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WISEWAY GROUP LIMITED Major Shareholding Notification 2022

Mar 30, 2022

66090_rns_2022-03-30_faaf9b76-f9cb-41a4-9b60-7a61ab820abf.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 Wiseway Group Limited ACN/ARSN 624 909 682

1. Details of substantial holder (1)

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Name
Florence Yanli Tong
ACN/ARSN (if applicable) N/A
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There was a change in the interests of the 1 / November / 2019
substantial holder on
14 / September / 2020
6 / November 2020
16 / November / 2020
15/ March / 2021
1 / October / 2021
23 / March / 2022
21 / March / 2022 - 25 / March
2022
28 / March / 2022 – 29 / March
2022
The previous notice was given to the company on 28 / August / 2019
The previous notice was dated 27 / August / 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 a 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 (4) Previous notice Present notice
Person's votes Voting power (5) Person's votes Voting power (5)
Fully paid ordinary shares 26,771,202 19.23% 30,439,744 21.11

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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:

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Date of Person whose Nature of change (6) Consideration given in Class and number Person’s votes affected
change relevant interest relation to change (7) of securities
changed affected
1 November Florence Yanli On market purchase $267,580 1,574,000 fully paid Votes increased by
2019 Tong ordinary shares 1,574,000
14 Regnans Capital On market trade $82,802.35 583,599 fully paid Votes increased by
September Pty Ltd (100% ordinary shares 583,599
2020 owned by the JKT
Asset
Management Pty
Ltd atf the JKT
Family Trust, of
which Florence
Yanli Tong is a
potential
beneficiary)
6 November Florence Yanli Issued in lieu of cash Nil, issued in lieu of 97,097 fully paid Votes increased by 97,097
2020 Tong bonus under terms of $14,999.82 cash bonus ordinary shares
Wiseway Group Short under terms of Wiseway
Term Incentive Plan Group Short Term
Incentive Plan
16 Regnans Capital On market trade $162,926.34 672,634 fully paid Votes increased by
November Pty Ltd (100% ordinary shares 672,634
2020 owned by the JKT
Asset
Management Pty
Ltd atf the JKT
Family Trust, of
which Florence
Yanli Tong is a
potential
beneficiary)
15 March Florence Yanli Issued in lieu of cash Nil, issued in lieu of 55,000 fully paid Votes increased by 55,000
2021 Tong bonus under terms of $16,500 cash bonus ordinary shares
Wiseway Group Short under terms of Wiseway
Term Incentive Plan Group Short Term
Incentive Plan
1 October Florence Yanli Issued in lieu of cash Nil, issued at $0.358 per 3,760 fully paid Votes increased by 3,760
2021 Tong bonus under terms of share, for a total of ordinary shares
Wiseway Group $1,345.08 consideration
Employee Salary under the Wiseway
Sacrifice Share Plan Group Employee Salary
Sacrifice Share Pl
21 March Florence Yanli On market sale Nil, profits received under 80,825 fully paid Votes decreased by
2022 - 25 Tong sale were donated to ordinary shares 80,825
March 2022 charity pursuant to the
Notification and
Recficiation of Allotment
Shares dated 22
December 2021
23 March Florence Yanli Off market purchase $226,343.43 838,309 fully paid Votes increased by
2022 Tong ordinary shares 838,309
28 March Florence Yanli On market sale Nil, profits received under 75,032 fully paid Votes decreased by
2022 – 29 Tong sale were donated to ordinary shares 75,032
March 2022 charity pursuant to the
Notification and
Recficiation of Allotment
Shares dated 22
December 2021
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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
Florence Yanli
Tong
Florence Yanli
Tong
Florence Yanli
Tong
Relevant interest under section
608(1)(a) of the Corporations Act
2001 (Cth) (Act) as registered holder
of shares.
29,183,511 fully paid
orddinary shares
29,183,511
Florence Yanli
Tong
Regnans
Capital Pty Ltd
Relevant interest under section
608(1)(b) of the Corporation Act as a
person who has power to exercise or
control the exercise of a right in
relation to the share.
Regnants Capital Pty Ltd is 100%
owned by the JKT Asset
Management Pty Ltd atf the JKT Faily
Trust, of which Florence Yanli Tong is
a potential beneficiary
1,256,233 1,256,233

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:

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Name and ACN/ARSN (if applicable) Nature of association
Nil Nil
6. Addresses
The addresses of persons named in this form are as follows:
Name Address
Florence Yanli Tong 25 Foord Avenue, Hurlstone Park NSW 2193
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Signature

print name
sign here
Florence Yanli Tong
capacity
Registered Holder
date
31_ / 03_ / 2022

DIRECTIONS

  • (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.

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