Steamships Trading : Final Director’s Interest Notice - Sir Michael Roger Bromley

Appendix 3Z

Final Director's Interest Notice

Rule 3.19A.3

Appendix 3Z

Final Director's Interest Notice

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.

Introduced 30/9/2001. Amended 01/01/2011

Name of entity: STEAMSHIPS TRADING COMPANY LIMITED

ABN:055836952

We (the entity) give ASX the following information under listing rule 3.19A.3 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of director	SIR MICHAEL ROGER BROMLEY
Date of last notice	OCTOBER 2015
Date that director ceased to be director	30 JUNE 2021

Part 1 - Director's relevant interests in securities of which the director is the registered holder In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Note: In the case of a company, interests which come within paragraph (i) of the definition of "notifiable interest of a director" should be disclosed in this part.

Number & class of securities

Total: 6,206,494 fully-paid ordinary shares

Indirect interest

6,206,494 fully-paid ordinary shares

+ See chapter 19 for defined terms.

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Final Director's Interest Notice

+ See chapter 19 for defined terms.

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MRB is the ultimate beneficial owner of 0.1% of 20.01563% of the Relevant Shares - section 113(1)(a) of the PNG Securities Act 1997.

MRB has by virtue of a trust or arrangement (via the Stargate 888 Trust) to control votes and the power to dispose of 100% of 20.01563% of the Relevant Shares as defined by section 113(1)(f) of the PNG Securities Act 1997. (Accordingly, for the purposes of ASX Listing Rule 3.19A.2 and this Appendix 3Z, MRB also has a relevant interest (under section 608(1) of the Australian Corporations Act 2001 (Cth)) in 100% of the Relevant Shares. However, Steamships is not subject to Part 6C.1 of the Australian Corporations Act 2001 (Cth) and as such MRB has no obligation to notify Steamships and ASX of his interests in the Relevant Shares under that Part.)

Appendix 3Z

Final Director's Interest Notice

Part 2 - Director's relevant interests in securities of which the director is not the registered holder.

Note: In the case of a company, interests which come within paragraph (ii) of the definition of "notifiable interest of a director" should be disclosed in this part.

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust.

Name of holder & nature of interest

Note: Provide details of the circumstances giving rise to the relevant interest

• Sir Michael Roger Bromley (MRB) is an excluded beneficiary of the Stargate 888 Trust. The trustee of Stargate 888 Trust is Venture Property Limited (VPL). VPL is 100% owned by Baht Fung Limited of which MRB is one of the directors and members.
• MRB holds 0.1% of Main Capital International Limited (Main Capital).
• The Stargate 888 Trust holds 99.9% of Main Capital.
• Main Capital holds 100% of Kamina Investment Holdings Limited (Kamina) which in turn (through a Nominee in Australia named Berne No 132 Nominees Pty Ltd as nominee) holds 446,494 fully-paid ordinary shares (1.43992%) of Steamships Trading Company Limited (Steamships).
• Main Capital also holds 100% of Black Pearl Worldwide Limited (Black Pearl) which holds 100% of Lemex International Limited (Lemex Co) which in turn (through a Nominee in Australia named Berne No 132 Nominees Pty Ltd as nominee) owns 5,760,000 fully-paid ordinary shares (18.57571%) of Steamships.
• MRB therefore has the following "relevant interest" (within the meaning of the PNG Securities Act 1997) in 6,206,494 fully-paid ordinary shares (20.01563%) (the Relevant Shares).
  o

Number & class of securities

6,206,494 fully-paid ordinary shares

o

+ See chapter 19 for defined terms.

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Appendix 3Z

Final Director's Interest Notice

Transactions under which relevant interests arose

A number of transactions were entered into by MRB as part of a restructure between 30 October 2014 and 13 January 2015 and

1. subsequent further purchase of another 6,908 fully-paid ordinary shares as follows:
   • On 30 October 2014, MRB was appointed as an additional Specified Beneficiary of the Textina Trust the then owner of 100% of Black Pearl which at the time was the owner of 95% of Lemex Co (owner of 5,760,000 fully paid ordinary shares with 18.57571% of Steamships at the that time) thus giving MRB an interest in 95% of 18.57571% of Steamships.
   • On 1 November 2014, MRB acquired a 0.1% interest in Main Capital which on that day acquired a 100% interest in Kamina which at that time held 439,586 fully paid ordinary shares with 1.41764% interest in Steamships.
   • On 1 November 2014, MRB also acquired the power by virtue of a trust or arrangement namely the Stargate 888 Trust (which on that date became the 99.9% owner of Main Capital) to control votes and the power to dispose of Relevant Shares.
   • On 13 January 2015, Main Capital acquired by distribution from the Lemex International Fund a 5% interest in Lemex Co and thus giving it 5% of Lemex Co. which owns 18.57571% of Steamships.
   • On 13 January 2015, Main Capital acquired by distribution from the Textina Trust all of its shares in Black Pearl thus giving it 100% of Black Pearl which owned 95% of Lemex Co which owns 18.57571% of Steamships.
   • On 13 January 2015, Main Capital transferred its 5% of Lemex Co to its 100% subsidiary Black Pearl thus making Lemex Co. a 100% subsidiary of Black Pearl.
   • Between 24 August 2015 and 16 October 2015 Kamina further acquired 6,908 fully-paid ordinary shares and hence increased its total holding to 446,494 fully paid ordinary shares with 1.43992% of Steamships
   • Therefore as from 16 October 2015, MRB is the beneficial owner of 0.1% of 1.43992% of Steamships (via Kamina) and 0.1% of 18.57571% of Steamships (via Main Capital, Black Pearl and Lemex Co.) and by virtue of the Stargate 888 Trust controls and has the power to dispose of the other 99.9% of the 20.01563% of Steamships.

Part 3 - Director's interests in contracts

Detail of contract	None
Nature of interest	Not Applicable
Name of registered holder	Not Applicable
(if issued securities)

+ See chapter 19 for defined terms.

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No. and class of securities to Not Applicable which interest relates

+ See chapter 19 for defined terms.

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