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MACH7 TECHNOLOGIES LIMITED Regulatory Filings 2016

May 10, 2016

65285_rns_2016-05-10_65155d7d-4708-4422-aeef-c84b8cf0675b.pdf

Regulatory Filings

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Form 603 Corporations Act 2001 Section 671B

Notice of initial substantial holder

To Company Name/Scheme Mach7 Technologies Limited
ACN/ARSN ACN 007 817 192
1. Details of substantial holder (1)
Name United Overseas Venture Sdn. Bhd.
ACN/ARSN (if applicable)
The holder became a substantial holder on 8 April 2016

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)
Ordinary Shares 46,741,623 46.741.623 5.23%

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
United Overseas Venture Sdn Bhd Holder of relevant interest under section
[608(1)(a) of the Corporations Act.
46,741,623 Ordinary Shares
Dato' Ling Keak Ming 1 Ordinary Share
Datuk Tong Kooi Ong 1 Ordinary Share
Tan Sri Dato' Surin Upatkoon 1 Ordinary Share

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 Registered holder of Person entitled to be Class and number
interest securities registered as holder (8) of securities
United Overseas Venture United Overseas Venture United Overseas Venture 46,741,623 Ordinary
Sdn. Bhd. Sdn Bhd Sdn Bhd IShares

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
United Overseas Venture Sdn
Bhd
8 April 2016 N/A As consideration for
the Company's
acquisition of shares in
Mach7 Technologies
Pte Ltd from United
Overseas Venture Sdn
Bhd, at a deemed
iprice of
\$0.10 per Share.
46,741,623 Ordinary
Shares

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
Dato' Ling Keak Ming Direct Interest in United Overseas Venture Sdn. Bhd.
Datuk Tong Kooi Ong Direct Interest in United Overseas Venture Sdn. Bhd.
Tan Sri Dato' Surin Upatkoon Direct Interest in United Overseas Venture Sdn. Bhd.

7. Addresses

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

Name Address
United Overseas Venture Sdn. Bhd. 19-3 Jalan Tasik Selatan 3, Bandar Tasik Selatan, 57000 Kuala Lumpur, Malaysia
Dato' Ling Keak Ming No. 1, Lorong 16/9C, Section 16, 46350 Petaling Jaya, Selangor Darul Ehsan,
Malaysia
Datuk Tong Kooi Ong Tingkat 4, Block B, Nusa Rhu Condominium, Jalan Medang, Bukit Bandaraya,
59100 Kuala Lumpur, Wilayah Persekutuan, Malaysia
Tan Sri Dato' Surin Upatkoon No. 30, Perak Road, 10150 Georgetown, Pulau Pinang, Malaysia

Signature

print name DATO' LING KEAK MING capacity
sign here $\overline{\phantom{a}}$ date 12 April 2016

DIRECTIONS

  • 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 $(1)$ 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 associate has a $(5)$ relevant interest in.
  • The person's votes divided by the total votes in the body corporate or scheme multiplied by 100. $(6)$
  • $(7)$ Include details of:
  • any relevant agreement or other circumstances by which the relevant interest was acquired. If subsection 671B(4) applies, a copy of any $(a)$ 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 disposal of the $(b)$ 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.

  • If the substantial holder is unable to determine the identity of the person (eg. if the relevant interest arises because of an option) write "unknown." $(8)$
  • Details of the consideration must include any and all benefits, moneys and other, that any person from whom a relevant interest was acquired has, or $(9)$ 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.