SUNCORP GROUP LIMITED — Share Issue/Capital Change 2019

Sep 25, 2019

Notification of Consolidation/Split

==> picture [21 x 22] intentionally omitted <==

Notification of Consolidation/Split

Announcement Summary

==> picture [494 x 630] intentionally omitted <==

----- Start of picture text -----

Entity name
SUNCORP GROUP LIMITED
Applicable security for the reorganisation
SUN ORDINARY FULLY PAID
Announcement Type
Update to previous announcement
Date of this announcement
Thursday September 26, 2019
Reason for the Update
Resolution passed - update to estimated date of satisfaction of condition.
Additional Information
Capital Return and Consolidation
Refer to below for full details of the announcement
Announcement Details
Part 1 - Entity and announcement details
1.1 Name of +Entity
SUNCORP GROUP LIMITED
Registration Number
1.2 Registered Number Type
ABN 66145290124
1.3 ASX issuer code
SUN
1.4 The announcement is
Update/amendment to previous announcement
1.4a Reason for update to a previous announcement
Resolution passed - update to estimated date of satisfaction of condition.
1.4b * Date of previous announcement(s) to this update
Wednesday August 7, 2019
----- End of picture text -----

Notification of Consolidation/Split

1 / 4

Notification of Consolidation/Split

==> picture [21 x 22] intentionally omitted <==

1.5 *Date of this announcement

Thursday September 26, 2019

1.6 *Securities affected by the reorganisation

SUN ORDINARY FULLY PAID

Part 2 - Approvals

2.1 *Are any of the below approvals required for the reorganisation before business day 0 of the timetable?

• Security holder approval Court approval Lodgement of court order with +ASIC ACCC approval

• FIRB approval

• Another approval/condition external to the entity required to be given/met before business day 0 of the timetable for the reorganisation.

Yes

2.2 Approvals

==> picture [477 x 215] intentionally omitted <==

----- Start of picture text -----

Approval/Condition Date for determination Is the date estimated Approval
+Security holder Thursday September or actual? received/condition
approval 26, 2019 Actual met?
Yes
Comments
Shareholder approval for the proposed capital return and share consolidation was granted at Suncorp Group
Limited's Annual General Meeting on 26 September 2019.
In addition, and under the conditions relating to Suncorp Group Limited being a Non-Operating Holding Company
under the Insurance Act 1973 (Cth), and in combination with Prudential Standard GPS 110, it was also necessary
to obtain written approval from the Australian Prudential Regulation Authority (APRA) to complete the capital
return referenced in this Announcement as a planned capital reduction. APRA provided its approval on 30 July
2019.
----- End of picture text -----**

Part 3 - Reorganisation timetable and details

3.1 *+Record date

Tuesday October 1, 2019

3.2 Date of +security holder meeting

Thursday September 26, 2019

3.3 Last day for trading in the pre-re-organised +securities

Friday September 27, 2019

Notification of Consolidation/Split

2 / 4

Notification of Consolidation/Split

==> picture [21 x 22] intentionally omitted <==

3.4 *Effective date. Trading in the re-organised securities commences on a +deferred settlement basis. If the +entity's securities are suspended from trading during this period there will be no +deferred settlement trading however ASX still captures this date.

Monday September 30, 2019

3.5 Record date

Tuesday October 1, 2019

3.6 First day for +entity to send notices to +security holders of the change in the number of +securities they hold. First day for +entity to register +securities on a post-reorganised basis Tuesday October 8, 2019

3.7 *+Issue date. +Deferred settlement market ends. Last day for +entity to send notices to +security holder of the change in the number of +securities they hold. Last day for +entity to register +securities on a post-reorganised basis Tuesday October 8, 2019

3.8 Trading starts on a normal T+2 basis

Wednesday October 9, 2019

3.9 First settlement of trades conducted on a +deferred settlement basis and on a normal T+2 basis

Friday October 11, 2019

Part 4 - Reorganisation type and details

4.1 *The reorganisation is

+Security consolidation

4.1a *Consolidation ratio: the +securities will be consolidated on the basis that every

1,000

(pre-consolidation) +securities will be consolidated into

971

(post-consolidation) +security (/ies).

4.2 *Scrip fraction rounding

Fractions rounded up to the next whole number

Part 5 - +Securities on issue before and after reorganisation

5.1 *+Securities on issue before and after the reorganisation

==> picture [477 x 112] intentionally omitted <==

----- Start of picture text -----

ASX +Security Code ASX +Security
SUN Description
ORDINARY FULLY
PAID
Quoted/unquoted Number on issue Number on issue after Estimate/Actual
Quoted before reorganisation reorganisation Estimated
1,298,503,953 1,260,847,338
----- End of picture text -----

Part 6 - Further information

Notification of Consolidation/Split

3 / 4

Notification of Consolidation/Split

==> picture [21 x 22] intentionally omitted <==

6.1 Further information relating to the reorganisation

In conjunction with the consolidation, a capital return of 39 cents per ordinary share will be paid on 24 October 2019 to all ordinary shareholders recorded on the register at 7:00pm (AEST) on 1 October 2019.

As permitted under a waiver from Listing Rule 7.40 granted by ASX, holding notices will be issued confirming post-consolidation holdings of ordinary shareholders on 24 October 2019.

6.2 Additional information for inclusion in the Announcement Summary

Capital Return and Consolidation

Notification of Consolidation/Split

4 / 4