ASX Announcement

only

21 December 2021

AMENDED CONSTITUTION

In accordance with ASX listing rule 15.2.1, attached to this announcement is a copy of the

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QANTM Intellectual Property Limited Constitution as amended at the 2021 Annual General Meeting.

This announcement has been authorised by the QANTM Board for release through the ASX Market Announcements Platform.

personalFor further information: Investors and Media

Craig Dower

CEO and Managing Director

Company Secretary

Nick Ward

General Counsel and Company Secretary

T: +61 3 9254 2666

E:investor.relations@qantmip.com

W:www.qantmip.com

ForAbout QANTM Intellectual Property

QANTM Intellectual Property Limited (QANTM, ASX: QIP) is the owner of a group of leading intellectual property (IP) services businesses operating in Australia, New Zealand, Singapore and Malaysia under five key brands - Davies Collison Cave, FPA Patent Attorneys, Cotters Patent and Trade Mark Attorneys and Advanz Fidelis IP and Sortify.tm Ltd (including Sortify's brands - DIY Trademarks, Trademarks Online and Trademark Planet). With more than 150 highly qualified professionals, the businesses within the QANTM Group have a strong track record in providing a comprehensive suite of services across the IP value chain to a broad range of Australian and international clients, ranging from start-up technology businesses to Fortune 500 multinationals, public research institutions and universities.

For personal use only

Constitution

QANTM Intellectual Property Limited

ACN 612 441 326

(Issued 30 November 2021 - includes amendment approved by Special Resolution at QANTM Annual General Meeting 30 November 2021 to introduce clause 47.7)

For personal use only

Constitution of QANTM Intellectual Property Limited

Preliminary

6

1.

Defined terms

6

2.

Interpretation

7

3.

Replaceable rules

7

4.

Duties

7

5.

Transitional provisions

8

Shares

8

6.

Currency

8

7.

Issue of Shares

8

8.

Commission and brokerage

8

9.

Trusts not recognised

8

10.

Joint holders

9

11.

Share certificates

9

12.

Variation of class rights

9

13.

Non-marketable parcels

10

Calls

11

14.

General

11

15.

Instalments and amounts which become payable

12

16.

Interest and expenses

12

17.

Recovery of amounts due

12

18.

Differentiation

12

19.

Payment of calls in advance

13

Lien and forfeiture

13

20.

Lien

13

21.

Lien sale

14

22.

Forfeiture notice

14

23.

Forfeiture

14

24.

Liability of former Member

15

25.

Disposal of Shares

15

Transfer of Shares

15

26.

General

15

27.

Transfer procedure

16

27A

17

28.

Right to refuse registration

17

Transmission of Shares

17

29.

Title on death

17

30.

Entitlement to transmission

18

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ME_129598868_3 (W2007)

Changes to Share capital

31.

Alteration of share capital

32.

Reductions of capital

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33.

Ancillary powers

34.

Buy-backs

Powers of attorney

35.

Powers of attorney

General meetings

36.

Calling general meeting

37.

Notice

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38.

Business

Proceedings at general meetings

39.

Member

40.

Quorum

41.

Chairperson

42.

General conduct

personal

43.

Postponement and Adjournment

44.

Decisions

45.

Taking a poll

46.

Casting vote of chairperson

47.

Admission to general meetings

48.

Auditor's right to be heard

Votes of Members

49.

Entitlement to vote

50.

Unpaid calls

51.

Joint holders

52.

Objections

53.

Votes by proxy

54.

Direct Votes

55.

Document appointing proxy

For

56.

Proxy in blank

57.

Lodgment of proxy

58.

Validity

59.

Representatives of bodies corporate

Appointment and removal of Directors

60.

Number of Directors

61.

Qualification

62.

Power to remove and appoint

63.

Additional and casual Directors

64.

Retirement of Directors

65.

Eligibility for election as Director

66.

Vacation of office

ME_129598868_3 (W2007)

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19

19

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20

21

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23

24

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30

31

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For personal use only

Remuneration of Directors

  1. Remuneration of Non-Executive Directors
  2. Remuneration of Executive Directors
  3. Retirement benefits

Powers and duties of Directors

70. Directors to manage Company

Proceedings of Directors

  1. Directors' meetings
  2. Decisions
  3. Directors' interests
  4. Alternate Directors
  5. Remaining Directors
  6. Chairperson
  7. Delegation
  8. Written resolutions
  9. Validity of acts of Directors
  10. Minutes

Executive Directors

  1. Appointment
  2. Powers of Executive Directors

Local management

  1. General
  2. Appointment of attorneys and agents

Secretary

85. Secretary

Seals

  1. Common Seal
  2. Duplicate Seal

Inspection of records

88. Times for inspection

Dividends and reserves

  1. Dividends
  2. Amend resolution to pay dividend
  3. No interest
  4. Reserves
  5. Dividend entitlement
  6. Restricted securities
  7. Deductions from dividends
  8. Distribution of assets
  9. Payment
  10. Election to reinvest dividend

ME_129598868_3 (W2007)

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Disclaimer

QANTM Intellectual Property Ltd. published this content on 20 December 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 21 December 2021 00:09:03 UTC.