CONTINUOUS DISCLOSURE: LISTING RULES 3.1 3

1 ASX LISTING RULES . Guidance Note 8. CONTINUOUS DISCLOSURE: LISTING RULES The purpose of this To assist listed entities to understand and comply with their CONTINUOUS Guidance Note disclosure obligations under LISTING RULES , and LISTING Rule requires a listed entity to disclose "market sensitive". information to ASX immediately LISTING Rule sets out the exceptions to that general rule LISTING Rule requires information to be disclosed to ASX if ASX asks for it to correct or prevent a false market The main points When is information "market sensitive"? it covers What does "immediately" mean? How to use trading halts to manage disclosure obligations The exceptions to the requirement to disclose immediately What is a false market ? Responding to media/analyst commentary/speculation and market rumours Earnings guidance and earnings surprises ASX's enforcement practices (including price queries and aware letters).

2 Related materials you Annexure A: Worked examples of the operation of LISTING Rule should read Annexure B: Relevant provisions of the Corporations Act Annexure C: Guidance on compliance policies Guidance Note 12 Significant Changes to Activities Guidance Note 14 ASX Market Announcements Platform Guidance Note 16 Trading Halts and Voluntary Suspensions History: Guidance Note 8 amended 28/02/20. Previous versions of this Guidance Note were issued in 11/98, 09/01, 03/02, 01/03, 06/05, 05/13, 01/14, 07/15, 08/15, 12/16, 03/18, 05/18, 08/18 and 08/19. Important notice: ASX has published this Guidance Note to assist listed entities to understand and comply with their obligations under the LISTING RULES . Nothing in this Guidance Note necessarily binds ASX in the application of the LISTING RULES in a particular case.

3 In issuing this Guidance Note, ASX is not providing legal advice and listed entities should obtain their own advice from a qualified professional person in respect of their obligations. ASX may withdraw or replace this Guidance Note at any time without further notice to any person. This Guidance Note expresses ASX's views on how certain provisions of the Corporations Act incorporated by reference into the LISTING RULES should be interpreted for the purposes of the LISTING RULES . It should be noted that those views are ASX's views only and that a court may ultimately reach a different view on the interpretation of those provisions. ASX LISTING RULES Guidance Note 8 Page 1. 28 February 2020. ASX LISTING RULES . Guidance Note 8. Table of contents 1. Introduction 4. 2. An overview of the CONTINUOUS disclosure decision process 5.

4 3. The policy objective of the CONTINUOUS disclosure regime 6. 4. LISTING Rule the obligation to disclose market sensitive information immediately 8. What type of information has to be disclosed? 8. When is information market sensitive? 9. The need to assess information in context 12. When does an entity become aware of information? 13. The meaning of immediately 14. The use of trading halts and voluntary suspensions to manage disclosure issues 16. The approach ASX takes to requests for disclosure-related trading halts/voluntary suspensions 19. Does the board need to approve an announcement under LISTING Rule 20. What other steps can an entity take to facilitate compliance with LISTING Rule 22. How does LISTING Rule interact with other disclosure obligations? 23. Who can make an announcement under LISTING Rule 24.

5 Can an announcement under LISTING Rule be embargoed? 25. What form should an announcement under LISTING Rule take? 25. Guidelines on the headers to announcements under LISTING Rule 25. Guidelines on the contents of announcements under LISTING Rule 26. Announcements must be given to ASX first 29. What if information is released to someone else before it is given to ASX? 30. What steps does ASX take when it receives an announcement under LISTING Rule 30. Dual listed entities 31. Commercially sensitive information 32. Disclosure must be made even if it is contrary to the short term interests of the entity 32. Disclosure must be made even if it is contrary to contractual commitments 32. Suspended entities 33. 5. LISTING Rule the exceptions to immediate disclosure 33. General 33. LISTING Rule the categories of information excluded 34.

