Form 603

Corporations Act 2001 Section 671B

Notice of initial substantial holder

To Company Name/Scheme	Wentworth Holdings Limited (Wentworth)
ACN/ARSN	080 167 264
1. Details of substantial holder (1) Name ACN / ARSN (if applicable)	Australian Renewable Fuels Limited ( ARfuels ) 096 782 188
	This notice is also given by AR fuels on behalf of each of its subsidiaries and associated parties listed in Annexure "A".

The holder became a substantial holder on 15/11/2012.

2. Details of 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 a relevant interest (3) in on the date the substantial holder became a substantial holder are as follows:

$\mathbf{A}$ Class of securities	Number of securities	votes (5) Persons'	power (6) Votina.
Jrdinary shares	440	349.750	41%

3. Details of relevant interests

The nature of the relevant interest the substantial holder or an associate had in the following voting securities on the date the substantial holder became a substantial holder are as follows:

Holder of relevant interest	Nature of relevant interest (7)	Class and number of securities
ARfuels	Relevant interest under section $608(1)(c)$ and 608(8) of the Corporations Act pursuant to the Pre-Bid Acceptance Agreements annexed to this notice as Annexure B.	$43,349,750$ ordinary shares

4. Details of present registered holders

The persons registered as holders of the securities referred to in paragraph 3 above are as follows:

Holder of relevant interest	Registered holder of securities	Person entitled be to registered as holder (8)	of Class number and securities
ARfuels (and associates)	The shareholders under the Pre-Bid Acceptance Agreements	ARfuels, by virtue of the Pre-Bid Acceptance Agreements, is entitled to be registered as the holder of the securities once those shareholders accept its takeover offer for shares in Wentworth and that offer has become unconditional.	43,349,750 ordinary shares

5. Consideration

The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the four months prior to the day that the substantial holder became a substantial holder is as follows:

Holder of interest	Date of acquisition relevant	Consideration (9)		Class and number of securities
		Cash	Non-cash
ARfuels	15 November 2012	N/A	Pre-Bid Acceptance Agreements	As specified in the $ 43,349,750$ ordinary shares

6. Associates

The reasons the persons named in Annexure "A" are associates of the substantial holders in paragraph 3 above are as follows:

	Associates by virtue of section 12(2)(a) of the Corporations Act.
7. Addresses	The addresses of persons named in this form are as follows:
	Name	Address
	ARfuels	Level 5, 409 St Kilda Road, Melbourne VIC 3004
	Each of the parties listed in Annexure "A"	As per Annexure A

Signature
	print name	Capacity Chief Financial Officer
	date $15 / 11 / 2012$ sian here

sign here

DIRECTIONS

If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the $(1)$ 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 7 of the form.
See the definition of "associate" in section 9 of the Corporations Act 2001. $(2)$
See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations A. $(3)$
The voting shares of a company constitute one class unless divided into separate classes. $(4)$
The total number of votes attached to all the voting shares in the company or voting interests in the scheme (if any) that the person or an $(5)$ associate has a relevant interest in.
The person's votes divided by the total votes in the body corporate or scheme multiplied by 100. $(6)$
Include details of: $(7)$
any relevant agreement or other circumstances by which the relevant interest was acquired. If subsection 671B(4) applies, a copy of any $(a)$ 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.

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". $(8)$
Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired has, $(9)$ 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 of 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.

Annexure A

This is the annexure of one page marked "A" mentioned in the ARfuels Form 603 - Notice of initial substantial holder signed by me and dated 15 November 2012.

Signed:	is
Name:	ICHACK RudCSESS

Australian Renewable Fuels Limited subsidiaries and associated parties (all of which are wholly owned unless otherwise indicated):

Biodiesel Producers Limited 1.
$\overline{2}$ . Australian Renewable Fuels Picton Pty Ltd
$3.$ Australian Renewable Fuels Adelaide Pty Ltd
$\overline{4}$ . ARF Global Pty Ltd
1. Shelly Nominees Pty Ltd
Besok Fuels Pty Ltd 6.
1. ARF Plantations Pty Ltd
1. ASG Analytik Pty Ltd (50%)
1. American Renewable Fuels Inc (63%)

The address of each party is Level 5, 409 St Kilda Road, Melbourne VIC 3004, except for American Renewable Fuels Inc where the address is c/- Corporation Services Company, 125 Lincoln Avenue Suite 223, Santa Fe NM 87501 USA

Annexure B

This is the annexure of 20 pages with the first page marked "B" mentioned in the ARfuels Form 603 - Notice of initial substantial holder signed by me and dated 15 November 2012.

Angers Mar Signed: Name:

The Directors Australian Renewable Fuels Limited Level 5, 409 St Kilda Road Melbourne VIC 3004

Dear Directors

Wentworth Holdings Limited (target)

$1.$ Acceptance of Offer

In consideration of the payment of the sum of A\$10.00 (receipt of which is acknowledged), Vaughan & Mary Webber (Shareholder) agrees that if Australian Renewable Fuels Limited (Bidder) makes an off-market takeover bid for all of the issued ordinary shares in Target (Offer), Shareholder will:

accept the Offer; and/or $(a)$

cause persons holding Target shares on its behalf to accept the Offer, $(b)$ in respect of a total of 216,424 ordinary shares in Target (Acceptance Shares) on the terms set out in this letter agreement.

$2.$ Offer

$2.1$ The Offer, if made by Bidder, will be made under the Corporations Act 2001.
The Offer must be for a proposed offer consideration per share in the Target of not $2.2$ less than 1,233,617 Bidder shares, and otherwise on such other terms and conditions as determined by the Bidder.
Bidder also has the right, subject to the Corporations Act, to vary or waive any 2.3 condition of the Offer, declare the Offer unconditional or extend it at any time.

