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PPK GROUP LIMITED — Share Issue/Capital Change 2020
Feb 11, 2020
65603_rns_2020-02-11_33ceac2a-545f-47a8-b23e-09bc9453fdc5.pdf
Share Issue/Capital Change
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ASX ANNOUNCEMENT
FOR IMMEDIATE RELEASE TO THE MARKET PPK Group Limited – ASX Code: PPK
Wednesday 12 February 2020
Appendix 2A – Application for Quotation
Please find attached our Appendix 2A Application for Quotation in relation to 23,874 shares issued pursuant to the PPK Group Limited Exempt Employee Share Plan.
Authorised by the Company Secretary. For further information contact:
Robin Levison Executive Chairman of PPK Group Limited On 07 3054 4500
PPK GROUP LIMITED ABN: 65 003 964 181
Level 27, 10 Eagle St, Brisbane QLD 4000 GPO Box 754, Brisbane Qld 4001 Tel: +61 7 3054 4500 Fax: +61 7 3054 4599
Appendix 2A
Application for quotation of +securities
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.
If you are an entity incorporated outside Australia and you are seeking quotation of a new class of +securities other than CDIs, you will need to obtain and provide an International Securities Identification Number (ISIN) for that class. Further information on the requirement for the notification of an ISIN is available from the Create Online Forms page. ASX is unable to create the new ISIN for non-Australian issuers.
*Denotes minimum information required for first lodgement of this form, with exceptions provided in specific notes for certain questions. The balance of the information, where applicable, must be provided as soon as reasonably practicable by the entity.
Part 1 – Entity and announcement details
| Questionno | Question | Answer |
|---|---|---|
| 1.1 | *Name of entityWe (the entity here named) apply for+quotation of the following +securities andagree to the matters set out inAppendix 2A of the ASX Listing Rules.1 | PPK Group Limited |
| 1.2 | *Registration type and numberPlease supply your ABN, ARSN, ARBN, ACN oranother registration type and number (if you supplyanother registration type, please specify both the typeof registration and the registration number). | 65 003 964 181 |
| 1.3 | *ASX issuer code | PPK |
| 1.4 | *This announcement isTick whichever is applicable. | ☒A new announcement☐An update/amendment to a previousannouncement☐A cancellation of a previousannouncement |
| 1.4a | *Reason for updateMandatory only if "Update" ticked in Q1.4 above. Areason must be provided for an update. | N/A |
| 1.4b | *Date of previous announcement to thisupdateMandatory only if "Update" ticked in Q1.4 above. | N/A |
| 1.4c | *Reason for cancellationMandatory only if "Cancellation" ticked in Q1.4 above. | N/A |
| 1.4d | *Date of previous announcement to thiscancellationMandatory only if "Cancellation" ticked in Q1.4 above. | N/A |
1 Appendix 2A of the Listing Rules includes a warranty that an offer of the securities for sale within 12 months after their issue will not require disclosure under section 707(3) or 1012C(6) of the Corporations Act. If the securities to be quoted have been issued by way of a pro rata offer, to give this warranty, you will generally need to have lodged a cleansing notice with ASX under section 708AA(2)(f) or 1012DAA(2)(f) of the Corporations Act within 24 hours before the securities are offered (see ASIC Regulatory Guide 189 Disclosure relief for rights issues). If in doubt, please consult your legal adviser.
1.5 *Date of this announcement 12 February 2020
Part 2 – Type of issue
| QuestionNo. | Question | Answer |
|---|---|---|
| 2.1 | *The +securities to be quoted are:Select whichever item is applicable.If you wish to apply for quotation of different types ofissues of securities, please complete a separateAppendix 2A for each type of issue. | ☐Being issued as part of a transaction ortransactions previously announced to themarket in an Appendix 3B☐Being issued under a +dividend ordistribution plan☐Being issued as a result of options beingexercised or other +convertible securitiesbeing converted☐Unquoted partly paid +securities thathave been paid up and are now quotedfully paid +securities☐Restricted securities where the escrowperiod has expired or is about to expire☐+Securities previously issued under an+employee incentive scheme where therestrictions on transfer have ceased orare about to cease☒+Securities issued under an +employeeincentive scheme that are not subject to arestriction on transfer or that are to bequoted notwithstanding there is arestriction on transfer☐Other |
| 2.2a.1 | *Date of Appendix 3B notifying the marketof the proposed issue of securities for whichquotation is now being soughtAnswer this question if your response to Q2.1 is "Beingissued as part of a transaction or transactionspreviously announced to the market in an Appendix3B" | N/A |
| 2.2a.2 | *Are there any further issues of +securitiesyet to take place to complete thetransaction(s) referred to in theAppendix 3B?Answer this question if your response to Q2.1 is "Beingissued as part of a transaction or transactionspreviously announced to the market in an Appendix3B". | N/A |
| 2.2a.2.1 | *Please provide details of the further issuesof +securities yet to take place to completethe transaction(s) referred to in theAppendix 3BAnswer this question if your response to Q2.1 is "Beingissued as part of a transaction or transactionspreviously announced to the market in an Appendix3B" and your response to Q2.2a.2 is "Yes".Please provide details of the proposed dates andnumber of securities for the further issues. This maybe the case, for example, if the Appendix 3B related toan accelerated pro rata offer with an institutionalcomponent being quoted on one date and a retailcomponent being quoted on a later date. | N/A |
|---|---|---|
| 2.2b.1 | *Date of Appendix 3A.1 lodged with ASX inrelation to the underlying +dividend ordistribution | N/A |
| Answer this question if your response to Q2.1 is "Beingissued under a dividend or distribution plan". | ||
| 2.2b.2 | *Does the +dividend or distribution planmeet the requirement of listing rule 7.2exception 4 that it does not impose a limiton participation?Answer this question if your response to Q2.1 is "Beingissued under a dividend or distribution plan".Note: Exception 4 only applies where security holdersare able to elect to receive all of their dividend ordistribution as securities. For example, Exception 4would not apply in the following circumstances: 1) Theentity has specified a dollar limit on the level ofparticipation e.g. security holders can only participateto a maximum value of $x in respect of theirentitlement. 2) The entity has specified a maximumnumber of securities that can participate in the plan | N/A |
| e.g. security holders can only receive securities in lieuof dividend payable for x number of securities. | ||
| 2.2c.1 | Please state the number and type ofoptions that were exercised or other+convertible securities that were converted(including their ASX security code)Answer this question if your response to Q2.1 is "Beingissued as a result of options being exercised or otherconvertible securities being converted". | N/A |
