SEQUOIA FINANCIAL GROUP LTD — Capital/Financing Update 2012

Oct 29, 2012

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 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12

Name of entity

MDS Financial Group Limited

ABN

94 003 607 074

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).

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

Ordinary Shares

• Number of +securities issued or $\overline{\mathbf{2}}$ to be issued (if known) or maximum number which may be issued
• Principal terms of the $\overline{\mathbf{3}}$ +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)

16,666,667 Ordinary Shares

16,666,667 Ordinary Shares issued at 1.5 cents as additional capital raised utilising the Company's 15% placement capacity under ASX Listing Rule 7.1.

+ See chapter 19 for defined terms.

4	Do the + securities rank equallyin all respects from the date ofallotment with an existing *classof quoted +securities?If the additional securities donot rank equally, please state:the date from which they do٠the extent to which they۰participate for thenextdividend, (in the case of adistribution)trust.OFinterest paymentthe extent to which they donot rank equally, other thanrelation tothenextin.dividend,distributionOrinterest payment	Shares rank equally with other OrdinaryShares
5	Issue price or consideration	$0.015 per share
6	Purpose of the issue(If issued as consideration forthe acquisition of assets, clearlyidentify those assets)	The funds raised by the issue of thePlacement Shares will be used by theCompany to provide additional workingcapital.
6a	Is the entity an + eligible entitythat has obtained securityholder approval under rule 7.1A?If Yes, complete sections 6b - 6hin relation to the + securities thesubject of this Appendix 3B, andcomply with section 6i	No
6b	The date the security holderresolution under rule 7.1A waspassed
бс	Number of + securities issued
	without security holder approvalunder rule 7.1

+ See chapter 19 for defined terms.

• 6d Number of +securities issued with security holder approval under rule 7.1A
• 6e Number of +securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting)
• $6f$ Number of securities issued under an exception in rule 7.2
• 6g If securities issued under rule 7.1A, was issue price at least 75% of 15 day VWAP as calculated under rule 7.1A.3? Include the issue date and both values. Include the source of the VWAP calculation.
• 6h If securities were issued under for non-cash rule 7.1A consideration, state date on which valuation of consideration was released to ASX Market Announcements
• 6i Calculate the entity's remaining issue capacity under rule 7.1 and rule 7.1A - complete Annexure 1 and release to ASX Market Announcements
• Dates of entering 'securities 31/10/2012 $\overline{7}$ into uncertificated holdings or despatch of certificates
• 8 Number and +class of all +securities quoted on ASX (including the securities in section 2 if applicable)

Number	+ Class
333,766,667	Ordinary Shares

• See chapter 19 for defined terms.

$\bar{z}$

Number and +class of all 9 +securities not quoted on ASX (including the securities in section 2 if applicable)

Number	+ Class
12,500,000	Options exercisableat $0.05 at any timewithin 24 month ofissue.Issued on 18/05/2011

Dividend policy (in the case of a $\sqrt{\text{Unchanged}}$ $\bf{10}$ trust, distribution policy) on the increased capital (interests)

Part 2 - Bonus issue or pro rata issue

11	securityholderapprovalĬs.required?
$12 ,$	Is the issue renounceable or non-renounceable?
13	Ratio in which the + securitieswill be offered
14	+ Class of + securities to which theoffer relates
15	*Record datedeterminetoentitlements
16	differentWillholdingsonregisters (or subregisters) becalculatingaggregatedforentitlements?
17	Policy for deciding entitlementsin relation to fractions
18	Names of countries in which theentity has + security holders whowill not be sent new issuedocumentsNote: Security holders must be told how theirentitlements are to be dealt with.
	Cross reference: rule 7.7.

+ See chapter 19 for defined terms.

Closing date for receipt of 19 acceptances or renunciations

+ See chapter 19 for defined terms.

Appendix 3BNew issue announcement

20	Names of any underwriters
21	Amount of any underwriting feeor commission
22	Names of any brokers to theissue
23	Fee or commission payable tothe broker to the issue
24	Amount of any handling feepayable to brokers who lodgeacceptances or renunciations onbehalf of *security holders
25	If the issue is contingent on*security holders' approval, thedate of the meeting
26	Date entitlement and acceptanceform and prospectus or ProductDisclosure Statement will be sentto persons entitled
27	If the entity has issued options,and the terms entitle optionholdersparticipatetoonexercise, the date on whichnotices will be sent to optionholders
28	Date rights trading will begin (ifapplicable)
29	Date rights trading will end (ifapplicable)
30	How do + security holders selltheir entitlements in full througha broker?
31	How do + security holders selltheirentitlementsofpartthrough a broker and accept forthe balance?

+ See chapter 19 for defined terms.

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+ See chapter 19 for defined terms.

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

+Despatch date 33

Part 3 - Quotation of securities

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

• Type of securities $34$ (tick one)
• $(a)$

$(b)$

Securities described in Part 1

All other securities

Example: restricted securities at the end of the escrowed 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

• If the *securities are *equity securities, the names of the 20 largest holders of the 35 additional +securities, and the number and percentage of additional +securities held by those holders
• If the 'securities are 'equity securities, a distribution schedule of the additional 36 *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
  • A copy of any trust deed for the additional +securities

37

+ See chapter 19 for defined terms.

