PRAEMIUM LIMITED — Director's Dealing 2009

Nov 19, 2009

==> picture [241 x 61] intentionally omitted <==

Allotment of Shares (Shortfall)

20 November 2009

Praemium (ASX:PPS) is pleased to announce that 3,192,536 ordinary fully paid shares (the Shortfall Shares) have been allotted as requested by the underwriter to its recent fully underwriten rights issue. The Company’s issued capital now comprises 207,070,133 fully paid ordinary shares.

The majority of the Shortfall Shares were allotted to associates of the Company’s Chairman, Dr Stammer, and a non executive director, Mr Bryson, pursuant to subunderwriting arrangements previously disclosed. The remainder of the shortfall was placed with a non executive director of the Company’s UK subsidiary pursuant to a similar sub underwriting arrangement.

Attached to this announcement are Changes to Directors Interest and Changes to Substantial Shareholding notifications in connection with the participation by the Directors and their associates in the recent Rights Issue and as sub-underwriters.

About Praemium: Præmium Ltd (ASX:PPS) is one of Australia’s leading suppliers of online financial portfolio administration and Separately Managed Account (SMA) technology, administering over AUD 36.6 billion[] of assets. Præmium currently provides services to around 500[] financial institutions and intermediaries, including some of Australia’s largest financial institutions.

*As at 30 September 2009

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.

Name of entity	PRAEMIUM LIMITED
ABN	74 098 405 826

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	DONALD WILLIAM STAMMER
Date of last notice	30 October 2009

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	Direct & Indirect
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	Meroma Pty Ltd is the trustee of the Stammer Superannuation Fund, of which Dr Stammer is a beneficiary. Dr Stammer is a director and shareholder of DW & LC Stammer Pty Limited
Date of change	18 – 20 November 2009
No. of securities held prior to change	6,659,345
Class	Ordinary
Number acquired	3,183,323 Plus adjustment of 70,980 Shares to correct error in earlier filing.
Number disposed	Nil

• See chapter 19 for defined terms.

11/3/2002 Date of Notice : 4 March 2008

Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	$0.15 a share
No. of securities held after change	9,913,648
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back	Meroma Pty Ltd – acquisition of 356,833 shares pursuant to Rights Entitlement Issue Dr Donald Stammer – Acquisition of 316,200 shares pursuant to Entitlement Issue / Adjustment to correct error in earlier filing 70,980 shares DW & LC Stammer Pty Limited – acquisition of 2,510,290 shortfall shares pursuant to terms of sub-underwriting agreement

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	Not applicable
Nature of interest	Not applicable
Name of registered holder (if issued securities)	Not applicable
Date of change	Not applicable
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	Not applicable
Interest acquired	Not applicable
Interest disposed	Not applicable
Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation	Not applicable

• See chapter 19 for defined terms.

11/3/2002 Date of Notice : 4 March 2008

Appendix 3Y Page 2

Appendix 3Y Change of Director’s Interest Notice

Interest after change

Not applicable

• See chapter 19 for defined terms.

11/3/2002 Date of Notice : 4 March 2008

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 30/9/2001.

Name of entity	PRAEMIUM LIMITED
ABN	74 098 405 826

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	JOHN ALEXANDER BRYSON
Date of last notice	11 SEPTEMBER 2008

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	INDIRECT
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	JA & JA Bryson as trustees of the Bryson Superannuation Fund (of which Mr Bryson is a Trustee and member)
Date of change	18 November 2009
No. of securities held prior to change	235,000 Ordinary Shares
Class	Ordinary
Number acquired	226,546
Number disposed	nil
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	$0.15 per share

• See chapter 19 for defined terms.

11/3/2002 115647967 \ 0412303 \ AGC01

Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

No. of securities held after change	461,546 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	Exercise of entitlements pursuant to Rights Issue (23,500 shares) and acquisition of 203,046 shortfall shares pursuant to terms of sub-underwriting agreement

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	Not applicable
Nature of interest	Not applicable
Name of registered holder (if issued securities)	Not applicable
Date of change	Not applicable
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	Not applicable
Interest acquired	Not applicable
Interest disposed	Not applicable
Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation	Not applicable
Interest after change	Not applicable

• See chapter 19 for defined terms.

11/3/2002 115647967 \ 0412303 \ AGC01

Appendix 3Y Page 2

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.

Name of entity	PRAEMIUM LIMITED
ABN	74 098 405 826

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	ROBERT EDGLEY
Date of last notice	11 SEPTEMBER 2008

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	INDIRECT
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	Mr Edgley is a shareholder and director of Rangeworthy Pty Ltd which is trustee of a trust of which Mr Edgley is a beneficiary.
Date of change	18 November 2009
No. of securities held prior to change	1,600,000 Ordinary Shares
Class	Ordinary
Number acquired	160,000
Number disposed	nil
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	$0.15 per share

• See chapter 19 for defined terms.

11/3/2002 115647967 \ 0412303 \ AGC01

Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

No. of securities held after change	1,760,000 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	Exercise of entitlements pursuant to Rights Issue.