$3.$ Acceptance arrangements

$3.1$ Shareholder must accept, and/or procure that persons holding Acceptance Shares on its behalf accept, the Offer in respect of the Acceptance Shares within 5 business days of receipt by Shareholder of the Offer. (For this purpose, a business day means a day that is not a Saturday, Sunday, a public holiday or bank holiday in Melbourne, Victoria).
$3.2$ Until the expiry of this letter agreement, Shareholder must not, and must procure that persons holding Acceptance Shares on its behalf do not, withdraw or vary acceptance of the Offer in respect of the Acceptance Shares without the prior written consent of the Bidder including:
where withdrawal or variation of acceptance of the Offer is permitted under the $(a)$ Corporations Act: or
$(b)$ if the Takeovers Panel makes an order which gives the Shareholder a right to withdraw or vary its acceptance of the Offer in relation to the Acceptance Shares.
$3.3$ Shareholder must do everything (including executing any document) that Bidder may reasonably require to give full effect to its obligations under clauses 1 and 4.
$3.4$ If Shareholder fails to comply with its obligations under clause 3.3, the Shareholder appoints the Bidder as its attorney to execute all documents and take any action on the Shareholder's behalf as is necessary in the Bidder's reasonable opinion to give full effect to the acceptance of the Acceptance Shares into the Offer.
1. Restrictions on dealing in and voting of Acceptance Shares
Shareholder undertakes that it will not sell, transfer or otherwise dispose of (including $4.1$ through creation of a security interest in respect of) or deal with any of the Acceptance

$V \beta$

Shares (including entering into any agreement or option to do any of these acts or otherwise entering into any transaction which has the same economic consequences as a sale, transfer, disposal or other form of dealing), other than pursuant to the Offer. until the expiry of this agreement.

Announcements and confidentiality 5.

Bidder may make public announcements in respect of this agreement immediately $5.1$ after it has been executed.
Shareholder will not make any disclosure or announcement or engage in publicity in $5.2$ relation to this agreement without Bidder's prior written consent, unless such disclosure or announcement is required by law.

6. Expiry of agreement

This agreement will expire, and Shareholder will be released from all obligations under $6.1$ this agreement, if:
Bidder does not announce an intention to make the Offer on or before the date $(a)$ which is 5 business days after the date of this agreement;
Bidder does not dispatch offers to Target shareholders under the Offer within $(b)$ the time period specified by section 63(1) of the Corporations Act; or
prior to the time required for acceptance by Shareholder of the Offer under $(c)$ clause 3.1, another takeover bid for all the shares in Target is open for acceptance at a higher price or value which is recommended by the Target board of directors and Bidder does not increase its bid price to at least match that higher price or value.
For the purpose of section 6.1(c) above, securities which are offered under a takeover $6.2$ bid as consideration will be valued by reference to the weighted average sale price for those securities on the Australian Securities Exchange in the 5 trading day period prior to the Offer being announced. If this methodology cannot be applied, the value will be as assessed by an independent investment bank (acting as an expert) as at the date on which the Offer is announced.

7. Governing law

This agreement is governed by the laws of Victoria, and Shareholder and Bidder agree to submit to the non-executive jurisdiction of Courts exercising jurisdiction in that State.

Yours sincerely

ughan Wepper - Partner: Vaughan & Mary Webber

Acknowledged and agreed:

Montes futass - CHIEf financia Gypich Bidder Date:

The Directors Australian Renewable Fuels Limited Level 5, 409 St Kilda Road Melbourne VIC 3004

Dear Directors

Wentworth Holdings Limited (target)

$1.$ Acceptance of Offer

In consideration of the payment of the sum of A\$10.00 (receipt of which is acknowledged), Ballina Group Pty Limited (Shareholder) agrees that if Australian Renewable Fuels Limited (Bidder) makes an off-market takeover bid for all of the issued ordinary shares in Target (Offer), Shareholder will:

accept the Offer: and/or $(a)$

$(b)$ cause persons holding Target shares on its behalf to accept the Offer. in respect of a total of 1,600,000 ordinary shares in Target (Acceptance Shares) on the terms set out in this letter agreement.

$2.$ Offer

$2.1$ The Offer, if made by Bidder, will be made under the Corporations Act 2001.
The Offer must be for a proposed offer consideration per share in the Target of not $2.2$ less than 9,120,000 Bidder shares, and otherwise on such other terms and conditions as determined by the Bidder.
$2.3$ Bidder also has the right, subject to the Corporations Act, to vary or waive any condition of the Offer, declare the Offer unconditional or extend it at any time.
$3.1$ Shareholder must accept, and/or procure that persons holding Acceptance Shares on its behalf accept, the Offer in respect of the Acceptance Shares within 5 business days of receipt by Shareholder of the Offer. (For this purpose, a business day means a day that is not a Saturday, Sunday, a public holiday or bank holiday in Melbourne. Victoria).
$3.2$ Until the expiry of this letter agreement, Shareholder must not, and must procure that persons holding Acceptance Shares on its behalf do not, withdraw or vary acceptance of the Offer in respect of the Acceptance Shares without the prior written consent of the Bidder including:
where withdrawal or variation of acceptance of the Offer is permitted under the $(a)$ Corporations Act; or
if the Takeovers Panel makes an order which gives the Shareholder a right to $(b)$ withdraw or vary its acceptance of the Offer in relation to the Acceptance Shares.
3.3 Shareholder must do everything (including executing any document) that Bidder may reasonably require to give full effect to its obligations under clauses 1 and 4.
$3.4$ If Shareholder fails to comply with its obligations under clause 3.3, the Shareholder appoints the Bidder as its attorney to execute all documents and take any action on the Shareholder's behalf as is necessary in the Bidder's reasonable opinion to give full effect to the acceptance of the Acceptance Shares into the Offer.
Restrictions on dealing in and voting of Acceptance Shares 4.
Shareholder undertakes that it will not sell, transfer or otherwise dispose of (including $4.1$ through creation of a security interest in respect of) or deal with any of the Acceptance

5. Announcements and confidentiality

$5.1$ Bidder may make public announcements in respect of this agreement immediately after it has been executed.
5.2 Shareholder will not make any disclosure or announcement or engage in publicity in relation to this agreement without Bidder's prior written consent, unless such disclosure or announcement is required by law.

6. Expiry of agreement

$6.1$ This agreement will expire, and Shareholder will be released from all obligations under this agreement, if:
Bidder does not announce an intention to make the Offer on or before the date $(a)$ which is 5 business days after the date of this agreement;
$(b)$ Bidder does not dispatch offers to Target shareholders under the Offer within the time period specified by section 63(1) of the Corporations Act: or
$(c)$ prior to the time required for acceptance by Shareholder of the Offer under clause 3.1, another takeover bid for all the shares in Target is open for acceptance at a higher price or value which is recommended by the Target board of directors and Bidder does not increase its bid price to at least match that higher price or value.
6.2 For the purpose of section 6.1(c) above, securities which are offered under a takeover bid as consideration will be valued by reference to the weighted average sale price for those securities on the Australian Securities Exchange in the 5 trading day period prior to the Offer being announced. If this methodology cannot be applied, the value will be as assessed by an independent investment bank (acting as an expert) as at the date on which the Offer is announced.

