MEMPHASYS LIMITED. - Capital/Financing Update 2013

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ABN 33 120 047 556

2013 Share Purchase Plan

An offer to shareholders of NuSep Holdings Ltd to purchase additional fully paid ordinary shares in NuSep Holdings Ltd under the terms and conditions of this Share Purchase Plan.

Indicative Timetable

Share Purchase Plan Record Date	Friday 19thJuly 2013
Announcement of Share Purchase Plan	Monday 22ndJuly 2013
Share Purchase Plan Open Date	Tuesday 23rdJuly 2013
Share Purchase Plan Offer Closes	Monday 19thAugust 2013
Allotment and Issue of Shares	Monday 26thAugust 2013
Quotation of Shares on ASX	Tuesday 27thAugust 2013

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Letter from the Chairman

Tuesday 23[rd] July 2013

Dear Shareholders,

On behalf of the Board of NuSep Holdings Ltd ( NuSep ), I am pleased to present you with the opportunity to increase your investment in NuSep under the Company’s Share Purchase Plan ( SPP ). The SPP provides you with the opportunity to increase your holding with no brokerage or commission costs at an issue price of 4.5¢ per share.

I invite you to read this document thoroughly in conjunction with the publically available information relating to NuSep, including the recently announced Letter of Intent ( LOI ) relating to the funding of NuSep’s Singapore therapeutic plasma business, PrIME Biologics Pte Ltd and the associated Funding Update release dated 22[nd] July 2013.

Share Purchase Plan

The SPP is proposed to raise up to $1.86m through the issue of 41,448,942 shares at 4.5¢ each which will be used to fund:

The membrane manufacturing facility in NuSep’s new Sydney premises; and
For working capital purposes including paying down existing liabilities.

The Board has agreed to price the SPP at 4.5¢ per share. This represents a 9% discount to the closing price of NuSep shares on Friday 19[th] July 2013. The Board is also considering other non dilutionary funding and should this come to fruition the Board may close the SPP early. Should this occur only those SPP applications received before the revised closing date will be processed.

Your Board strongly supports this capital raising initiative and the Australian Board members intend to participate via their own shareholdings. The offer under the SPP is limited to 30% of the ordinary shares already on issue and applications will be processed on a first come, first served basis. Applications received once the 30% share limit has been reached will be rejected.

Finally, I would like to take this opportunity to thank all of our shareholders for their continued support.

Regards,

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John Manusu

Non-Executive Chairman

NuSep Holdings Limited Share Purchase Plan

NuSep Holdings Limited ( NuSep ) offers a share purchase plan ( SPP ) to raise up to $1,865,202 through the issue of 41,448,942 shares under which, you, as an existing shareholder of NuSep are able to subscribe for up to $15,000 (up to 333,333 Shares) worth of additional fully paid ordinary shares in NuSep ( Shares ) at 4.5¢ per share. This represents a discount of 9% on the closing price of NuSep shares on Friday 19[th] July 2013.

Eligible shareholders have the opportunity to subscribe for additional Shares at a discount to the market price on Friday 19[th] July 2013 without incurring brokerage fees or stamp duty.

Funds raised by NuSep under the SPP will be used to:

Establish a membrane manufacturing facility in NuSep’s new Sydney premises; and
For working capital purposes including paying down existing liabilities.

1. CLASS ORDER 09/425

These terms and conditions of the SPP have been structured to comply with the Australian Securities and Investment Commission Class Order 09/425 (as may be amended from time to time) ( CO 09/425 ) to enable the Company to issue Shares without a Prospectus. In the event of any inconsistency between these terms and conditions and CO 09/425, the terms of CO 09/425 shall prevail.

Under CO 09/425, the yearly limit that can be raised from a participant in a share purchase plan is $15,000. Accordingly, no Eligible Shareholder (including through joint holdings, multiple share accounts or any holding in which the Eligible Shareholder may have a beneficial interest) will be issued with shares under this or any other share purchase plan with an application value totalling more than $15,000 in any consecutive 12 month period.

2. OPENING AND CLOSING OF SPP OFFER

The offer under the SPP opens on Tuesday 23[rd] July 2013. Applications will close on Monday 19[th] August 2013 ( Closing Date ). The Directors reserve the right to close the SPP early as noted in the Chairman’s covering letter. Applications will be accepted on a first come, first served basis and all applications received once the 30% share issue limit has been reached will be rejected. By way of example 124 shareholder applications at the $15,000 level is the most the Company could process under this SPP.

