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					P RO TE CTED PORTF OLIO LOAN
P R O DU C T DI SCLOSURE STATEMENT



                                     ( 1 JULY 2007 )
Important Notice
This Product Disclosure Statement (PDS) provides information on the Protected Portfolio Loan (PPL) in a
number of sections.

❚   “Basic Protected Portfolio Loan” provides information on the basic PPL product.

❚   “Additional Features” provides information on additional features you may be able to use.

The tax treatment for applicants for a number of features for the PPL is confirmed in a Product Ruling issued
by the Australian Taxation Office (“ATO”). The Ruling is available upon request or can be viewed on the ATO
website (www.ato.gov.au).

The section “Tax Opinion” contains a letter from Greenwood & Freehills Pty Ltd that covers all product
features including those covered by the ATO Product Ruling. The letter provides a summary of the principal
Australian income tax and goods and services tax (“GST”) implications arising for an investor who borrows
money from the Commonwealth Bank of Australia (the “Bank, we or us”) under a PPL, so as to invest in a
range of Approved Securities (Securities). Greenwood and Freehills Pty Limited have consented to the use of
the letter in this PDS.

All other sections of this PDS including the Terms and Conditions relate to a combination of the Basic
Protected Portfolio Loan and the Additional Features.

The PPL is a product of the Commonwealth Bank of Australia ABN 48 123 123 124 administered by its wholly
owned subsidiary Commonwealth Securities Limited ABN 60 067 254 399 AFSL 238814. This PDS is issued
by the Commonwealth Bank of Australia ABN 48 123 123 124 AFSL 234945

The information in this PDS is subject to change from time to time and is up to date as at the date stated on
the cover. Where the new information is materially adverse information the Bank will either issue a new PDS or
a supplementary PDS setting out the updated information. Where the new information is not materially adverse
information we will not issue a new PDS or supplementary PDS to you, but you will be able to find the updated
information on our web site www.commsec.com.au or you can call 13 15 19. If you ask us to, we will send
you a paper copy of the information.
What is the purpose of
a Product Disclosure
Statement (PDS)?

A PDS aims to provide you with enough           If you have any questions or wish to contact us
information to help you decide whether the      call 13 15 19 between 8am and 7pm (Sydney
product will meet your needs. It also helps     time), Monday to Friday, visit Commonwealth
you to compare the product with others you      Securities Limited’s (CommSec) website
may be considering.                             at www.commsec.com.au, contact your
                                                Investment Adviser or contact your
This PDS provides information about the
                                                Relationship Manager.
Protected Portfolio Loan (PPL). If you decide
to enter into a PPL, you should keep this       To assist you in understanding this PDS,
PDS and all other documentation relating to     the definitions of some words are provided
your PPL for future reference.                  in the “Definitions” section of the Terms and
                                                Conditions of this PDS.
Contents
What is the purpose of a PDS                                      2
Basic Protected Portfolio Loan (PPL)                              3
Features at a glance                                              3
What is a Protected Portfolio Loan (PPL)?                         5
Who is the PPL suitable for?                                      6
How does a PPL work?                                              6
   – Choosing your portfolio                                      6
   – Determining the interest rate                                6
   – Purchasing your Securities                                   7
What happens during the term of my PPL?                           7
   – Mortgage                                                     7
   – Interest Payments                                            7
   – Tracking your PPL                                            8
   – You will be entitled to receive ordinary
      dividends and franking credits                              8
   – You may participate in Dividend Reinvestment
      Plans and Share Purchase Plans                              8
   – You may receive tax deductions in
      relation to your interest payments                          8
Corporate Actions                                                 9
What happens at maturity?                                         10
What are the costs of entering into a PPL?                        12
How do I apply for a PPL?                                         12
   – Completing PPL Application Form                              12
   – Credit Approval Process                                      12
   – If your application for the loan is approved                 12
   – Purchasing your Securities and drawing down your loan        13
   – Confirmation                                                  13
Variations to the maturity date                                   13
Terminating a PPL                                                 13
   – Break Costs                                                  13
What are the significant benefits of a PPL?                         14
What are the significant disadvantages of a PPL?                   15
What are the significant risks of a PPL?                           15