| 2.2c.2 | And the date the options were exercised orother +convertible securities wereconvertedAnswer this question if your response to Q2.1 is "Beingissued as a result of options being exercised or otherconvertible securities being converted".Note: If this occurred over a range of dates, enter thedate the last of the options was exercised orconvertible securities was converted. | N/A |
| 2.2d.1 | Please state the number and type of partlypaid +securities (including their ASXsecurity code) that were fully paid upAnswer this question if your response to Q2.1 is"Unquoted partly paid securities that have been paidup and are now quoted fully paid securities". | N/A |
| 2.2d.2 | And the date the +securities were fully paidupAnswer this question if your response to Q2.1 is"Unquoted partly paid securities that have been paidup and are now quoted fully paid securities".Note: If this occurred over a range of dates, enter thedate the last of the securities was fully paid up. | N/A |
|---|---|---|
| 2.2e.1 | Please state the number and type of+restricted securities (including their ASXsecurity code) where the escrow period hasexpired or is about to expireAnswer this question if your response to Q2.1 is"Restricted securities where the escrow period hasexpired or is about to expire". | N/A |
| 2.2e.2 | And the date the escrow restrictions haveceased or will ceaseAnswer this question if your response to Q2.1 is"Restricted securities where the escrow period hasexpired or is about to expire".Note: If this occurred over a range of dates, enter thedate the last of the escrow restrictions has ceased orwill cease. | N/A |
| 2.2f.1 | Please state the number and type of+securities (including their ASX securitycode) previously issued under the+employee incentive scheme where therestrictions on transfer have ceased or areabout to ceaseAnswer this question if your response to Q2.1 is"Securities previously issued under an employeeincentive scheme where the restrictions on transferhave ceased or are about to cease". | N/A |
| 2.2f.2 | And the date the restrictions on transferhave ceased or will cease:Answer this question if your response to Q2.1 is"Securities previously issued under an employeeincentive scheme where the restrictions on transferhave ceased or are about to cease".Note: If this occurred over a range of dates, enter thedate the last of the restrictions on transfer has ceasedor will cease. | N/A |
| 2.2g.1 | Please state the number and type of+securities (including their ASX securitycode) issued under an +employee incentivescheme that are not subject to a restrictionon transfer or that are to be quotednotwithstanding there is a restriction ontransferAnswer this question if your response to Q2.1 is"Securities issued under an employee incentivescheme that are not subject to a restriction on transferor that are to be quoted notwithstanding there is arestriction on transfer". | 23,874 Ordinary Shares |
| 2.2g.2 | *Please attach a document or providedetails of a URL link for a document lodgedwith ASX detailing the terms of the+employee incentive scheme or a summaryof the terms.Answer this question if your response to Q2.1 is"Securities issued under an employee incentivescheme that are not subject to a restriction on transferor that are to be quoted notwithstanding there is arestriction on transfer". | Share Plan attached. | PPK Group Limited Exempt Employee | |
|---|---|---|---|---|
| 2.2g.3 | *Are any of these +securities being issuedto +key management personnel (KMP) oran +associateAnswer this question if your response to Q2.1 is"Securities issued under an employee incentivescheme that are not subject to a restriction on transferor that are to be quoted notwithstanding there is arestriction on transfer".*Provide details of the recipients and the number of +securities issued to each of them. | No | ||
| 2.2g.3.a | ||||
| Answer this question if your response to Q2.1 is "Securities issued under an employee incentive scheme that arenot subject to a restriction on transfer or that are to be quoted notwithstanding there is a restriction on transfer"and your response to Q2.2g.3 is "Yes". Repeat the detail in the table below for each KMP involved in the issue. Ifthe securities are being issued to the KMP, repeat the name of the KMP or insert "Same" in "Name of registeredholder". If the securities are being issued to an associate of a KMP, insert the name of the associate in "Name ofregistered holder". | ||||
| Name of KMP | Name of registered holder | Number of +securities | ||
| 2.2h.1 | *The purpose(s) for which the entity is | ☐to raise additional working capital | ||
| issuing the securities is: | ☐to fund the retirement of debt | |||
| Answer this question if your response to Q2.1 is | ||||
| "Other". | ☐to pay | for the acquisition of an asset | ||
| You may select one or more of the items in the list. | [provide details below] | |||
| ☐to pay for services rendered | ||||
| [provide details below] | ||||
| ☒other [provide details below] | ||||
| Additional details: | ||||
| Allotment of shares pursuant to | ||||
| PPK Group Limited Exempt Employee | ||||
| Share Plan attached. | ||||
| 2.2h.2 | *Please provide any further informationneeded to understand the circumstances inwhich you are applying to have these+securities quoted on ASX, including whythe issue of the +securities has not beenpreviously announced to the market in anAppendix 3BAnswer this question if your response to Q2.1 is"Other". | N/A | ||
| 2.2i | *Are these +securities being offered under | No | ||
| a +disclosure document or +PDS? | ||||
| Answer this question if your response to Q2.1 is anyoption other than "Being issued as part of a transactionor transactions previously announced to the market inan Appendix 3B". |
| 2.2i.1 | *Date of +disclosure document or +PDS? | N/A |
|---|---|---|
| Answer this question if your response to Q2.1 is anyoption other than "Being issued as part of a transactionor transactions previously announced to the market inan Appendix 3B" and your response to Q2.2i is "Yes". | ||
| Under the Corporations Act, the entity must apply forquotation of the securities within 7 days of the date ofthe disclosure document or PDS. | ||
| 2.3 | *The +securities to be quoted are: | ☒Additional +securities in a class that is |
| Tick whichever is applicable | already quoted on ASX ("existing class") | |
| ☐New +securities in a class that is not yetquoted on ASX ("new class") |
Part 3A – number and type of +securities to be quoted (existing class or new class) where issue has previously been notified to ASX in an Appendix 3B
Answer the questions in this Part if your response to Q2.1 is "Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B" and your response to Q2.3 is "existing class" or "new class".
| QuestionNo. | Question | Answer |
|---|---|---|
| 3A.1 | *ASX +security code & description | |
| 3A.2 | *Number of +securities to be quoted |
Part 3B – number and type of +securities to be quoted (existing class) where issue has not previously been notified to ASX in an Appendix 3B
Answer the questions in this Part if your response to Q2.1 is anything other than "Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B" and your response to Q2.3 is "existing class".
