NANOSONICS LIMITED — Share Issue/Capital Change 2011

Mar 27, 2011

28 March 2011

Company Announcements Office ASX Limited

ISSUE, EXERCISE AND LAPSE OF OPTIONS

We wish to advise that 260,000 Options under the Nanosonics Employee Option Share Plan have been issued and 385,000 Options under the Nanosonics Employee Option Share Plan and Nanosonics General Share Option Plan have been exercised for an amount raised of $144,925. In addition 434,500 Options under the Nanosonics Employee Share Option Plan have lapsed. There remain 5,480,100 unlisted Options on issue. These movements in options are detailed in the attached Appendix 3B.

Notice under Section 708A(5)(e)

Nanosonics (the Company) advises that, on 24 March 2011, the Company issued 385,000 ordinary shares in respect of share options exercised as described above.

As at 28 March 2011, Nanosonics Limited gives notice under section 708A(5)(e) of the Corporations Act 2001 (Corporations Act) that:

1. The Company issued the securities without disclosure to investors under Part 6D.2 of the Corporations Act.

2. The Company has complied with the provisions, as they apply to the Company, of Chapter 2M of the Corporations Act and with Section 674 of the Corporations Act; and

3. There is no information:

4. a. that has been excluded from a continuous disclosure notice in accordance with the ASX Listing Rules and

5. b. which investors and their professional advisors would reasonably require for the purpose of making an informed assessment of the assets and liabilities, financial performance, profits and losses and prospects of Nanosonics, or the rights and liabilities attaching to Nanosonics ordinary shares.

Nanosonics Limited

Robert J Waring

Company Secretary

Nanosonics Limited ABN 11 095 076 896 Unit 24 566 Gardeners Road Alexandria NSW 2015 Australia Tel: +61 2 8063 1600 Fax: +61 2 9317 5010 Email: info@nanosonics.com.au w: www.nanosonics.com.au

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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, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003, 24/10/2005.

Name of entity

Nanosonics Limited ABN 11 095 076 896

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)	1. (a)and(b)Options 2.Ordinary fully paid shares 3.Lapse of Options
	1. (a)200,000 NANAL and(b)60,000 NANAN – Options issued 2.385,000 – Options exercised 3. (a)234,500 NANAF and(b)200,000 NANAL – Options lapsed
	1. (a)Exercise Price: $0.556, Expiry Date: 19 July 2014 – (Subject to service and performance condition) (b)Exercise Price: $0.918, Expiry Date: 23 February 2015 – (Subject to service condition) 2.New shares issued in respect of options exercised in accordance with the terms of the Company’s Employee Share Option Plan (ESOP) and the General Share Option Plan (GSOP) 3.N/A

• See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 1

Appendix 3B New issue announcement

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• 4 Do the +securities rank 1. (a) NANAL and (b) NANAN equally in all respects from the date of allotment with an existing +class of quoted 2. with, and are included with, quoted ordinary shares (ASX Yes. The shares issued rank equally in every respect +securities? code NAN) – see note 8 below.

If the additional securities do not rank equally, please state:

  **3.** N/A

• 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 1. (a) and (b) NIL

  2. 385,000 shares at prices $0.20 (125,000 NANAU) and 15,000 NANAY), $0.75 (80,000 NANAA) and $0.345 (165,000 NANAF), which raised $144,925

  3. NIL

• 6 Purpose of the issue 1. (a) Issued under the terms and conditions of the (If issued as consideration Nanosonics Employee Share Option Plan and ( b) Issued for the acquisition of assets, under the terms and conditions of the Nanosonics clearly identify those assets) Employee Share Option Plan

  2. Exercised under the terms and conditions of the Nanosonics Employee Share Option Plan and Nanosonics General Share Option Plan

  3. N/A

• 7 Dates of entering[+] securities into uncertificated holdings or despatch of certificates

25 March 2011

• 8 Number and[+] class of all[+] securities quoted on ASX ( including the securities in clause 2 if applicable)

Number +Class 227,456,282 Ordinary (NAN)

• See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 2

Appendix 3B New issue announcement

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9 Number and +class of all +securities not quoted on ASX (_including_the securities in clause 2 if applicable)	Number	+Class
	850,000	ASX Code NANAU – Unquoted General Options, with exercise price of A$0.20, expiring on 17 May 2011.
	1,040,000	ASX Code NANAY – Unquoted Employee Options, with exercise price of A$0.20, expiring on 17 May 2011.
	406,000	ASX Code NANAI – Unquoted Employee Options, with exercise price of A$0.75, expiring on 17 May 2011.
	0	ASX Code NANAA – Unquoted Employee Options, with exercise price of A$0.75, expiring on 30 November 2011.
	500,000	ASX Code NANAB – Unquoted Employee Options, with exercise price of A$0.30, expiring on 19 November 2012.
	50,000	ASX Code NANAC – Unquoted General Options, with exercise price of A$0.30, expiring on 19 November 2012.
	60,000	ASX Code NANAD – Unquoted Employee Options, with exercise price of A$0.30, expiring on 19 November 2012.
	500,000	ASX Code NANAE – Unquoted Employee Options, with exercise price of A$0.30, **expiring on 16 June 2013. **
	670,600	ASX Code NANAF – Unquoted Employee Options, with exercise price of A$0.345, **expiring on 26 June 2013. **
	100,000	ASX Code NANAG – Unquoted General Options, with exercise price of A$0.345, **expiring on 26 June 2013. **
	53,500	ASX Code NANAH – Unquoted General Options, with exercise price of A$0.345, **expiring on 26 June 2013. **
	50,000	ASX Code NANAJ – Unquoted General Options, with exercise price of A$0.55, expiring on 5 January 2014.
	500,000	ASX Code NANAK – Unquoted Employee Options, with exercise price of A$0.535, expiring on 16 June 2014.
	900,000	ASX Code NANAL – Unquoted Employee Options, with exercise price of A$0.556, expiring on 19 July 2014.
	100,000	ASX Code NANAM – Unquoted General Options, with exercise price of A$0.784, expiring on 1October 2014.
	60,000	Proposed ASX Code NANAN – Unquoted Employee Options, with exercise price of A$0.918 expiring on 23 **February 2015. **

10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)

Not Applicable

• See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 3

Appendix 3B New issue announcement

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Part 2 - Bonus issue or 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

Tick to indicate you are providing the information or documents

35 If the[+] securities are[+] equity securities, the names of the 20 largest holders of the additional[+] securities, and the number and percentage of additional[+] securities held by those holders 36 If the[+] securities are[+] equity securities, a distribution schedule of the additional +securities setting out the number of holders in the categories 1 - 1,000 1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 and over 37 A copy of any trust deed for the additional[+] securities

Entities that have ticked box 34(b)

Questions 38 to 42 Not Applicable

• See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 4

Appendix 3B New issue announcement

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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: 28 March 2011 ( ~~Director/C~~ ompany secretary)

Print name: Robert J Waring

Company Secretary

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• See chapter 19 for defined terms.

24/10/2005 Appendix 3B Page 5