QUALITAS LIMITED — Director's Dealing 2022

Dec 5, 2022

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	Qualitas Limited (Company)
ABN	46 655 057 588

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	Andrew Schwartz
Date of last notice	16 November 2022

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.

Directorindirect	Direct and Indirect interests
interest
Natureofindirectinterest(including registeredholder)Note: Provide details of thecircumstances giving rise tothe relevant interest.	1)Ordinary Shares in the Company (Ordinary Shares) (registered in the name ofQPP Holdings Pty Ltd as trustee for QPP Holdings (AJS) Trust).Relevant interest arising under section 608(3) of the Corporations Act 2001 (Cth)by virtue of the power to control the exercise of the right of QPP Holdings PtyLtd as trustee for QPP Holdings (AJS) Trust to vote and dispose of the OrdinaryShares.
	2)Units in Qualitas Real Estate Income Fund (ASX:QRI) (QRI Units) registered in thename of Davtom Finance Pty Ltd.Relevant interest arising under section 608(3) of the Corporations Act 2001 (Cth)by virtue of the power to control the exercise of the right of Davtom Finance PtyLtd to vote and dispose of the QRI Units.Notified in accordance with a Company internal policy requiring directors of theCompany to provide notice of QRI Units held and changes to number of QRI Unitsheld.
Date of change	6 December 2022

+ See chapter 19 for defined terms.

vRule 3.19A.2

No.ofsecuritiesheld prior to change	1)66,830,066 fully paid Ordinary Shares (44,553,377 of which remain subject tothe voluntary escrow arrangements outlined in section 7.7 of the Prospectusdated 29 November 2021) registered in the name of QPP Holdings Pty Ltd astrustee for QPP Holdings (AJS) Trust)
	2)1,082,922 QRI Units registered in the name of Davtom Finance Pty Ltd
Class	1)Ordinary Shares in the Company (Ordinary Shares)
	2)Units in Qualitas Real Estate Income Fund (ASX:QRI) (QRI Units)
Number acquired	2,016,053 Ordinary Shares issued by the Company under the Company's Long TermIncentive Loan Plan (Loan Shares) registered in the name of Andrew Schwartz.
Number disposed	Nil.
Value/ConsiderationNote: If consideration isnon-cash, provide detailsand estimated valuation	$2.4304 per share
No.ofsecuritiesheld after change	1)66,830,066 fully paid Ordinary Shares (44,553,377 of which remain subject tothe voluntary escrow arrangements outlined in section 7.7 of the Prospectusdated 29 November 2021) registered in the name of QPP Holdings Pty Ltd astrustee for QPP Holdings (AJS) Trust)
	2)1,082,922 QRI Units registered in the name of Davtom Finance Pty Ltd
	3)2,016,053 Ordinary Shares registered in the name of Andrew Schwartz (theshares remain subject to a performance vesting period for the three-yearperformance period from 1 July 2022 to 30 June 2025).
Nature of changeExample: on-market trade,off-market trade, exercise ofoptions, issue of securitiesunderdividendreinvestmentplan,participation in buy-back	New issue of Ordinary Shares to Andrew Schwartz, Group Managing Director of theCompany, in accordance with approval by the Company's shareholders at the AnnualGeneral Meeting held on 18 November 2022 (Meeting).
	In accordance with the Company's Notice of Annual General Meeting 2022 (Notice),the shares were issued to satisfy the Grant of Loan Shares under the Company'sLong Term Incentive Loan Plan as approved by shareholders at the Meeting. Aperformance vesting condition applies to the Loan Shares as set out in the Notice.
	Shortly following the Meeting, the independent valuer provided a loan valuation of$4,899,816.The issue price of each LoanShare issued under the loan wasdetermined by calculating the 5-day volume weighted average price (VWAP)immediately prior to the issue date.

+ See chapter 19 for defined terms.

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 which
interest 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 periodwhere prior written
clearance was required?
If so, was prior written clearance provided to allow the	N/A
trade to proceed during this period?
If prior written clearance was provided, on what date was	N/A
this provided?

+ See chapter 19 for defined terms.