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SYNTARA LIMITED — Major Shareholding Notification 2021
Sep 26, 2021
65830_rns_2021-09-26_b3ddc0ec-e533-40e1-b5ab-4a8d455383fc.pdf
Major Shareholding Notification
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Form 604 Corporations Act 2001 Section 671B
Notice of change of interests of substantial holder
To Company Name/Scheme
Pharmaxis Ltd ( Pharmaxis )
ACN/ARSN 082 811 630
1. Details of substantial holder (1)
Name HSBC Holdings plc and its controlled entities ( Controlled Entities ) listed in Annexure A (the previous notice for which was lodged by HSBC Trustee (C.I.) Limited on behalf of D&A Income Ltd, both Controlled Entities at the relevant time)
ACN/ARSN (if applicable) see Annexure A
There was a change in the interests of the substantial holder on
16 April 2021 substantial holder on The previous notice was given to the company on 5 March 2019 The previous notice was dated 4 March 2019
2. Previous and present voting power
| The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had | The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had |
|---|---|
| relevant interest (3) in when last required, and when now required, to give a substantial holding notice to the company or scheme, are as follows: | |
| Class of securities Previous notice Present notice |
|
| (4) Person’s votes Voting power(5) Person’s votes Voting power(5) |
|
| Ordinary Shares (Shares) 27,160,830 6.89% 30,910,830 6.82% |
3. Changes in relevant interests
Particulars of each change in, or change in the nature of, a relevant interest of the substantial holder or an associate in voting securities of the company or scheme, since the substantial holder was last required to give a substantial holding notice to the company or scheme are as follows:
| Date of change |
Person whose relevant interest changed |
Nature of change (6) |
Consideration given in relation to change (7) |
Class and number of securities affected |
Person’s votes affected |
|
|---|---|---|---|---|---|---|
| Various dates | See Annexure B | Dilution of interest following various issues of Shares by Pharmaxis |
N/A | N/A | N/A | |
| 16 April 2021 | See Annexure B | Shares acquired pursuant to a share placement conducted by Pharmaxis, as announced on ASX on 14 April 2021 |
A$0,08 per Share (an aggregate of A$300,618.04) |
3,750,000 Shares | 3,750,000 Shares |
PUBLIC
4. Present relevant interests
Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:
| Holder of relevant interest |
Registered holder of securities |
Person entitled to be registered as holder (8) |
Nature of relevant interest (6) |
Class and number of securities |
Person’s votes |
|---|---|---|---|---|---|
| See Annexure B. |
5. Changes in association
The persons who have become associates (2) of, ceased to be associates of, or have changed the nature of their association (9) with, the substantial holder in relation to voting interests in the company or scheme are as follows:
| Name and ACN/ARSN (if applicable) | Nature of association |
|---|---|
| N/A | N/A |
6. Addresses
The addresses of persons named in this form are as follows:
| Name | Address |
|---|---|
| See Annexure A. |
| print name Aileen Taylor capacity Group Company Secretary & Chief Governance Officer |
|---|
| sign here Date 23 September 2021 |
| DIRECTIONS |
| of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager and |
| ust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially |
| referred to throughout the form as a specifically named group if the membership of each group, with the names and addresses of |
| et out in paragraph 6 of the form. |
| associate" in section 9 of the Corporations Act 2001. |
| relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001. |
| a company constitute one class unless divided into separate classes. |
| ivided by the total votes in the body corporate or scheme multiplied by 100. |
| greement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a |
| cument setting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any |
| me or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; |
| n of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the |
| hich the relevant interest relates (indicating clearly the particular securities to which the qualification applies). |
| relevant agreement" in section 9 of the Corporations Act 2001. |
| ration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired has, or |
| to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a |
| must be included on any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they |
| o the person from whom the relevant interest was acquired. |
| er is unable to determine the identity of the person (eg. if the relevant interest arises because of an option) write “unknown’”. |
| priate, of the present association and any change in that association since the last substantial holding notice. |
-
(1) If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager and trustee of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 6 of the form.
-
(2) See the definition of "associate" in section 9 of the Corporations Act 2001.
-
(3) See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.
-
(4) The voting shares of a company constitute one class unless divided into separate classes.
-
(5) The person’s votes divided by the total votes in the body corporate or scheme multiplied by 100.
