SEQUOIA FINANCIAL GROUP LTD — M&A Activity 2005

Jun 15, 2005

COMMSOFT GROUP LIMITED A.C.N. 091 744 884 ASX/ NZX ANNOUNCEMENT

Wednesday, June 15, 2005

SIGNING OF SHARE PURCHASE AGREEMENT WITH MDSnews GROUP SHAREHOLDERS

The Board of Directors wish to advise that a Share Purchase Agreement ("SPA") has been signed with the shareholders of MDSnews Group allowing for the purchase of MDSnews and its related companies. subject to shareholder approval by CommSoft shareholders. The Board of Directors will ask shareholders of CommSoft Group Limited to ratify this purchase at an extraordinary general meeting. which is designed to allow the recommencement of trading of shares on the ASX. The Board will shortly be sending all shareholders a notice of General Meeting to be held on 20th July, 2005 at 10:00.

The principal terms of the transaction include:

• A 383 for 1 Consolidation of Shares. As an example, a Shareholder with 383,000 Shares will have 1,000 Consolidated Shares after the Consolidation of Shares.
• Shareholders will be given the opportunity to participate in a proposed capital raising to raise up to $4,000,000 and the issue of corresponding Consolidated Shares;
• The change of the Company's name to MDSnews Limited;
• The proposed acquisition of the MDSnews Group, the consideration for which will be the issue of new Consolidated Shares by CommSoft;
• The issue of new Consolidated Shares in exchange for the conversion of convertible notes issued in 2001:
• The issue of new Consolidated Shares to secured convertible noteholders who provided preacquisition funding to the Company;
• The resignation of certain existing Directors and appointment of new Directors;
• The issue of new Consolidated Shares to a Director in consideration of services provided to the Company:
• The issue of Options to certain Directors and proposed Directors.

For more information contact:

Bruce Ind Director & Company Secretary Phone: (02) 9251 6333