| QuestionNo. | Question | Answer |
|---|---|---|
| 3B.1 | *ASX +security code & description | PPK – Ordinary Shares |
| 3B.2 | *Number of +securities to be quoted | 23,874 |
| 3B.3a | *Will the +securities to be quoted rankequally in all respects from their issue datewith the existing issued +securities in thatclass? | No – restriction on trading to 28 January2023 or when participant ceases to beemployed. |
| 3B.3b | *Is the actual date from which the+securities will rank equally (non-rankingend date) known?Answer this question if your response to Q3B.3a is"No". | Yes |
| 3B.3c | *Provide the actual non-ranking end dateAnswer this question if your response to Q3B.3a is"No" and your response to Q3B.3b is "Yes". | 28 January 2023 (or when participantceases to be employed) |
| 3B.3d | *Provide the estimated non-ranking endperiodAnswer this question if your response to Q3B.3a is"No" and your response to Q3B.3b is "No". | N/A |
| 3B.3e | *Please state the extent to which the+securities do not rank equally: | Restriction on trading to 28 January 2023or when participant ceases to be employed. |
|---|---|---|
| •in relation to the next dividend,distribution or interest payment; or | ||
| •for any other reason | ||
| Answer this question if your response to Q3B.3a is"No". | ||
| For example, the securities may not rank at all, or on apro rata basis for the next dividend, distribution orinterest payment; or the securities may not rank at allor on a pro rata basis or be entitled to participate insome other event, such as an entitlement issue. |
Part 3C – number and type of +securities to be quoted (new class) where issue has not previously been notified to ASX in an Appendix 3B
Answer the questions in this Part if your response to Q2.1 is anything other than "Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B" and your response to Q2.3 is "new class".
| QuestionNo. | Question | Answer |
|---|---|---|
| 3C.1 | *Security description | |
| 3C.2 | *Security typeSelect one item from the listPlease select the most appropriate security type fromthe list. This will determine more detailed questions tobe asked about the security later in this section. Select"ordinary fully or partly paid shares/units" for stapledsecurities or CDIs. For interest rate securities, pleaseselect the appropriate choice from either "Convertibledebt securities" or "Non-convertible debt securities".Select "Other" for performance shares/units andperformance options/rights or if the selectionsavailable in the list do not appropriately describe thesecurity being issued. | ☐Ordinary fully or partly paid shares/units☐Options☐+Convertible debt securities☐Non-convertible +debt securities☐Redeemable preference shares/units☐Other |
| 3C.3 | ISIN codeAnswer this question if you are an entity incorporatedoutside Australia and you are seeking quotation of anew class of securities other than CDIs. See also thenote at the top of this form. | |
| 3C.4 | *Number of +securities to be quoted | |
| 3C.5a | *Will all the +securities issued in this classrank equally in all respects from the issuedate? | Yes or No |
| 3C.5b | *Is the actual date from which the+securities will rank equally (non-rankingend date) known?Answer this question if your response to Q3C.5a is"No". | Yes or No |
| 3C.5c | *Provide the actual non-ranking end dateAnswer this question if your response to Q3C.5a is"No" and your response to Q3C.5b is "Yes". | |
| 3C.5d | *Provide the estimated non-ranking endperiodAnswer this question if your response to Q3C.5a is"No" and your response to Q3C.5b is "No". |
| 3C.5e | *Please state the extent to which the+securities do not rank equally: | |||
|---|---|---|---|---|
| •in relation to the next dividend,distribution or interest payment; or | ||||
| •for any other reasonAnswer this question if your response to Q3C.5a is"No". | ||||
| For example, the securities may not rank at all, or on apro rata basis for the next dividend, distribution orinterest payment; or the +securities may not rank at allor on a pro rata basis or be entitled to participate insome other event, such as an entitlement issue. | ||||
| 3C.6 | Please attach a document or provide a URLlink for a document lodged with ASX settingout the material terms of the +securities tobe quoted | |||
| You may cross-reference a disclosure document, PDS,information memorandum, investor presentation orother announcement with this information provided ithas been released to the ASX Market AnnouncementsPlatform. | ||||
| 3C.7 | *Have you received confirmation from ASXthat the terms of the +securities areappropriate and equitable under listing rule6.1? | Yes or No | ||
| Answer this question only if you are an ASX Listing.(ASX Foreign Exempt Listings and ASX Debt Listingsdo not have to answer this question). | ||||
| If your response is "No" and the securities have anyunusual terms, you should approach ASX as soon aspossible for confirmation under listing rule 6.1 that theterms are appropriate and equitable. | ||||
| 3C.8 | new +securities held by the recipients in each category. | *Provide a distribution schedule for the new +securities according to the categories set outin the left hand column – including the number of recipients and the total percentage of the | ||
| Number of +securities held | Number of holders | Total percentage of+securities held | ||
| 1 – 1,000 | ||||
| 1,001 – 5,000 | ||||
| 5,001 – 10,000 | ||||
| 10,001 – 100,000 | ||||
| 100,001 and over | ||||
| have to answer this question) and the securities to be quoted have already been issued.ASX a list of the 20 largest recipients of the new +securities, and the number and percentage of the new+securities received by each of those recipients, and a distribution schedule for the securities when they areissued. | Answer this question only if you are an ASX Listing (ASX Foreign Exempt Listings and ASX Debt Listings do notNote: if the securities to be quoted have not yet been issued, under listing rule 3.10.5, you will need to provide to | |||
| 3C.9a | Ordinary fully or partly paid shares/units detailsAnswer the questions in this section if you selected this security type in your response to Question 3C.2. | |||
| *+Security currency | ||||
| This is the currency in which the face amount of anissue is denominated. It will also typically be thecurrency in which distributions are declared. | ||||
| *Will there be CDIs issued over the+securities? | Yes or No |
| *CDI ratioAnswer this question if you answered "Yes" to theprevious question. This is the ratio at which CDIs canbe transmuted into the underlying security (e.g. 4:1means 4 CDIs represent 1 underlying securitywhereas 1:4 means 1 CDI represents 4 underlyingsecurities). | X:Y | |
|---|---|---|
| *Is it a partly paid class of +security? | Yes or No | |
| *Paid up amount: unpaid amountAnswer this question if answered "Yes" to theprevious question. | X:Y | |
| The paid up amount represents the amount ofapplication money and/or calls which have been paidon any security considered 'partly paid' | ||
| The unpaid amount represents the unpaid or yet tobe called amount on any security considered 'partlypaid'. | ||
| The amounts should be provided per the securitycurrency (e.g. if the security currency is AUD, thenthe paid up and unpaid amount per security in AUD). | ||
| *Is it a stapled +security? | Yes or No | |
| This is a security class that comprises a number ofordinary shares and/or ordinary units issued byseparate entities that are stapled together for the | ||
| purposes of trading. | ||
| 3C.9b | Option detailsAnswer the questions in this section if you selected this security type in your response to Question 3C.2. | |
| *+Security currency | ||
| This is the currency in which the exercise price ispayable. | ||
| *Exercise price | ||
| The price at which each option can be exercised andconvert into the underlying security. | ||
| The exercise price should be provided per thesecurity currency (i.e. if the security currency is AUD,the exercise price should be expressed in AUD). | ||