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	Not applicable
Nature of interest	Not applicable
Name of registered holder (if issued securities)	Not applicable
Date of change	Not applicable
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	Not applicable
Interest acquired	Not applicable
Interest disposed	Not applicable
Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation	Not applicable
Interest after change	Not applicable

• See chapter 19 for defined terms.

11/3/2002 115647967 \ 0412303 \ AGC01

Appendix 3Y Page 2

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.

Name of entity	PRAEMIUM LIMITED
ABN	74 098 405 826

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	CATHRYN NOLAN
Date of last notice	1 July 2008

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	INDIRECT
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	Acquisition of fully paid ordinary shares by Cathryn Nolan and Stephen Joyce as trustees of the Nolan Joyce Family Trust (the Director is a trustee and beneficiary of that Trust) and by Stephen Joyce (an associates oftheDirector)
Date of change	18 November 2009
No. of securities held prior to change	339,500 Ordinary Shares
Class	Ordinary
Number acquired	33,284
Number disposed	nil
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	$0.15 per share

• See chapter 19 for defined terms.

11/3/2002 115647967 \ 0412303 \ AGC01

Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

No. of securities held after change	372,784 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	Exercise of entitlements pursuant to Rights Issue (acquisition of 10,184 shares by Stephen Joyce and 23,100 shares by the Nolan Joyce Trust)

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	Not applicable
Nature of interest	Not applicable
Name of registered holder (if issued securities)	Not applicable
Date of change	Not applicable
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	Not applicable
Interest acquired	Not applicable
Interest disposed	Not applicable
Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation	Not applicable
Interest after change	Not applicable

• See chapter 19 for defined terms.

11/3/2002 115647967 \ 0412303 \ AGC01

Appendix 3Y Page 2

604 Page 1 of 3 15 July 2001

Form 604

Corporations Act 2001

Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme Praemium Limited

ACN/ARSN

098 405 826

1. Details of substantial holder (1)

Name

Arthur Naoumidis & Kathryn Naoumidis

ACN/ARSN (if applicable)

There was a change in the interests of the substantial holder on

18 / 11 / 20 09

The previous notice was given to the company on 30 / 10 / 2009

The previous notice was dated 30 / 10 / 2009

2. Previous and present voting power

The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in when last required, and when now required, to give a substantial holding notice to the company or scheme, are as follows:

ompany or scheme, are as follows:
Class of securities (4)	Previous notice		Present notice
	Person’s votes	Voting power(5)	Person’s votes	Voting power(5)
ORD	24,867,497	13.2356%	24,867,497	11.7734%

3. Changes in relevant interests

Particulars of each change in, or change in the nature of, a relevant interest of the substantial holder or an associate in voting securities of the company or scheme, since the substantial holder was last required to give a substantial holding notice to the company or scheme are as follows:

Date of change	Person whose relevant interest changed	Nature of change (6)	Consideration given in relation to change (7)	Class and number of securities affected	Person's votes affected
18/11/09	A&K Naoumidis	Dilution as a consequence of increase of capital (Rights Issue)	n/a	N/a	N/a
19/11/09	A&K Naoumidis	Dilution as a consequence of increase of capital (shortfall shares)	n/a	n/a	n/a

4. Present relevant interests

Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:

Holder of relevant interest	Registered holder of securities	Person entitled to be registered as holder (8)	Nature of relevant interest (6)	Class and number of securities	Person's votes
Naoumidis Trust	Arthur Naoumidis &	Arthur Naoumidis &	Power to exercise, vote	ORD: 24,379,214	24,379,214

604 Page 2 of 3 15 July 2001

	Kathryn Naoumidis	Kathryn Naoumidis	and/or dispose of shares as trustee
Naoumidis Retirement Fund	Arthur Naoumidis & Kathryn Naoumidis	A & K Naoumidis	Power to exercise, vote and/or dispose of shares as trustee	ORD: 488,283	488,283

5. Changes in association

The persons who have become associates (2) of, ceased to be associates of, or have changed the nature of their association (9) with, the substantial holder in relation to voting interests in the company or scheme are as follows:

Name and ACN/ARSN (if applicable) Nature of association

6. Addresses

The addresses of persons named in this form are as follows:

Name	Address
Arthur Naoumidis & Kathryn Naoumidis	C/- Level 1, Praemium House, 406 Collins Street, Melbourne VIC

Signature

print name ARTHUR NAOUMIDIS

sign here

capacity DIRECTOR date 20 / 11 / 2009

DIRECTIONS

• (1) If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager and trustee of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 6 of the form.

• (2) See the definition of "associate" in section 9 of the Corporations Act 2001.

• (3) See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.

• (4) The voting shares of a company constitute one class unless divided into separate classes.

• (5) The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.

• (6) Include details of:

• (a) any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy of any document setting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and

• (b) any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).

See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.

604 Page 3 of 3 15 July 2001

• (7) Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired has, or may, become entitled to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included of any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.

• (8) If the substantial holder is unable to determine the identity of the person (eg. if the relevant interest arises because of an option) write "unknown".

• (9) Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.