Additional Features                                              18
Features at a glance                                              18
Reduced Interest Rate                                             19
Protection Reset                                                  22
Portfolio Management                                              24
Share Roll-in                                                     28
Covered Calls                                                     29

Variation in fee                                                 30
Privacy of your personal information                             30
Tax Opinion                                                      32
Appendix A – Indicative Term Sheet                               40
Appendix B – Indicative Quote & Analysis                         46
Terms and Conditions                                             51
Application Form                                         Back of PDS
Basic Protected
Portfolio Loan
Features at a glance
 Significant       A PPL is an interest only loan where the Commonwealth Bank of Australia (the “Bank, we or us”)
 benefits          lends you 100% of the investment amount to purchase a selected portfolio of Approved Securities
                  (“Securities”). This allows you to invest in those Securities without using your own capital.
                  A PPL also protects 100% of the value of each of your chosen Securities at its protected price
                  during the term of the loan regardless of how your Securities have performed (subject to any
                  Corporate Action).
                  The tax treatment for applicants is confirmed in a Product Ruling issued by the Australian Taxation
                  Office (“ATO”).
                  See ‘What are the significant benefits” on page 14 of this PDS.

 Significant       There may be some market risk, operational risk and credit risk as well as risk arising from Corporate
 risks            Actions.
                  For example, a key risk to you is that the return on your PPL may be negative despite the capital
                  protection feature because of;
                  ❚   interest costs on the loan; and
                  ❚   additional costs such as break costs (refer to page 13 for a discussion on “Break Costs”).
                  Where a Corporate Action occurs, you may be required to;
                  ❚   contribute additional funds or make repayments to the loan in order to restore our security
                      position or
                  ❚   terminate all or part of your PPL in relation to the Securities affected by the Corporate Action.
                      This might result in break costs being payable by you even though you did not initiate the early
                      termination (refer to page 13 for a discussion on “Break Costs”).
                  See “What are the significant risks” on page 15 of this PDS.

 Minimum          The minimum loan amount is AUD $50,000.00. The minimum amount for an individual share is AUD
 Loan Amount      $10,000.00.

 Terms            You can choose from fixed terms of 1, 2, 3, 4 or 5 years only.
 available

 Interest rates   Our current Indicative Term Sheet is available on request from CommSec on 13 15 19, our website
                  www.commsec.com.au or from your Investment Adviser or Relationship Manager.

 Interest         You can make interest payments;
 Payments
                  ❚   each month at either a fixed or variable rate, or
                  ❚   pay a year’s interest in advance at a fixed rate.




                                                                                           3
                                                                                                 Protected Portfolio Loan
                                                                                                 Product Disclosure Statement
 Costs               Costs are set out on page 12. These include;
                     ❚   brokerage,
                     ❚   interest payments,
                     ❚   early termination (break costs), and
                     ❚   Government stamp duty, taxes and other charges.

 At maturity         The PPL can be settled by you either;
                     ❚   selling all or some of your Securities to repay the loan and receiving any surplus. This will involve
                         you exercising your Put Options, if any of the Securities are below the protected price;
                     ❚   using your own funds to repay the loan and keeping the Securities;
                     ❚   extending the term of your PPL by applying for a new loan (subject to availability and credit
                         approval); or
                     ❚   A combination of the above.

 Early               An amount may be payable by you or to you depending on the current market prices of your
 termination         Securities, the unwind value of the Bank’s hedge and funding arrangements and your outstanding
                     loan liability at the termination date.


Disclaimer
It is not possible in a document of this type to take into account the investment objectives, financial situation and particular
needs of each potential investor. Accordingly, nothing in this Product Disclosure Statement is a recommendation by
Commonwealth Bank or any other person concerning investment in Commonwealth Bank Protected Portfolio Loan or any other
security. Potential investors should not rely on this Product Disclosure Statement as the sole basis for any investment decision
in relation to Commonwealth Bank Protected Portfolio Loan, the Underlying Securities, shares in Commonwealth Bank or any
other security and should seek independent financial, legal and taxation advice before making a decision whether to invest in
Commonwealth Bank Protected Portfolio Loan.