3. ELIGIBILITY

Subject to satisfying the participation requirements set out in paragraph 6, below, the SPP will provide you with an opportunity to subscribe for between $1,000 and $15,000 worth of Shares, irrespective of the size of your shareholding.

You will be eligible to participate in the SPP if you were a holder of Shares at 5.00 pm (AEDT) on Friday 19[th] July 2013 ( Record Date ), with a registered address in either Australia or New Zealand ( Eligible Shareholder ).

This SPP does not constitute an offer in any jurisdiction in which or to any person to whom it would be unlawful to make such an offer. The Company reserves the right to reject any acceptance which it believes comes from a person who is not an Eligible Shareholder.

4. IS THE OFFER VOLUNTARY?

Participation in the SPP is entirely optional. The Australian based Directors of NuSep intend to subscribe for shares under this SPP as a result of their shareholding in the Company.

5. NON RENOUNCEABLE OFFER

Offers made under the SPP are not renounceable. This means that shareholders cannot transfer their right to purchase shares under this offer to another person. Existing option holders who are not also shareholders are not entitled to participate in the SPP.

6. PARTICIPATION

(Single holders) If you are the only registered holder of a holding of Shares, but you receive more than one offer under the SPP (for example due to multiple registered holdings), you may only apply for a maximum parcel of $15,000 worth of Shares.

(Joint holders) If you are recorded with one or more other persons as the joint holder of Shares, that joint holding is considered to be a single registered holding for the purpose of the SPP, and the joint holders are entitled to participate in the SPP in respect of that single holding only. If the same joint holders receive more than one offer under the SPP due to multiple identical holdings, whether those joint holdings be in the same registered name of the joint holding, or as an individual holder, the joint holders may only apply for a maximum parcel of $15,000 worth of Shares.

(Custodians, trustees and nominees) If you are a Custodian and hold Shares on behalf of one or more persons that are not custodians (each a Participating Beneficiary ), you may apply for a maximum parcel of $15,000 worth of Shares for each Participating Beneficiary subject to providing the Company with written certification of the matters listed in paragraph 7.

If you hold Shares as a trustee or nominee for another person, but are not a Custodian as defined CO 09/425, you cannot participate for beneficiaries in the manner described above. In this case, the rules for single holders (as above) will apply.

If you hold Shares as a Custodian for joint holders:

the $15,000 limit applies jointly in relation to those persons as if the Custodian holds the Shares on behalf of a single person; and
where the terms on which the Shares are held do not cover the giving of instructions of this kind - the Custodian has received such an instruction from any of those persons.

Custodians should contact Company's share registry Boardroom Pty Ltd on 1300 737 760 (within Australia) or +61 2 9290 9600 (outside Australia) for the custodian certificate required under these SPP terms and conditions.

7. CERTIFICATION BY CUSTODIANS

Custodians must provide to the Company written certification of the following when making payment by cheque, money order, bank draft or BPAY:

(a) either or both of the following:
(i) that you hold shares on behalf of the Participating Beneficiary;
(ii) that another Custodian (Downstream Custodian) holds beneficial interests in Shares on behalf of one or more Participating Beneficiaries, and the Custodian holds the Shares to which those beneficial interests relate on behalf of the Downstream Custodian or another Custodian;

(iii) on the Record Date, and that each Participating Beneficiary has subsequently instructed the following persons:
(iv) where subparagraph (i) applies -- the Custodian; and
(v) where subparagraph (ii) applies -- the Downstream Custodian;

to apply for shares on their behalf under the SPP

(b) the number of Participating Beneficiaries;
(c) the name and address of each Participating Beneficiary;
(d) in respect of each Participating Beneficiary:
(i) where subparagraph (a)(i) applies -- the number of Shares the Custodian holds on their behalf; and
(ii) where subparagraph (a)(ii) applies -- the number of Shares to which the beneficial interests relate;
(e) in respect of each Participating Beneficiary:
(i) where subparagraph (a)(i) applies -- the number or the dollar amount of Shares or interests they instructed the Custodian to apply for on their behalf; and
(ii) where subparagraph (a)(ii) applies -- the number or the dollar amount of Shares or interests they instructed the Downstream Custodian to apply for on their behalf;
(f) if there are no Participating Beneficiaries in respect of which the total of the application price for the following exceeds $15,000:
(i) the Shares applied for by the Custodian under the SPP in accordance with the instructions referred to in subparagraph (e); and
(ii) any other Shares issued to the Custodian in the 12 months before the application as a result of an instruction given to them by a Custodian of the Downstream Custodian to apply for Shares on their behalf under an arrangement similar to the SPP;
(g) that a copy of the written offer document was given to each Participating Beneficiary;
(h) where subparagraph (a)(ii) applies -- the name and address of each Custodian who holds beneficial interests in the Shares held by the Custodian in relation to each Participating Beneficiary.

