RESIMAC GROUP LTD — Share Issue/Capital Change 2006

Nov 29, 2006

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement, application for quotation of additional securities and agreement

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 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003, 24/10/2005.

Name of entity

HOMELOANS LIMITED

ABN

55 095 034 003

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

+Class of +securities issued or to be $\mathbf{1}$ issued

Ordinary Shares

• $\overline{2}$ Number of +securities issued or to be issued (if known) or maximum number which may be issued
• 3 Principal terms of the +securities (eg, if options, exercise price and expiry date; if partly paid *securities, the amount outstanding and due dates for payment; if +convertible securities, the conversion price and dates for conversion)

10,070,560 ordinary shares

Fully paid ordinary shares

$\div$ See chapter 19 for defined terms.

4	Do the *securities rank equally in allrespects from the date of allotmentwith an existing + class of quoted*securities?	Yes, with the existing fully paid ordinaryshares of the Company
	If the additional securities do notrank equally, please state:the date from which they doextent to whichthethey٠participate for the next dividend,(in the caseоfі$\rm a$trust.distribution) or interest payment• the extent to which they do notrank equally, other than inrelation to the next dividend,distribution or interest payment
5	Issue price or consideration	Issue of 20 Ordinary Shares for every 1 ResetPreference Share held in accordance with theterms and conditions attaching to the ResetPreference Shares.
6	Purpose of the issue(If issued as consideration for theacquisition of assets, clearly identifythose assets)	The issue of the Ordinary Shares has arisenfrom the conversion of all of the company'sReset Preference shares.
7	Dates of entering + securities intouncertificated holdings or despatchof certificates	On or about the 1st of December 2006.
		Number	$^+\mathrm{Class}$
8	and+ classNumberallοf$\mathbf{A}\mathbf{S}\mathbf{X}$*securitiesquotedon(including the securities in clause2 if applicable)	60,424,623	Fully paid ordinaryShares

$+$ See chapter 19 for defined terms.

		Number	+ Class
9	Number and + class of all	Option expiring	700,000
*securities not quoted on ASX(including the securities in clause2 if applicable)	$1/4/2007$ @ 99.4cents
		Options expiring	200,000
		$21/1/2008$ @ 52 cents
		Options expiring	1,375,000
		$1/12/2009$ @ variousprices
			2,500,000
		Options expiring7/12/2009 @ various
		prices
		Options expiring	850,000
		$14/12/2009(a)$ 35 cents
		Options expiring	881,000
		31 August 2009
		$\omega$ 36 cents
		Options expiring	1,159,000
		31 August 2010
		$\omega$ 46 cents

Dividend policy (in the case of a $10,$ trust, distribution policy) on the increased capital (interests)

Unchanged

Part 2 - Bonus issue or pro rata issue

11	holdersecurityapprovalIsrequired?	Not Applicable
12	Is the issue renounceable or non-renounceable?
13	Ratio in which the + securities willbe offered
14	+ Class of + securities to which theoffer relates
15	determine+ Recorddatetoentitlements
16	Will holdings on different registers(or subregisters) be aggregated forcalculating entitlements?

$\overline{\ast}$ See chapter 19 for defined terms.

17	Policy for deciding entitlements inrelation to fractions
18	Names of countries in which theentity has *security holders whowillnotbesentnew.issuedocuments
	Note: Security holders must be told how theirentitlements are to be dealt with.Cross reference: risfe 7.7.
19.	Closingdateforreceiptofacceptances or renunciations
20	Names of any underwriters
21	Amount of any underwriting fee orcommission
22	Names of any brokers to the issue
23.	Fee or commission payable to thebroker to the issue
24	any handlingfeeAmount of
	payable to brokers who lodgeacceptances or renunciations onbehalf of + security holders
25	If the issue iscontingenton*security holders'approval,thedate of the meeting
26	Date entitlement and acceptanceform and prospectus or ProductDisclosure Statement will be sent topersons entitled
27	If the entity has issued options, andthe terms entitle option holders toparticipate on exercise, the date onwhich notices will be sent to optionholders
28	Date rights trading will begin (ifapplicable)

• 29 Date rights trading will end (if applicable)
• 30 How do +security holders sell their entitlements in full through a broker?
• 31 How do *security holders sell part of their entitlements through a broker and accept for the balance?

32 How do *security holders dispose of their entitlements (except by sale through a broker)?

33	+ Despatch date

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Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

34	Type of securities(tick one)
$\left( a\right)$	Securities described in Part 1
$\left( p\right)$	All other securities

Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employeeincentive share securities when restriction ends, securities issued on expiry or conversion of conve

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

• 35
• If the "securities are "equity securities, the names of the 20 largest holders of the additional +securities, and the number and percentage of additional +securities held by those holders
• 36 If the "securities are "equity securities, a distribution schedule of the additional *securities setting out the number of holders in the categories $1 - 1.000$ $1,001 - 5,000$ $5,001 - 10,000$

$\overline{\text{+}$ See chapter 19 for defined terms.

$10,001 - 100,000$ 100,001 and over

37

A copy of any trust deed for the additional +securities

Entities that have ticked box 34(b)

• Number of securities for which 38 +quotation is sought
• 39 Class of +securities for which quotation is sought
• 40 Do the +securities rank equally in all respects from the date of allotment with an existing +class of quoted +securities?

If the additional securities do not rank equally, please state:

• the date from which they do
• the extent to which they participate for the next dividend. (in the case of a trust, distribution) or interest payment
• the extent to which they do not rank equally, other than in relation to the next dividend. distribution or interest payment
• $41$ Reason for request for quotation now

Example: In the case of restricted securities, end of restriction period

(if issued upon conversion of another security, clearly identify that other security)

42 Number and +class of all +securities quoted on ASX (including the securities in clause 38)

Number	+ Class

Quotation agreement

+Quotation of our additional +securities is in ASX's absolute discretion. ASX may J. quote the *securities on any conditions it decides.

+ See chapter 19 for defined terms.

• $\overline{2}$ We warrant the following to ASX.
  • The issue of the "securities to be quoted complies with the law and is not for an illegal purpose.
  • There is no reason why those *securities should not be granted *quotation.
  • An offer of the "securities for sale within 12 months after their issue will not require disclosure under section $707(3)$ or section $1012C(6)$ of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

• Section 724 or section 1016E of the Corporations Act does not apply to any $\bullet$ applications received by us in relation to any "securities to be quoted and that no-one has any right to return any *securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the "securities be quoted.
• If we are a trust, we warrant that no person has the right to return the $\bullet$ *securities to be quoted under section 1019B of the Corporations Act at the time that we request that the "securities be quoted.
• $\overline{3}$ We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.
• $\overline{4}$ We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before +quotation of the "securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

Date: 30 November 2006.

$\frac{100}{2}$

Sign here:

(Company secretary)

Print name:

Jennifer Murray.

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+ See chapter 19 for defined terms.