Policy 702 4 communication disclosure policy

Cremorne Capital Limited Corporate Policies and Procedures Chapter

Document Number

LEGAL & REGULATORY

702-4

Section

Revised Date

Regulatory

31/10/2017

Subject

Page Number

Communication & Disclosure Policy – Lowell Resources Fund (A.R.S.N. 093 363 896)

Page 1 of 3

Introduction Cremorne Capital Limited (“Cremorne”) is the Responsible Entity (“RE”) of the Lowell Resources Fund (“LRF”), a registered managed investment scheme that is to be listed on the Australian Securities Exchange (“ASX”).

Cremorne is firmly committed to ensuring that it and all directors, employees, representatives and service providers observe the highest standards of ethical behaviour and conduct.

Decisions made in relation to LRF should honour the spirit and letter of the law. To this end, business will be conducted honestly and ethically, using best skills and judgments, for the benefit of clients, employees and Cremorne itself.

1.1

Personal Responsibility and Accountability

This policy applies to Cremorne Capital Limited (ACN 006 844 588) (Company) in its capacity as responsible entity of the Lowell Resources Fund (ARSN 093 363 896) (Fund).

Any reference in this policy: a) to the Company is a reference to the Company as responsible entity of the Fund; b) to a Director is a reference to a director of the Company; c) to the Board is a reference to the board of directors of the Company; and d) to Senior Executive Management is a reference to senior executive management of the Company.

ASX Listing Rules Listing Rule 3.1 of the Australian Stock Exchange (“ASX”) requires listed entities to immediately notify the ASX when it becomes aware of any information that a reasonable person would expect to have a material effect on the listed entity’s securities. The Fund is an externally managed listed entity.

1.

PURPOSE

This document sets out the Company’s policies and procedures which are aimed at ensuring the Fund complies with Listing Rule 3.1.

2.

DEFINITIONS

2.1 In this Charter: Board means the Board of the Company; Policy means this Communication and Disclosure Policy as amended from time to time; Manager means the investment manager of the Fund; and Senior Management means employees of the Company who manage the Fund pursuant to the directions and delegations of the Board.

Cremorne Capital Ltd (ACN 006 844 588) (AFSL 241175)

Cremorne Capital Limited Corporate Policies and Procedures Chapter

Document Number

LEGAL & REGULATORY

702-4

Section

Revised Date

Regulatory

31/10/2017

Subject

Page Number

Communication & Disclosure Policy – Lowell Resources Fund (A.R.S.N. 093 363 896)

Page 2 of 3

3.

RESPONSIBILITIES

3.1

Directors, the Manager and Senior Management must: 3.1.1 understand the continuous disclosure requirements set out in the ASX Listing Rules; 3.1.2 convey all potentially material information to the Company Secretary or Chair immediately after obtaining or becoming aware of such information; and 3.1.3 convey all information that would or would likely influence persons who commonly invest in securities to the Company Secretary or the Chair.

3.2

The Company Secretary must: 3.2.1 determine, in liaison with the Chair, whether information conveyed to the Secretary must be disclosed to the ASX; 3.2.2 prepare an appropriate announcement in conjunction with the Chair, ensuring that the material information is reported in an objective and complete manner; and 3.2.3 report material information to the ASX following the approval of the Board, ensuring that information reported is factual and does not omit any material information required to be disclosed under the ASX Listing Rules.

4.

4.1

POLICY The Company is committed to ensuring all investors have equal and timely access to material information concerning the Fund.

4.2

The Company will not disclose price-sensitive information relating to the Fund in any forum unless it has been previously disclosed to the ASX.

4.3

The Company is committed to: 4.3.1 communicating effectively with Fund unitholders; and 4.3.2 providing Fund unitholders with timely access to balanced information concerning the Fund.

4.4

The Company will communicate with Fund unitholders by: 4.4.1 market releases via the ASX; 4.4.2 information provided directly at meetings of Fund unitholders; and 4.4.3 information provided directly on the Company’s or Fund’s website.

The Company will also seek feedback from Fund unitholders to facilitate effective two-way communication. The Company will also give Fund unitholders the option of receiving communications from the Company (in relation to the Fund) or the Fund’s Registry electronically.

Cremorne Capital Ltd (ACN 006 844 588) (AFSL 241175)

Cremorne Capital Limited Corporate Policies and Procedures Chapter

Document Number

LEGAL & REGULATORY

702-4

Section

Revised Date

Regulatory

31/10/2017

Subject

Page Number

Communication & Disclosure Policy – Lowell Resources Fund (A.R.S.N. 093 363 896)

Page 3 of 3

Implications Cremorne will be responsible for: 

Communicating this policy to employees; and



Monitoring the implementation of this policy.

Review of Policy This Policy will be reviewed at least every two years by the Directors, having regard to the changing circumstances of the Fund and any changes to this Policy will be notified to affected persons in writing. Material changes in the Policy will be notified to the ASX in accordance with the ASX Listing Rules.

Administration of Policy The Board administers this policy.

Board Approval / Attestation This policy and any amendments to it are to be approved by the Board.

Cremorne Capital Ltd (ACN 006 844 588) (AFSL 241175)