| *Expiry date | ||
| The date on which the options expire or terminate. | ||
| *Details of the number and type of+security (including its ASX +security codeif the +security is quoted on ASX) that willbe issued if an option is exercised |
| 3C.9credeemable preference shares/units | Details of non-convertible +debt securities, +convertible debt securities, orAnswer the questions in this section if you selected one of these security types in your response to Question | |
|---|---|---|
| 3C.2.Debt and Hybrid Securities" for further information on certain terms used in this section | Refer to Guidance Note 34 and the "Guide to the Naming Conventions and Security Descriptions for ASX Quoted | |
| *Type of +security | ☐Simple corporate bond | |
| Select one item from the list | ☐Non-convertible note or bond | |
| ☐Convertible note or bond | ||
| ☐Preference share/unit | ||
| ☐Capital note | ||
| ☐Hybrid security | ||
| ☐Other | ||
| *+Security currencyThis is the currency in which the face value of thesecurity is denominated. It will also typically be thecurrency in which interest or distributions are paid. | ||
| Face value | ||
| This is the principal amount of each security.The face value should be provided per the securitycurrency (i.e. if security currency is AUD, then theface value per security in AUD). | ||
| *Interest rate type | ☐Fixed rate | |
| Select one item from the list | ☐Floating rate | |
| Select the appropriate interest rate type per the termsof the security. Definitions for each type are provided | ☐Indexed rate | |
| in the Guide to the Naming Conventions and SecurityDescriptions for ASX Quoted Debt and Hybrid | ☐Variable rate | |
| Securities | ☐Zero coupon/no interest | |
| ☐Other | ||
| Frequency of coupon/interest payments | ☐Monthly | |
| per year | ☐Quarterly | |
| Select one item from the list. | ☐Semi-annual | |
| ☐Annual | ||
| ☐No coupon/interest payments | ||
| ☐Other | ||
| First interest payment dateA response is not required if you have selected "Nocoupon/interest payments" in response to thequestion above on the frequency of coupon/interestpayments | ||
| Interest rate per annumAnswer this question if the interest rate type is fixed. | % p.a. | |
| *Is the interest rate per annum estimatedat this time? | Yes or No | |
| Answer this question if the interest rate type is fixed. | ||
| If the interest rate per annum is estimated,then what is the date for this information tobe announced to the market (if known)Answer this question if the interest rate type is fixedand your response to the previous question is "Yes".Answer "Unknown" if the date is not known at thistime. |
| *Does the interest rate include a referencerate, base rate or market rate (e.g. BBSWor CPI)? | Yes or No |
|---|---|
| Answer this question if the interest rate type isfloating or indexed. | |
| *What is the reference rate, base rate ormarket rate?Answer this question if the interest rate type isfloating or indexed and your response to the previous | |
| question is "Yes". | |
| *Does the interest rate include a marginabove the reference rate, base rate ormarket rate? | Yes or No |
| Answer this question if the interest rate type isfloating or indexed. | |
| *What is the margin above the referencerate, base rate or market rate (expressedas a percent per annum)Answer this question if the interest rate type is | % p.a. |
| floating or indexed and your response to the previousquestion is "Yes". | |
| *Is the margin estimated at this time? | Yes or No |
| Answer this question if the interest rate type isfloating or indexed. | |
| If the margin is estimated, then what is thedate for this information to be announcedto the market (if known) | |
| Answer this question if the interest rate type isfloating or indexed and your response to the previousquestion is "Yes". | |
| Answer "Unknown" if the date is not known at thistime. | |
| *S128F of the Income Tax AssessmentAct status applicable to the +security | ☐s128F exempt☐Not s128F exempt |
| Select one item from the list | ☐s128F exemption status unknown |
| For financial products which are likely to give rise to apayment to which s128F of the Income TaxAssessment Act applies, ASX requests issuers toconfirm the s128F status of the security: | ☐Not applicable |
| •"s128F exempt" means interest payments are nottaxable to non-residents; | |
| •"Not s128F exempt" means interest payments aretaxable to non-residents; | |
| •"s128F exemption status unknown" means theissuer is unable to advise the status; | |
| •"Not applicable" means s128F is not applicable tothis security | |
| *Is the +security perpetual (i.e. no maturitydate)? | Yes or No |
| *Maturity date | |
| Answer this question if the security is not perpetual |
| *Select other features applicable to the | ☐Simple |
|---|---|
| +security | ☐Subordinated |
| Up to 4 features can be selected. Further informationis available in the Guide to the Naming Conventions | ☐Secured |
| and Security Descriptions for ASX Quoted Debt andHybrid Securities. | ☐Converting |
| ☐Convertible | |
| ☐Transformable | |
| ☐Exchangeable | |
| ☐Cumulative | |
| ☐Non-Cumulative | |
| ☐Redeemable | |
| ☐Extendable | |
| ☐Reset | |
| ☐Step-Down | |
| ☐Step-Up | |
| ☐Stapled | |
| ☐None of the above | |
| *Is there a first trigger date on which aright of conversion, redemption, call or putcan be exercised (whichever is first)? | Yes or No |
| *If yes, what is the first trigger dateAnswer this question if your response to the previousquestion is "Yes". | |
| Details of the number and type of +security(including its ASX +security code if the+security is quoted on ASX) that will beissued if the securities to be quoted areconverted, transformed or exchangedAnswer this question if the security features include"converting", "convertible", "transformable" or"exchangeable".For example, if the security can be converted into1,000 fully paid ordinary shares with ASX securitycode ABC, please insert "1,000 fully paid ordinaryshare (ASX:ABC)". |
Part 4 – Issue details
| QuestionNo. | Question | Answer |
|---|---|---|
| 4.1 | *Have the +securities to be quoted beenissued yet? | Yes |
| 4.1a | *What was their date of issue?Answer this question if your response to Q4.1 is"Yes". | 12 February 2020 |
| 4.1b | *What is their proposed date of issue?Answer this question if your response to Q4.1 is "No". | N/A |
| 4.2 | *Are the +securities to be quoted beingissued for a cash consideration?If the securities are being issued for nil cashconsideration, answer this question "No". | No |
| 4.2a | *In what currency is the cash considerationbeing paidFor example, if the consideration is being paid inAustralian Dollars, state AUD.Answer this question if your response to Q4.2 is"Yes". | N/A |
|---|---|---|
| 4.2b | *What is the issue price per +securityAnswer this question if your response to Q4.2 is "Yes"and by reference to the issue currency provided inyour response to Q4.2a.Note: you cannot enter a nil amount here. If thesecurities are being issued for nil cash consideration,answer Q4.2 as "No" and complete Q4.2c and Q4.2d. | N/A |
| 4.2c | Please describe the consideration beingprovided for the +securities to be quotedAnswer this question if your response to Q4.2 is "No". | Allotment of shares pursuant toPPK Group Limited Exempt EmployeeShare Plan attached. |
| 4.2d | Please provide an estimate (in AUD) of thevalue of the consideration being providedper +security for the +securities to bequotedAnswer this question if your response to Q4.2 is "No". | Nil |
Part 5 – Issued capital following quotation
Following the quotation of the +securities the subject of this application, the issued capital of the entity will comprise:
Note: the figures provided in the tables in sections 5.1 and 5.2 below are used to calculate the total market capitalisation of the entity published by ASX from time to time. Please make sure you include in the relevant table each class of securities issued by the entity.