8. PRICING OF SHARES UNDER THE SPP

The SPP Shares will be priced at 4.5¢ per share. This represents a 9% discount on the share price on Friday 19[th] July 2013. You should be aware that the market price of Shares may rise or fall between the date of this offer and the date when Shares are allotted and issued to you. This means that the price you pay per Share under the SPP may be greater than or less than the price of Shares at the time the Shares are issued to you pursuant to the SPP. You should obtain your own independent investment advice in relation to the offer and consider price movements of shares before accepting the offer.

Over the three month period from 20[th] May 2013 to 19[th] July 2013 NuSep’s share price has traded in the range from a low of 4.1¢ on 27[th] June 2013 to a high of 6.3¢ on 7[th] June 2013. The most recent share price was 5¢ on Friday 19[th] July 2013.

9. SHARES OFFERED

Eligible Shareholders may apply for a specified number of Shares under one of the following designated amounts:

*OFFER*	*NUMBER OF SHARES OFFERED AT* *4.5¢ PER SHARE*	*TOTAL AMOUNT* *PAYABLE*
A	333,333	$15,000
B	222,222	$10,000
C	111,111	$5,000
D	22,222	$1,000

You may apply for the total dollar value of shares specified under any one of the Offers A, B, C or D. In the case of fractional entitlements the number of Shares will be rounded up if the fraction is greater than 0.5¢ and down below 0.5¢.

All amounts in this SPP are expressed in Australian dollars.

In the event that the Offer under the SPP is not fully subscribed, the Board reserves its right to issue Shares in excess of the maximum $15,000 worth of Shares ( Additional Issue ), to any person (whether or not such person is an Eligible Shareholder) so long as the Additional Issue:

a) satisfies section 708 of the Corporations Act; and
b) any approval of Shareholders to the Additional Issue which is required under the Listing Rules or the Corporations Act is obtained.

The Company also reserves the right to reject applications if it believes that to do otherwise would be contrary to law.

10. APPLYING FOR SHARES UNDER THE SPP AND PAYMENT

If you would like to apply for Shares under the SPP, please complete the enclosed Application Form and return it to either of the following addresses:

*POST TO:*	OR	*HAND DELIVER TO:*
NuSep Holdings Ltd PO Box 2202 Homebush West, NSW 2140		NuSep Holdings Ltd 30 Richmond Rd Homebush, NSW 2140

Applications should only be made in one of the designated amounts set out in the application form. If the amount of the cheque tendered with the Application Form is not one of the designated amounts, NuSep reserves the right to return the Application Form and cheque and not allot any Shares to you or to accept the cheque in respect of a lesser number of Shares and refund the balance of your application monies without interest.

You must pay for the Shares either:

(a) by cheque made payable to “NuSep Holdings Limited - Offer” and cheques are crossed Not Negotiable; or
(b) electronically using BPAY as indicated on the application form. Please be sure to type the customer reference number and biller code exactly as it appears on your application form. If you receive more than one application form, you are required to use the Customer Reference Number and Biller Code found on each form to make your applications.

Duly completed application forms together with payment must be received by 5:00 pm (AEST) on Closing Date. Applications received after that time will not be accepted.

Applicants should be aware that their own financial institution may implement earlier cut off times with regards to electronic payment, and should therefore take this into consideration when making payment.

The return of the Application Form with the application monies, or the remittance of funds via BPAY will constitute the Eligible Shareholder’s offer to subscribe for shares on the terms and conditions of this SPP. Once an application has been made, it cannot be revoked. No notice of acceptance of the application will be provided.

11. ELIGIBLE SHAREHOLDERS CERTIFICATION

By making payment by cheque, money order, bank draft or BPAY, you certify that:

(a) you are an Eligible Shareholder, as defined in paragraph 3;
(b) you have read, understand and agree to be bound by the terms and conditions of the SPP;
(c) you agree to be bound by the terms of the Company’s constitution; and
(d) the aggregate of the application price for the following does not exceed $15,000:
(i) the Shares the subject of the application; and
(ii) any other Shares issued to you under the SPP or any similar arrangement in the 12 months before the application; and
(iii) any other Shares that you have instructed a custodian to acquire on your behalf under the SPP; and
(iv) any other Shares that have been issued to a Custodian in the 12 months before the application as a result of an instruction given by you to the Custodian to apply for Shares on your behalf under an arrangement similar to the SPP.