-
(6) Include details of:
-
(a) any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy of any document setting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and
-
(b) any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).
-
See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.
-
(7) Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired has, or may, become entitled to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included on any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.
-
(8) If the substantial holder is unable to determine the identity of the person (eg. if the relevant interest arises because of an option) write “unknown’”.
-
(9) Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.
PUBLIC
ANNEXURE A
THIS IS ANNEXURE 'A' OF 2 PAGES (INCLUDING THIS PAGE) REFERRED TO IN FORM 604 - NOTICE OF CHANGE OF INTEREST OF SUBSTANTIAL HOLDER, GIVEN BY HSBC HOLDINGS PLC, SIGNED BY ME AND DATED 23 September 2021______
NAME: Aileen Taylor POSITION: Group Company Secretary & Chief Governance Officer SIGNED: _ ____ ENTITY: HSBC Holdings plc
PUBLIC
| Entity | ACN/ARSN | Address |
|---|---|---|
| HSBC Holdings plc | N/A | 8 Canada Square, London E14 5HQ, United Kingdom |
| Controlled Entities | ||
| HSBC Asia Holdings Limited | N/A | 1 Queen's Road Central, Hong Kong |
| The Hongkong and Shanghai Banking Corporation Limited |
ARBN 117 925 970 | 1 Queen's Road Central, Hong Kong |
| HSBC International Trustee (Holdings) Pte. Limited |
N/A | 10 Marina Boulevard #48-01 Marina Bay Financial Centre, Singapore 018983 |
| HSBC International Trustee Limited | N/A | Craigmuir Chambers PO Box 71 Road Town Tortola, British Virgin Islands |
| D&A Holdings Limited | N/A | HSBC House, Esplanade, St. Helier, Jersey JE1 1GT, Channel Islands |
| Edwards Family Holdings Limited | N/A | HSBC House, Esplanade, St. Helier, Jersey JE1 1GT, Channel Islands |
| HSBC Bank plc | N/A | 8 Canada Square, London E14 5HQ, United Kingdom |
| HSBC Trustee (C.I.) Limited (HTCI) | N/A | HSBC House, Esplanade, St. Helier, Jersey JE1 1GT, Channel Islands |
| BGE Limited Partnership GPCO Limited |
N/A | HSBC House, Esplanade, St. Helier, Jersey JE1 1GT, Channel Islands |
| D&A Income Limited | N/A | HSBC House, Esplanade, St. Helier, Jersey JE1 1GT, Channel Islands |
| Runruno Holdings Limited | N/A | HSBC House, Esplanade, St. Helier, Jersey JE1 1GT, Channel Islands |
| HSBC PB Corporate Services 1 Limited |
N/A | HSBC House, Esplanade, St. Helier, Jersey JE1 1GT, Channel Islands |
PUBLIC
ANNEXURE B
THIS IS ANNEXURE 'B' OF 3 PAGES (INCLUDING THIS PAGE) REFERRED TO IN FORM 604 - NOTICE OF CHANGE OF INTEREST OF SUBSTANTIAL HOLDER, GIVEN BY HSBC HOLDINGS PLC, SIGNED BY ME AND DATED _23 September 2021_______.
