MUSTERA PROPERTY GROUP LIMITED — Share Issue/Capital Change 2019

Jan 30, 2019

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15 McCabe Street North Fremantle WA 6159

T: +61 8 9386 7069 F : +61 8 6389 0635 E: info@mustera.com.au

31 January 2019

Australian Securities Exchange Level 40, Central Park 152-158 St Georges Terrace Perth WA 6000

Attn: Ms Isabelle Andrews

Dear Isabelle,

LODGEMENT OF APPENDIX 3B AND APPENDIX 3Y'S

Please find attached an Appendix 3B for Mustera Property Group Limited ( Company ) and Appendix 3Y’s for each director of the Company.

On 21 December 2018, the Company issued a total of 2,500,000 Director Options following shareholder approval granted at the Annual General Meeting of the Company held on 29 November 2018.

The late lodgement of the accompanying Appendix 3B and Appendix 3Y’s for Mr Nicholas Zborowski, Mr Anthony Ho, Mr Benjamin Young and Mr Jack Spencer-Cotton respectively was due solely to an administrative oversight as the issue of options occurred during the Christmas holiday period.

The Company is aware of its obligations under ASX Listing Rules 3.10.5, 3.19A and 3.19B and is satisfied that its current arrangements are adequate for ensuring timely notification in accordance with the listing rules.

Yours sincerely

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Kim Hogg Company Secretary

Appendix 3B New issue announcement

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement, application for quotation of additional securities and agreement

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/00, 30/9/01, 11/3/02, 1/1/03, 24/10/05, 01/08/12, 04/03/13

Name of entity

MUSTERA PROPERTY GROUP LIMITED

ABN

13 142 375 522

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

1 +Class of+securities issued or to be issued 2 Number of+securities issued or to be issued (if known) or maximum number which may be issued 3 Principal terms of the+securities (eg, if options, exercise price and expiry date; if partly paid +securities, the amount outstanding and due dates for payment; if +convertible securities, the conversion price and dates for conversion)	Options
	2,500,000
	Options exercisable at $0.46 each on or before 30 November 2023.

• See chapter 19 for defined terms.

Appendix 3B Page 1

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Appendix 3B New issue announcement

4 Do the[+] securities rank equally in No. The Options are a new class of security and all respects from the[+] issue date will not be quoted. However, should the options with an existing[+] class of quoted be exercised in the future prior to their expiry on +securities? 30 November 2023, the resultant shares will rank equally with existing shares. If the additional securities do not rank equally, please state:  the date from which they do  the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment  the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment 5 Issue price or consideration Nil. Refer to Section 6. 6 Purpose of the issue These Options have been issued to the directors (If issued as consideration for the following shareholder approval granted at the acquisition of assets, clearly AGM held on 29 November 2018. identify those assets) 6a Is the entity an[+] eligible entity that No has obtained security holder approval under rule 7.1A? If Yes, complete sections 6b – 6h in relation to the +securities the subject of this Appendix 3B , and comply with section 6i 6b The date the security holder N/A resolution under rule 7.1A was passed 6c Number of +securities issued N/A without security holder approval under rule 7.1 6d Number of[+] securities issued with N/A security holder approval under rule 7.1A 6e Number of[+] securities issued with N/A security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting)

• See chapter 19 for defined terms.

Appendix 3B Page 2

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Appendix 3B New issue announcement

