NATIONAL AUSTRALIA BANK LIMITED reRule 2.7, 3.10.3, 3.10.4, 3.10.5
application for quotation of additional securities and agreement
Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX's property and may be made public.
Name of entity
NATIONAL AUSTRALIA BANK LIMITED
ACN, ARBN or ARSN ABN 12 004 044 937
We the (entity) give ASX the following information.
Part 1 - All issues
You must complete the relevant sections (attach sheets if there is not enough space).
1 Class of securities issued or to be issued | Ordinary shares, fully paid | ||
2 Number of securities issued or to be Issued (if known) or maximum number which may be issued | 11,849,286 Ordinary shares, fully paid to be issued | ||
Principal terms of the securities (eg, if options, exercise price and expiry date; if partly paid Securities, the amount outstanding and due dates For payment; if convertible securities, the conversion price and dates of conversion) | 12,394 | Shares issued pursuant to UK National Share Incentive Plan | |
21,783 | Shares issued pursuant to the Staff Share Ownership Plan - Incentive Deferral Shares | ||
7,638 | Shares issued pursuant to the National Australia Bank Performance Rights Plan | ||
10,954,127 | Shares issued pursuant to the Dividend Reinvestment Plan | ||
852,773 | Shares issued pursuant to the Bonus Share Plan | ||
571 | Shares issued pursuant to NED Retirement Benefit Dividend Share Plan | ||
Total | 11,849,286 | ||
4 Do the securities rank equally in all respects from the date of allotment with an existing class of quoted securities? If the additional securities do not rank equally, please state: the date from which they do the extent to which the participate | All newly issued shares will rank pari passu with existing ordinary shares, fully paid. Not applicable |
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National Australia Bank Limited Appendix 3B Page 1
Appendix 3B New issue announcementfor the next dividend, (in the case of a trust, distribution) or interest payment the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment | |||||
5 Issue price or consideration | 6,186 | $33.45 | Shares issued pursuant to UK National Share Incentive Plan. | $206,921.70 | |
6,208 | $33.00 | Shares issued pursuant to UK National Share Incentive Plan. | $204,864.00 | ||
21,783 | $33.29 | Shares issued pursuant to the Staff Share Ownership Plan - Recognition (Australia) | $725,156.07 | ||
7,638 | $33.10 | Shares issued pursuant to the National Australia Bank Performance Rights Plan | $252,817.80 | ||
10,954,127 | $33.34 | Shares issued pursuant to the Dividend Reinvestment Plan | $365,210,594.18 | ||
852,773 | $33.34 | Shares issued pursuant to the Bonus Share Plan | $28,431,451.82 | ||
TOTAL | 571 | $33.37 | Shares issued pursuant to the NED Retirement Benefit Dividend Share Plan | $19,054.27 | |
TOTAL | 11,849,286 $395,050,859.84 |
6 Purpose of the issue
(if issued as consideration for the acquisition of assets, clearly identify those assets)
Ordinary shares issued are in accordance with the terms and conditions of the National Australia Bank's:
UK National Share Incentive Plan;
Staff Share Ownership Plan - Incentive Deferral
National Australia Bank Performance Rights Plan
Dividend Reinvestment Plan
Bonus Share Plan
NED Retirement Benefit Dividend Plan
7 Dates of entering securities into uncertificated holdings or despatch of certificates
Allotted progressively from 17 May 2014 to 9 July 2014 (inclusive).
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National Australia Bank Limited Appendix 3B Page 2
Appendix 3B New issue announcement8 Number and +class of all securities quoted on ASX (including the securities in clause 2 if applicable) | Number | +Class |
8 Number and +class of all securities quoted on ASX (including the securities in clause 2 if applicable) | 2,365,765,544 20,000,000 11,725,140 15,143,274 17,171,930 | Ordinary shares, fully paid National Income Securities (NABHA) (stapled debt/preference shares) NAB Subordinated Notes NAB Convertible Preference Shares (NABPA) NAB Convertible Preference Shares II |
2,500,000 | 2.00% Fixed Rate Covered Bonds due June 2017 - Series 5 (NABHE) | |
9 Number and +class of all securities not quoted on ASX (including the securities in clause 2 if applicable) | Number | +Class |
9 Number and +class of all securities not quoted on ASX (including the securities in clause 2 if applicable) | 68,409 6,391,483 6,000 | Ordinary shares, partly paid and not quoted Un-exercised Performance Rights Denominations of US$100,000 of Capital Notes |
10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)