Entities that have ticked box 34(b)

• 38 Number of securities for which +quotation is sought
• Class of +securities for which 39 quotation is sought
• Do the +securities rank equally in 40 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 $\overline{\text{or}}$ interest payment
• Reason for request for quotation 41 now

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

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

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

+ Class

+ See chapter 19 for defined terms.

Quotation agreement

• +Quotation of our additional +securities is in ASX's absolute discretion. ASX $\mathbf{1}$ may quote the *securities on any conditions it decides.
• We warrant the following to ASX. $\overline{2}$
  • 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.
• 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.
• We will indemnify ASX to the fullest extent permitted by law in respect of any $\overline{\mathbf{3}}$ 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:	$\mathsf{D}$ ate:(Director/Company secretary)	30 October 2012
Print name:	Andrew Phillips

$== == == == ==$

+ See chapter 19 for defined terms.

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$\frac{1}{2}$

$\alpha$ and $\alpha$ is a maximizing $\alpha$

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+ See chapter 19 for defined terms.

Appendix 3B - Annexure 1

Calculation of placement capacity under rule 7.1 and rule 7.1A for +eligible entities

Introduced 01/08/12

Part 1

Rule 7.1 - Issues exceeding 15% of capitalStep 1: Calculate "A", the base figure from which the placementcapacity is calculated
Add the following:
Number of fully paid ordinary securitiesissued in that 12 month period under anexception in rule 7.2
Number of fully paid ordinary securitiesissued in that 12 month period withshareholder approval
Number of partly paid ordinary$\bullet$securities that became fully paid in that12 month period
Note:Include only ordinary securities here -other classes of equity securities cannotbe addedInclude here (if applicable) the securitiesthe subject of the Appendix 3B to whichthis form is annexedIt may be useful to set out issues of$\bullet$securities on different dates as separateline items
Subtract the number of fully paid ordinarysecurities cancelled during that 12 monthperiod
"А"

+ See chapter 19 for defined terms.

Step 2: Calculate 15% of "A"
"B"	0.15
	[Note: this value cannot be changed]
Multiply "A" by 0.15
that has already been used	Step 3: Calculate "C", the amount of placement capacity under rule 7.1
Insert number of equity securities issued oragreed to be issued in that 12 month periodnot counting those issued:
Under an exception in rule 7.2
Under rule 7.1A٠
With security holder approval under rule7.1 or rule 7.4
Note:This applies to equity securities, unlessspecifically excluded - not just ordinarysecuritiesInclude here (if applicable) thesecurities the subject of the Appendix3B to which this form is annexedIt may be useful to set out issues ofsecurities on different dates as separateline items
"C"
Step 4: Subtract "C" from ["A" x "B"] to calculate remainingplacement capacity under rule 7.1
" $A$ " x 0.15
Note: number must be same as shown inStep 2
Subtract "C"
Note: number must be same as shown inStep 3
Total ["A" $\times$ 0.15] - "C"
	[Note: this is the remaining placementcapacity under rule 7.1]

$\overline{1}$

$\frac{1}{3}$

j Ť

Ŷ,

+ See chapter 19 for defined terms.

$\omega = \frac{1}{2} \left( \omega + \sqrt{\frac{1}{2}} \right)$ $\mathcal{F}={1,100000000000000000000000000000000000$

Part 2

Rule 7.1A - Additional placement capacity for eligible entities
Step 1: Calculate "A", the base figure from which the placementcapacity is calculated
"А"
Note: number must be same as shown inStep 1 of Part 1
Step 2: Calculate 10% of "A"
"D"	0.10
	Note: this value cannot be changed
Multiply "A" by 0.10
Step 3: Calculate "E", the amount of placement capacity under rule7.1A that has already been used
Insert number of equity securities issued oragreed to be issued in that 12 month periodunder rule 7.1A
Notes:This applies to equity securities - not
just ordinary securitiesInclude here $-$ if applicable $-$ the
securities the subject of the Appendix3B to which this form is annexed
Do not include equity securities issued٠
under rule 7.1 (they must be dealt within Part 1), or for which specific security
holder approval has been obtainedIt may be useful to set out issues of٠
securities on different dates as separateline items
"E"

+ See chapter 19 for defined terms.

$\bar{\mathcal{A}}$ $\sim$

Step 4: Subtract "E" from ["A" x "D"] to calculate remainingplacement capacity under rule 7.1A
"A" $\times$ 0.10
Note: number must be same as shown inStep 2
Subtract "E"
Note: number must be same as shown inStep 3
Total ["A" $\times$ 0.10] – "E"
	Note: this is the remaining placementcapacity under rule 7.1A

$\bar{\beta}$

$\hat{\beta}$ , $\hat{\beta}$ , as anarbitrary

+ See chapter 19 for defined terms.