SMS Management & Technology : Ceasing to be a substantial holder - Highclere International Investors

Form 605

Corporations Act 2001

Section 6718

Notice of ceasing to be a substantial holder

To Company Name/Scheme SMS MANAGEMENT & TECH LIMITED

ACN/ARSN 009 558 865

1. Details of substantial holder (1)

   Name HIGHCLERE INTERNATIONAL INVESTORS LLP

   ACN/ARSN (if applicable) N/A

   The holder ceased to be a substantial holder on .!.QI/

   The previous notice was given to the company on ,!l/01/2016

   The previous notice was dated 11IO 1I 2O 16

2. Changes In relevant interests

   Particulars of each change in,or change in the nature of,a relevant interest (2) of the substantial holder or an associate (3) in voting securities of the company or scheme,since the substantial holder was last required to give a substantial holding notice to the company or scheme are as follows:

   Date of change	Person whose relevant interest changed	Nature of change (4)	Consideration given in relation to change (5)	Class (6) and number of securities affected	Person's votes affected
   12/01/2016-	HIGHCLERE	PURCHASE	USO 946,512	526,307	526,307
   	INTERNATIONAL
   	INVESTORS
   27/01/2016	SMALLER
   	COMPANIES
   	FUND
   09/08/2017-	HIGHCLERE	SALE	USD 1,092,121	774,145	774,145
   	INTERNATIONAL
   	INVESTORS
   10/08/2017	SMALLER
   	COMPANIES
   	FUND

3. Changesin association

The persons who have become associates (3) of, ceased to be associates of, or have changed the nature of their association (7) with,the substantial holder in relation to voting interests inthe company or scheme are as follows:

Name and ACN/ARSN (if applicable)	Nature of association

4.Addresses

The addresses of persons named in this form are as follows:

Name	Address
HIGHCLERE INTERNATIONAL INVESTORS SMALLER COMPANIES FUND			C/0 HIGHCLERE INTERNATIONAL INVESTORS LLP 353 BAYBERRY LANE, WESTPORT, CT 06682, USA

Signature

print name capacity PIA(IJ{Wefl., ecc

sign here date l '1 I I 'Z,O ":1--

DIRECTIONS

1. If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager and trustee of an equity trust), the names could be included in an annexure to the form.If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 4 of the form.

2. See the definition of "relevant interest" in sections 608 and 6716(7) of the Corporations Act 2001.

3. See the definition of "associate" in section 9 of the Corporations Act 2001.

4. Include details of:

5. any relevant agreement or other circumstances because of which the change in relevant interest occurred.If subsection 6716(4) applies,a copy of any document setting out the terms of any relevant agreement, and a statement by the person givingfull and accurate details of any contract, scheme or arrangement,must accompany this form,together with a written statement certifying this contract, scheme or arrangement; and

6. any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of,the voting powers or disposal of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).

   See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.

7. Details of the consideration must include any and all benefits, money and other,that any person from whom a relevant interest was acquired has, or may, become entitled to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included of any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.

8. The voting shares of a company constitute one class unless divided into separate classes.

9. Give details, if appropriate,of the present association and any change in that association since the last substantial holding notice.