SOUTHERN CROSS ELECTRICAL ENGINEERING LTD — Share Issue/Capital Change 2012

Jun 24, 2012

Appendix 3B New issue announcement

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

Southern Cross Electrical Engineering Limited

ABN 92 009 307 046

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).

1 +Class of+securities issued or to be issued 2 Number of+securities issued or to be issued (if known) or maximum number which may be issued	Performance Rights (for the 2012 financial year) granted under the Southern Cross Electrical Engineering Limited Senior Management Long Term Incentive Plan
	205,000

• See chapter 19 for defined terms.

24/10/2005

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Appendix 3B New issue announcement

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)

The key terms of the Performance Rights are:  To be performance tested over a three year period from 1 July 2011 to 30 June 2014. No Performance Rights will vest until 30 June 2014.  Performance testing criteria are 50% against Absolute Total Shareholder Return (“TSR”) performance, and 50% against Absolute Earnings per Share (“EPS”) performance, as detailed below.  Expiry on the 4th anniversary of the Grant Date, unless an earlier lapsing date applies TSR The TSR formula is: ((Share Price at Test Date – Share Price at Start Date) + ($ Dividends Reinvested))/Share Price at Start Date TSR will be assessed against the following targets:  For threshold performance: 12% per annum compounded over the Performance Period; and  For stretch performance: 15% per annum compounded over the Performance Period. The vesting schedule is as follows, TSR performance over relevant Performance Period:  Less than 12% per annum compounded 0% vesting  12% per annum compounded 50% vesting  Between 12% and 15% per annum compounded Pro-rata vesting between 50% and 100%  At or above 15% per annum compounded 100% vesting EPS The vesting schedule is as follows, EPS performance over relevant Performance Period:  Less than 12 cents per share 0% vesting  12 cents per share 50% vesting  Between 12 and 15 cents per share Pro-rata vesting between 50% and 100%  At or above 15 cents per share 100% vesting Once the performance measurement calculation has been finalised the company will allot and issue the equivalent number of shares at nil consideration on the basis of one ordinary share per vested Performance Right for all Performance Rights exercised.

• See chapter 19 for defined terms.

24/10/2005

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Appendix 3B New issue announcement

4 Do the[+] securities rank equally in No. all respects from the date of allotment with an existing[+] class Prior to vesting, the Performance Rights do not carry of quoted[+] securities? a right to vote, receive dividends, or generally participate in other corporate actions. When the Performance Rights have vested ordinary fully paid If the additional securities do not shares are issued which will rank equally with the rank equally, please state: Company's already quoted securities.

• 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 Nil. 6 Purpose of the issue The Performance Rights are issued to senior (If issued as consideration for the managers under the Southern Cross Electrical acquisition of assets, clearly Engineering Limited Senior Management Long identify those assets) Term Incentive Plan, which seeks to reward performance in support of the achievement of the strategy of the business. 7 Dates of entering +securities 25 June 2012 into uncertificated holdings or despatch of certificates Number +Class 8 Number and +class of all 161,486,826 Ordinary Fully Paid +securities quoted on ASX Shares ( including the securities in clause 2 if applicable)

• See chapter 19 for defined terms.

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1/1/2003

Appendix 3B New issue announcement

9 Number and +class of all +securities not quoted on ASX (including the securities in clause 2 if applicable) 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)	Number	+Class
	166,667	Options exercisable at $1.15 expiring on 28 November 2012
	166,667	Options exercisable at $1.15 expiring on 28 November 2013
	52,623	Financial Year 2011 Performance Rights with EPS growth as the vesting condition granted under the Southern Cross Electrical Engineering Limited Senior Management Long Term Incentive Plan
	52,623	Financial Year 2011 Performance Rights with Relative TSR as the vesting condition granted under the Southern Cross Electrical Engineering Limited Senior Management Long Term Incentive Plan
	1,516,954	Financial Year 2012 Performance Rights granted under the Southern Cross Electrical Engineering Limited Senior Management Long Term Incentive Plan
	The ability to pay dividends will depend on the Company's future earnings, taxation and cash resources.

Part 2 - Bonus issue or pro rata issue

11 Is security holder approval N/A required? 12 Is the issue renounceable or nonN/A renounceable?

• See chapter 19 for defined terms.

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1/1/2003

Appendix 3B New issue announcement

13 Ratio in which the+securities will be offered 14 +Class of+securities to which the offer relates 15 +Record date to determine entitlements 16 Will holdings on different registers (or subregisters) be aggregated for calculating entitlements? 17 Policy for deciding entitlements in relation to fractions 18 Names of countries in which the entity has+security holders who will not be sent new issue documents Note: Security holders must be told how their entitlements are to be dealt with. Cross reference: rule 7.7. 19 Closing date for receipt of acceptances or renunciations 20 Names of any underwriters 21 Amount of any underwriting fee or commission 22 Names of any brokers to the issue 23 Fee or commission payable to the broker to the issue 24 Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of+security holders 25 If the issue is contingent on +security holders’ approval, the date of the meeting	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A

• See chapter 19 for defined terms.

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1/1/2003

Appendix 3B New issue announcement

26 Date entitlement and acceptance form and prospectus or Product Disclosure Statement will be sent to persons entitled 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 28 Date rights trading will begin (if applicable) 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	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A

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 )

• (a)[Securities described in Part 1 ]

• (b)[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

• See chapter 19 for defined terms.

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1/1/2003

Appendix 3B New issue announcement

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.

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1/1/2003

Appendix 3B New issue announcement

Entities that have ticked box 34(b)

38 Number of securities for which N/A +quotation is sought 39 Class of +securities for which N/A quotation is sought 40 Do the[+] securities rank equally in N/A 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 N/A now Example: In the case of restricted securities, end of restriction period (if issued upon conversion of another security, clearly identify that other security) Number +Class 42 Number and +class of all N/A N/A +securities quoted on ASX ( including the securities in clause 38)

• See chapter 19 for defined terms.

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1/1/2003

Appendix 3B New issue announcement

Quotation agreement

• 1 +Quotation of our additional +securities is in ASX’s absolute discretion. ASX may quote the +securities on any conditions it decides.

• 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 noone 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.

• 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.

• 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.

Sign here: ............................ Date: 25 June 2012 Company Secretary Print name: Chris Douglass

• See chapter 19 for defined terms.

24/10/2005

Appendix 3B Page 9