7. Governing law

This agreement is governed by the laws of Victoria, and Shareholder and Bidder agree to submit to the non-executive jurisdiction of Courts exercising jurisdiction in that State.

Yours singerely

C. Cowden Director: Ballina Group Pty Limited

[specify name and position]
Bidder (ICHARL AURUS IS Date: )
Date: (ITTR fin ANCIAL Office)

The Directors Australian Renewable Fuels Limited Level 5, 409 St Kilda Road Melbourne VIC 3004

Dear Directors

Wentworth Holdings Limited (target)

$1.$ Acceptance of Offer

In consideration of the payment of the sum of A\$10.00 (receipt of which is acknowledged), Conard Holdings Pty Limited (Shareholder) agrees that if Australian Renewable Fuels Limited (Bidder) makes an off-market takeover bid for all of the issued ordinary shares in Target (Offer), Shareholder will:

$(a)$ accept the Offer: and/or

cause persons holding Target shares on its behalf to accept the Offer. $(b)$ in respect of a total of 3,700,009 ordinary shares in Target (Acceptance Shares) on the terms set out in this letter agreement.

$2.$ Offer

$2.1$ The Offer, if made by Bidder, will be made under the Corporations Act 2001.
The Offer must be for a proposed offer consideration per share in the Target of not $2.2$ less than 21,090,051 Bidder shares, and otherwise on such other terms and conditions as determined by the Bidder.
Bidder also has the right, subject to the Corporations Act, to vary or waive any $2.3$ condition of the Offer, declare the Offer unconditional or extend it at any time.
$3.1$ Shareholder must accept, and/or procure that persons holding Acceptance Shares on its behalf accept, the Offer in respect of the Acceptance Shares within 5 business days of receipt by Shareholder of the Offer. (For this purpose, a business day means a day that is not a Saturday. Sunday, a public holiday or bank holiday in Melbourne. Victoria).
Until the expiry of this letter agreement, Shareholder must not, and must procure that $3.2$ persons holding Acceptance Shares on its behalf do not, withdraw or vary acceptance of the Offer in respect of the Acceptance Shares without the prior written consent of the Bidder including:
$(a)$ where withdrawal or variation of acceptance of the Offer is permitted under the Corporations Act: or
$(b)$ if the Takeovers Panel makes an order which gives the Shareholder a right to withdraw or vary its acceptance of the Offer in relation to the Acceptance Shares.
$3.3$ Shareholder must do everything (including executing any document) that Bidder may reasonably require to give full effect to its obligations under clauses 1 and 4.
$3.4$ If Shareholder fails to comply with its obligations under clause 3.3, the Shareholder appoints the Bidder as its attorney to execute all documents and take any action on the Shareholder's behalf as is necessary in the Bidder's reasonable opinion to give full effect to the acceptance of the Acceptance Shares into the Offer.
1. Restrictions on dealing in and voting of Acceptance Shares

$4.1$ Shareholder undertakes that it will not sell, transfer or otherwise dispose of (including through creation of a security interest in respect of) or deal with any of the Acceptance Shares (including entering into any agreement or option to do any of these acts or otherwise entering into any transaction which has the same economic consequences as a sale, transfer, disposal or other form of dealing), other than pursuant to the Offer, until the expiry of this agreement.

5. Announcements and confidentiality

$5.1$ Bidder may make public announcements in respect of this agreement immediately after it has been executed.
5.2 Shareholder will not make any disclosure or announcement or engage in publicity in relation to this agreement without Bidder's prior written consent, unless such disclosure or announcement is required by law.

6. Expiry of agreement

$6.1$ This agreement will expire, and Shareholder will be released from all obligations under this agreement. if:
Bidder does not announce an intention to make the Offer on or before the date $(a)$ which is 5 business days after the date of this agreement;
$(b)$ Bidder does not dispatch offers to Target shareholders under the Offer within the time period specified by section 63(1) of the Corporations Act: or
prior to the time required for acceptance by Shareholder of the Offer under $(c)$ clause 3.1, another takeover bid for all the shares in Target is open for acceptance at a higher price or value which is recommended by the Target board of directors and Bidder does not increase its bid price to at least match that higher price or value.
$6.2$ For the purpose of section 6.1(c) above, securities which are offered under a takeover bid as consideration will be valued by reference to the weighted average sale price for those securities on the Australian Securities Exchange in the 5 trading day period prior to the Offer being announced. If this methodology cannot be applied, the value will be as assessed by an independent investment bank (acting as an expert) as at the date on which the Offer is announced.

7. Governing law

This agreement is governed by the laws of Victoria, and Shareholder and Bidder agree to submit to the non-executive jurisdiction of Courts exercising jurisdiction in that State.

Yours sincerely

C. Cowden Director: Conard Holdings Pty Limited

upus. [specify name and position me and position.
Margre Musician Official Bidder Date:

The Directors Australian Renewable Fuels Limited Level 5, 409 St Kilda Road Melbourne VIC 3004

Dear Directors

Wentworth Holdings Limited (target)

1. Acceptance of Offer

In consideration of the payment of the sum of A\$10.00 (receipt of which is acknowledged), Blackcat Holdings Pty Limited (Shareholder) agrees that if Australian Renewable Fuels Limited (Bidder) makes an off-market takeover bid for all of the issued ordinary shares in Target (Offer), Shareholder will:

accept the Offer; and/or $(a)$
cause persons holding Target shares on its behalf to accept the Offer, $(b)$

in respect of a total of 682,000 ordinary shares in Target (Acceptance Shares) on the terms set out in this letter agreement.

