Prospectus

AUSTBROKERS HOLDINGS LIMITED ABN 60 000 000 715: ORDINARY SHARES
IMPORTANT NOTICE

BEFORE DOWNLOADING, PRINTING OR VIEWING THE PROSPECTUS, YOU MUST CAREFULLY READ THE TERMS SET OUT IN THIS NOTICE.

TERMS

The Prospectus is an important document that applicants should read in its entirety before deciding to participate in the Offer (as referred to below and set out in the Prospectus). If after reading the Prospectus, you have questions about the Offer, you should contact your stockbroker, accountant or other professional adviser.

By accessing the Prospectus (by clicking on the 'I Agree' link below) you acknowledge that you have read and accept the terms set out in this notice.

 

THE OFFER

The Prospectus contains details of an offer of 45 million ordinary shares ("Shares") in Austbrokers Holdings Limited ("Austbrokers"). The Shares are being offered at the offer price of $2.00 per Share (except for a maximum of 2.5 million Shares, the subject of a Priority Offer, which are being offered at $1.80 per Share). Austbrokers intends to apply to the ASX for listing of the Shares.

LODGEMENT OF THE PROSPECTUS

A copy of the Prospectus accessible on this website has been lodged with the Australian Securities and Investments Commission ("ASIC"). The Prospectus is dated 30 September 2005 which is the date of lodgement of the Prospectus with ASIC.

STRUCTURE OF THE OFFER

There are two components to the Offer:


a Broker Firm Offer, open to Australian resident retail investors who have received a firm allocation from UBS AG Australia Branch or a Co-Manager, and an Institutional Offer open to certain institutional investors resident in Australia and in a limited number of international jurisdictions determined by Austbrokers in conjunction with UBS AG Australia Branch; and

a Priority Offer, open to directors, officers and employees of the Austbrokers Group and to shareholders and unitholders of entities within the Austbrokers Group as set out in the Prospectus.

APPLICATIONS FOR AUSTBROKERS SHARES

There is no general public offer as a part of this Offer and accordingly unless you have received a firm allocation from UBS AG Australia Branch or a Co-Manager or are eligible to participate in the Priority Offer then no Shares will be offered to you under the Prospectus. Nonetheless, as a matter of law, the Broker Firm Application Form must be made available on this website.

Applications to subscribe for Shares under the Offer may only be made using an application form to be issued with, contained in, or accompanying the Prospectus. Application forms will be issued together with the Prospectus in one of two ways:

by downloading the Prospectus and the application form from the Austbrokers' web page after the end of the exposure period; or

by paper copy issued with, contained in, or accompanying a paper copy of the Prospectus.
Paper copies of the Prospectus with personalised application forms will be sent to Eligible Employees and Eligible Members (as defined in the Prospectus) with addresses in Australia as at 30 September 2005.

Other interested persons may request a paper copy of the Prospectus with the application form (which will be provided free of charge) during the offer period by telephoning the Austbrokers Share Registry, ASX Perpetual Registrars Limited, on 1800 194 270. The Offer is expected to open on 11 October 2005 with the Priority Offer closing on 28 October 2005 and the Broker Firm Offer closing on 4 November 2005, but the Offer may be extended or closed early by Austbrokers without prior notice.

The law prohibits you from passing on the application form to any other person unless it is attached to, contained in, or accompanied by a copy of the Prospectus.

WARNING

The Prospectus and other information provided on the Austbrokers' website is available to persons accessing the site from within AUSTRALIA ONLY. If you are accessing this website from anywhere outside Australia, DO NOT download, print or view the Prospectus accessible through this web page. By accessing the Prospectus, you acknowledge and confirm that you are an Australian resident and are accessing the website from within Australia.

The Offer is only available to persons receiving this Prospectus in Australia, who are Australian residents and to certain international institutional investors resident in Australia and in a limited number of international jurisdictions determined by Austbrokers in conjunction with UBS AG. No action has been taken to register the Shares or the Offer, or otherwise permit a public offering of the Shares in any jurisdiction outside Australia.

The Prospectus does not constitute an offer of securities in any jurisdiction where, or to any person to whom, it would be unlawful to make such an offer. In particular, the Shares have not as at the date of this Prospectus been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States or to, or for the account or benefit of, a U.S. person (as defined in Regulation S of the Securities Act).

INSTRUCTIONS

Subject to the terms contained in this notice, an electronic copy of the Prospectus may be viewed or downloaded by following the instructions set out below.

The full Prospectus has 102 pages. The electronic copy of the full Prospectus and each section of the Prospectus are in Adobe Portable Document Format (PDF). The kilobyte size of the full Prospectus is 1901 KB. The number of pages and kilobyte size of each section of the Prospectus referred to is outlined next to the link. You should ensure that any copy you view or print is complete.

ACKNOWLEDGEMENT

The information on this website is provided for information purposes only and subject to change without notice. Nothing contained on this website or in the Prospectus constitutes investment, legal, business, taxation or other advice, nor is it to be relied on in making an investment in the Shares. The information on this website and in the Prospectus does not take into account your investment objectives, financial situation or particular needs.

By proceeding, I confirm that I am a resident of Australia accessing this website from Australia. I represent, warrant and agree that I am not a resident of the United States or any country other than Australia or currently located in the United States or any country other than Australia, nor am I acting for the account or benefit of such a person, and that I will not make a copy of the Prospectus available to, or distribute a copy of the Prospectus to, or offer to sell the Shares to, any such person.

To agree to the terms contained in this notice, and to proceed to the Prospectus, click the "I Agree" button below.

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