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SEEK LIMITED Capital/Financing Update 2005

Aug 29, 2005

65765_rns_2005-08-29_8959ecf9-1267-4011-855a-d53ad605a9d1.pdf

Capital/Financing Update

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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.

Name of entity

SEEK Limited

ABN

46 080 075 314

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).

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

Options

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

370,000

130,000 at an exercise price of \$2.32 Expiry date $15^{th}$ July 2009

240,000 at an exercise price of \$2.48 Expiry date 15th August 2009

+ See chapter 19 for defined terms.

4 Do the + securities rank equally in all
respects from the date of allotment
with an existing "class of quoted
*securities?
Not applicable
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
5 Issue price or consideration Not applicable
6 Purpose of the issue
(If issued as consideration for the
acquisition of assets, clearly identify
those assets)
Issue of options to senior management, under
the Seek Limited Senior Executive
Option Plan
7 Dates of entering *securities into
uncertificated
holdings
or
despatch of certificates
$15^{\text{th}}$ July 2005
15 th August 2005
Number + Class
8 Number and class of all securities
quoted on ASX (including the
securities in clause 2 if applicable)
280,930,618 Ordinary

+ See chapter 19 for defined terms.

Number + Class
Number and $\pm$ class of all $\pm$ securities
not quoted on ASX (including the
securities in clause 2 if applicable)
12,060,276 Options

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

Not applicable

Part 2 - Bonus issue or pro rata issue

$\mathbf{H}$ security
holder
approval
1s
required?
Not applicable
12 Is the issue renounceable or non-
renounceable?
Not applicable
13 Ratio in which the "securities will be
offered
Not applicable
14 Class of securities to which the
offer relates
Not applicable
15 *Record
determine
date
to
entitlements
Not applicable
16 Will holdings on different registers
(or subregisters) be aggregated for
calculating entitlements?
Not applicable
17 Policy for deciding entitlements in
relation to fractions
Not applicable
18 Names of countries in which the
entity has "security holders who will
not be sent new issue documents
Not applicable
Note: Security holders must be told how their
entitlements are to be dealt with.
Cross reference: rule 7.7.
19 Closing
for
of
date
receipt
acceptances or renunciations
Not applicable

+ See chapter 19 for defined terms.

20 Names of any underwriters Not applicable
21 Amount of any underwriting fee or
commission
Not applicable
22 Names of any brokers to the issue Not applicable
23 Fee or commission payable to the
broker to the issue
Not applicable
24 any handling
fee
Amount of
payable to brokers who lodge
acceptances or renunciations on
behalf of "security holders
Not applicable
25. If the issue is contingent on
"security holders' approval, the date
of the meeting
Not applicable
26 Date entitlement and acceptance
form and prospectus or Product
Disclosure Statement will be sent to
persons entitled
Not applicable
27 If the entity has issued options, and
the terms entitle option holders to
participate on exercise, the date on
which notices will be sent to option
holders
Not applicable
28 Date rights trading will begin (if Not applicable
applicable)
29 Date rights trading will end (if Not applicable
applicable)
30 How do "security holders sell their
entitlements in full through
а
broker?
Not applicable
31 How do *security holders sell part
of their entitlements through a
broker and accept for the balance?
Not applicable

+ See chapter 19 for defined terms.

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

33 *Despatch date Not applicable

Not applicable

Part 3 - Ouotation of securities

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

34 Type of securities $(tick one)$ Securities described in Part 1 $(a)$ $(b)$ All other securities

Example: restricted securities at the end of the eserowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

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 $1 - 1,000$ $1,001 - 5,000$ $5,001 - 10,000$ $10,001 - 100,000$ 100,001 and over

37

A copy of any trust deed for the additional *securities

÷ See chapter 19 for defined terms.

Entities that have ticked box 34(b)

  • $38$ Number of securities for which *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 $\bullet$ 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
  • See chapter 19 for defined terms.

Quotation agreement

  • $\blacksquare$ +Ouotation of our additional +securities is in ASX's absolute discretion. ASX may quote the "securities on any conditions it decides.
  • $\overline{2}$ 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 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.
  • We warrant that if confirmation is required under section 1017F of the Corporations Act in relation to the *securities to be quoted, it has been provided 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 *securities to be quoted under section 1019B of the Corporations Act at the time that we request that the "securities be quoted.

$\div$ See chapter 19 for defined terms.

  • $\overline{3}$ 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.
  • We give ASX the information and documents required by this form. If any $\overline{4}$ 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.
Sign here: ЭU U8/
2005

(Director/Company secretary)

Ian Mc Auliffe Print name: Company Secretary

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+ See chapter 19 for defined terms.