$2.$ Offer

$2.1$ The Offer, if made by Bidder, will be made under the Corporations Act 2001.
$2.2$ The Offer must be for a proposed offer consideration per share in the Target of not less than 3,887,400 Bidder shares, and otherwise on such other terms and conditions as determined by the Bidder.
$2.3$ Bidder also has the right, subject to the Corporations Act, to vary or waive any condition of the Offer, declare the Offer unconditional or extend it at any time.
$3.1$ Shareholder must accept, and/or procure that persons holding Acceptance Shares on its behalf accept, the Offer in respect of the Acceptance Shares within 5 business days of receipt by Shareholder of the Offer. (For this purpose, a business day means a day that is not a Saturday, Sunday, a public holiday or bank holiday in Melbourne. Victoria).
$3.2$ Until the expiry of this letter agreement, Shareholder must not, and must procure that persons holding Acceptance Shares on its behalf do not, withdraw or vary acceptance of the Offer in respect of the Acceptance Shares without the prior written consent of the Bidder including:
where withdrawal or variation of acceptance of the Offer is permitted under the $(a)$ Corporations Act: or
if the Takeovers Panel makes an order which gives the Shareholder a right to $(b)$ withdraw or vary its acceptance of the Offer in relation to the Acceptance Shares.
$3.3$ Shareholder must do everything (including executing any document) that Bidder may reasonably require to give full effect to its obligations under clauses 1 and 4.
$3.4$ If Shareholder fails to comply with its obligations under clause 3.3, the Shareholder appoints the Bidder as its attorney to execute all documents and take any action on the Shareholder's behalf as is necessary in the Bidder's reasonable opinion to give full effect to the acceptance of the Acceptance Shares into the Offer.

4. Restrictions on dealing in and voting of Acceptance Shares

5. Announcements and confidentiality

$5.1$ Bidder may make public announcements in respect of this agreement immediately after it has been executed.
Shareholder will not make any disclosure or announcement or engage in publicity in $5.2$ relation to this agreement without Bidder's prior written consent, unless such disclosure or announcement is required by law.

6. Expiry of agreement

$6.1$ This agreement will expire, and Shareholder will be released from all obligations under this agreement. if:
Bidder does not announce an intention to make the Offer on or before the date $(a)$ which is 5 business days after the date of this agreement:
$(b)$ Bidder does not dispatch offers to Target shareholders under the Offer within the time period specified by section 63l(1) of the Corporations Act; or
prior to the time required for acceptance by Shareholder of the Offer under $(c)$ clause 3.1, another takeover bid for all the shares in Target is open for acceptance at a higher price or value which is recommended by the Target board of directors and Bidder does not increase its bid price to at least match that higher price or value.
$6.2$ For the purpose of section 6.1(c) above, securities which are offered under a takeover bid as consideration will be valued by reference to the weighted average sale price for those securities on the Australian Securities Exchange in the 5 trading day period prior to the Offer being announced. If this methodology cannot be applied, the value will be as assessed by an independent investment bank (acting as an expert) as at the date on which the Offer is announced.

7. Governing law

This agreement is governed by the laws of Victoria, and Shareholder and Bidder agree to submit to the non-executive jurisdiction of Courts exercising jurisdiction in that State.

Yours sincerely

$\mathcal{L}_{\ldots}$

C. Cowden Director: Blackcat Holdings Pty Limited

$\mu$ [specify name and position] MICHARLAURES IS
CHILA fINANCIA Offical Bidder Date:

The Directors Australian Renewable Fuels Limited Level 5, 409 St Kilda Road Melbourne VIC 3004

Dear Directors

Wentworth Holdings Limited (target)

$\mathbf{1}$ . Acceptance of Offer

In consideration of the payment of the sum of A\$10.00 (receipt of which is acknowledged), Bungeeltap Pty Limited (Shareholder) agrees that if Australian Renewable Fuels Limited (Bidder) makes an off-market takeover bid for all of the issued ordinary shares in Target (Offer), Shareholder will:

$(a)$ accept the Offer; and/or

cause persons holding Target shares on its behalf to accept the Offer, $(b)$ in respect of a total of 4,147,962 ordinary shares in Target (Acceptance Shares) on the terms set out in this letter agreement.

$2.$ Offer

$2.1$ The Offer, if made by Bidder, will be made under the Corporations Act 2001.
The Offer must be for a proposed offer consideration per share in the Target of not $2.2$ less than 23,643,383 Bidder shares, and otherwise on such other terms and conditions as determined by the Bidder.
Bidder also has the right, subject to the Corporations Act, to vary or waive any $2.3$ condition of the Offer, declare the Offer unconditional or extend it at any time.
Shareholder must accept, and/or procure that persons holding Acceptance Shares on $3.1$ its behalf accept, the Offer in respect of the Acceptance Shares within 5 business days of receipt by Shareholder of the Offer. (For this purpose, a business day means a day that is not a Saturday, Sunday, a public holiday or bank holiday in Melbourne, Victoria). $3.2$
Until the expiry of this letter agreement, Shareholder must not, and must procure that persons holding Acceptance Shares on its behalf do not, withdraw or vary acceptance of the Offer in respect of the Acceptance Shares without the prior written consent of the Bidder including:
where withdrawal or variation of acceptance of the Offer is permitted under the $(a)$ Corporations Act; or
if the Takeovers Panel makes an order which gives the Shareholder a right to $(b)$ withdraw or vary its acceptance of the Offer in relation to the Acceptance Shares.
Shareholder must do everything (including executing any document) that Bidder may $3.3$ reasonably require to give full effect to its obligations under clauses 1 and 4.
If Shareholder fails to comply with its obligations under clause 3.3, the Shareholder $3.4$ appoints the Bidder as its attorney to execute all documents and take any action on the Shareholder's behalf as is necessary in the Bidder's reasonable opinion to give full effect to the acceptance of the Acceptance Shares into the Offer.
Restrictions on dealing in and voting of Acceptance Shares 4.
Shareholder undertakes that it will not sell, transfer or otherwise dispose of (including $4.1$ through creation of a security interest in respect of) or deal with any of the Acceptance

5. Announcements and confidentiality

Bidder may make public announcements in respect of this agreement immediately $5.1$ after it has been executed.
Shareholder will not make any disclosure or announcement or engage in publicity in $5.2$ relation to this agreement without Bidder's prior written consent, unless such disclosure or announcement is required by law.

