PROGRESS 2021-1 TRUST — Regulatory Filings 2021

Oct 4, 2021

Appendix 1B

Application for Admission to the ASX Official List (ASX Debt Listing)

Name of entity

Perpetual Trustee Company Limited as trustee of the Progress 2021-1 Trust

ABN/ARBN Date of this form

42 408 732 639 24 August 2021

We (the entity named above) apply for admission to the +official list of ASX Limited (ASX) as an ASX Debt Listing and for +quotation of the following +securities (or such other number of +securities as we may notify to ASX prior to the commencement of +quotation):

	Number	+Class(quoted only)
Estimated maximum numberand +class of +securities to bequoted on ASX at thecommencement of quotation onASX	920,000Each Class A Note will have adenomination of $1,000	Progress 2021-1 Trust Class ANotes

By giving this form to ASX, we agree to the matters set out in Appendix 1B of the ASX Listing Rules.

Notes:

• 1. If the entity seeking admission is a trust, the application should be in the form "[Name of responsible entity of trust] in its capacity as responsible entity of [Name of trust]".
• 2. An entity seeking admission to the official list as an ASX Debt Listing must also provide to ASX the information and documents referred to in the Information Form and Checklist (ASX Debt Listing) published on the ASX website.

Information Form and Checklist

(ASX Debt Listing)

Name of entity ABN/ACN/ARBN/ARSN

Perpetual Trustee Company Limited as trustee of the Progress 2021-1 Trust 42 408 732 639

We (the entity named above) supply the following information and documents to support our application for admission to the official list of ASX Limited (ASX) as an ASX Debt Listing.

Note: by giving an Appendix 1B Application for Admission to the ASX Official List (ASX Debt Listing) to ASX, the entity is taken to have warranted that all of the information and documents it has given, or will give, to ASX in connection with its admission to the official list and the quotation of its securities are, or will be, accurate, complete and not misleading. It also indemnifies ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from, or connected with, any breach of that warranty (see Appendix 1B of the ASX Listing Rules).

The information and documents referred to in this Information Form and Checklist (including any annexures to it) are covered by the warranty and indemnity mentioned above.

Terms used in this Information Form and Checklist have the same meaning as in the ASX Listing Rules.

Part 1 – Key Information

Instructions: please complete each applicable item below. If an item is not applicable, please mark it as "N/A".

All entities – corporate details

Type of Australian registration numbergiven above (eg ABN, ACN, ARSN orARBN)	ABN
Legal entity identifier, if applicable	549300H8112HKP5X3V82
Place of incorporation orestablishment	New South Wales
Date of incorporation orestablishment	The Trust was created on 12 May 2021.
Legislation under which incorporatedor established1	The Trustee of the Trust (Perpetual Trustee Company Limited) is incorporatedunder the Corporations Act 2001 (Cth).
Address of registered office in placeof incorporation or establishment	The Trust is not registered. The registered office of the Trust Manager is:Priority One Agency Services Pty LimitedLevel 2133 Alfred StreetSydney NSW 2000
Main business activity	N/A
Country where main business activityis mostly carried on	N/A

1 Note that the entity must be: (a) a public company limited by shares; (b) a government borrowing authority; (c) a public authority; or (d) a person approved by ASX (Listing Rule 1.8 Condition 2).

Other exchanges on which the entityis listed2	N/A
Street address of principaladministrative office	Priority One Agency Services Pty LimitedLevel 2133 Alfred StreetSydney NSW 2000
Postal address of principaladministrative office	Priority One Agency Services Pty LimitedLevel 2133 Alfred StreetSydney NSW 2000
Telephone number of principaladministrative office	+612 9257 5823
E-mail address for investor enquiries	securitisation@amp.com.au
Website URL	https://www.amp.com.au/corporate/about-amp/corporate-governance/ampbanks-securitisation

All entities – board and senior management details3

The Manager for the Trust is Priority One Agency Services Pty Limited. PriorityOne Agency Services Pty Limited does not have a chairperson. The Trust doesnot have a chairperson.
The Manager for the Trust is Priority One Agency Services Pty Limited. Itsdirectors are:•SEAN O'MALLEY•JASON BOUNASSIFThe Trust does not have directors.
N/A
N/A
N/A
N/A
N/A
The Manager for the Trust is Priority One Agency Services Pty Limited. Itscompany secretaries are:•MARISSA BENDYKLEANNE JENNIFER GRAY•The Trust does not have company secretaries.

2 If more than one, indicate which is the entity's home exchange.

3 If the entity applying for admission to the official list is a trust, enter the board and senior management details for the responsible entity of the trust.

