Ann: Trading Policy, page-6

Clearly there is a takeover offer in the mix that is not unanimous and this is to re-inforce compliance with insider trading laws to stop directors with big holdings from selling...

The document is Bellevue Gold Limited’s Trading Policy, and it focuses on governing how and when directors, employees, consultants, and contractors can trade in the company’s securities (such as shares, options, or performance rights). It is designed to ensure compliance with insider trading laws and maintain market integrity.

Main Focus Areas of the Document:

1. Preventing Insider Trading

• Reinforces that trading on inside information (non-public, price-sensitive information) is illegal.
• Explains what qualifies as inside information (e.g., exploration results, financial forecasts, takeover discussions).

2. Trading Restrictions (Black-out Periods)

• Prohibits trading by employees and directors during specified closed periods, such as:
  • Before and after release of quarterly, half-year, and annual reports.
  • Any other period the company defines as sensitive.

3. Approval and Notification Requirements

• Requires written approval before trading.
• Requires notification to the Company Secretary after trading occurs.

4. Exceptions

• Lists exceptions like participation in DRPs (dividend reinvestment plans), exercising options, or accepting a takeover offer.
• Provides for disposal approvals in exceptional circumstances, like financial hardship.

5. Other Restrictions

• Prohibits:
  • Short-term trading (e.g., buying and selling within 12 months).
  • Short selling.
  • Margin loan arrangements using company securities.
  • Derivatives on restricted securities.

6. Compliance and Penalties

• Breaches may lead to:
  • Disciplinary action, including termination.
  • Reporting to ASIC (Australian Securities and Investments Commission).

Overall Purpose

To:

• Prevent unlawful or unethical trading.
• Promote transparency and investor confidence.
• Align with the Corporations Act, ASX Listing Rules, and corporate governance principles.

In essence, it’s a compliance document designed to protect the company and its people from the risks of trading on privileged information.