6f Number of securities issued under an exception in rule 7.2 6g If securities issued under rule 7.1A, was issue price at least 75% of 15 day VWAP as calculated under rule 7.1A.3? Include the issue date and both values. Include the source of the VWAP calculation. 6h If securities were issued under rule 7.1A for non-cash consideration, state date on which valuation of consideration was released to ASX Market Announcements 6i Calculate the entity’s remaining issue capacity under rule 7.1 and rule 7.1A – complete Annexure 1 and release to ASX Market Announcements 7 +Issue dates Note: The issue date may be prescribed by ASX (refer to the definition of issue date in rule 19.12). For example, the issue date for a pro rata entitlement issue must comply with the applicable timetable in Appendix 7A. Cross reference: item 33 of Appendix 3B. 8 Number and +class of all +securities quoted on ASX (_including_the securities in clause 2 if applicable) 9 Number and +class of all +securities not quoted on ASX (_including_the securities in clause 2 if applicable) 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)	N/A	N/A
	N/A
	N/A
	Rule 7.1: 14,943,767. Rule 7.1A: N/A.
	21 December 2018.
	Number	+Class
	99,625,115	Ordinary fully paid shares.
	Number	+Class
	3,000,000 2,500,000	Unlisted options exercisable at $0.37 each on or before 30 September 2021. Unlisted options exercisable at $0.46 each on or before 30 November 2023.
	N/A

• See chapter 19 for defined terms.

Appendix 3B Page 3

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Appendix 3B New issue announcement

Part 2 - Pro rata issue

Questions 11 to 33 Not Applicable

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

34 Type of securities ( tick one )

• (a)[Securities described in Part 1 ]

(b)[All other securities ]

Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Questions 35 to 37 - Not Applicable

Entities that have ticked box 34(b)

Questions 38 to 42 - Not Applicable

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

Quotation agreement

1 +Quotation of our additional +securities is in ASX’s absolute discretion. ASX may quote the[+] securities on any conditions it decides.

• 2 We warrant the following to ASX.

• The issue of the[+] securities to be quoted complies with the law and is not for an illegal purpose.

• There is no reason why those[+] securities should not be granted +quotation.

• An offer of the[+] securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.

  • Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

• Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any[+] securities to be quoted and that no-one has any right to return any[+] securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the[+] securities be quoted.

• If we are a trust, we warrant that no person has the right to return the +securities to be quoted under section 1019B of the Corporations Act at the time that we request that the[+] securities be quoted.

• 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.

• 4 We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before +quotation of the +securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

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Sign here: ............................................................ Date: 31 January 2019 (Company Secretary)

Print name: Kim Hogg

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• See chapter 19 for defined terms.

Appendix 3B Page 5

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Appendix 3B New issue announcement

Appendix 3B – Annexure 1

Calculation of placement capacity under rule 7.1 and rule 7.1A for[+] eligible entities

Introduced 01/08/12 Amended 04/03/13

Part 1

Rule 7.1 – Issues exceeding 15% of capital

Step 1: Calculate “A”, the base figure from which the placement capacity is calculated

Part 1	Part 1
Rule 7.1 – Issues exceeding 15% of capital
Step 1: Calculate “A”, the base figure from which the placement capacity is calculated
Insertnumber of fully paid ordinary securities on issue 12 months before +issue date or date of agreement to issue	97,416,942
Addthe following: • Number of fully paid ordinary securities issued in that 12 month period under an exception in rule 7.2 • Number of fully paid ordinary securities issued in that 12 month period with shareholder approval • Number of partly paid ordinary securities that became fully paid in that 12 month period Note: • Include only ordinary securities here – other classes of equity securities cannot be added • Include here (if applicable) the securities the subject of the Appendix 3B to which this form is annexed • It may be useful to set out issues of securities on different dates as separate line items	1,610,169 30 Jan 2018 Exercise of options 598,004 15 Nov 2018 DRP allotment
Subtractthe number of fully paid+ordinary securities cancelled during that 12 month period	Nil
“A”	99,625,115

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

Step 2: Calculate 15% of “A”

Step 2: Calculate 15% of “A”	Step 2: Calculate 15% of “A”
“B”	0.15 [Note: this value cannot be changed]
Multiply“A” by 0.15	14,943,767
Step 3: Calculate “C”, the amount of placement capacity under rule 7.1 that has already been used
Insertnumber of+equity securities issued or agreed to be issued in that 12 month period_not counting_those issued: • Under an exception in rule 7.2 • Under rule 7.1A • With security holder approval under rule 7.1 or rule 7.4 Note: • This applies to equity securities, unless specifically excluded – not just ordinary securities • Include here (if applicable ) the securities the subject of the Appendix 3B to which this form is annexed • It may be useful to set out issues of securities on different dates as separate line items	Nil
“C”	Nil
Step 4: Subtract “C” from [“A” x “B”] to calculate remaining placement capacity under rule 7.1
“A” x 0.15 Note: number must be same as shown in Step 2	14,943,767
Subtract“C” Note: number must be same as shown in Step 3	-
Total[“A” x 0.15] – “C”	14,943,767 [Note: this is the remaining placement capacity under rule 7.1]

• See chapter 19 for defined terms.

