IMPELUS LIMITED (ASX.IMS)

there is to be a pro-rata in specie distribution of 7,000,000 shares in Seduli Holdings (Australia) Limited to all holders of the Company Shares on the Record Date (rounded down to the nearest whole Seduli Share), with the consequence that each Shareholder on the Record Date shall be deemed to have consented to becoming a Seduli Shareholder and being bound by its constitution, on the terms and conditions set out in the Explanatory Statement - once the in specie distribution has taken place the company is to be deregistered. Those Impelus shareholders who sold their shares to Investogain Pty Limited will have received holding statements and notification of this in specie distribution of shares in Seduli. The original Impelus holding could not be transferred as the company was in external administration and those shareholders (now in Seduli) may retain their holdings as their own.

delisted at entity's request under Listing Rule 17.11

we understand the company failed and it is proposed there be a 1 for 10 share consolidation (there having already been a 1 for 115 share consolidation on or about 8 September 2021) and the acquisition of a new company and a capital raising

Impelus Limited advises that at the General Meeting of shareholders held today, Thursday 29 December 2022, a special resolution to approve the removal of Impelus Limited from the ASX official list was passed by poll. A resolution to approve the proposed consolidation of Impelus's issued securities on a ratio of 10:1, that is, each 10 securities on issue prior to the consolidation will be consolidated into 1 security post consolidation. Where the Consolidation results in a fractional entitlement being held, the resolution authorised Impelus to round that fraction up to the nearest whole security. The effective date of the Consolidation under the resolution is 29 December 2022.

The following resolutions will NOT be put at the General Meeting set down for 29th December 2022: Resolution 3 "“ Change of Company name; Resolution 4 "“ Appointment of Director (David Mason McNamee); Resolution 5 "“ Appointment of Director (Michael Thomas Wilson); Resolution 6 "“ Adoption of Performance Rights Plan.

The company has become aware that the Notice of General Meeting released to ASX on 28 November 2022 has a typographical error in Resolution 2. Accordingly, the amended form of proposed Resolution 2 set out in the Notice of General Meeting will be put to the vote to read as follows: 'That pursuant to and in accordance with section 254H of the Corporations Act and for all other purposes, the issued capital of the Company be consolidated on the terms and conditions in the Explanatory Memorandum, on the basis that every 10 Shares be consolidated into 1 Share and where this Consolidation results in a fraction of a security being held, the Company be authorised to round that fraction up to the nearest whole security. The Consolidation is to take effect on the date that this Resolution is passed.'

The general meeting of Shareholders of the Company will be held at 10.00am (AEDT) on Thursday, 29 December 2022 virtually via an online platform provided by Advanced Share Registry at www.advancedshare.com.au/virtual-meeting.

The company releases the results of its meeting.

The company has executed a binding Heads of Agreement to acquire all of the issued capital in Neocology. Subject to the satisfaction of all conditions in the Heads of Agreement (including an $8M capital raising), the expected completion of the L999 Acquisition will occur on or around 6 March 2023.

The company lodges its Quarterly Activities/Appendix 4C Cash Flow Report.

The company's AGM will be held virtually via an online platform provided by Advanced Share Registry at www.advancedshare.com.au/virtual-meeting on on 25 November 2022 at 10.00am AEDT.

The company releases an Appendix 4E.

The company lodges its Annual Report to shareholders.

The company lodges its Quarterly Activities/Appendix 4C Cash Flow Report.

The company releases a notification of cessation of securities.

The company lodges its Quarterly Activities/Appendix 4C Cash Flow Report.

The company lodges its 31 Dec 21 Half Yearly Report and Accounts.

The company lodges its 30 June 2021 Annual Report to shareholders.

The company lodges its 31/12/21 Quarterly Activities Appendix 4C & Cashflow report.

The company lodges its Half Year Accounts 31 Dec 2020.

The company releases a cleansing prospectus for an offer of up to 100,000 shares at an issue price of $0.01 each to raise $1,000. The offer is not underwritten.

The company releases an application for quotation of securities.

The company releases a notice of proposed issue of securities.

The company lodges its 30/9/21 Quarterly Activities Appendix 4C and Cashflow report.

The directors of the Company are currently considering acquiring a new business opportunity. There are two options which are being evaluated. Such an acquisition will necessitate re-compliance with Chapters 1 and 2 of the ASX Listing Rules. IMS will approach ASX prior to entering into any such transaction and will seek approval in accordance with the Listing Rules.

The company lodges its 30/6/21 Quarterly Activities/Appendix 4C Cash Flow Report.

The company lodges its 31/3/21 Quarterly Activities Appendix 4C and Cashflow report.

The company releases a notice of application for quotation of securities.

Pursuant to the notification to the market of the Share Consolidation on 08 September 2021 the shares of the Company were consolidated and the final number which were on issue post-consolidation were 6,984,301 Shares.

The company releases the results of its meeting.

The company releases a notice of consolidation of its securities. Shareholders get 1 share for every 115 presently owned.