If you have quoted CHESS Depository Interests (CDIs) issued over your securities, include them in the table in section 5.1 and include in the table in section 5.2 any securities that do not have CDIs issued over them (and therefore are not quoted on ASX). Restricted securities should only be included in the table in section 5.1 if you are applying to have them quoted because the escrow period for the securities has expired or is about to expire. Otherwise include them in the table in section 5.2.
| *Quoted +securities (total number of each +class of +securities quoted on ASX followingthe +quotation of the +securities the subject of this application) | |||
|---|---|---|---|
| ASX +security code and description | Total number of +securities on issue | ||
| PPK – Ordinary Shares | 85,377,409 | ||
| *Unquoted +securities (total number of each +class of +securities issued but not quotedon ASX): | |||
| ASX +security code and description | Total number of +securities on issue | ||
| PPKAA – Performance Rights | 1,010,000 (of which 252,500 havevested) | ||
Part 6 – Other Listing Rule requirements
The questions in this Part should only be answered if you are an ASX Listing (ASX Foreign Exempt Listings and ASX Debt Listings do not need to complete this Part) and:
-
your response to Q2.1 is "Being issued under a dividend/distribution plan" and the response to Q2.2b.2 is "No"; or
-
your response to Q2.1 is "Other".
Note that if your response to Q2.1 is "Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B", it is assumed that you will have provided the information referred to in this Part in the Appendix 3B.
| QuestionNo. | Question | Answer |
|---|---|---|
| 6.1 | *Has the entity obtained, or is it obtaining,+security holder approval for the issueunder listing rule 7.1? | No |
| 6.1a | *Date of meeting or proposed meeting toapprove the issue under listing rule 7.1Answer this question if the response to Q6.1 is "Yes". | N/A |
| 6.1b | *Are any of the +securities being issuedwithout +security holder approval using theentity's 15% placement capacity underlisting rule 7.1?Answer this question if the response to Q6.1 is "No". | Yes |
| 6.1b.1 | *How many +securities are being issuedwithout +security holder approval using theentity's 15% placement capacity underlisting rule 7.1?Answer this question if the response to Q6.1 is "No"and the response to Q6.1b is "Yes".Please complete and separately send by email to yourASX listings adviser a work sheet in the form ofAnnexure B to Guidance Note 21 confirming the entityhas the available capacity under listing rule 7.1 toissue that number of securities. | 23,874 |
| 6.1c | *Are any of the +securities being issuedwithout +security holder approval using theentity's additional 10% placement capacityunder listing rule 7.1A (if applicable)?Answer this question if the response to Q6.1 is "No". | No |
| 6.1c.1 | *How many +securities are being issuedwithout +security holder approval using theentity's additional 10% placement capacityunder listing rule 7.1A?Answer this question if the response to Q6.1 is "No"and the response to Q6.1c is "Yes".Please complete and separately send by email to yourASX listings adviser a work sheet in the form ofAnnexure C to Guidance Note 21 confirming the entityhas the available capacity under listing rule 7.1A toissue that number of securities. | N/A |
Introduced 01/12/19

PPK Group Limited Exempt Employee Share Plan
Plan Rules
PPK Group Limited ABN 65 003 964 181
Ref JR:SK: 905082
Doc ID 587482923/v3
Level 21, Westpac House, 91 King William Street, Adelaide SA 5000 Australia Telephone +61 8 8205 0800 GPO Box 286, Adelaide SA 5001 Australia Facsimile 1300 464 135 (Australia) +61 3
9034 3257 (International) hwlebsworth.com.au

Table of contents
| 1. | Definitions and interpretation | 1 | ||
|---|---|---|---|---|
| 1.1 | Definitions | 1 | ||
| 1.2 | Interpretation | 3 | ||
| 1.3 | Rounding | 4 | ||
| 2. | Purpose of the Plan | 5 | ||
| 3. | Operation of the Plan | 5 | ||
| 4. | Administration of the Plan | 5 | ||
| 5. | How the Plan works | 6 | ||
| 5.1 | Invitation and Offer | 6 | ||
| 5.2 | Gift | 7 | ||
| 5.3 | Ownership | 7 | ||
| 5.4 | Share Rights | 7 | ||
| 5.5 | Notification to Participants | 7 | ||
| 6. | Restrictions on dealing with Shares | |||
| 6.1 | Restrictive Period | 8 | ||
| 6.2 | Takeover or Restructure | 8 | ||
| 6.3 | Arrangements | 8 | ||
| 6.4 | After the Restrictive Period | 8 | ||
| 7. | No forfeiture | 8 | ||
| 8. | Amending these Rules | 9 | ||
| 8.1 | Board may amend | 9 | ||
| 8.2 | Rights of Participants | 9 | ||
| 8.3 | Retrospective effect | 9 | ||
| 8.4 | Written notice | 9 | ||
| 9. | Termination or suspension of the Plan10 | |||
| 10. | Connection with other schemes | 10 |
| 11. | Employment with Employing Company | ||
|---|---|---|---|
| 11.1 | General | 10 | |
| 11.2 | Control | 11 | |
| 11.3 | Advice | 11 | |
| 12. | Liability | 11 | |
| 13. | Breach by a Participant | 11 | |
| 14. | Applicable Law | 11 | |
| 15. | Tax reimbursement | ||
| 16. | Notices | 12 | |
| 16.1 | When notice considered given and received | 12 | |
| 16.2 | Nominated contact details | 13 | |
| 17. | Governing law |

PPK Group Limited Exempt Employee Share Plan Plan Rules
1. Definitions and interpretation
1.1 Definitions
In these Rules, unless something else is clearly indicated:
| Acquisition Date | means the date that an Employee acquires Plan Shares asrecorded by the Company. | ||
|---|---|---|---|
| Acquisition Price | means the price for the acquisition of Shares under the Plan asspecified by the Company pursuant to Rule 5.5. | ||
| Applicable Law | means any one or more or all, as the context requires of: | ||
| (a) | the laws of the State or Territory referred to in Rule 17(a); | ||
| (b) | the Corporations Act; | ||
| (c) | the Listing Rules; | ||
| (d) | the ITAA; | ||
| (e) | any practice note, policy statement, class order,declaration, guideline, policy, procedure, ruling, judicialinterpretation or other guidance note made to clarify,expand or amend paragraphs (a), (c), (d) or (d) above; | ||
| (f) | the constitution of the Company; and | ||
| (g) | any other legal requirement that applies to the Plan. | ||
| Application Form | means an offer to acquire Shares under the Plan in the formapproved by the Board. | ||
| Associated | means a body that: | ||
