul Bridson Company Secretary

68A Hay Street, Subiaco WA 6008 ‐ GPO Box 2810 Perth WA 6000 T: +61 8 9380 9440 F: +61 8 9380 9449 [email protected] ACN: 115 768 986 ASX Code: SMD

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21 June 2016

Mr Paul Bridson Company Secretary Syndicated Metals Limited

Dear Mr Bridson

Syndicated Metals Limited (the “Company”)

I refer to the following:

  1. The Company’s announcement lodged with ASX Ltd (“ASX”) on 9 June 2016 regarding a change of director’s interest notice for Messrs Andrew Munckton, David Morgan and Peter Langworthy (“Directors”) (“Appendices 3Y”).

  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 an 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) including whether the change occurred during a closed period where prior written clearance was required and, if so, whether prior written clearance was provided. The entity must complete an 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 an Appendix 3Z and give it to ASX no more than 5 business days after the director ceases to be a director.

Level 40, Central Park www.asx.com.au 152-158 St Georges Tce Customer service 13 Perth WA 6000 12 79

ASX Compliance Pty Ltd ABN 26 087 780 489

  1. 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.

As the Appendices 3Y indicate a change in the Directors’ notifiable interests occurred on 29 May 2016, the Appendices 3Y should have been lodged with the ASX by 3 June 2016. As the Appendices 3Y were lodged on 9 June 2016, it appears that 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 Appendices 3Y were 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 to [email protected], 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 3:00 pm WST on Friday 24 June 2016 .

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 must separately address each of the questions asked. If you have any queries or concerns, please contact me immediately.

Yours sincerely,

[sent electronically without signature]

Jeremy Newman

Senior Adviser, Listings Compliance (Perth)

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