6. Expiry of agreement

This agreement will expire, and Shareholder will be released from all obligations under $6.1$ this agreement, if:
Bidder does not announce an intention to make the Offer on or before the date $(a)$ which is 5 business days after the date of this agreement;
Bidder does not dispatch offers to Target shareholders under the Offer within $(b)$ the time period specified by section 63(1) of the Corporations Act; or
prior to the time required for acceptance by Shareholder of the Offer under $(c)$ clause 3.1, another takeover bid for all the shares in Target is open for acceptance at a higher price or value which is recommended by the Target board of directors and Bidder does not increase its bid price to at least match that higher price or value.
For the purpose of section 6.1(c) above, securities which are offered under a takeover 6.2 bid as consideration will be valued by reference to the weighted average sale price for those securities on the Australian Securities Exchange in the 5 trading day period prior to the Offer being announced. If this methodology cannot be applied, the value will be as assessed by an independent investment bank (acting as an expert) as at the date on which the Offer is announced.

$\overline{7}$ . Governing law

This agreement is governed by the laws of Victoria, and Shareholder and Bidder agree to submit to the non-executive jurisdiction of Courts exercising jurisdiction in that State.

urs sincerely Hugh Robertson - Director: Bungeeltap Pty Limited

m [specify name and position] MICHAM funcios Bidder Date:

The Directors Australian Renewable Fuels Limited Level 5, 409 St Kilda Road Melbourne VIC 3004

Dear Directors

Wentworth Holdings Limited (target)

1. Acceptance of Offer

In consideration of the payment of the sum of A\$10.00 (receipt of which is acknowledged). Thirty-Fifth Celebration Pty Limited (Shareholder) agrees that if Australian Renewable Fuels Limited (Bidder) makes an off-market takeover bid for all of the issued ordinary shares in Target (Offer), Shareholder will:

accept the Offer: and/or $(a)$

$(b)$ cause persons holding Target shares on its behalf to accept the Offer. in respect of a total of 10,386,466 ordinary shares in Target (Acceptance Shares) on the terms set out in this letter agreement.

$2.$ Offer

$2.1$ The Offer, if made by Bidder, will be made under the Corporations Act 2001.
The Offer must be for a proposed offer consideration per share in the Target of not $2.2$ less than 59,202,856 Bidder shares, and otherwise on such other terms and conditions as determined by the Bidder.
$2.3$ Bidder also has the right, subject to the Corporations Act, to vary or waive any condition of the Offer, declare the Offer unconditional or extend it at any time.

$\overline{\mathbf{3}}$ . Acceptance arrangements

$3.1$ Shareholder must accept, and/or procure that persons holding Acceptance Shares on its behalf accept, the Offer in respect of the Acceptance Shares within 5 business days of receipt by Shareholder of the Offer. (For this purpose, a business day means a day that is not a Saturday, Sunday, a public holiday or bank holiday in Melbourne. Victoria).
$3.2$ Until the expiry of this letter agreement, Shareholder must not, and must procure that persons holding Acceptance Shares on its behalf do not, withdraw or vary acceptance of the Offer in respect of the Acceptance Shares without the prior written consent of the Bidder including:
where withdrawal or variation of acceptance of the Offer is permitted under the $(a)$ Corporations Act: or
$(b)$ if the Takeovers Panel makes an order which gives the Shareholder a right to withdraw or vary its acceptance of the Offer in relation to the Acceptance Shares.
$3.3$ Shareholder must do everything (including executing any document) that Bidder may reasonably require to give full effect to its obligations under clauses 1 and 4.
$3.4$ If Shareholder fails to comply with its obligations under clause 3.3, the Shareholder appoints the Bidder as its attorney to execute all documents and take any action on the Shareholder's behalf as is necessary in the Bidder's reasonable opinion to give full effect to the acceptance of the Acceptance Shares into the Offer.

4. Restrictions on dealing in and voting of Acceptance Shares

Shareholder undertakes that it will not sell, transfer or otherwise dispose of (including $4.1$ through creation of a security interest in respect of) or deal with any of the Acceptance Shares (including entering into any agreement or option to do any of these acts or otherwise entering into any transaction which has the same economic consequences as a sale, transfer, disposal or other form of dealing), other than pursuant to the Offer. until the expiry of this agreement.

5. Announcements and confidentiality

$5.1$ Bidder may make public announcements in respect of this agreement immediately after it has been executed.
$5.2$ Shareholder will not make any disclosure or announcement or engage in publicity in relation to this agreement without Bidder's prior written consent, unless such disclosure or announcement is required by law.

6. Expiry of agreement

$6.1$ This agreement will expire, and Shareholder will be released from all obligations under this agreement, if:
Bidder does not announce an intention to make the Offer on or before the date $(a)$ which is 5 business days after the date of this agreement;
$(b)$ Bidder does not dispatch offers to Target shareholders under the Offer within the time period specified by section 63(1) of the Corporations Act; or
prior to the time required for acceptance by Shareholder of the Offer under $(c)$ clause 3.1, another takeover bid for all the shares in Target is open for acceptance at a higher price or value which is recommended by the Target board of directors and Bidder does not increase its bid price to at least match that higher price or value.
$6.2$ For the purpose of section 6.1(c) above, securities which are offered under a takeover bid as consideration will be valued by reference to the weighted average sale price for those securities on the Australian Securities Exchange in the 5 trading day period prior to the Offer being announced. If this methodology cannot be applied, the value will be as assessed by an independent investment bank (acting as an expert) as at the date on which the Offer is announced.

7. Governing law

This agreement is governed by the laws of Victoria, and Shareholder and Bidder agree to submit to the non-executive jurisdiction of Courts exercising jurisdiction in that State.

Yours sincepe

John(McBain - Director: Thirty-Fifth Celebration Pty Limited

..................................... $1¹$ specify name and position MICHAEL AURALES
CARIT finnera GAICEL
15/11/12 Bidder Date:

0394161787

14 November 2012

The Directors Australian Renewable Fuels Limited Level 5, 409 St Kilda Road Melbourne VIC 3004

$FAK$
8692 1122

Dear Directors

Wentworth Holdings Limited (target)

1. Acceptance of Offer

In consideration of the payment of the sum of A\$10.00 (receipt of which is acknowledged). AUSTRALIAN REPRODUCTIVE MEDICINE CLINICS PTY LTD (Shareholder) agrees that if Australian Renewable Fuels Limited (Bidder) makes an off-market takeover bid for all of the issued ordinary shares in Target (Offer), Shareholder will:

$(a)$ accept the Offer; and/or

$(b)$ cause persons holding Target shares on its behalf to accept the Offer, in respect of a total of 520,000 ordinary shares in Target (Acceptance Shares) on the terms set out in this letter agreement.

