WISR LIMITED — Major Shareholding Notification 2003

Feb 23, 2003

Your Ref: Our Ref:

PWN:ARB:770369

Writer: Adam Brooks - Senior Associate Direct Line: 9641 8904 Direct Fax: 9600 4412 e-mail: abrooks@hgr.com.au Partner: Pater Nankivell

19 February 2003

Australian Stock Exchange 530 Collins Street MELBOURNE VIC 3000

Dear Sir/Madam

Berklee Limited Estate of Maxwell Baird Moffatt (deceased) Form 604

We act on behalf of Berklee Limited.

Please find enclosed by way of service ASIC Form 604.

If you have any queries please contact Adam Brooks.

Yours faithfully
HERBERT GEER & RUNDLE

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Encl:

Level 21 385 Bourke Street Melbourne Vic 3000 Australia GPO Box 524 Melbourne Vic 3001 Australia DX 428 Melbourne e-mail info@hgr.com.au Telephone +613 9670 6123 Facsimile +613 9642 0575 anc Sydney

mel stp 770369 349372

www.hgr.com.au

Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme	BERKLEE LIMITED
ACN/ARSN	ACN 004 661 205
1. Details of substantial holder (1)
Name	Estate of Maxwell Baird Moffatt (deceased)
ACN/ARSN (if applicable)	Not Applicable
There was a change in the interests of the substantial holder on	30/01/2003
The previous notice was given to the company on	27/08/2002
The previous notice was dated	27/08/2002

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)
Ordinary Capital	167 943	8.31% ---------------------------------------	551,708,	11.04%

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
28/08/02	James Gordon Maxwell Moffatt, Charlotte Moffatt and Charles Keith Geer	On Market Purchase	\$9,278.88	16, 373 (Ordinary Fully Paid)	16,373
29/08/02	James Gordon Maxwell Moffatt, Charlotte Moffatt and Charles Keith Geer	On Market Purchase	\$7,513.17	13,627 (Ordinary Fully Paid)	13,627
30/08/02	James Gordon Maxwell Moffatt, Charlotte Moffatt and Charles Keith Geer	On Market Purchase	\$1,052.15	1,713 (Ordinary Fully Paid)	1,713

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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
03/09/02	James Gordon Maxwell Moffatt, Charlotte Moffatt and Charles Keith Geer	On Market Purchase	\$12,899.92	22,857 (Ordinary Fully Paid)	22,857
04/09/02	James Gordon Maxwell Moffatt, Charlotte Moffatt and Charles Keith Geer	On Market Purchase	\$3,002.50	5.143 (Ordinary Fully Paid)	5,143
13/09/02	James Gordon Maxwell Moffatt. Charlotte Moffatt and Charles Keith Geer	On Market Purchase	\$167.74	287 (Ordinary Fully Paid)	287
16/09/02	James Gordon Maxwell Moffatt, Charlotte Moffatt and Charles Keith Geer	On Market Purchase	\$3,799.03	6,500 (Ordinary Fully Paid)	6,500
04/10/02	James Gordon Maxwell Moffatt, Charlotte Moffatt and Charles Keith Geer	On Market Purchase	\$24,184.80	40,000 (Ordinary Fully Paid)	40,000
08/10/02	James Gordon Maxwell Moffatt. Charlotte Moffatt and Charles Keith Geer	On Market Purchase	\$12,827.42	20,540 (Ordinary Fully Paid)	20,540
03/12/02	James Gordon Maxwell Moffatt, Charlotte Moffatt and Charles Keith Geer	On Market Purchase	\$12,110.00	20,000 (Ordinary Fully Paid)	20,000
05/12/02	James Gordon Maxwell Moffatt, Charlotte Moffatt and Charles Keith Geer	On Market Purchase	\$8,399.00	31.715 (Ordinary Fully Paid)	31,715
11/12/02	James Gordon Maxwell Moffatt, Charlotte Moffatt and Charles Keith Geer	On Market Purchase	\$6,000	10,000 (Ordinary Fully Paid)	10,000

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$\sim$

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
13/12/02	James Gordon Maxwell Moffatt, Charlotte Moffatt and Charles Keith Geer	On Market Purchase	\$1,813.42	3,000 (Ordinary Fully Paid)	3.000
16/12/02	James Gordon Maxwell Moffatt. Charlotte Moffatt and Charles Keith Geer	On Market Purchase	\$1,952.93	3.230 (Ordinary Fully Paid)	3,320
06/01/03	James Gordon Maxwell Moffatt, Charlotte Moffatt and Charles Keith Geer	On Market Purchase	\$54,783.31	88,520 (Ordinary Fully Paid)	88,520
08/01/03	James Gordon Maxwell Moffatt, Charlotte Moffatt and Charles Keith Geer	On Market Purchase	\$3,123.97	5000 (Ordinary Fully Paid)	5000
10/01/03	James Gordon Maxwell Moffatt. Charlotte Moffatt and Charles Keith Geer	On Market Purchase	\$20,960.16	32,000 (Ordinary Fully Paid)	32,000
14/01/03	James Gordon Maxwell Moffatt, Charlotte Moffatt and Charles Keith Geer	On Market Purchase	\$2,620.02	4,000 (Ordinary Fully Paid)	4,000
16/01/03	James Gordon Maxwell Moffatt, Charlotte Moffatt and Charles Keith Geer	On Market Purchase	\$9,210.00	14,000 (Ordinary Fully Paid)	14,000
30/01/03	James Gordon Maxwell Moffatt, Charlotte Moffatt and Charles Keith Geer	On Market Purchase	\$29,189.44	45,260 (Ordinary Fully Paid)	45,260

1. 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
Estate of Maxwell Baird Moffatt (deceased)	James Gordon Maxwell Moffatt, Charlotte Moffatt and Charles Keith Geer	James Gordon Maxwell Moffatt. Charlotte Moffatt and Charles Keith Geer	as trustees for the Estate of Maxwell Baird Moffatt (deceased)	1,581,908 (Ordinary Fully Paid)	1,581,908

5. Changes in association

The persons who have become associates (2) of, ceased to be associated 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
	—

6. Addresses

The addresses of persons named in this form are as follows:

Name	Address
Estate of Maxwell Baird Moffatt (deceased)	C/- Herbert Geer & Rundle, Level 21, 385 Bourke Street, Melbourne, Vic 3000
James Gordon Maxwell Moffatt, Charlotte Moffatt and Charles Keith Geer	C/- Herbert Geer & Rundle, Level 21, 385 Bourke Street, Melbourne. Vic 3000

Signature

print name	HERBERT GEER & RUNDLE capacity		Solicitor and Agent for James Gordon Maxwell Moffatt for and on behalf of the Estate of Maxwell Baird Moffatt (deceased)
sign here			date: 19 February 2002

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 manger 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.
• See the definition of "associate" in section 9 of the Corporations Act 2001. $(2)$
• $(3)$ 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 by which the relevant interest was acquired. 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.

Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest $(7)$ 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 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.

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• 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". $(8)$
• $\left( 9\right)$ Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.