InvoCare : Revised Securities Trading Policy

For personal use only

9 March 2022

The Manager

Market Announcements Office

Australian Securities Exchange

Via ASX Announcements Platform

InvoCare Limited - Revised Securities Trading Policy

Dear Manager

In accordance with ASX Listing Rule 12.10 please find attached a copy of the revised InvoCare Securities Trading Policy. A copy of the Security Trading policy is available on the Corporate Governance section of the Company's website.

Yours faithfully,

Heidi Aldred

Company Secretary

InvoCare Limited

This announcement has been authorised by the Company Secretary

InvoCare Limited ABN 42 096 437 393

Level 5, 40 Mount Street, North Sydney NSW 2060 | Locked Bag 8000, Crows Nest NSW 1585 | p: [phone] | w: invocare.com.au

For personal use only

InvoCare Securities Trading Policy

InvoCare Limited ABN 42 096 437 393

For personal use only

	InvoCare Securities Trading Policy
	Table of Contents
1	Introduction..............................................................................................................................	2
2	Purpose ....................................................................................................................................	2
3	Scope........................................................................................................................................	2
4	What is insider trading? ............................................................................................................	2
5	When is a person in possession of inside information?..............................................................	3
6	What is dealing in securities? ....................................................................................................	4
7	General Prohibition...................................................................................................................	4
8	Restricted persons dealing in securities.....................................................................................	4
9	Who is a Restricted person?......................................................................................................	5
10	Restricted Persons Notification to Deal .....................................................................................	5
11	Exceptional Circumstances........................................................................................................	6
12	Dealings by associated persons and investment managers........................................................	7
13	Other Restrictions .....................................................................................................................	7
14	Exceptions to the Policy ............................................................................................................	7
15	Review and Approval ................................................................................................................	8
DEFINITIONS .......................................................................................................................................	8

InvoCare Limited ABN 42 096 437 393

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InvoCare Securities Trading Policy

1 Introduction

InvoCare Limited (InvoCare or the Company) recognises the importance of ensuring appropriate measures are in place to secure compliance with the insider trading laws. This is important not only to minimise the risk of insider trading but also to avoid the appearance of insider trading and the consequent significant reputational damage that may be caused to InvoCare, its directors and its employees.

The Corporations Act 2001 (Cth) prohibits insider trading and imposes severe penalties on people using information to gain an improper advantage for themselves or someone else.

2 Purpose

The purpose of this Policy is to:

• assist Directors, employees and contractors to avoid conduct known as insider trading;
• explain the type of conduct in relation to dealing in the Company's Securities that is prohibited under the Corporations Act; and
• establish a best practice procedure relating to dealing in the Company's Securities that provides protection to the Company and its directors and employees against the misuse of information which could materially affect the value of the Company's securities.

Ultimately it is the responsibility of each person to ensure that none of their dealings could constitute insider trading.

3 Scope

This Policy applies to all directors, full-time,part-time and casual employees and contractors, consultants and advisers of InvoCare and its subsidiary companies. Some parts of this Policy apply only to Restricted Persons.

If you have any questions about this Policy, please contact the Company Secretary.

4 What is insider trading?

In broad terms insider trading is when a person or company uses information not generally available to the public to trade in securities to make a profit or avoid losses.

4.1 A person will be guilty of insider trading if:

1. that person possesses 'inside information' in relation to a company; and
2. that person:
3. 1. buys or sells securities in the company; or
   2. procures someone else to buy or sell securities in the company; or

InvoCare Limited ABN 42 096 437 393

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1. 1. passes on that information to a third party where that person knows, or ought reasonably to know, that the third party would be likely to buy or sell the securities or procure someone else to buy or sell the securities of the company.
2. Insider trading is a criminal offence. It is punishable by substantial fines or imprisonment or both. A company may also be liable if an employee or director engages in insider trading.
3. Insider trading may also attract civil penalties. A court may impose substantial pecuniary penalties for insider trading and order payment of compensation to persons who suffer loss or damage because of insider trading.

5 When is a person in possession of inside information?

5.1 A person possesses inside information in relation to securities of a company where:

1. the person possesses information that is not generally available and, if the information were generally available, a reasonable person would expect it to have a material effect on the price or value of the securities; and
2. the person knows, or ought reasonably to know, that the information is not generally available and, if it were generally available, a reasonable person would expect it to have a material effect on the price or value of the company's securities.

(inside information)

1. A reasonable person would be taken to expect information to have a material effect on the price or value of a company's securities if the information would, or would be likely to, influence persons who commonly acquire the company's securities in deciding whether or not to acquire or dispose of company's securities.
2. Information is generally available if it:
3. 1. Is readily observable;
   2. has been announced to ASX, or has been made known in a manner likely to bring it to the attention of persons who commonly invest in securities of the relevant type and a reasonable period for that information to be disseminated has elapsed since it was made known; or
   3. consists of deductions, conclusions or inferences made or drawn from information falling under clauses 5.3(a) or 5.3(b).
4. It does not matter how or where a person obtains the inside information. It does not have to be obtained while at work or from the Company to constitute inside information or while at work. (e.g. a person can overhear it or learn about it in a social setting).
5. It is not possible to proscribe all types of information that may be considered inside information. Examples of matters of information that may be considered price sensitive information include:
6. 1. the Company considering a material purchase or sale of businesses or assets;
   2. changes to the Company's business outlook which are materially different from that previously disclosed to the market;
   3. material management or business restructuring proposal;

InvoCare Limited ABN 42 096 437 393

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