| Company | (a) | is a related body corporate of the Company in terms ofsection 50 of the Corporations Act; | |
| (b) | the Board determines will participate in the Plan; and | ||
| (c) | agrees to be bound by these Rules. | ||
| ASIC | means the Australian Securities and Investments Commission. | ||
| ASX | means ASX Limited ACN 008 624 691, trading as the AustralianSecurities Exchange or the securities exchange operated by thatentity, as applicable. |

| Board | means the board of directors of the Company or a committeeappointed by the board of directors or any delegate of the boardof directors or such committee. | ||
|---|---|---|---|
| Company | means PPK Group Limited ABN 65 003 964 181. | ||
| Corporations Act | means the Corporations Act 2001 (Cth). | ||
| Eligible Employee | means an Employee who the Board determines to be eligible toparticipate in the Plan. | ||
| Employee | means a person (not being a company, a local or public authorityor an unincorporated body of persons) resident in Australia whois a permanent full-time or permanent part-time employee of anEmploying Company, but does not include any person: | ||
| (a)who is a director of an Employing Company; or | |||
| (b)where that person either directly or indirectly holds orcontrols, or would hold or control as a result of any furtheracquisition of shares or rights in the Company under thePlan, 5% or more of the issued capital of the Company(including the voting rights that relate to those shares). | |||
| EmployingCompany | means the Company and any Associated Company. | ||
| Encumbrance | means a mortgage, charge, pledge, lien or other encumbrance ofany nature. | ||
| GovernmentAgency | means any governmental or semi-governmental body,department, commission, authority, tribunal, agency or othersimilar entity. | ||
| Holding Lock | means a mechanism arranged or approved by the Board(including through its share registry) that prevents Shares beingdisposed of by a Participant. | ||
| Invitation | means an invitation to participate in the Plan referred to in Rule5.1(a). | ||
| ITAA | means the Income Tax Assessment Act 1936 (Cth) or the IncomeTax Assessment Act 1997 (Cth) or both, as the context requires. | ||
| Listing Rules | means the listing rules of ASX and any other rules of ASX whichare applicable while the Company is admitted to the official list ofASX, each as amended or replaced from time to time, except tothe extent of any express written waiver by ASX. | ||
| Offer | means an offer made by an Eligible Employee to the Companyfor Shares in response to an Invitation. |

| Participant | means an Eligible Employee who: | |
|---|---|---|
| (a) | has received an Invitation; | |
| (b) | makes an Offer which is accepted by the Board; and | |
| (c) | is for the time being the owner of Plan Shares. | |
| Plan | means the PPK Group Limited Exempt Employee Share Planestablished and operated in accordance with these Rules. | |
| Plan Expenses | means all expenses, outgoings, costs and charges incurred inestablishing and operating the Plan and includes any amount ofincome or other Tax payable by the Company in relation to thePlan but excludes the costs directly related to selling ortransferring Plan Shares. | |
| Plan Shares | means Shares held by Participants under the Plan. | |
| Restrictive Period | means the period commencing on the Acquisition Date andending on the earliest of the date that: | |
| (a) | is 3 years after the Acquisition Date; and | |
| (b) | the Participant ceases to be an Employee. | |
| Rules | means these rules of the Plan, as amended from time to time. | |
| Shares | means fully paid ordinary shares in the capital of the Company. | |
| Tax | means any tax, levy, charge, impost, duty, fee, deduction,compulsory loan or withholding of any nature, including stampand transaction duty or any goods and services tax, value addedtax or consumption tax, which is assessed, levied, imposed orcollected by any Government Agency and includes any interest,fine, penalty, charge, fee or any other amount imposed on or inrespect of any of the above. |
1.2 Interpretation
In these Rules, unless something else is clearly intended:
- (a) the transfer by a Participant from one Employing Company to another does not constitute cessation of employment;
- (b) if an Employing Company which is the employer of a Participant ceases to be an Employing Company and the Participant does not contemporaneously become an Employee of another Employing Company, that Participant ceases to be an Employee;
- (c) a reference to these Rules or any other document is a reference to these Rules or the other document (as the case may be) as amended, varied, novated, supplemented or replaced from time to time;

- (d) a reference to any legislation or any provision of any legislation includes:
- (i) all regulations, orders or instruments issued under the legislation or provision; and
- (ii) any modification, consolidation, amendment, re-enactment, replacement or codification of such legislation or provision;
- (e) words or expressions:
- (i) importing the singular include the plural and vice versa;
- (ii) importing a gender include the other genders; and
- (iii) denoting individuals include corporations, firms, unincorporated bodies, authorities and instrumentalities;
- (f) a reference to a party to these Rules includes that party's executors, administrators, successors and permitted assigns;
- (g) where a word or phrase is defined or given meaning, any other part of speech or grammatical form has a corresponding meaning;
- (h) a reference to a rule number is a reference to a rule of these Rules;
- (i) any heading or table of contents is for convenience only and does not affect the interpretation of these Rules;
- (j) where an act would be required to be done, or a time limit or period would expire, on a day which is not a business day, the act may be done, or the limit or period will expire, on the following business day;
- (k) a reference to any thing (including to any right) includes a part of that thing;
- (l) a right includes any remedy, privilege, authority or power;
- (m) wherever used in these Rules, the expressions 'including', 'such as' and similar expressions shall not imply any limitation; and
- (n) a reference to notice means written notice given in the manner provided in these Rules for service of notices.