$2.$ Offer

$2.1$ The Offer, if made by Bidder, will be made under the Corporations Act 2001.
$2.2$ The Offer must be for a proposed offer consideration per share in the Target of not less than 2,964,000 Bidder shares, and otherwise on such other terms and conditions as determined by the Bidder.
$2.3$ Bidder also has the right, subject to the Corporations Act, to vary or waive any condition of the Offer, declare the Offer unconditional or extend it at any time.

$3₁$ Acceptance arrangements

$3.1$ Shareholder must accept, and/or procure that persons holding Acceptance Shares on its behalf accept, the Offer in respect of the Acceptance Shares within 5 business days of receipt by Shareholder of the Offer. (For this purpose, a business day means a day that is not a Saturday, Sunday, a public holiday or bank holiday in Melbourne, Victoria).
Until the expiry of this letter agreement, Shareholder must not, and must procure that $3.2$ persons holding Acceptance Shares on its behalf do not, withdraw or vary acceptance of the Offer in respect of the Acceptance Shares without the prior written consent of the Bidder including:
where withdrawal or variation of acceptance of the Offer is permitted under the $(a)$ Corporations Act: or
$(b)$ if the Takeovers Panel makes an order which gives the Shareholder a right to withdraw or vary its acceptance of the Offer in relation to the Acceptance Shares.
$3.3$ Shareholder must do everything (including executing any document) that Bidder may reasonably require to give full effect to its obligations under clauses 1 and 4.
$3.4$ If Shareholder fails to comply with its obligations under clause 3.3, the Shareholder appoints the Bidder as its attorney to execute all documents and take any action on the Shareholder's behalf as is necessary in the Bidder's reasonable opinion to give full effect to the acceptance of the Acceptance Shares into the Offer.

4. Restrictions on dealing in and voting of Acceptance Shares

Announcements and confidentiality 5.

$5.1$ Bidder may make public announcements in respect of this agreement immediately after it has been executed.
$5.2$ Shareholder will not make any disclosure or announcement or engage in publicity in relation to this agreement without Bidder's prior written consent, unless such disclosure or announcement is required by law.

6. Expiry of agreement

$6.1$ This agreement will expire, and Shareholder will be released from all obligations under this agreement, if:
$(a)$ Bidder does not announce an intention to make the Offer on or before the date which is 5 business days after the date of this agreement:
$(b)$ Bidder does not dispatch offers to Target shareholders under the Offer within the time period specified by section 63(1) of the Corporations Act; or
$(c)$ prior to the time required for acceptance by Shareholder of the Offer under clause 3.1, another takeover bid for all the shares in Target is open for acceptance at a higher price or value which is recommended by the Target board of directors and Bidder does not increase its bid price to at least match that higher price or value.
6.2 For the purpose of section 6.1(c) above, securities which are offered under a takeover bid as consideration will be valued by reference to the weighted average sale price for those securities on the Australian Securities Exchange in the 5 trading day period prior to the Offer being announced. If this methodology cannot be applied, the value will be as assessed by an independent investment bank (acting as an expert) as at the date on which the Offer is announced.

7. Governing law

This agreement is governed by the laws of Victoria, and Shareholder and Bidder agree to submit to the non-executive jurisdiction of Courts exercising jurisdiction in that State.

Yours sincerely

John McBahr-Director: AUSTRALIAN REPRODUCTIVE MEDICINE CLINICS PTY LTD

hym [specify name and position] MICHARL RURCESS
469 financia Offical Bidder

The Directors Australian Renewable Fuels Limited Level 5, 409 St Kilda Road Melbourne VIC 3004

Dear Directors

Wentworth Holdings Limited (target)

1. Acceptance of Offer

In consideration of the payment of the sum of A\$10.00 (receipt of which is acknowledged), Chameleon Super Pty Limited (Shareholder) agrees that if Australian Renewable Fuels Limited (Bidder) makes an off-market takeover bid for all of the issued ordinary shares in Target (Offer), Shareholder will:

accept the Offer: and/or $(a)$

cause persons holding Target shares on its behalf to accept the Offer. $(b)$

in respect of a total of 3,358,082 ordinary shares in Target (Acceptance Shares) on the terms set out in this letter agreement.

$2.$ Offer

$2.1$ The Offer, if made by Bidder, will be made under the Corporations Act 2001.
The Offer must be for a proposed offer consideration per share in the Target of not $2.2$ less than 19,141,067 Bidder shares, and otherwise on such other terms and conditions as determined by the Bidder.
Bidder also has the right, subject to the Corporations Act, to vary or waive any $2.3$ condition of the Offer, declare the Offer unconditional or extend it at any time.
$3.1$ Shareholder must accept, and/or procure that persons holding Acceptance Shares on its behalf accept, the Offer in respect of the Acceptance Shares within 5 business days of receipt by Shareholder of the Offer. (For this purpose, a business day means a day that is not a Saturday, Sunday, a public holiday or bank holiday in Melbourne, Victoria).
$3.2$ Until the expiry of this letter agreement, Shareholder must not, and must procure that persons holding Acceptance Shares on its behalf do not, withdraw or vary acceptance of the Offer in respect of the Acceptance Shares without the prior written consent of the Bidder including:
where withdrawal or variation of acceptance of the Offer is permitted under the $(a)$ Corporations Act: or
if the Takeovers Panel makes an order which gives the Shareholder a right to $(b)$ withdraw or vary its acceptance of the Offer in relation to the Acceptance Shares.
$3,3$ Shareholder must do everything (including executing any document) that Bidder may reasonably require to give full effect to its obligations under clauses 1 and 4.
If Shareholder fails to comply with its obligations under clause 3.3, the Shareholder $3.4$ appoints the Bidder as its attorney to execute all documents and take any action on the Shareholder's behalf as is necessary in the Bidder's reasonable opinion to give full effect to the acceptance of the Acceptance Shares into the Offer.

Restrictions on dealing in and voting of Acceptance Shares $\ddot{a}$

5. Announcements and confidentiality

Bidder may make public announcements in respect of this agreement immediately $5.1$ after it has been executed.
5.2 Shareholder will not make any disclosure or announcement or engage in publicity in relation to this agreement without Bidder's prior written consent, unless such disclosure or announcement is required by law.

