Clime
Private Limited

Clime Private Limited (Clime Private) is an unlisted public company and disclosing entity. Clime Private’s shares are not listed on any licensed market or exchange, including the Australian Securities Exchange (ASX). In order to provide shareholders with some liquidity for their shares, Clime Private has received approval from the Australian Securities and Investments Commission (ASIC) to operate a low volume financial market under an exemption provided by section 791C of the Corporations Act 2001 and in accordance with the Corporations (Low Value Financial Markets) Instruments 2016/888. It is important to note the following:

– The market is covered by an exemption under section 791C of the Corporations Act 2001;

– Clime Private is not licensed under Part 7.2 of the Corporations Act 2001; and

– Clime Private is not subject to the legal obligations that apply to the operator of a licensed market, including the requirement, to the extent that it is reasonably practicable to do so, to do all things necessary to ensure that the market is a fair, orderly and transparent market.

Clime Private will record the aggregate total volume and value of transactions conducted on the market to ensure that no more than 100 (one hundred) completed transactions with a total value (measured by sale price) of not more than $1,500,000 (one million, five hundred thousand dollars), are entered into during any 12 month period. Therefore, if a transaction would cause either the total volume or value of all transactions entered into in any 12-month period to exceed either of those limits, Clime Private may not approve the transaction or suspend the market to the start of the subsequent 12 month period. In such a case interested sellers and buyers would have the option of either waiting for the next 12 month period to commence or find a counter party themselves (i.e. a party that is not on the Register).

All share transactions are to comply with Clime Private’s constitution. The matching, negotiation and execution of any transaction that occurs will take place between the buyer and seller without any involvement from Clime Private. Settled transactions will be processed by Clime Private‘s share Registry, Boardroom Pty Limited. Once the transaction has been processed by the Registry, the Company Secretary will then update the Register of sellers and buyers.

Clime Private Limited (Clime Private) has no role in the negotiation and pricing of any trade under the low volume market. Before completing your trade, you should check this section for any recently added information.

Clime Private is unable to provide you with any advice in relation to the potential tax consequences of any sale as each shareholder’s circumstance are different. You should obtain your own taxation, financial and investment advice in relation to the consequences of any sale before entering into any transaction to sell or buy Clime Private shares.

You can request that your details be amended or removed from the Register by contacting the Company Secretary.

The low volume market provides you with one way to potentially locate a buyer or seller of Clime Private shares. You may find your own buyer for your shares outside of the market.

Each Clime Private shareholder is issued with a holding statement for their Clime Private shares. You may also inspect the Register of members for Clime Private at its share Registry to confirm the seller is the registered holder of the shares.

Clime Private takes no responsibility for and has no liability to any buyer who does not receive good title to any Clime Private shares they have paid for.

Clime Private will not charge any fees to the seller or the buyer.

A transfer fee of $33 inclusive of GST is payable to Boardroom by either the buyer or seller (negotiated by the buyer and seller) for processing off market transfer form. Transfer form will require an attached cheque payable to Boardroom Pty Ltd, accompanied with certified copies of identity documents as outlined on the Standard Transfer Form.

A full list of buyers and sellers (including the number of shares and desired trading price) is provided below. To register your interest in buying or selling Clime Private Limited shares on the low volume market.