Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

OMG GROUP LIMITED Director's Dealing 2022

May 12, 2022

65496_rns_2022-05-12_a2006a37-3d43-4b93-ac86-c312c1c86f9a.pdf

Director's Dealing

Open in viewer

Opens in your device viewer

==> picture [587 x 103] intentionally omitted <==

Forbidden Foods Limited ASX: FFF

ASX Announcement

13 May 2022

Appendix 3Y - Past Shareholder Approved Issue of Options

FFF notes that on 26 November 2020 shareholders approved at its Annual General Meeting the allotment of 1,500,000 options to each of Mr Brown and Mr Milani, with those options issued on 1 December 2020 and advised to the ASX through the lodgement of an Appendix 3G (“2020 AGM Options”).

FFF advises that following a reconciliation process recently undertaken, where the Company’s Securities Register was compared against Director securities holdings disclosure, it was discovered that the 2020 AGM Options issued to Mr Brown and Mr Milani under the Forbidden Foods Employee Incentive Scheme on 1 December 2020 have not been disclosed under the respective director’s interest notice (and therefore not within the required timeframe under Listing Rules 3.19A and 3.19B).

To rectify this administrative oversight, an Appendix 3Y for both Mr Brown and Mr Milani are attached to this announcement, to include the 2020 AGM Options on the 1 December 2020 issue date. For completeness, the Directors have also provided additional disclosure in respect of the shares they hold, providing additional disclosure around any escrow arrangements on these shares, noting that the number of shares remains unchanged from the prior lodgements.

Upon noting the 2020 AGM Options were not previously included in the respective Appendix 3Ys, the Company, including Mr Brown and Mr Milani, have sought to immediately and voluntarily disclose this administrative oversight.

In terms of the attached Appendix 3Ys:

  1. The Company advises that it, and Mr Brown and Mr Milani specifically, are aware of its Listing Rules obligations in relation to these disclosures and specifically Listing Rules 3.19A and 3.19B;

  2. The Company has in place a set procedures to ensure that the Company and its Directors are able to meet their disclosure obligations under Listing Rules 3.19A and 3.19B. These procedures have been reinforced to Mr Brown and Mr Milani to ensure future compliance and reporting as required under the Listing Rules; and

  3. The Company has reviewed its procedures and considers they are adequate for ensuring timely notification.

This ASX announcement has been authorised by Jade McGillivray, Company Secretary.

ENDS

Forbidden Foods Limited | ACN 616 507 334 | ASX:FFF [email protected] | www.forbiddenfoodsgroup.com

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 30/09/01 Amended 01/01/11

Name of entity
Forbidden Foods Limited
ABN 82 616 507 334

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 Marcus Brown
Date of last notice 2 September 2020

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

Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.

==> picture [408 x 295] intentionally omitted <==

----- Start of picture text -----

Direct or indirect interest 1) Indirect
2) Indirect
Nature of indirect interest 1) MKB Family Investment Pty Ltd
(including registered holder) associated entity
Note: Provide details of the circumstances giving rise to the relevant interest. of Mr Brown
2) MKB Family Investment Pty Ltd
associated entity
of Mr Brown
Date of change 1) N/A
2) 1 December 2020
No. of securities held prior to change 1) 9,334,811 fully paid ordinary shares
(subject to escrow until 31 August
2022)
2) N/A
Class 1) Fully paid ordinary shares
(subject to escrow until 31 August
2022)
2) Options (unquoted)
Number acquired 1) N/A
2) 1,500,000 options (unquoted)
----- End of picture text -----

  • See chapter 19 for defined terms.

01/01/2011

Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

Number disposed 1)
N/A
2)
N/A
Value/Consideration
Note: If consideration is non-cash, provide details and estimated
valuation
1)
N/A
2)
1,500,000 options issued under the
Company
Employee
Share
and
Option Plan (ESOP). Each option is
issued to acquire a fully paid
ordinary share on vesting with an
exercise price of $0.40 per option.
Options will expire on 30 November
2023
No. of securities held after change 1)
9,334,811 fully paid ordinary shares
(subject to escrow until 31 August
2022)
2)
1,500,000 options (unquoted)
Nature of change
Example: on-market trade, off-market trade, exercise of options, issue
of securities under dividend reinvestment plan, participation in buy-
back
1)
N/A
2)
Historical notification of options
issued on 1 December 2020 under
the Company ESOP and as approved
by shareholders at the Annual
General
Meeting,
held
on
26
November 2020, and not previously
disclosed

Part 2 – Change of director’s interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.