6 Breach of law to disclose 34. Incomplete proposals or negotiations 34. Matters of supposition or that are insufficiently definite to warrant disclosure 36. Information generated for the internal management purposes of the entity 37. Trade secrets 37. LISTING Rule the requirement for information to be confidential 38. LISTING Rule the reasonable person test 40. Entities in financial difficulties 41. 6. LISTING Rule correcting or preventing false markets 43. What is a false market ? 43. ASX's powers to correct or prevent a false market 43. What form should a disclosure under LISTING Rule take? 44. Responding to comment or speculation in media or analyst reports and market rumours 44. Dealing proactively with potential false market situations 46. 7. Particular disclosure issues 46. Earnings guidance 46. De facto earnings guidance 47.

7 Market sensitive earnings surprises 47. Correcting analyst forecasts and consensus estimates 54. Publishing analyst forecasts or consensus estimates generally 55. ASX LISTING RULES Guidance Note 8 Page 2. 28 February 2020. ASX LISTING RULES . Guidance Note 8. Publishing analyst forecasts or consensus estimates to analysts 57. Analyst and investor briefings 58. Other financial forecasts and exploration and production targets 58. 8. ASX's enforcement practices 59. Monitoring and surveillance 59. The action ASX takes when it detects abnormal trading 60. Price query letters 61. Aware letters 62. Complaints or allegations of non-compliance 63. Requests for further information 63. Referrals to ASIC 63. ASX's enforcement powers 65. Evidentiary matters 66. Annexure A: Worked examples of the operation of LISTING Rule 67.

8 Example A material acquisition 67. Example B control transaction 69. Example C security issue 72. Example D material mineral discovery 75. Example E material law suit 76. Example F material difference in earnings compared to earnings guidance 78. Example G material difference in earnings compared to consensus estimates 79. Example H other examples illustrating some of the principles in Guidance Note 8 80. Annexure B: Relevant provisions of the Corporations Act 83. The statutory requirement for timely disclosure 83. The consequences for an entity in failing to make timely disclosure 83. The consequences for directors, secretaries and other officers in failing to make timely disclosure 84. The statutory prohibitions against false or misleading disclosures 84. The duty to implement proper information reporting systems 85.

9 Annexure C: Guidance on compliance policies 87. The recommendations of the ASX Corporate Governance Council 87. ASIC Regulatory Guide 62 88. Additional guidance 90. ASX LISTING RULES Guidance Note 8 Page 3. 28 February 2020. ASX LISTING RULES . Guidance Note 8. 1. Introduction This Guidance Note is published to assist listed entities to understand and comply with their disclosure obligations under LISTING RULES , and of ASX Limited (ASX). These RULES provide: Once an entity is or becomes aware of any information concerning it that a reasonable person would expect to have a material effect on the price or value of the entity's securities, the entity must immediately tell ASX. that information. LISTING rule does not apply to particular information while each of the following requirements is satisfied in relation to the information: One or more of the following 5 situations applies: It would be a breach of a law to disclose the information.

10 The information concerns an incomplete proposal or negotiation;. The information comprises matters of supposition or is insufficiently definite to warrant disclosure;. The information is generated for the internal management purposes of the entity; or The information is a trade secret; and The information is confidential and ASX has not formed the view that the information has ceased to be confidential; and A reasonable person would not expect the information to be disclosed. If ASX considers that there is or is likely to be a false market in an entity's securities and asks the entity to give it information to correct or prevent a false market, the entity must immediately give ASX that information. These RULES apply to all entities1 admitted to the ASX Official List in the ASX LISTING category, including entities that are established in countries other than They also apply to entities in the ASX Debt LISTING category, but only in relation to their debt They do not apply to entities in the ASX Foreign Exempt LISTING Compliance with LISTING Rule is critical to the integrity and efficiency of the ASX market and other markets that trade in ASX quoted securities or derivatives of those Reflecting this, Parliament has given the rule statutory force in section 674 of the Corporations Act 2001 (Cth).