Appendix 3B Page 7

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Appendix 3B New issue announcement

Part 2

Rule 7.1A – Additional placement capacity for eligible entities

Step 1: Calculate “A”, the base figure from which the placement capacity is calculated

“A” N/A Note: number must be same as shown in Step 1 of Part 1

Step 2: Calculate 10% of “A”

“D”

Note: this value cannot be changed Multiply “A” by 0.10

Step 3: Calculate “E”, the amount of placement capacity under rule 7.1A that has already been used

Insert number of[+] equity securities issued or agreed to be issued in that 12 month period under rule 7.1A

Notes:

• This applies to equity securities – not just ordinary securities

• Include here – if applicable – the securities the subject of the Appendix 3B to which this form is annexed

• Do not include equity securities issued under rule 7.1 (they must be dealt with in Part 1), or for which specific security holder approval has been obtained

• It may be useful to set out issues of securities on different dates as separate line items

“E”

Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A

“A” x 0.10 Note: number must be same as shown in Step 2 Subtract “E” Note: number must be same as shown in Step 3 Total [“A” x 0.10] – “E” Note: this is the remaining placement capacity under rule 7.1A

• See chapter 19 for defined terms.

Appendix 3B Page 8

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Appendix 3Y Change of Director’s Interest Notice

Rule 3.19A.2

Appendix 3Y

Change of Director’s Interest Notice

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 30/9/2001. Amended 01/01/11

Name of entity	Mustera Property Group Limited
ABN	13 142 375 522

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of Director	Nicholas Zborowski
Date of last notice	30 January 2018

Part 1 - Change of director’s relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Direct or indirect interest	Direct
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	Registered Holder: Nicholas Anthony Zborowski ATF N & A Z Trust Mr Zborowski is the trustee for the fund. He is also one of the members of that fund.
Date of change	21 December 2018
No. of securities held prior to change	Direct 1,620,169 ordinary fully paid shares. Indirect 1,000,000 options exercisable at $0.37 each on or before 30 September 2021.
Class	Options exercisable at $0.46 each on or before 30 November 2023.
Number acquired	1,000,000
Number disposed	Nil.
Value/Consideration Note: If consideration is non-cash, provide details and estimatedvaluation.	Not Applicable.

• See chapter 19 for defined terms.

Appendix 3Y Page 1

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Appendix 3Y Change of Director’s Interest Notice

No. of securities held after change		Direct 1,620,169 ordinary fully paid shares. 1,000,000 options exercisable at $0.46 each on or before 30 November 2023. Indirect 1,000,000 options exercisable at $0.37 each on or before 30 September 2021.	Direct 1,620,169 ordinary fully paid shares. 1,000,000 options exercisable at $0.46 each on or before 30 November 2023. Indirect 1,000,000 options exercisable at $0.37 each on or before 30 September 2021.
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back		Options granted pursuant to approval by shareholders at the AGM held on 29 November 2018.
Part 2 – Change of director’s interests in contracts
Detail of contract			Not Applicable.
Nature of interest
Name of registered holder (if issued securities)
Date of change
No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed
Interest acquired
Interest disposed
Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation
Interest after change

Part 3 –[+] Closed period

Part 3 –+Closed period
Were the interests in the securities or contracts detailed above traded during a+closed period where prior written clearance was required?	No.
If so, was prior written clearance provided to allow the trade to proceed during this period?
If prior written clearance was provided, on what date was this provided?