Email address of company secretary	N/A

All entities – ASX compliance contact details4

Full name and title of ASX contact(s)	Priority One Agency Services Pty LimitedGwenneth O'SheaHead of Securitisation
Business address of ASX contact(s)	Priority One Agency Services Pty LimitedLevel 2133 Alfred StreetSydney NSW 2000
Business phone number of ASXcontact(s)	Gwenneth O'SheaPhone: (02) 9257 5823
Mobile phone number of ASXcontact(s)	Gwenneth O'SheaPhone: 0434 607 437
Email address of ASX contact(s)	securitisation@amp.com.au

All entities – investor relations contact details

Full name and title of personresponsible for investor relations	Gwenneth O'Shea
Business phone number of personresponsible for investor relations	securitisation@amp.com.au
Email address of person responsiblefor investor relations	(02) 9257 5823

All entities – auditor details5

Full name of auditorErnst & Young
---------------------------------------

All entities – registry details6

Name of securities registry	Austraclear Services Limited
Address of securities registry	20 Bridge StreetSydney NSW2000
Phone number of securities registry	(02) 8298 8476

4 Under Listing Rule 1.8 Condition 9, a listed entity must appoint a person responsible for communication with ASX on Listing Rule matters. You can appoint more than one person to cater for situations where the primary nominated contact is not available.

5 In certain cases, ASX may require the applicant to provide information about the qualifications and experience of its auditor for release to the market before quotation commences.

6 If the entity has different registries for different classes of securities, please indicate clearly which registry details apply to which class of securities.

Fax number of securities registry	(02) 9256 0456
Email address of securities registry	sfe.registry@asx.com.au
Type of subregisters the entity willoperate7	N/A

All entities – key dates

Annual balance date	12 months ending on 31 December (for the Trust) in any year.
Months in which interest is usually	The 22nd day of each month commencing on 23 August 2021, subject to the
paid (or is intended to be paid)	Modified Following Business Day Convention.

Trusts – additional details

Name of responsible entity	N/A
Full names of the members of thecompliance committee (if any)	N/A

Entities incorporated or established outside Australia – additional details

Name and address of the entity'sAustralian agent for service ofprocess	N/A
If the entity has or intends to have acertificated subregister for quotedsecurities, the location of theAustralian subregister	N/A
Address of registered office inAustralia (if any)	N/A

Part 2 – Checklist Confirming Compliance with Admission Requirements

Instructions: please indicate in the "Location/Confirmation" column for each item below where the information or document referred to in that item is to be found (eg in the case of information, the specific page reference in the relevant document where that information is located or, in the case of a document, the folder tab number where that document is located). If the item asks for confirmation of a matter, you may simply enter "Confirmed"" in the "Location/Confirmation" column. If an item is not applicable, please mark it as "N/A".

In this regard, it will greatly assist ASX and speed up its review of the application if the various documents referred to in this Checklist (other than the 2 hard copies of the applicant's prospectus (as lodged with ASIC) referred to in item 20 and the 10 printed versions of the final prospectus referred to in note 14) are provided in a folder separated by numbered tabs and if the entity's constitution and copies of all material contracts are provided both in hard copy and in electronic format.

Note that completion of this Checklist is not to be taken to represent that the entity is necessarily in full or substantial compliance with the ASX Listing Rules or that ASX will admit the entity to its official list. Admission to the official list is in ASX's absolute discretion and ASX may refuse admission without giving any reasons (see Listing Rule 1.19).

7 For example, CHESS and issuer sponsored subregisters (see Guidance Note 29 section 3.11).

All entities – key supporting documents

• 1. A copy of the entity's certificate of incorporation, certificate of registration or other evidence of status (including any change of name)
• 1. Original executed ASX Online agreement with ASX confirming that documents may be given to ASX and authenticated electronically (Listing Rule 1.8 Condition 10)8
• 1. A specimen certificate/holding statement for each class of securities to be quoted or a specimen holding statement for CDIs (as applicable)
• 1. Please either enter "Confirmed" in the column to the right to confirm that the entity has not previously applied for, and been refused or withdrawn its application for, admission to the official list of another securities exchange, or attach a statement explaining the circumstances and state the location of that statement

1. If required by ASX, a legal opinion from a reputable Australian law firm which is satisfactory to ASX and which confirms that the debt securities to be quoted are "financial products" as defined in the Corporations Act (Listing

Rule 1.8 Condition 1 and Guidance Note 29 section 3.3)

1. Payment for the initial listing fee9 Payment to be made via EFT once

No Item Location/Confirmation Notice of Creation of Trust and Series Notice

Attached

N/A

Confirmed

invoice received.