12. ALLOTMENT OF SHARES

The Company will not be obliged to allot Shares and the applicant will not be entitled to receive or be issued Shares until the Board resolves to allot the Shares.

NuSep anticipates that Shares under the SPP will be allotted and issued by NuSep on or about 26[th] August 2013. After all Shares have been allotted, NuSep will promptly make application to ASX Limited for the Shares to be admitted to quotation.

Holding statements will be despatched shortly after the allotment date.

13. INDICATIVE TIMETABLE

Share Purchase Plan Record Date	Friday 19thJuly 2013
Announcement of Share Purchase Plan	Monday 22ndJuly 2013
Share Purchase Plan Open Date	Tuesday 23rdJuly 2013
Share Purchase Plan Offer Closes	Monday 19thAugust 2013
Allotment and Issue of Shares	Monday 26 August 2013
Quotation of Shares on ASX	Tuesday 27thAugust 2013

These dates (excluding the Record Date) are indicative only. NuSep may vary the dates and times, including the Closing Date, of this offer or withdraw it without notice.

Accordingly, Eligible Shareholders are encouraged to submit their Application Form as early as possible.

14. NON-RESIDENTS

The right to participate in this offer under the SPP is available exclusively to persons who were registered as holders of fully paid ordinary shares in NuSep at 5.00pm on the Record Date and whose registered address was in Australia or New Zealand.

In New Zealand, the Offer of Shares under the SPP is in accordance with the Securities Act (Overseas Companies) Exemption Notice 2002, which grants relief from the requirement to prepare an investment statement or prospectus for this Offer.

The Company has decided that it is unreasonable for Shareholders with registered addresses outside Australia and New Zealand to participate in this offer under the SPP, having regard to the number of Shareholders in those places, the number and value of the Shares they would be offered and the cost of complying with the legal and regulatory requirements in those places. Accordingly, the right to participate in this offer is not being extended to, and does not qualify for distribution or sale by, and no Shares will be issued to Shareholders having registered addresses outside Australia and New Zealand.

This document may not be released or distributed in the United States. The Shares have not been and will not be registered under the US Securities Act or the securities laws of any state or other jurisdiction of the United States. The Shares may not be taken up by persons in the United States or by persons who are acting for the account or benefit of a person in the United States. The Shares may not be offered, sold or resold in the United States except in a transaction exempt from, or not subject to, the registration requirements of the US Securities Act and the applicable securities laws of any state or other jurisdiction in the United States.

15. ADDITIONAL TERMS OF THIS SPP

All Shares Issued under the SPP will rank equally with existing Shares.

The SPP is administered by the Board which may determine in any manner it thinks fit, any difficulties, anomalies or disputes which may arise in connection with or by reason of the operation of the SPP whether generally or in relation to any participant, or application, or Shares and the determination of the Board will be conclusive and binding on all participants and other persons to whom the determination relates.

The Board reserves the right to close early or withdraw this SPP and any offer under it at any time prior to the allotment of shares and to waive strict compliance with any provision of these terms and conditions, to amend or vary these terms and conditions and to suspend or terminate the SPP at any time. If the SPP is closed early only those applications received up to the revised closing date will be processed. If the SPP is withdrawn, all application monies will be refunded without interest.

The Board may reduce the allocation of Shares on any or all applications under this SPP so as to ensure compliance with ASX Listing Rule 7.2 Exception 15. Any overpayments of application monies exceeding $10 will be refunded without interest within 7 days of the close of the SPP.

The Board reserves the right to waive compliance with any provision of this SPP. The offer of shares under this SPP is in accordance with the Class Order which grants relief from the requirement to prepare a disclosure document for this offer and in accordance with the Listing Rules.

The contents of this document have not been reviewed by any regulatory authority in any jurisdiction.

16. WHY SHOULD YOU SUBSCRIBE FOR SHARES PURSUANT TO THIS SPP?

Shares offered under this SPP are offered at a discount to the closing market price on Friday 19[th] July 2013. There is no brokerage, commissions or other participation costs payable by you in respect of any acquisition of Shares under this SPP.