1.3 Rounding
Where any calculation or adjustment to be made pursuant to these Rules produces a fraction of a cent or a fraction of a Share, the fraction will be eliminated by rounding down to the nearest whole number.

2. Purpose of the Plan
The Plan provides Eligible Employees with an opportunity to acquire Shares and to access the taxation exemption concessions available under Division 83A of the ITAA.
3. Operation of the Plan
- (a) The Plan commences on a date to be determined by the Board.
- (b) These Rules set out the terms and conditions of the operation of the Plan.
- (c) The Plan must be operated in accordance with these Rules, which bind the Company, each Associated Company and each Participant.
- (d) The Company must pay all Plan Expenses.
- (e) A Participant's rights and obligations under the Plan are conditional upon Plan Shares being held by the Participant.
- (f) The Company must not grant an Encumbrance over any of the Plan Shares.
4. Administration of the Plan
- (a) The Board will administer the Plan in accordance with these Rules.
- (b) The Board may make regulations and policies for operating and administering the Plan provided they are consistent with these Rules.
- (c) Except as expressly provided in these Rules, where these Rules provide for a determination, decision, approval or opinion of the Company or the Board, such determination, decision, approval or opinion will be in its absolute discretion and final.
- (d) Subject to the Applicable Law, any power or discretion which is conferred on the Board by these Rules may be exercised in the interests, or for the benefit, of the Company or any Associated Company, and the Board is not, in exercising such power or discretion, under any fiduciary or other obligation to any other person.
- (e) Any decision of the Board as to the interpretation, effect or application of these Rules will be final (in the absence of manifest error). Any dispute or difference of any nature relating to the Plan will be referred to the Board and its decision will be final and binding.
- (f) The Board may delegate all or any of its functions and powers under these Rules to any person or persons for any period and on any conditions that the Board decides upon, including a plan administrator, and may authorise that person or persons to sub-delegate the functions or powers delegated to them.

- (g) If a plan administrator is appointed under Rule 4(f) that plan administrator will administer the Plan in accordance with these Rules and any procedures determined by the Board, consistent with these Rules and agreed with the plan administrator.
- (h) The Company and any plan administrator may take and rely upon independent professional or expert advice in relation to the exercise of any of its powers or discretions under these Rules and act on that advice in any manner it thinks fit without being liable in respect of any act done or omitted to be done by it in accordance with such advice.
- (i) The Company may require a Participant to complete and return such other documents:
- (i) as may be required by the Applicable Law to be completed by the Participant; or
- (ii) which the Company considers should, for legal or taxation reasons, be completed by the Participant.
5. How the Plan works
5.1 Invitation and Offer
- (a) The Board may from time to time invite an Eligible Employee to participate in the Plan and make an Offer (Invitation).
- (b) The Invitation must be in writing and will be accompanied by any other information and documents required by the Applicable Law.
- (c) The Invitation must specify:
- (i) the name and residential address of the Eligible Employee to whom the Invitation is made;
- (ii) the date of the Invitation;
- (iii) the maximum number of Shares that can be acquired for an Eligible Employee under the Plan or, if applicable, the maximum amount (or formula for calculating the maximum amount) of potential salary that an Eligible Employee can nominate to sacrifice towards acquisition of Shares and any contribution the Company will make towards the acquisition of Shares;
- (iv) the time period in which to make an Offer;
- (v) the proposed Acquisition Date; and
- (vi) anything else that the Board considers relevant.

- (d) Following receipt by an Eligible Employee of an Invitation, the Eligible Employee may make an Offer by delivering to the Company or the plan administrator (if any) a duly completed and executed Application Form within the closing time specified in the Invitation or in accordance with any other procedure set out in the Invitation.
- (e) The Board may decide to accept or reject an Offer. The Offer is accepted by the Company by the allocation of Shares to the Eligible Employee.
- (f) Invitations are personal to an Eligible Employee and may not be transferred to another person.
- (g) By making the Offer, the Eligible Employee is deemed to have agreed to be bound by these Rules and the constitution of the Company.
- (h) An Eligible Employee is not liable to make any payment on acceptance of the Offer.
5.2 Gift
- (a) The Board may from time to time in its absolute discretion provide Eligible Employees Shares in the Plan for no monetary consideration (Gift).
- (b) The Gift is to be conditional upon the Eligible Employees agreeing to be bound by these Rules and the constitution of the Company.
5.3 Ownership
Participants have full legal and beneficial ownership of their Plan Shares provided that any dealings with those Plan Shares shall be restricted as provided in Rule 6.
5.4 Share Rights
All Plan Shares rank equally for all purposes with the Shares then on issue.
5.5 Notification to Participants
As soon as reasonably practicable after the Acquisition Date, the Company must give a statement to each Participant setting out the Acquisition Price of the Plan Shares allocated to that Participant.

6. Restrictions on dealing with Shares
6.1 Restrictive Period
During the Restrictive Period:
- (a) a Participant must not assign, transfer, sell, grant an Encumbrance over or otherwise deal with a Plan Share; and
- (b) the Company is entitled to retain possession of the documents of title of a Participant's Plan Shares.
6.2 Takeover or Restructure
Notwithstanding Rule 6.1, a Participant may transfer or sell their Plan Shares in the event of a takeover or restructure of the Company in accordance with section 83A-130(1) of the ITAA.
6.3 Arrangements
The Company may adopt procedures and enter into such arrangements as it considers necessary to enforce the restrictions in Rule 6.1(a) and Participants are deemed to agree to such procedures and arrangements including without limitation:
- (a) placing a Holding Lock on the Plan Shares; or
- (b) having the Plan Shares held on behalf of the Participants by the trustee of an employee trust established by the Company to assist with the operation of the Plan.
6.4 After the Restrictive Period
- (a) After the Restrictive Period, all restrictions on dealing with the Plan Shares pursuant to these Rules will no longer apply.
- (b) As soon as practicable after the Restrictive Period, the Company must give any documents of title that it holds in respect of Plan Shares to the relevant Participant or other person as directed by the Participant.
7. No forfeiture
For the avoidance of doubt, nothing under these Rules or otherwise shall require a Participant to forfeit ownership of their Plan Shares or rights acquired under the Plan.

8. Amending these Rules
8.1 Board may amend
Subject to Rule 8.2, the Board may at any time:
- (a) amend these Rules; and
- (b) waive or amend the application of any of these Rules in relation to a Participant (including without limitation for the purposes of a takeover bid, as defined in section 9 of the Corporations Act).