• See chapter 19 for defined terms.

Appendix 3Y Page 2

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Appendix 3Y Change of Director’s Interest Notice

Rule 3.19A.2

Appendix 3Y

Change of Director’s Interest Notice

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 30/9/2001. Amended 01/01/11

Name of entity	Mustera Property Group Limited
ABN	13 142 375 522

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of Director	Anthony Ho
Date of last notice	24 October 2016

Part 1 - Change of director’s relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Direct or indirect interest	Indirect
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	Registered Holder: Hox5 Pty Ltd **Superannuation Fund> Mr Ho is a director of the company which is the trustee for the fund. He is also one of the members of that fund. Registered Holder: Sherkath Pty Ltd **Investment Trust> Mr Ho is a director of the company which is the trustee for the fund He is also one of the members of that fund.
Date of change	21 December 2018
No. of securities held prior to change	Indirect 2,000,000 fully paid ordinary shares. 500,000 options exercisable at $0.37 each on or before 30 September 2021.
Class	Options exercisable at $0.46 each on or before 30 November 2023.
Number acquired	500,000
Number disposed	Nil.
Value/Consideration Note: If consideration is non-cash, provide details and estimatedvaluation.	Not Applicable.

• See chapter 19 for defined terms.

Appendix 3Y Page 1

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Appendix 3Y Change of Director’s Interest Notice

No. of securities held after Indirect change 2,000,000 fully paid ordinary shares. 500,000 options exercisable at $0.37 each on or before 30 September 2021. 500,000 options exercisable at $0.46 each on or before 30 November 2023. Nature of change Options granted pursuant to approval by Example: on-market trade, off-market trade, shareholders at the AGM held on 29 November exercise of options, issue of securities under 2018. dividend reinvestment plan, participation in buy-back

Part 2 – Change of director’s interests in contracts

Detail of contract Not Applicable. Nature of interest Name of registered holder (if issued securities) Date of change No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed Interest acquired Interest disposed Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation Interest after change

Part 3 –[+] Closed period

Part 3 –+Closed period
Were the interests in the securities or contracts detailed above traded during a+closed period where prior written clearance was required?	No.
If so, was prior written clearance provided to allow the trade to proceed during this period?
If prior written clearance was provided, on what date was this provided?

• See chapter 19 for defined terms.

Appendix 3Y Page 2

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Appendix 3Y Change of Director’s Interest Notice

Rule 3.19A.2

Appendix 3Y

Change of Director’s Interest Notice

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 30/9/2001. Amended 01/01/11

Name of entity	Mustera Property Group Limited
ABN	13 142 375 522

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of Director	Benjamin Pratignyo Young
Date of last notice	24 October 2016

Part 1 - Change of director’s relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Direct or indirect interest	Indirect
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	Registered Holder: Benjamin Pratignyo Young & Lina Tanuwidjaja Young **A/C> Mr Young is a joint trustee for the beneficial holder. Registered Holder: Benjamin Pratignyo Young & Lina Tanuwidjaja Young **A/C> Mr Young is a joint trustee for the beneficial holder. Registered Holder: Lina Tanuwidjaja Young Mr Young is the spouse of the registered holder, Mrs Young. Registered Holder: Kingsfield Pty Ltd Mr Young is the sole director and sole shareholder of Kingsfield Pty Ltd. Registered Holder: BYoung Holdings Pty Ltd Mr Young is the sole director and sole shareholder of BYoung Holdings Pty Ltd.
Date of change	21 December 2018

• See chapter 19 for defined terms.