17. RISKS

Potential investors should consider the risks that could affect NuSep before deciding to invest. Risk factors include:

Product development & product research risk;
Manufacturing risks including raw material pricing, manufacturing failures and product obsolesce risk;
Marketing risk including product failures, changing market conditions or trends and new unanticipated products;
Patent litigation risk including infringing another organisations patents or having to litigate to protect an existing patent;
Commercial risks including competitive risk and substitution product risk;
Regulatory risks including risk of legislative and regulatory changes, clinical trial risk and regulatory approval risk;
Single operation risk;
Financing risk;
Share price risk including the risk that NuSep’s share price can decrease below the SPP issue share price;
Risks related to general market conditions including exchange rate risk, interest rates, market sentiment and circumstances and conditions which are not within the Company’s control;
New entrants and competition; and
Joint venture risk.

Potential investors should carefully consider the risks in light of their personal circumstances (including financial and taxation issues) and seek professional advice from their stockbroker, accountant, lawyer or other professional adviser.

QUERIES

If you have any queries concerning tile SPP, please call Prakash Patel on +61 2 8415 7300.

Yours sincerely

NuSep Holdings Limited

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Prakash Patel Company Secretary

Registered Office 30 Richmond Road Homebush NSW 2140 Telephone: (02) 8415 7300

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NuSep Holdings Ltd ABN 33 120 047 556 Facsimile: (02) 8415 7399

SHARE PURCHASE PLAN- Application Form

Record Date: 19 July 2013

Close Date: 19 August 2013

SRN/HIN

SHARE PURCHASE PLAN APPLICATION FORM

This personalised form can only be used in relation to the securityholding represented by the SRN or HIN printed above. This is an important document and requires your immediate attention. If you are in doubt about how to deal with this document, please consult your financial or other professional adviser.

Pursuant to the terms and conditions of the NuSep Holdings Ltd Share Purchase Plan (SPP) dated 23 July 2013, NuSep Holdings Ltd is offering eligible securityholders the opportunity to purchase Shares up to a maximum value of A$15,000 per eligible securityholder, subject to a minimum application of A$1,000.

If you do not wish to purchase additional shares under this offer there is no need to take action.

By making your payment, you agree to be bound by the Constitution of NuSep Holdings Ltd and agree that the submission of this payment constitutes an irrevocable offer by you to NuSep Holdings Ltd to subscribe for Shares on the terms of the SPP. In addition, by submitting the slip below you certify that the aggregate of the application price paid by you for:

the Shares the subject of the Application; and

any other shares and interests in the class applied for by you under the Share Purchase Plan in the 12 months prior to the date of submission of the Application below does not exceed A$15,000.

METHOD OF ACCEPTANCE

You can apply for Shares and make your payment utilising one of the payment options detailed overleaf.

NuSep Holdings Ltd may make determinations in any manner it thinks fit, in relation to any difficulties, anomalies or disputes which may arise in connection with or by reason of the operation of the SPP whether generally or in relation to any participant or application. Any determinations by NuSep Holdings Ltd will be conclusive and binding on all eligible securityholders and other persons to whom the determination relates. NuSep Holdings Ltd reserves the right to waive strict compliance with any provision of the terms and conditions of the SPP, to amend or vary those terms and conditions and to suspend or terminate the SPP at any time. Any such amendment, variation, suspension or termination will be binding on all eligible securityholders even where NuSep Holdings Ltd does not notify you of that event.

A Offer Choice

Indicate your choice below by marking one box only. You may purchase a minimum of A$1,000 or a maximum of A$15,000. NuSep will accept applications on a first come first served basis.

Option A Option B Option C Option D A$15,000 - which is A$10,000 - which is A$5,000 - which is A$1,000 - which is � 333,333 Shares at � 222,222 Shares at 4.5 � 111,111 Shares at � 22,222 Shares at 4.5 4.5 cents each cents each 4.5 cents each cents each

B Payment Details

Record cheque details below

Drawer	Cheque Number	BSB Number	Account No.	Amount A$

PAYMENT INSTRUCTIONS:

Only cheques or bank drafts in Australian dollars and drawn on a bank or financial institution in Australia will be accepted. Your cheque or bank draft must be made payable to “ Nusep Holdings Ltd - Offer” and crossed Not Negotiable. Please ensure that you submit the correct amount. Incorrect payments may result in your application being rejected. Payments must be made via cheque accompanying the Application Form.
Payment can be made via BPAY , payment details provided on the reserve of this Application Form.
Cash will not be accepted via the mail or at NuSep and payments cannot be made at a bank.