8.2 Rights of Participants
- (a) Subject to Rule 8.2(b), if any amendment to these Rules under Rule 8.1 reduces any of the rights of Participants in respect of their Plan Shares, the Board must obtain the written consent of at least 75% of the Participants affected by the proposed change prior to making the change.
- (b) The Board may amend these Rules without the written consent of Participants under Rule 8.2(a):
- (i) for the purpose of complying with, or conforming to, the Applicable Law or for the purpose of complying with or conforming to present or future State or Commonwealth legislation governing or regulating the maintenance or operation of employee equity plans of any kind;
- (ii) to take into consideration possible adverse tax implications to the Plan arising from public or private rulings, determinations, interpretative decisions or other statement of the Commissioner of Taxation or any other relevant taxation authority, changes or proposed changes to tax legislation and/or changes in the interpretation of tax legislation by a competent court or tribunal; or
- (iii) to correct a manifest error or mistake.
8.3 Retrospective effect
Subject to this Rule 8, any change made pursuant to Rule 8.1 may be given such retrospective effect as is specified by the Board.
8.4 Written notice
As soon as reasonably practicable after the Company makes any material amendment under Rule 8.1, the Company must notify the Participants of the amendment.

9. Termination or suspension of the Plan
- (a) The Company must terminate or suspend the Plan if changes to the Applicable Law require that it do so.
- (b) The Board may terminate or suspend the operation of the Plan at any time provided that no Plan Shares remain subject to the restrictions under Rule 6 at that time.
- (c) The Plan must be immediately terminated if an order is made or an effective resolution is passed for the winding up of the Company, other than for the purpose of amalgamation or reconstruction.
- (d) A Participant may not claim any compensation as a result of termination or suspension of the Plan.
10. Connection with other schemes
- (a) An Employing Company is not restricted to using the Plan as the only method of providing incentive rewards to employees and may approve and introduce other incentive schemes.
- (b) Participation in the Plan does not affect participation in any other incentive or other scheme of the Employing Companies unless that other scheme provides otherwise.
11. Employment with Employing Company
11.1 General
Nothing in these Rules:
- (a) confers on any Employee the right to become or remain an Eligible Employee or to participate in the Plan;
- (b) confers on any Eligible Employee or Participant the right to continue as an employee of an Employing Company;
- (c) affects any rights which an Employing Company may have to terminate the employment of an Employee; or
- (d) may be used to increase damages in any action brought against an Employing Company in respect of such termination of employment.
11.2 Control
The Participants will not have any control over the operation of the Plan irrespective of any rights they may have under these Rules.
11.3 Advice
Eligible Employees should obtain their own independent advice at their own expense on the financial, taxation and other consequences to them relating to participation in the Plan.
12. Liability
The Employing Companies, any plan administrator and their respective directors and employees and professional advisers are not liable for anything done or omitted to be done by such person or any other person with respect to:
- (a) the price, time, quantity or other conditions and circumstances of the acquisition of Plan Shares;
- (b) any fluctuations in the market price of Shares; and
- (c) anything done in connection with the Plan,
except for the gross negligence, dishonesty, fraud or wilful default of such person.
13. Breach by a Participant
Subject to the Applicable Law, if a Participant breaches any of their obligations under these Rules, an Employing Company may set-off the value of any benefit derived or held by that Participant and any loss incurred by any Employing Company as a result of such breach, against any amounts payable by any Employing Company to the Participant, whether such amounts are payable on termination of employment or otherwise.
14. Applicable Law
- (a) Notwithstanding any other Rules, no Share may be offered under the Plan if to do so would contravene the Applicable Law or instruments of relief issued by ASIC from time to time relating to employee share schemes.
- (b) Notwithstanding any other Rule, Shares must not be issued, assigned, transferred, sold, purchased or otherwise dealt with under the Plan if to do so would contravene the Applicable Law.

- (c) These Rules and the Participant's entitlements under the Plan are subject to the Applicable Law.
- (d) Notwithstanding any other Rule, every provision set out in an exemption from, or modification to, the Applicable Law in respect of the Plan that is required to be included in these Rules in order for the exemption or modification to have effect is deemed to be contained in these Rules.
- (e) To the extent that any provision deemed by Rule 14(d) to be contained in these Rules is inconsistent with any other provision in these Rules, the deemed provision will prevail.
15. Tax reimbursement
- (a) The Board may, at the time of an Invitation, provide that the Participant is required to reimburse the Company in the event that any Employing Company is obliged to account for Tax in connection with, or as a result of, the allocation or transfer of Shares to the Participant.
- (b) The Board may determine the manner in which reimbursement under Rule 15(a) is to occur.
16. Notices
16.1 When notice considered given and received
- (a) A notice will be deemed to be duly given and received:
- (i) if hand delivered, on delivery;
- (ii) if sent from and to a place within Australia by regular post, at 9:00 am on the sixth business day after the date of posting;
- (iii) if sent from a place within Australia to a place outside Australia by airmail, at 9.00 am on the tenth business day after the date of posting;
- (iv) if sent from a place outside Australia by airmail, at 9.00 am on the twelfth business day after the date of posting;
- (v) if sent by facsimile, when the sender's facsimile system generates a message confirming successful transmission of the total number of pages of the Notice, unless within four business hours (being a period of time between 9.00 am and 5.00 pm on a business day) after the transmission, the recipient informs the sender that it has not received the entire Notice; or

(vi) if sent by email, when the email (including any attachment) is sent to the addressee's email address, unless the sender receives a delivery failure notification within 24 hours of the email being sent,
as the case may be, but if the delivery, receipt or transmission is not on a business day or is after 5.00 pm on a business day, the notice is taken to be received at 9.00 am on the next business day after that delivery, receipt or transmission.
(b) This Rule 16.1 is in addition to any other mode of service permitted by law.
16.2 Nominated contact details
- (a) A notice or direction given under these Rules is validly given to an Eligible Employee or Participant if it is handed to the person concerned, posted by ordinary prepaid post to the person's last known address or given in such other manner as the Company determines.
- (b) A notice or direction given under these Rules to the Company is validly given if it is delivered by hand or email, posted by ordinary prepaid post or faxed to the address set out below:
| Attention: | Ken Hostland |
|---|---|
| Address: | Level 27, 10 Eagle St, BRISBANE QLD 4000 |
| Fax: | +61 7 3054 4599 |
| Email: | [email protected] |
or such other address as the Company may from time to time notify.
17. Governing law
- (a) These Rules must be governed by and construed in accordance with the laws applicable in Queensland, Australia
- (b) The parties bound by these Rules irrevocably submit to the non-exclusive jurisdiction of the courts of Queensland, Australia.