NAME: Aileen Taylor POSITION: Group Company Secretary & Chief Governance Officer SIGNED: _ ____ ENTITY: HSBC Holdings plc
PUBLIC
| Holder of relevant interest |
Registered holder of securities |
Person entitled to be registered as holder (8) |
Nature of relevant interest (6) | Class and number of securities |
Person’s votes |
|---|---|---|---|---|---|
| D&A Income Ltd | WB Nominees Limited (WB) (8,037,000 Shares); Citicorp Nominees Pty Limited (Citi) (19,123,830 Shares); Pershing Nominees Limited (Pershing) (3,750,000 Shares) |
WB (8,037,000 Shares); Citi (19,123,830 Shares); Pershing (3,750,000 Shares) |
Relevant interest in Shares under section 608(1) of the_Corporations_ 2001(Cth) (Act) arising from having the power to control the voting and disposal of the Shares |
30,930,830 Shares |
6.82% |
| HSBC Holdings plc | WB (8,037,000 Shares); Citi (19,123,830 Shares); Pershing (3,750,000 Shares) |
WB (8,037,000 Shares); Citi (19,123,830 Shares); Pershing (3,750,000 Shares) |
Relevant interest in Shares under section 608(3) of the Act |
30,930,830 Shares |
6.82% |
| HSBC Asia Holdings Limited |
WB (8,037,000 Shares); Citi (19,123,830 Shares); Pershing (3,750,000 Shares) |
WB (8,037,000 Shares); Citi (19,123,830 Shares); Pershing (3,750,000 Shares) |
Relevant interest in Shares under section 608(3) of the Act |
30,930,830 Shares |
6.82% |
| The Hongkong and Shanghai Banking Corporation Limited |
WB (8,037,000 Shares); Citi (19,123,830 Shares); Pershing (3,750,000 Shares) |
WB (8,037,000 Shares); Citi (19,123,830 Shares); Pershing (3,750,000 Shares) |
Relevant interest in Shares under section 608(3) of the Act |
30,930,830 Shares |
6.82% |
| HSBC International Trustee (Holdings) Pte. Limited |
WB (8,037,000 Shares); Citi (19,123,830 Shares); Pershing (3,750,000 Shares) |
WB (8,037,000 Shares); Citi (19,123,830 Shares); Pershing (3,750,000 Shares) |
Relevant interest in Shares under section 608(3) of the Act |
30,930,830 Shares |
6.82% |
| HSBC International Trustee Limited |
WB (8,037,000 Shares); Citi (19,123,830 Shares); Pershing (3,750,000 Shares) |
WB (8,037,000 Shares); Citi (19,123,830 Shares); Pershing (3,750,000 Shares) |
Relevant interest in Shares under section 608(3) of the Act |
30,930,830 Shares |
6.82% |
| D&A Holdings Limited |
WB (8,037,000 Shares); Citi (19,123,830 Shares); Pershing (3,750,000 Shares) |
WB (8,037,000 Shares); Citi (19,123,830 Shares); Pershing (3,750,000 Shares) |
Relevant interest in Shares under section 608(3) of the Act |
30,930,830 Shares |
6.82% |
| Edwards Family Holdings Limited |
WB (8,037,000 Shares); Citi (19,123,830 Shares); Pershing (3,750,000 Shares) |
WB (8,037,000 Shares); Citi (19,123,830 Shares); Pershing (3,750,000 Shares) |
Relevant interest in Shares under section 608(3) of the Act |
30,930,830 Shares |
6.82% |
| HSBC Bank plc | WB (8,037,000 Shares); Citi (19,123,830 Shares); Pershing (3,750,000 Shares) |
WB (8,037,000 Shares); Citi (19,123,830 Shares); Pershing (3,750,000 Shares) |
Relevant interest in Shares under section 608(3) of the Act |
30,930,830 Shares |
6.82% |
| HSBC Trustee (C.I.) Limited (HTCI) |
WB (8,037,000 Shares); Citi (19,123,830 Shares); Pershing (3,750,000 Shares) |
WB (8,037,000 Shares); Citi (19,123,830 Shares); Pershing (3,750,000 Shares) |
Relevant interest in Shares under section 608(3) of the Act |
30,930,830 Shares |
6.82% |
| BGE Limited Partnership GPCO Limited |
WB (8,037,000 Shares); Citi (19,123,830 Shares); Pershing (3,750,000 Shares) |
WB (8,037,000 Shares); Citi (19,123,830 Shares); Pershing (3,750,000 Shares) |
Relevant interest in Shares under section 608(3) of the Act |
30,930,830 Shares |
6.82% |
PUBLIC
| Runruno Holdings Limited |
WB (8,037,000 Shares); Citi (19,123,830 Shares); Pershing (3,750,000 Shares) |
WB (8,037,000 Shares); Citi (19,123,830 Shares); Pershing (3,750,000 Shares) |
Relevant interest in Shares under section 608(3) of the Act |
30,930,830 Shares |
6.82% |
|---|---|---|---|---|---|
| HSBC PB Corporate Services 1 Limited |
WB (8,037,000 Shares); Citi (19,123,830 Shares); Pershing (3,750,000 Shares) |
WB (8,037,000 Shares); Citi (19,123,830 Shares); Pershing (3,750,000 Shares) |
Relevant interest in Shares under section 608(1)(b) and (c) of the Act, and section 608(3) of the Act |
30,930,830 Shares |
6.82% |
PUBLIC