PRAEMIUM LIMITED — Director's Dealing 2011

Mar 31, 2011

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	Praemium Ltd
ABN	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	Arthur Naoumidis
Date of last notice	27 August 2010

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 and Indirect
Nature of indirect interest(including registered holder)Note: Provide details of the circumstances giving rise to the relevantinterest.Date of change	Related parties to Director:Naoumidis Trust andNaoumidis Retirement Fund28 – 31 March 2011
No. of securities held prior to change	24,415,885
Class	Ordinary
Number acquired	Nil
Number disposed	4,891,002 being:•291,000 sold on market to retire debt•4,600,000 shares transferred by way ofdistribution of capital from familytrust to a family member
Value/ConsiderationNote: If consideration is non-cash, provide details and estimatedvaluation	•As to shares sold on market – averageprice of 26.5819 cents per share•As to family trust distribution - Nil

+ See chapter 19 for defined terms.

No. of securities held after change	19,524,883
Nature of changeExample: on-market trade, off-market trade, exercise of options,issue of securities under dividend reinvestment plan, participation inbuy-back	•On market trade•Distribution of capital from familytrust to family member

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
Nature of interest
Name of registered holder(if issued securities)
Date of change
No. and class of securities to whichinterest related prior to changeNote: Details are only required for a contract inrelation to which the interest has changed
Interest acquired
Interest disposed
Value/ConsiderationNote: If consideration is non-cash, provide detailsand an estimated valuation
Interest after change

Part 3 – +Closed period

Were the interests in the securities or contracts detailed	No
above traded during a +closed period where prior writtenclearance was required?
If so, was prior written clearance provided to allow the tradeto proceed during this period?	Not applicable
If prior written clearance was provided, on what date was thisprovided?	Not applicable

+ See chapter 19 for defined terms.

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 thesubstantial holder on		01/04/2011
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:

Class of securities (4)	Previous notice				Present notice
	Person's votesVoting power (5)		Person's votes	Voting power (5)
ORD	24,867,49711.7734%		19,524,883	8.055%

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 ofchange	Person whoserelevant interestchanged	Nature of change (6)	Consideration given inrelation to change (7)	Class and numberof securitiesaffected	Person's votesaffected
26/8/10	A&KNaoumidis	Off markettransfer tostaff member	$70,000	451,612OrdinaryShares	451,612
28-31/3/11	A&KNaoumidis	Sale on marketto retire debt	$77,170.54	291,002 ordshares	291,002
31/3/11	NaoumidisTrust	Distributionto familymember	Nil	4,600,000	4,600,000

4. Present relevant interests

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

Holder ofrelevantinterest	Registered holderof securities	Person entitled to beregistered as holder(8)	Nature of relevantinterest (6)	Class and numberof securities	Person's votes
NaoumidisTrust	ArthurNaoumidis &KathrynNaoumidis	ArthurNaoumidis &KathrynNaoumidis	Power toexercise, voteand/or disposeof shares astrustee	ORD:17,327,602	17,327,602
Naoumidis	Arthur	A & K	Power to	ORD: 488,283	488,283
Retirement	Naoumidis &	Naoumidis	exercise, vote

Fund	KathrynNaoumidis		and/or disposeof shares astrustee
A&KNaoumidis	A&KNaoumidis	A & KNaoumidis	Power toexercise, voteand/or disposeof shares	ORD:1,708,998	1,708,998

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, MelbourneVIC

Signature

print name	ARTHUR NAOUMIDIS	capacity	DIRECTOR
sign here		date	01/04/2011

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.

(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.