Appendix 3Y Page 1

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Appendix 3Y Change of Director’s Interest Notice

No. of securities held prior to change		Direct 40,001 fully paid ordinary shares. Indirect 322,508 fully paid ordinary shares. 1,000,000 options exercisable at $0.37 each on or before 30 September 2021.	Direct 40,001 fully paid ordinary shares. Indirect 322,508 fully paid ordinary shares. 1,000,000 options exercisable at $0.37 each on or before 30 September 2021.	Direct 40,001 fully paid ordinary shares. Indirect 322,508 fully paid ordinary shares. 1,000,000 options exercisable at $0.37 each on or before 30 September 2021.
Class		Options exercisable at $0.46 each on or before 30 November 2023.
Number acquired		500,000
Number disposed		Nil.
Value/Consideration Note: If consideration is non-cash, provide details and estimatedvaluation.		Not Applicable.
No. of securities held after change			Direct 40,001 fully paid ordinary shares. Indirect 322,508 fully paid ordinary shares. 1,000,000 options exercisable at $0.37 each on or before 30 September 2021. 500,000 options exercisable at $0.46 each on or before 30 November 2023.
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back			Options granted pursuant to approval by shareholders at the AGM held on 29 November 2018.
Part 2 – Change of director’s interests in contracts
Detail of contract				Not Applicable.
Nature of interest
Name of registered holder (if issued securities)
Date of change
No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed
Interest acquired
Interest disposed

• See chapter 19 for defined terms.

Appendix 3Y Page 2

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Appendix 3Y Change of Director’s Interest Notice

Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation Interest after change

Part 3 –[+] Closed period

Part 3 –+Closed period
Were the interests in the securities or contracts detailed above traded during a+closed period where prior written clearance was required?	No.
If so, was prior written clearance provided to allow the trade to proceed during this period?
If prior written clearance was provided, on what date was this provided?

• See chapter 19 for defined terms.

Appendix 3Y Page 3

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Appendix 3Y Change of Director’s Interest Notice

Rule 3.19A.2

Appendix 3Y

Change of Director’s Interest Notice

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 30/9/2001. Amended 01/01/11

Name of entity	Mustera Property Group Limited
ABN	13 142 375 522

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of Director	Jack Spencer-Cotton
Date of last notice	27 October 2017

Part 1 - Change of director’s relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Direct or indirect interest		Direct
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.		Registered Holder: Jack Spencer-Cotton **Spencer-Cotton A/C> Mr Spencer-Cotton as trustee for the registered holder. Registered Holder: Jack Spencer-Cotton **Spencer-Cotton A/C> Mr Spencer-Cotton as trustee for the registered holder. Registered Holder: Jack Spencer-Cotton **Spencer-Cotton A/C> Mr Spencer-Cotton as trustee for the registered holder.
Date of change		21 December 2018
No. of securities held prior to change		Direct 1,000,000 fully paid ordinary shares. 500,000 options exercisable at $0.37 each on or before 30 September 2021. Indirect 133,000 fully paid ordinary shares.
Class		Options exercisable at $0.46 each on or before 30 November 2023.
Number acquired		500,000
Number disposed		Nil.

• See chapter 19 for defined terms.

Appendix 3Y Page 1

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Appendix 3Y Change of Director’s Interest Notice

Value/Consideration Note: If consideration is non-cash, provide details and estimatedvaluation.		Not Applicable.	Not Applicable.
No. of securities held after change			Direct 1,000,000 fully paid ordinary shares. 500,000 options exercisable at $0.37 each on or before 30 September 2021. 500,000 options exercisable at $0.46 each on or before 30 November 2023. Indirect 133,000 fully paid ordinary shares.
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back			Options granted pursuant to approval by shareholders at the AGM held on 29 November 2018.

Part 2 – Change of director’s interests in contracts

Detail of contract Not Applicable. Nature of interest Name of registered holder (if issued securities) Date of change No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed Interest acquired Interest disposed Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation Interest after change

Part 3 –[+] Closed period

Were the interests in the securities or contracts No. detailed above traded during a[+] closed period where prior written clearance was required? If so, was prior written clearance provided to allow the trade to proceed during this period?

• See chapter 19 for defined terms.

Appendix 3Y Page 2

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Appendix 3Y Change of Director’s Interest Notice

If prior written clearance was provided, on what date was this provided?

• See chapter 19 for defined terms.

Appendix 3Y Page 3

01/01/2011