Not Applicable
Part 2 - Bonus issue or pro rata issue
11 Is security holder approval required?) Not Applicable
12 Is the issue renounceable or non- renounceable?
Not Applicable
13 Ratio in which the securities will be
Offered
Not Applicable
14 Class of securities to which the offer
Relates
Not Applicable
15 Record dated to determine entitlements
Not Applicable
16 Will holdings on different registers (or Subregisters) be aggregated for Calculating entitlements?
Not Applicable
17 Policy for deciding entitlements in relation to fractions
Not Applicable
18 Names of countries in which the entity has security holders who will not be sent new issue documents
Not Applicable
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National Australia Bank Limited Appendix 3B Page 3
Appendix 3B New issue announcement
Note: Security holders must be told how their entitlements are to be dealt with.
19 Closing date for receipt of acceptances or Renunciations
Not Applicable
20 Names of any underwriters Not Applicable
21 Amount of any underwriting fee or
Commission
Not Applicable
22 Names of any brokers to the issue Not Applicable
23 Fee or commission payable to the broker to the issue
24 Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of security holders
Not Applicable
Not Applicable
25 If the issue is contingent on security holders' approval, the date of the meeting
Not Applicable
26 Date entitlement and acceptance form and prospectus or Product Disclosure Statement will be sent to persons entitled
Not Applicable
27 If the entity has issued options, and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders
Not Applicable
28 Date rights trading will begin (if applicable)
Not Applicable
29 Date rights trading will end (if applicable)
Not Applicable
30 How do security holders sell their
Entitlements in full through a broker?
Not Applicable
31 How do security holders sell part of their Entitlements through a broker and accept for the balance?
Not Applicable
32 How do security holders dispose of their Entitlements (except by sale through a broker)?
Not Applicable
33 Dispatch date Not Applicable
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National Australia Bank Limited Appendix 3B Page 4
Part 3 - Quotation of securities
You need only complete this section if you are applying for quotation of securities
34 Type of securities
(tick one)
Entities that have ticked box 34(a)
Additional securities forming a new class of securities
Tick to indicate you are providing the information or documents
35 The names of the 20 largest holders of the additional securities, and the number and
Percentage of additional +securities held by those holders
36 A distribution schedule of the additional securities setting out the number of holders in the
Categories
1 - 1,000
1,001 - 5,000
5,000 - 10,000
10,001 - 100,000
100,001 and over
37 A copy of any trust deed for the additional securities
Entities that have ticked box 34(b)
38 Number of securities for which quotation is sought
Not Applicable
39 Class of securities for which quotation is sought
Not Applicable
40 Do the securities rank equally in all respects from the date of allotment with an existing class of quoted securities?
If the additional securities do not rank equally, please state:
the date from which they do
the extent to which they participate for the next dividend, (in the case of
a trust, distribution) or interest
payment the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment
Not Applicable
41 Reason for request for quotation now Not Applicable
Example: In the case of restricted
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National Australia Bank Limited Appendix 3B Page 5
Appendix 3B New issue announcementsecurities, end of restriction period (if issued upon conversion of another security, clearly identify that other security) 42 Number and class of all securities quoted on ASX (including the securities in clause 38) | |||
securities, end of restriction period (if issued upon conversion of another security, clearly identify that other security) 42 Number and class of all securities quoted on ASX (including the securities in clause 38) | |||
securities, end of restriction period (if issued upon conversion of another security, clearly identify that other security) 42 Number and class of all securities quoted on ASX (including the securities in clause 38) | Number | +Class | |
securities, end of restriction period (if issued upon conversion of another security, clearly identify that other security) 42 Number and class of all securities quoted on ASX (including the securities in clause 38) | Not Applicable |
1 Quotation of our additional securities is in ASX's absolute discretion. ASX may quote the securities on any conditions it decides.
2 We warrant the following to ASX:
the issue of the securities to be quoted complies with the law and is not for an illegal purpose.
there is no reason why those securities should not be granted quotation.
an offer of the securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C of the Corporations Act.
Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any securities to be quoted and that no-one has any right to return any securities to be quoted under sections 737, 738, or 1016F of the
Corporations Act at the time that we require the securities to be quoted.
If confirmation is required under section 1017F of the Corporations Act in relation to the securities to be quoted, it has been provided at the time that we request the securities be quoted.
3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.
4 We give ASX the information and documents required by this form. If any
Information or document not available now, will give it to ASX before quotation
of the securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.
Sign here: ……………………………………. Date: 10/07/2014
Louise Thomson
Company Secretary
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National Australia Bank Limited Appendix 3B Page 6
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