N/A

Bank: National Australia Bank Account Name: ASX Operations Pty Ltd BSB: 082 057 A/C: 494728375

Swift Code (Overseas Customers): NATAAU3202S

8 An electronic copy of the ASX Online Agreement is available from the ASX Compliance Downloads page on ASX's website.

9 See Guidance Notes 15 and 15A for the fees payable on the application Payment can be made either by cheque made payable to ASX Operations Pty Ltd or by electronic funds transfer to the following account:

If payment is made by electronic funds transfer, please email your remittance advice to ar@asx.com.au or fax it to (612) 9227-0553, describing the payment as the "initial listing fee" and including the name of the entity applying for admission, the ASX home branch where the entity has lodged its application (ie Sydney, Melbourne or Perth) and the amount paid.

All entities – capital structure

• 1. A table showing the existing and proposed debt securities in the capital structure of the entity, broken down as follows:
  • (a) the number and class of each debt security and each convertible debt security currently on issue; and
  • (b) the number and class of each debt security and each convertible debt security proposed to be issued between the date of this application and the date the entity is admitted to the official list; and
  • (c) the resulting total number of each class of debt security and convertible debt security proposed to be on issue at the date the entity is admitted to the official list.

Note: This applies whether the securities are quoted or not. If the entity is proposing to issue a minimum, maximum or oversubscription number of securities, the table should be presented to disclose each scenario.

Main class ofsecurities –Number to bequoted	+Class
920,000Each Class ANote will have adenomination ofA$1,000	Progress 2021-1 Trust Class ANotes
Number not tobe quoted	+Class
39,900Each Class ABNote will have adenomination ofA$1,000	Progress 2021-1 Trust ClassAB Notes
13,900Each Class BNote will have adenomination ofA$1,000	Progress 2021-1 Trust Class BNotes
11,200Each Class CNote will have adenomination ofA$1,000	Progress 2021-1 Trust Class CNotes
6,700Each Class DNote will have adenomination ofA$1,000	Progress 2021-1 Trust Class DNotes
3,900Each Class ENote will have adenomination ofA$1,000	Progress 2021-1 Trust Class ENotes
4,400Each Class FNote will have adenomination ofA$1,000	Progress 2021-1 Trust Class FNotes

1. For each class of securities referred to in the table mentioned in item 7, the terms applicable to those securities

Note: This should state their nominal or face value; rate of interest; dates of payment of interest; date and terms of redemption; and conversion terms (if applicable).

See section 1 ("Summary of the Issue") in the Information Memorandum for information about each Class (including as to currency, issue price, rate of interest and dates of payment of interest of each Class).

1. Where any class of securities referred to in the table mentioned in item 7 is constituted under, or is the subject of, a trust deed,10 a copy of that trust deed

See the Master Trust Deed, the Series Notice and the Notice of Creation of Trust.

10 For example, a debenture trust deed or a security trust deed under which the trustee holds security for the holders of the debt securities or convertible debt securities in question.

All entities – other information

1. Details of the entity's existing activities and level of operations Please refer to sections 3 ("The

2. A brief history of the entity See section 11 ("The Originator and the Mortgage Loans") of the Information

Progress 2021-1 Trust"), 4 ("Assets of the Trust"), and 7 ("General features of the Trust") of the Information Memorandum.

1. Confirmation that all information that a reasonable person would expect to have a material effect on the price or value of the debt securities to be quoted is included in or provided with this Information Form and Checklist

Entities applying for admission on the basis of their NTA (Listing Rule 1.8 Condition 3(a))

• 1. Evidence that the entity11 will have net tangible assets at the time of admission of at least $10 million
• 1. Copies of the entity's accounts, together with any audit report or review,12 for the last 2 full financial years N/A

Entities applying for admission on the basis of a guarantor (Listing Rule 1.8 Condition 3(b))

• 1. Evidence that the guarantor is a company that at the time of admission will have net tangible assets of at least $10 million
• 1. Copies of the guarantor's accounts, together with any audit report or review,13 for the last 2 full financial years
• 1. An original executed undertaking by the guarantor to provide to ASX for release to the market the documents required to enable the entity to comply with Listing Rule 4.7A.1

Entities applying for admission on the basis of a credit rating (Listing Rule 1.8 Condition 3(c))

• 1. Evidence that the debt securities for which the entity seeks quotation are rated at least "investment grade" by one of:
  • (a) Moody's Investor Services Inc.;
  • (b) Standard & Poors, Inc.;
  • (c) Fitch, Inc.; or
  • (d) any other credit rating agency advised to the market by ASX from time to time,
  • or any of their subsidiaries
• 1. Evidence that none of the credit rating agencies referred to in item 18 has issued a rating less than "investment grade" in relation to the debt securities for which the entity seeks quotation

See the Rating Letters from Moody's Investor Service Pty Limited and S&P Global Ratings Australia Pty Ltd.

