UNIVERSAL BIOSENSORS INC. — Share Issue/Capital Change 2011

Nov 21, 2011

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

UNIVERSAL BIOSENSORS, INC.

ABN

51 121 559 993

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	1. Shares of common stock issued pursuant to Universal Biosensors, Inc. employee share plan; 2. Unquoted employee options over Universal Biosensors, Inc. shares of common stock. 3. Unquoted employee options over Universal Biosensors, Inc. shares of common stock. 4. Shares of common stock traded in the form of CHESS Depositary Interests (CDI’s) issued on exercise of employee options.
	1. 86,471 shares (restricted) 2. 502,500 employee options 3. 100,000 employee options 4. 2,426 CDIs

• See chapter 19 for defined terms.

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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)

1. Issued pursuant to terms and conditions of the Universal Biosensors, Inc employee share plan. The shares are not able to be traded until the earlier of the following: • three years from the date on which the shares are issued; or • the date an employee ceases to be an employee of the Universal Biosensors, Inc. and its associated group of companies. 2. Subject to terms and conditions of the Universal Biosensors, Inc. employee option plan. Exercise price: A $0.89 Grant date: 18 November 2011 Expiry date: 17 November 2018 Vesting of employee options: 167,484 vesting on 31 December 2012; 167,484 vesting on 31 December 2013; 167,532 vesting on 31 December 2014. 3. Subject to terms and conditions of the Universal Biosensors, Inc. employee option plan. Grant date: 18 November 2011 Expiry date: 17 November 2018 The employee options have been granted as zero exercise price options or “zepos”. Vesting of employee options: 33,332 vesting on 31 December 2012; 33,332 vesting on 31 December 2013; 33,336 vesting on 31 December 2014. 4. Same terms as existing shares of common stock (CDIs).

• See chapter 19 for defined terms.

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24/10/2005

Appendix 3B New issue announcement

4 Do the+securities rank equally in 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 5 Issue price or consideration	1. Yes. 2. No. Unquoted employee options to be issued. Shares of common stock issued on exercise of the employee options will rank equally with existing shares of common stock. To participate in a dividend, the ordinary shares underlying the employee options would need to be issued prior to the record date for the dividend. 3. No. Unquoted employee options to be issued. Shares of common stock issued on exercise of the employee options will rank equally with existing shares of common stock. To participate in a dividend, the ordinary shares underlying the employee options would need to be issued prior to the record date for the dividend. 4. Yes.
	1. Nil. 2. Nil. 3. Nil. 4. Nil.

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets) 7 Dates of entering+securities into uncertificated holdings or despatch of certificates	1. Issue of shares to 77 employees pursuant to Universal Biosensors, Inc. employee share plan. 2. Issue of employee options to various employees. 3. Issue of employee options to senior management. 4. Release of 2,426 restricted shares and conversion into CDI’s pursuant to the Universal Biosensors, Inc. employee share
	21 November 2011

• See chapter 19 for defined terms.

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1/1/2003

Appendix 3B New issue announcement

	Number		+Class
	158,982,202		CHESS Depositary
			Interests
	Number		+Class
	157,763		Shares of common stock (restricted) (Code UBIAC)
	1,516,770		Employee options expiring 30 December 2013 (Code: UBIAS)
	327,107		Employee options expiring 31 December 2015 (Code: UBIAQ)
	115,992		Employee options expiring 18 September 2016 (Code: UBIAU)
	623,000		Employee options expiring 22 March 2017 (Code: UBIAY)
	590,000		Employee options expiring 18 September 2017 (Code: UBIAI)
	824,000		Employee options expiring 16 March 2018 (Code: UBIAW)
	224,667		Employee options expiring 19 August 2018 (code: UBIAA)
	81,333		Employee options expiring 16 February 2019 (Code: UBIAK)
	58,334		Employee options expiring 14 May 2019 (Code: UBIAM)
	1,611,000		Employee options expiring 28 June 2019 (Code: UBIAZ)
	1,568,333		Employee options expiring 9 November 2019 (Code: UBIAB)

8	Number	and +class	of	all
	+securities	quoted	on	ASX
	(including	the securities	in clause 2
	if applicable)

9	Number	and	+class	of	all
	+securities	not	quoted	on	ASX
	(including	the securities		in clause
	2 if applicable)

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

50,000 483,500 355,000 2,300,000 86,000 602,500	Employee options expiring 10 February 2017 (Code: UBIAD) Employee options expiring on 10 November 2017 (Code: UBIAO) Employee options expiring on 9 March 2018 (Code: UBIAE) Employee options expiring on 23 February 2018 (Code: UBIAF) Employee options expiring on 21 September 2018 (Code: UBIAG) Employee options expiring on 17 November 2018

• 10 Dividend policy (in the case of a Not applicable. trust, distribution policy) on the increased capital (interests)

Part 2 - Bonus issue or pro rata issue

11 Is security holder approval required? 12 Is the issue renounceable or non‐ renounceable? 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

• See chapter 19 for defined terms.

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1/1/2003

Appendix 3B New issue announcement

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
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?

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

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

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

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

Entities that have ticked box 34(b)

• 38 Number of securities for which +quotation is sought

• See chapter 19 for defined terms.

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39 Class of +securities for which quotation is sought 40 Do the[+] securities rank equally in 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 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 +securities quoted on ASX ( including the securities in clause 38)

• See chapter 19 for defined terms.

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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 no‐one 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: (Company secretary)

Date: 22 November 2011

Print name: Cameron Billingsley

== == == == ==

• See chapter 19 for defined terms.

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1/1/2003