Ann: ASIC registration of Scheme Booklet, page-23

Dan, thanks for your thoughts - I think you are spot on. In my opinion ZEN wouldn’t have proceeded with putting the SoA to the vote unless they were confident that the larger shareholding’s in the leftover group were going to vote yes, They can’t however control the small shareholders and must be concerned that there danger that the requirement that 50% by number of shareholder requirement approve the SoA won’t be achieved.

The 2019 annual report states there were 1390 shareholders as at 23 October 2019. If 80% of shareholders participate in the vote on the scheme, that’s 1,112 shareholders. If 557 out of 1,112 vote No (even if those 557 shareholders only own say 20% of the total shares in the leftover group), then the SoA fails. ZEN is signaling by the statement on page 5 of the Scheme Booklet that if this happens they may argue to the court that COVID-19 is to blame and the requirement should be set aside accordingly. This logic makes absolutely no sense to me at all and us minorities need to resist it all the way if ZEN try and argue against it.

The ability to scuttle the 50% by number shareholder requirement is the only real power minority shareholders have in this process. We all need to grab this opportunity and use it by voting NO regardless of how many shares we own. In the shareholder count requirement, a shareholder with 1,000 shares has the same power as another shareholder with 100,000 shares.

Spread the word to all other ZEN shareholders.

Admittedly I have a perspective based on my own assessment of future value, but I think the contempt (in my opinion) that Management, PEP and Apex have shown minorities over this whole process leaves a very bitter taste. Legislation gives minorities very little say, but we minorities need to use what say we do have to try and achieve an outcome that we want and deserve.

The disclosure made in the Page 5 comment has presumably been made to assist the legal argument should they use it in the second hearing. We minorities don’t have to and shouldn’t accept this attempt to sideline our rights lying down.