See the Rating Letter from Moody's Investor Service Pty Limited and S&P Global Ratings Australia Pty Ltd.

N/A

N/A N/A

Memorandum.

Yes

N/A

No Item Location/Confirmation

11 If the entity is applying in its capacity as the trustee of a trust, the trust must have net tangible assets of at least $10 million.

12 If the accounts have not been audited or reviewed, the entity must tell ASX.

13 If the accounts have not been audited or reviewed, the guarantor must tell ASX.

Entities applying for quotation of retail debt securities

• 1. An electronic version and 2 hard copies of the prospectus for the offer of the retail securities, as lodged with ASIC (Listing Rule 1.8 Condition 4)14
• 1. Copies of all material contracts referred to in the prospectus (including any underwriting agreement) plus the page reference in the prospectus where they are summarised

Entities applying for quotation of wholesale debt securities

• 1. An electronic version of the offer document or information memorandum to be issued to investors
• 1. An electronic version of the documents setting out the terms of the securities (including, if there is a deed poll or trust deed for the securities, a copy of the deed poll or trust deed) (Listing Rule 2.1 Condition 5)
• 1. An electronic version of any other transaction documents referred to in the offer document or information memorandum

Entities applying for quotation of asset-backed securities

• 1. Evidence either that:
  • (a) there is a security trustee or other independent person representing the interests of the holders of the asset-backed securities (Listing Rule 1.8 Condition 12(a)); or
  • (b) if the issue of asset-backed securities is secured by equity securities, or options, warrants or other rights relating to equity securities, the equity securities:
    • (i) are quoted on a stock exchange or traded on another regulated market; and
    • (ii) do not constitute a majority interest or confer legal or management control of the companies that have issued them (Listing Rule 1.8 Condition 12(b))

Entities that are trusts

• 1. Evidence that the responsible entity of the trust is the issuer of the debt securities (Listing Rule 1.8 Condition 8(a))
• 1. Evidence that the trust is a special purpose trust constituted solely for the purpose of issuing the class or classes of debt securities to be quoted on ASX (Listing Rule 1.8 Condition 8(b))
• 1. If the securities to be quoted on ASX are retail securities, evidence that the entity is a registered managed investment scheme or has an exemption from ASIC from that requirement (Listing Rule 1.8 Condition 8(c))

Location/Confirmation

N/A

N/A

Attached

Attached

Attached

See the Master Security Trust Deed and General Security Deed.

See Master Trust Deed and Series Notice.

See Master Trust Deed and Series Notice.

N/A

Entities incorporated or established outside of Australia

• 1. A legal opinion from a reputable law firm in the applicant's home jurisdiction which is satisfactory to ASX and which confirms that the applicant is validly existing in that jurisdiction and that the business it carries on complies with its constitution, the laws of that jurisdiction and, if it is listed on an overseas stock exchange, the listing rules (or their equivalent) of that exchange (Listing Rule 1.8 Condition 6 and Guidance Note 29 section 3.10)
• 1. If the entity is a foreign company, evidence that the entity is registered as a foreign company carrying on business in Australia (Listing Rule 1.8 Condition 7)
• 1. If the entity is a foreign trust, evidence that the responsible entity of the trust is registered as a foreign company carrying on business in Australia (Listing Rule 1.8 Condition 8(d))
• 1. If the securities are retail securities, confirmation that the entity's prospectus includes a clear statement of its place of incorporation or registration and a statement to the effect that:

"As [name of entity] is not established in Australia, its general corporate activities (apart from any offering of securities in Australia) are not regulated by the Corporations Act 2001 of the Commonwealth of Australia or by the Australian Securities and Investments Commission but instead are regulated by [insert name of governing legislation] and [insert name of corporate regulator administering that legislation]." (Guidance Note 29 section 3.10)

1. If any class of debt securities which you are seeking to have quoted on ASX will not have CDIs issued over them, please obtain and provide an International Securities Identification Number (ISIN) for that class (ASX is not able to create a new ISIN for non-Australian issuers).

Further documents to be provided before admission to the official list

In addition to the information and documents mentioned above, entities will be required to provide the following before their admission to the official list and the quotation of their securities commences:

• For entities applying for quotation of retail debt securities, when available, 10 printed copies of the final prospectus for those securities (see 14 above).
• Any other information that ASX may require under Listing Rule 1.17.

N/A
N/A
N/A

N/A

Progress 2021-1 Trust Class A Notes

ISIN: AU3FN0060562

No Item Location/Confirmation