==> picture [408 x 239] intentionally omitted <==

----- Start of picture text -----

Detail of contract N/A
Nature of interest N/A
Name of registered holder N/A
(if issued securities)
Date of change N/A
No. and class of securities to which N/A
interest related prior to change
Note: Details are only required for a contract in
relation to which the interest has changed
Interest acquired N/A
Interest disposed N/A
----- End of picture text -----

  • See chapter 19 for defined terms.

Appendix 3Y Page 2

01/01/2011

Appendix 3Y Change of Director’s Interest Notice

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

Part 3 –[+] Closed period

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

  • See chapter 19 for defined terms.

01/01/2011

Appendix 3Y Page 3

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 30/09/01 Amended 01/01/11

Name of entity
Forbidden Foods Limited
ABN 82 616 507 334

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 Jarrod Milani
Date of last notice 16 November 2021

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

Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.

Direct or indirect interest 1)
Indirect
2)
Indirect
Nature of indirect interest
(including registered holder)
Note: Provide details of the circumstances giving rise to the relevant
interest.
1)
Milani Family Investments Pty Ltd
associated
entity of Mr Milani
2)
Milani Family Investments Pty Ltd
associated
entity of Mr Milani
Date of change 1.1) N/A
1.2) N/A
2)
1 December 2020
No. of securities held prior to change 1.1) 9,334,811 fully paid ordinary shares
(subject to escrow until 31 August
2022)
1.2) 93,000 fully paid ordinary shares
2)
N/A
Class 1.1) Fully paid ordinary shares
(subject to escrow until 31 August
2022)
1.2) Fully paid ordinary shares
2)
Options (unquoted)
  • See chapter 19 for defined terms.

01/01/2011

Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

Number acquired 1.1) Nil
1.2) Nil
2)
1,500,000 options (unquoted)
Number disposed 1.1) N/A
1.2) N/A
2)
N/A
Value/Consideration
Note: If consideration is non-cash, provide details and estimated
valuation
1.1) N/A
1.2) N/A
2)
1,500,000 options issued under the
Company
Employee
Share
and
Option Plan (ESOP). Each option is
issued to acquire a fully paid
ordinary share on vesting with an
exercise price of $0.40 per option.
Options will expire on 30 November
2023
No. of securities held after change 1.1) 9,334,811 fully paid ordinary shares
(subject to escrow until 31 August
2022)
1.2) 93,000 fully paid ordinary shares
2)
1,500,000 options (unquoted)
Nature of change
Example: on-market trade, off-market trade, exercise of options, issue
of securities under dividend reinvestment plan, participation in buy-
back
1.1) N/A
1.2) N/A
2)
Historical notification of options
issued on 1 December 2020 under
the Company ESOP and as approved
by shareholders at the Annual
General
Meeting,
held
on
26
November 2020, and not previously
disclosed

Part 2 – Change of director’s interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.

Detail of contract N/A
Nature of interest N/A
Name of registered holder
(if issued securities)
N/A
Date of change N/A
  • See chapter 19 for defined terms.

Appendix 3Y Page 2

01/01/2011

Appendix 3Y Change of Director’s Interest Notice

==> picture [408 x 171] intentionally omitted <==

----- Start of picture text -----

No. and class of securities to which N/A
interest related prior to change
Note: Details are only required for a contract in
relation to which the interest has changed
Interest acquired N/A
Interest disposed N/A
Value/Consideration N/A
Note: If consideration is non-cash, provide details
and an estimated valuation
Interest after change N/A
----- End of picture text -----

Part 3 –[+] Closed period

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

  • See chapter 19 for defined terms.

01/01/2011

Appendix 3Y Page 3