C Contact Details

Please provide a telephone number and contact name in case we need to contact you regarding your application. Telephone number Contact name Email address

D Declarations and Acknowledgments

By lodging this form with your cheque or by using the BPAY facility you acknowledge and confirm that you have read, understood and agreed to the terms and conditions of the Nusep Holdings Ltd (NuSep) SPP. NuSep may settle in any manner it deems appropriate, any dispute or anomalies which may arise in connection with or by reason of the operation of the SPP, whether generally or in relation to any applicant or application of shares. The decision of NuSep will be conclusive and binding on all persons to whom the determination relates. NuSep reserves the right to waive compliance with any provision of the SPP terms and conditions. The Directors reserve the right to withdraw the offer of shares under the SPP, or reduce the amount of shares that may be subscribed for under the SPP in any manner, at any time prior to allotment. Any excess application moneys will be refunded. No interest will be paid on any refunded application money.

NO SIGNATURE IS REQUIRED ON THIS FORM

THIS OFFER IS NON-RENOUNCEABLE

Application Forms and cheques must be received no later than 5.00 pm (Sydney time) on 19 August 2013 at: MAILING ADDRESS DELIVERY ADDRESS

NuSep Holdings Ltd NuSep Holdings Ltd PO Box 2202 30 Richmond Road Homebush West, NSW 2140 Homebush, NSW 2140

You should allow sufficient time for this to occur. The postal acceptance rule does not apply to the SPP.

Share Purchas Plan

By completing this Application Form and forwarding it with your payment, you (a) acknowledge that you have read and understood the Terms and Conditions of the Share Purchase Plan (SPP), (b) apply to subscribe for shares in accordance with the Terms and Conditions of the SPP and (c) represent and warrant that you:

were the registered holder of one or more fully paid ordinary Shares in the Company (Shares) at 7.00 pm (Sydney time) on 19 July 2013 with an address in Australia and you do not hold Shares on behalf of another person who resides outside Australia; and
are not in the United States and you are not acting for the account or benefit of any person within the United States in applying for shares under the SPP.

How to complete this Application Form

A. You have the choice to purchase new shares as detailed in the Share Purchase Plan. Indicate the number of shares you wish to purchase by completing the appropriate box.
B. Please enter your cheque (or money order) details in Section B. Cheques or money orders must be drawn on an Australian branch of a financial institution in Australian dollars and made payable to "NuSep Holdings Ltd - Offer" and crossed "Not Negotiable". Enter the total dollar amount of the shares applied for in the box provided.

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Biller Code: X X X X Ref: «BPayCRN»

Telephone & Internet Banking - BPAY®

Contact your bank, credit union or building society to make this payment from your cheque or savings account. More info: www.bpay.com.au ® Registered to BPAY Ltd ABN 69 079 137 518

To pay via BPAY please contact your participating financial institution
If paying by BPAY you do not need to return the Application Form
If paying by BPAY the amount of your payment received in the account divided by the issue price will be deemed to be the total number of shares you are applying for.

BPAY this payment via Internet or phone banking. If paying by BPAY the amount of your payment received in the account divided by the issue price will be deemed to be the total number of Shares you are applying for.

C. Please enter a contact name and daytime telephone number so we may contact you regarding your Application, if necessary.

Lodgement instructions

The completed Application Form should be forwarded with your payment so it is received by the Company at the address set out on page 1 of this Application Form by 5.00 pm (Sydney time) on 19 August 2013 . If you are returning your Application Form by post, you should allow sufficient time for collection and delivery by postal services. The postal acceptance rule does not apply to acceptance of this offer. Your Application Form cannot be faxed to the Company as a cheque (or money order) payment must be attached to your Application Form.

It is not necessary to sign or otherwise execute the Application Form. If you have any questions as to how to complete the Application Form, please contact the Company Secretary at NuSep on telephone number (02) 8415 7300. Privacy Statement

Personal information collected on this form by NuSep will be used to process your application, to maintain the Company's registers of securityholders, facilitate distribution payments and for other corporate actions and communications. Your personal information may be disclosed to NuSep's related body corporates, to external service companies such as print or mail service providers, or as otherwise permitted by law. If you would like details of your personal information held by NuSep, or you would like to correct information that is inaccurate, incorrect or out of date, please contact NuSep. In accordance with the Corporations Act 2001, you may be sent material (including marketing material) approved by the Company in addition to general corporate communications. You may elect not to receive marketing material by contacting NuSep. You can contact NuSep using the details provided on this Application Form or by emailing [email protected].

Please return the Application Form with your cheque or money order so that it is received by NuSep on or before 5pm (Sydney time) on 19 August 2013.