6. Expiry of agreement

$6.1$ This agreement will expire, and Shareholder will be released from all obligations under this agreement, if:
Bidder does not announce an intention to make the Offer on or before the date $(a)$ which is 5 business days after the date of this agreement;
$(b)$ Bidder does not dispatch offers to Target shareholders under the Offer within the time period specified by section 63I(1) of the Corporations Act; or
prior to the time required for acceptance by Shareholder of the Offer under $(c)$ clause 3.1, another takeover bid for all the shares in Target is open for acceptance at a higher price or value which is recommended by the Target board of directors and Bidder does not increase its bid price to at least match that higher price or value.
For the purpose of section 6.1(c) above, securities which are offered under a takeover $6,2$ bid as consideration will be valued by reference to the weighted average sale price for those securities on the Australian Securities Exchange in the 5 trading day period prior to the Offer being announced. If this methodology cannot be applied, the value will be as assessed by an independent investment bank (acting as an expert) as at the date on which the Offer is announced.

7. Governing law

This agreement is governed by the laws of Victoria, and Shareholder and Bidder agree to submit to the non-executive jurisdiction of Courts exercising jurisdiction in that State.

MICHAM ANRIESS
HIRZ finANCIA GEICH

$\overline{2}$

Yours sincerely

Bidder Date:

Director: Chameleon Super Pty Limited Acknowledged and agreed: [specify name and position]

The Directors Australian Renewable Fuels Limited Level 5, 409 St Kilda Road Melbourne VIC 3004

Dear Directors

Wentworth Holdings Limited (target)

1. Acceptance of Offer

In consideration of the payment of the sum of A\$10.00 (receipt of which is acknowledged), Ticudi Pty Limited (Shareholder) agrees that if Australian Renewable Fuels Limited (Bidder) makes an off-market takeover bid for all of the issued ordinary shares in Target (Offer), Shareholder will:

accept the Offer: and/or $(a)$

cause persons holding Target shares on its behalf to accept the Offer. $(b)$ in respect of a total of 13,358,083 ordinary shares in Target (Acceptance Shares) on the terms set out in this letter agreement.

2. Offer

$2.1$ The Offer, if made by Bidder, will be made under the Corporations Act 2001.
$2.2$ The Offer must be for a proposed offer consideration per share in the Target of not less than 76,141,073 Bidder shares, and otherwise on such other terms and conditions as determined by the Bidder.
$2.3$ Bidder also has the right, subject to the Corporations Act, to vary or waive any condition of the Offer, declare the Offer unconditional or extend it at any time.
$3.1$ Shareholder must accept, and/or procure that persons holding Acceptance Shares on its behalf accept, the Offer in respect of the Acceptance Shares within 5 business days of receipt by Shareholder of the Offer. (For this purpose, a business day means a day that is not a Saturday, Sunday, a public holiday or bank holiday in Melbourne, Victoria).
$3.2$ Until the expiry of this letter agreement. Shareholder must not, and must procure that persons holding Acceptance Shares on its behalf do not, withdraw or vary acceptance of the Offer in respect of the Acceptance Shares without the prior written consent of the Bidder including:
where withdrawal or variation of acceptance of the Offer is permitted under the $(a)$ Corporations Act; or
$(b)$ if the Takeovers Panel makes an order which gives the Shareholder a right to withdraw or vary its acceptance of the Offer in relation to the Acceptance Shares.
$3,3$ Shareholder must do everything (including executing any document) that Bidder may reasonably require to give full effect to its obligations under clauses 1 and 4.
If Shareholder fails to comply with its obligations under clause 3.3, the Shareholder $3.4$ appoints the Bidder as its attorney to execute all documents and take any action on the Shareholder's behalf as is necessary in the Bidder's reasonable opinion to give full effect to the acceptance of the Acceptance Shares into the Offer.

Restrictions on dealing in and voting of Acceptance Shares 4.

Shareholder undertakes that it will not sell, transfer or otherwise dispose of (including 4.1 through creation of a security interest in respect of) or deal with any of the Acceptance Shares (including entering into any agreement or option to do any of these acts or otherwise entering into any transaction which has the same economic consequences as a sale, transfer, disposal or other form of dealing), other than pursuant to the Offer, until the expiry of this agreement.

5. Announcements and confidentiality

$5,1$ Bidder may make public announcements in respect of this agreement immediately after it has been executed.
$5,2$ Shareholder will not make any disclosure or announcement or engage in publicity in relation to this agreement without Bidder's prior written consent, unless such disclosure or announcement is required by law.

6. Expiry of agreement

$6.1$ This agreement will expire, and Shareholder will be released from all obligations under this agreement, if:
Bidder does not announce an intention to make the Offer on or before the date $(a)$ which is 5 business days after the date of this agreement;
Bidder does not dispatch offers to Target shareholders under the Offer within $(b)$ the time period specified by section 63l(1) of the Corporations Act; or
prior to the time required for acceptance by Shareholder of the Offer under $(c)$ clause 3.1, another takeover bid for all the shares in Target is open for acceptance at a higher price or value which is recommended by the Target board of directors and Bidder does not increase its bid price to at least match that higher price or value.
$6.2$ For the purpose of section 6.1(c) above, securities which are offered under a takeover bid as consideration will be valued by reference to the weighted average sale price for those securities on the Australian Securities Exchange in the 5 trading day period prior to the Offer being announced. If this methodology cannot be applied, the value will be as assessed by an independent investment bank (acting as an expert) as at the date on which the Offer is announced.

7. Governing law

This agreement is governed by the laws of Victoria, and Shareholder and Bidder agree to submit to the non-executive jurisdiction of Courts exercising jurisdiction in that State.

Jueurs
Disnein Gyriad

Yours sincerely

Charles Tarbey Director: Ticudi Pty Limited

Acknowledged and agreed:

Teri

specify name and position Bidder Date:

$\overline{2}$

The Directors Australian Renewable Fuels Limited Level 5, 409 St Kilda Road Melbourne VIC 3004

Dear Directors

Wentworth Holdings Limited (target)

$1¹$ Acceptance of Offer

In consideration of the payment of the sum of A\$10.00 (receipt of which is acknowledged), N Sharp Superannuation Pty Limited (Shareholder) agrees that if Australian Renewable Fuels Limited (Bidder) makes an off-market takeover bid for all of the issued ordinary shares in Target (Offer), Shareholder will:

$(a)$ accept the Offer; and/or

$(b)$ cause persons holding Target shares on its behalf to accept the Offer, in respect of a total of 5,380,724 ordinary shares in Target (Acceptance Shares) on the terms set out in this letter agreement.

