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IMPORTANT NOTICE

BEFORE DOWNLOADING, PRINTING OR VIEWING THE PROSPECTUS ON THIS WEBSITE, YOU MUST CAREFULLY READ THE TERMS SET OUT IN THIS NOTICE.

Disclaimer

You should only rely on information contained in this Prospectus. No person is authorised to give any information or make any representation in connection with the Offer, which is not contained in this Prospectus. Any information or representation not contained in the Prospectus may not be relied on as having been authorised by the Company or the Directors.

The Offer

The Offer contained in this Prospectus (Offer) is an invitation for you to apply for fully paid ordinary shares (Shares) in CTL Australia Group Limited (CTL or the Company) (ACN 612 052 623). This Prospectus is issued by the Company for the purposes of Chapter 6D of the Corporations Act 2001 (Cth) (Corporations Act).

Lodgement and Listing

This Prospectus is dated 22 December 2016 and was lodged with the Australian Securities Investment Commission (ASIC) on that date. Neither ASIC nor ASX takes any responsibility for the contents of this Prospectus, or the merits of the investment to which this Prospectus relates. Within seven days after the date of this Prospectus, the Company will apply to the ASX for admission of the Company to the Official List and quotation of its Shares on ASX (Listing). As set out in Section 7 it is expected that the Shares will be quoted on the ASX on a normal settlement basis. CTL, the Share Registry, and the Lead Manager disclaim all liability, whether in negligence or otherwise, to persons who trade Shares before receiving their holding statements.

Expiry date

No securities will be issued or transferred on the basis of this Prospectus later than 13 months after the date of this Prospectus (Expiry Date).

Note to Applicants

The information contained in this Prospectus is not financial product advice and does not take into account the investment objectives, financial situation or particular needs of any prospective investor.

It is important that you read this Prospectus carefully and in full before deciding whether to invest in the Company. In particular, in considering the prospects of the Company, you should consider the risk factors that could affect the financial performance of the Company.

You should carefully consider these risks in light of your investment objectives, financial situation and particular needs (including financial and taxation issues) and seek professional advice from your accountant, financial adviser, stockbroker, lawyer or other professional adviser before deciding whether to invest in the Company. Some of the risk factors that should be considered by prospective investors are set out in Section 5. There may be risks in addition to these that should be considered in light of your personal circumstances.

Except as required by law and only to the extent required, no person named in this Prospectus, nor any other person guarantees the performance of the Company, the repayment of capital by the Company or the payment of a return on the Shares acquired pursuant to this Prospectus.

No person is authorised to give any information or make any representation in connection with the Offer which is not contained in this Prospectus. Any information or representation not so contained may not be relied on as having been authorised by the Company, the Directors, any of Novus Capital or any other person in connection with the Offer. You should rely only on the information contained in this Prospectus.

Obtaining a copy of this Prospectus

This Prospectus is available in electronic form via the Company’s website here at (www.CTLAustralia.com.au). The Offer constituted by this Prospectus in electronic form is available only to persons receiving this Prospectus in electronic form within Australia. It is not available to persons in other jurisdictions (including the United States).

A hard copy of the Prospectus will be made available free of charge to any person in Australia by calling the Share Registry Automic on 1300 288 664 (within Australia) and +61 2 9698 5414 (from outside Australia) from 8:30am to 5:00pm (Sydney time), Monday to Friday during the Offer period.

ACKNOWLEDGEMENT

To agree to the terms contained in this notice, and to proceed to the Prospectus, click the “Confirm” button below.