A notice of meeting, explanatory memorandum and Independent Experts Report, for shareholders to consider the proposed share restructure of the company under the Deed of Company Arrangement is available online. The meeting is convened for 12 October 2021.

On 5 May 2021, the company entered into a DOCA. David Levi then became deed administrator of the DOCA.

At the 20 April 2021 meeting of creditors, it was resolved by creditors that the company enter into a DOCA. The creditors of the company's Australian subsidiaries, Global One Mobile Entertainment and Impelus APAC resolved at meetings held on 20 April 2021 that those companies be wound up.

A report has been released to creditors of the Company in terms of section 75-225(3)(a) of the Insolvency Practice Rules (Corporations) 2016 for the purpose of creditors of the Company being informed on their choices for a forthcoming creditors' meeting in connection with their claims. Creditors will decide at a creditors' meeting to be held on 20 April 2021 whether the Company enters into liquidation or a deed of company arrangement. The administrator has recommended in his report a DOCA arrangement proposal rather than liquidation. The creditors' meeting will be held on 20 April 2021 at 10 a.m., with attendance via teleconference only.

The company's transferred its shareholding in Marketing Punch Limited to Brendan Birthistle and Paul Kemshell on 31 March 2021. Immediately prior to the transaction settling on 31 March 2021, Commonwealth Bank held security over the assets and undertakings of Impelus, including the shares owned by the company in its wholly owned subsidiary in the UK, Marketing Punch Limited; CBA held security over the assets and undertakings of Marketing Punch Limited. CBA received AUD$200,000 in exchange for the release of its security over Marketing Punch Limited. CBA provided partial release of its security over Impelus in respect of the company's shareholding in Marketing Punch Limited and those shares were transferred to the purchasers.

Davi Levi was appointed administrator of the company on 8 March 2021. Mr. Levi has also been appointed administrator of the company's Australian subsidiaries, Global One Mobile Entertainment and Impelus APAC.

The company lodges its IMS Appendix 4C and Quarterly Report.

The securities of Impelus Limited will be suspended from quotation immediately under Listing Rule 17.2, at the request of IMS, pending the release of an announcement regarding its financial condition and its ability to meet the requirements of Chapter 12 of the ASX Listing Rules on an ongoing basis.

The suspension of trading in the securities of Impelus will be lifted immediately, following the release by IMS of an announcement regarding the issue of convertible notes.

The company has entered into a Convertible Note Agreement to raise $1.5 million. The subscriber for the $1.5m Note is Mr Brendan Birthistle, an existing shareholder of IMS. He has subscribed for two convertible notes. The first tranche, for a face value of On conversion of that Note, it is possible that Mr Birthistle's relevant interest in the equity capital of the Company might reach 19.9%. Consequently, to avoid any prospect of takeover laws being breached, the balance of Mr Birthistle's $1.5 million investment takes the form of a second tranche convertible note with a face value $242,458. This convertible note will be subject to the approval of shareholders at an extraordinary general meeting to be convened subsequent to the AGM$1,257,542, will convert subject to the passing of Resolution 6 at the AGM.

The voluntary suspension will remain in place until the earlier of the commencement of trading on Tuesday 20 November 2018 or when the Company makes an announcement in relation to the fundraising program.

The voluntary suspension will remain in place until the earlier of the commencement of trading on Friday 16 November 2018 or when the Company makes an announcement in relation to the fundraising program.

The company is hereby extending the voluntary suspension in its securities from the ASX to allow the Company to finalise the terms of, and an announcement in relation to, a material capital raising by the Company. The voluntary suspension will remain in place until the earlier of the commencement of trading on Friday 9 November 2018 or when the Company makes an announcement in relation to the capital raising.

The company releases an Appendix 4G.

The company releases a proxy form with its notice of AGM.

The company releases its Corporate Governance Statement.

Notice is hereby given that the Annual General Meeting of Impelus Limited will be held at: Impelus Limited Level 23 100 William Street Sydney NSW 2011 on Friday 30 November 2018 at 10.00am (Sydney time).

The company lodges its Annual Report to shareholders.

The securities of Impelus Limited will be suspended from quotation immediately under Listing Rule 17.2, at the request of IMS, pending the release of an announcement regarding a material capital raising.

The suspension of trading in the securities of Impelus Limited will be lifted immediately following the release by the Company of an announcement regarding a material capital raising by the Company.

Commitments have been received for a placement of $2m at $0.02 per share. SPP will raise up to a further $1m with oversubscriptions for an additional $0.5m on same terms as placement. New funds will accelerate rollout of Digital Customer Acquisition/Lead Generation Assets and scale up UK operations. IMS is well-funded and positioned to benefit from solid demand for higher value Digital Performance Marketing.

The securities of Impelus Limited will be suspended from quotation immediately under Listing Rule 17.2, at the request of the Company, pending the release of an announcement regarding a material capital raising by the Company.

name changed from Mobile Embrace Limited