$2.$ Offer

$2.1$ The Offer, if made by Bidder, will be made under the Corporations Act 2001.
The Offer must be for a proposed offer consideration per share in the Target of not $2.2$ less than 30,670,127 Bidder shares, and otherwise on such other terms and conditions as determined by the Bidder.
$2.3$ Bidder also has the right, subject to the Corporations Act, to vary or waive any condition of the Offer, declare the Offer unconditional or extend it at any time.
$3.1$ Shareholder must accept, and/or procure that persons holding Acceptance Shares on its behalf accept, the Offer in respect of the Acceptance Shares within 5 business days of receipt by Shareholder of the Offer. (For this purpose, a business day means a day that is not a Saturday, Sunday, a public holiday or bank holiday in Melbourne, Victoria).
$3.2$ Until the expiry of this letter agreement, Shareholder must not, and must procure that persons holding Acceptance Shares on its behalf do not, withdraw or vary acceptance of the Offer in respect of the Acceptance Shares without the prior written consent of the Bidder including:
where withdrawal or variation of acceptance of the Offer is permitted under the $(a)$ Corporations Act: or
$(b)$ if the Takeovers Panel makes an order which gives the Shareholder a right to withdraw or vary its acceptance of the Offer in relation to the Acceptance Shares.
3.3 Shareholder must do everything (including executing any document) that Bidder may reasonably require to give full effect to its obligations under clauses 1 and 4.
$3.4$ If Shareholder fails to comply with its obligations under clause 3.3, the Shareholder appoints the Bidder as its attorney to execute all documents and take any action on the Shareholder's behalf as is necessary in the Bidder's reasonable opinion to give full effect to the acceptance of the Acceptance Shares into the Offer.

4. Restrictions on dealing in and voting of Acceptance Shares

5. Announcements and confidentiality

Bidder may make public announcements in respect of this agreement immediately $5.1$ after it has been executed.
$5.2$ Shareholder will not make any disclosure or announcement or engage in publicity in relation to this agreement without Bidder's prior written consent, unless such disclosure or announcement is required by law.

6. Expiry of agreement

$6.1$ This agreement will expire, and Shareholder will be released from all obligations under this agreement, if:
Bidder does not announce an intention to make the Offer on or before the date $(a)$ which is 5 business days after the date of this agreement:
Bidder does not dispatch offers to Target shareholders under the Offer within $(b)$ the time period specified by section 63I(1) of the Corporations Act; or
prior to the time required for acceptance by Shareholder of the Offer under $(c)$ clause 3.1, another takeover bid for all the shares in Target is open for acceptance at a higher price or value which is recommended by the Target board of directors and Bidder does not increase its bid price to at least match that higher price or value.
For the purpose of section 6.1(c) above, securities which are offered under a takeover $6.2$ bid as consideration will be valued by reference to the weighted average sale price for those securities on the Australian Securities Exchange in the 5 trading day period prior to the Offer being announced. If this methodology cannot be applied, the value will be as assessed by an independent investment bank (acting as an expert) as at the date on which the Offer is announced.

7. Governing law

This agreement is governed by the laws of Victoria, and Shareholder and Bidder agree to submit to the non-executive jurisdiction of Courts exercising jurisdiction in that State.

Yours sincerely

Nigel Sharp ADirector: N Sharp Superannuation Pty Limited

[specify name/and position] Micorach functions
Correspondence Officed Bidder Date:

AI assistant

THORNEY TECHNOLOGIES LTD — Major Shareholding Notification 2012

65908_rns_2012-11-14_934637a9-3b19-47a8-92a5-9564d089a249.pdf

Form 603

Notice of initial substantial holder

2. Details of voting power

3. Details of relevant interests

4. Details of present registered holders

5. Consideration

6. Associates

Annexure A

Annexure B

Wentworth Holdings Limited (target)

$1.$ Acceptance of Offer

$2.$ Offer

$3.$ Acceptance arrangements

Announcements and confidentiality 5.

6. Expiry of agreement

7. Governing law

Dear Directors

Wentworth Holdings Limited (target)

$1.$ Acceptance of Offer

$2.$ Offer

5. Announcements and confidentiality

6. Expiry of agreement

7. Governing law

Dear Directors

Wentworth Holdings Limited (target)

$1.$ Acceptance of Offer

$2.$ Offer

5. Announcements and confidentiality

6. Expiry of agreement

7. Governing law

Wentworth Holdings Limited (target)

1. Acceptance of Offer

$2.$ Offer

4. Restrictions on dealing in and voting of Acceptance Shares

5. Announcements and confidentiality

6. Expiry of agreement

7. Governing law

Wentworth Holdings Limited (target)

$\mathbf{1}$ . Acceptance of Offer

$2.$ Offer

5. Announcements and confidentiality

6. Expiry of agreement

$\overline{7}$ . Governing law

Wentworth Holdings Limited (target)

1. Acceptance of Offer

$2.$ Offer

$\overline{\mathbf{3}}$ . Acceptance arrangements

4. Restrictions on dealing in and voting of Acceptance Shares

5. Announcements and confidentiality

6. Expiry of agreement

7. Governing law

Wentworth Holdings Limited (target)

1. Acceptance of Offer

$2.$ Offer

$31$ Acceptance arrangements

4. Restrictions on dealing in and voting of Acceptance Shares

Announcements and confidentiality 5.

6. Expiry of agreement

7. Governing law

Wentworth Holdings Limited (target)

1. Acceptance of Offer

$2.$ Offer

Restrictions on dealing in and voting of Acceptance Shares $\ddot{a}$

5. Announcements and confidentiality

6. Expiry of agreement

7. Governing law

Wentworth Holdings Limited (target)

1. Acceptance of Offer

2. Offer

Restrictions on dealing in and voting of Acceptance Shares 4.

5. Announcements and confidentiality

6. Expiry of agreement

7. Governing law

Wentworth Holdings Limited (target)

$11$ Acceptance of Offer

$2.$ Offer

4. Restrictions on dealing in and voting of Acceptance Shares

THORNEY TECHNOLOGIES LTD Major Shareholding Notification 2012

$3₁$ Acceptance arrangements

$1¹$ Acceptance of Offer