CV Check : Trading Policy

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	CV Check Ltd
ASX Release	Level 4, 999 Hay Street
Perth WA 6000
ASX: CV1	PO Box 7394
Cloisters Square PO
	WA 6850
3 March 2022	T: [phone]
	E: info@cvcheck
	W: cvcheck.com
	ABN 25 111 728 842

Revised securities trading policy

In accordance with ASX Listing Rule 12.10 CV Check Limited (ASX:CV1) advises that it has reviewed and revised its Trading Policy.

Revisions have been made to accommodate the fact that the role of Company CEO is no longer held by a director, and to link the definition of key management personnel under the policy to that used in the most recently published annual report of the Company.

A copy of the revised Trading Policy is attached.

‐ENDS‐

This announcement was authorised by the General Counsel & Company Secretary of CV Check Ltd.

For further information, please contact:

Craig Sharp

General Counsel & Company Secretary

[e-mail]

About CV Check Limited: a listed public company quoted under the ticker CV1 on the Australian Securities Exchange (ASX). CV1 is a leader in the provision of real time workforce compliance management and reporting technology. Its cloud‐based product suite is used internationally for dedicated pre‐employment screening and daily workforce compliance management.

For personal use only

Trading policy

1. INTRODUCTION

This policy was approved and ratified by the Board of CV Check Ltd (Company) on 25 June 2015 and modified on 18 August 2015, 13 March 2019, 8 April 2021 and 23 February 2022.

This policy governs the sale and purchase of securities in the Company by Personnel of the Company and its subsidiaries.

Personnel are encouraged to be long-term holders of the Company's securities. However, it is important that care is taken in the timing of any purchase or sale of such securities.

The purpose of these guidelines is to assist Personnel to avoid conduct known as 'insider trading'. In some respects, the Company's policy extends beyond the strict requirements of the Corporations Act 2001 (C'th).

2. DEFINITIONS

In this policy:

Key Management Personnel means those persons having authority and responsibility for planning, directing and controlling the activities of the entity, directly or indirectly, including any Director (whether executive or otherwise) of that entity. The Company has determined that its Key Management Personnel for the purposes of this policy are anyone identified as Key Management Personnel in its most recent annual report; and

Personnel includes officers, employees, contractors and agents of the Company and of each of the Company's subsidiaries.

3. WHAT TYPES OF TRANSACTIONS ARE COVERED BY THIS POLICY?

This policy applies to both the sale and purchase of any securities of the Company and its subsidiaries on issue from time to time.

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Trading Policy

4. WHAT IS INSIDER TRADING?

4.1 PROHIBITION

Insider trading is a criminal offence. It may also result in civil liability. In broad terms, a person will be guilty of insider trading if:

1. that person possesses information which is not generally available to the market and, if it were generally available to the market, would be likely to have a material effect on the price or value of the Company's securities (ie information that is 'price sensitive'); and

1. that person:
2. 1. buys or sells securities in the Company; or
   2. procures someone else to buy or sell securities in the Company; or
   3. 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.

4.2 EXAMPLES

To illustrate the prohibition described above, the following are possible examples of price sensitive information which, if made available to the market, may be likely to materially affect the price of the Company's securities:

1. the Company considering a major acquisition;
2. the threat of major litigation against the Company;
3. the Company's revenue and profit or loss results materially exceeding (or falling short of) the market's expectations;
4. a material change in debt, liquidity or cash flow;
5. a significant new development proposal (e.g. new product or technology);
6. the grant or loss or a major contract;
7. a management or business restructuring proposal; and
8. a share issueproposal.

Trading Policy

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4.3 DEALING THROUGH THIRD PARTIES

The insider trading prohibition extends to dealings by individuals through nominees, agents or other associates, such as family members, family trusts and family companies (referred to as "Associates" in these guidelines).

4.4 INFORMATION HOWEVER OBTAINED

It does not matter how or where the person obtains the information - it does not have to be obtained from the Company to constitute inside information.

4.5 EMPLOYEE SHARE SCHEMES

The prohibition does not apply to acquisitions of shares or options by employees made under employee share or option schemes, nor does it apply to the acquisition of shares as a result of the exercise of options under an employee option scheme. However, the prohibition does apply to the sale of shares acquired under an employee share scheme and also to the sale of shares acquired following the exercise of an option granted under an employee option scheme.

5. GUIDELINES FOR TRADING IN THE COMPANY'S SECURITIES

5.1 CLOSED PERIODS

Personnel must not, except in exceptional circumstances, deal in securities of the Company during the following periods:

1. one week prior to, and 48 hours after the release of the Company's Annual Financial Report;
2. one week prior to, and 48 hours after the release of the Consolidated Interim Financial Report of the Company; and
3. one week prior to, and 48 hours after the release of the Company's quarterly reports,

(together the Closed Periods).

The Company may at its discretion vary this rule in relation to a particular Closed Periods by general announcement to all Personnel either before or during the Closed Periods.

5.2 PERMISSION REQUIRED

Personnel must not, except in exceptional circumstances, deal in securities of the Company without receiving approval in accordance with paragraph 6.1.

Trading Policy

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5.3 PRICE SENSITIVE INFORMATION

If any Personnel is in possession of price sensitive information which is not generally available to the market, then he or she must not deal in the Company's securities at any time.

5.4 NO SHORT-TERM TRADING IN THE COMPANY'S SECURITIES

Personnel should never engage in short-term trading of the Company's securities except for the exercise of options where the shares will be sold shortly thereafter.

5.5 SECURITIES IN OTHER COMPANIES

Buying and selling securities of other companies with which the Company may be dealing is prohibited where an individual possesses information which is not generally available to the market and is 'price sensitive'. For example, where an individual is aware that the Company is about to sign a major agreement with another company, they should not buy securities in either the Company or the other company.

5.6 EXCEPTIONS

1. Personnel may at any time:
2. 1. acquire ordinary shares in the Company by conversion of securities giving a right of conversion to ordinary shares;
   2. acquire Company securities under a bonus issue made to all holders of securities of the same class;
   3. acquire Company securities under a dividend reinvestment, or top- up plan that is available to all holders or securities of the same class;
   4. acquire, or agree to acquire or exercise options under an employee incentive scheme (as that term is defined in the ASX Listing Rules);
   5. withdraw ordinary shares in the Company held on behalf of the Personnel in an employee incentive scheme (as that term is defined in the ASX Listing Rules) where the withdrawal is permitted by the rules of that scheme;
   6. acquire ordinary shares in the Company as a result of the exercise of options held under an employee option scheme;
   7. transfer securities of the Company already held into a superannuation fund or other saving scheme in which the restricted person is a beneficiary;