Owing to the nature of Commonwealth Bank Protected Portfolio Loan, this Product Disclosure Statement does not purport to
make any statement or representation about the prospects and risks of investing in the Underlying Securities, either at the date
of this Product Disclosure Statement or in the future.




                               4
Protected Portfolio Loan
Product Disclosure Statement
What is a Protected Portfolio                       During the term of the PPL you will be entitled
Loan (PPL)?                                         to receive all ordinary dividend income and
                                                    franking credits. There may also be tax
A PPL is an interest only loan where the
                                                    benefits from borrowing and investing in
Bank lends you 100% of the investment
                                                    Securities by way of deductions in relation
amount to purchase a portfolio of selected
                                                    to the interest payable to the extent it does
Securities. This allows you to invest in those
                                                    not exceed the announced Government
Securities without using your own capital. We
                                                    benchmark. The tax treatment for applicants
will also lend you the applicable brokerage of
                                                    is confirmed in a Product Ruling issued by the
1.1% (inclusive of GST) of the value of your
                                                    Australian Taxation Office (“ATO”). The Ruling
Securities at the time your loan is drawn down.
                                                    is available upon request or can be viewed on
A PPL also protects 100% of the value of            the ATO website (www.ato.gov.au).
each of your chosen Securities at its protected
                                                    At maturity, the PPL can be settled by you
price during the term of the loan regardless of
                                                    either;
how your Securities have performed (subject
to any Corporate Action). The protected price       ❚   selling all or some of your Securities to
(the level of the Put Option) is equal to the           repay the loan and receiving any surplus.
initial purchase price of a Security plus the           This will involve you exercising Put Options
applicable brokerage.                                   if any of the Securities are below the
                                                        protected price;
This protection is achieved by granting you Put
Options over your individual Securities which       ❚   taking physical delivery of the Securities
allow you to sell them back to the Bank at their        and using your own funds to repay the
protected prices (the levels of the Put Options)        loan;
on maturity of the loan if they have fallen below
their protected prices. On the other hand, you      ❚   extending the term of your PPL by applying
will receive the full benefit from any Securities        for a new loan (subject to availability and
that have increased in value. This means that           credit approval); or
each of your Securities are treated separately
                                                    ❚   A combination of the above.
so there is no reduction of gains by offsetting
losses (see Example 2 on page 11).                  If your portfolio contains Commonwealth Bank
                                                    of Australia shares, then the Put Options we
As a PPL is a combination of a loan and a Put
                                                    grant you in respect of these shares can only
Option, the interest you will pay will include
                                                    be cash settled, if exercised on maturity. This
the cost of the premium payable for the Put
                                                    means that we will sell these shares on your
Option. For this reason, interest rates on a PPL
                                                    behalf and apply the proceeds to your loan
are higher than they might be for other loans.
                                                    together with an amount equal to the protected
Your loan is an interest only loan. Interest        price less the market value of these shares.
payments are payable by you each month at
either a fixed or variable rate, or you can pay a
year’s interest in advance at a fixed rate.

During the term of your loan, your Securities
are mortgaged to the Bank to secure your
obligations under your loan.




                                                                                                    5
                                                                                                        Protected Portfolio Loan
                                                                                                        Product Disclosure Statement
                               Who is the PPL suitable for?                       The interest rate applicable to your PPL will
                                                                                  be determined by the Bank and will take the
                               The PPL is suitable for individuals,
                                                                                  following factors into account;
                               companies and trusts (other than
                               superannuation funds) who want to borrow           ❚   The Securities that you choose. Generally
                               to invest in Securities but would like the             the less volatile the share price, the lower
                               comfort of knowing that the value of their             the interest rate;
                               Securities will never fall below their protected
                               price during the term of the loan.                 ❚   The premium payable for the Put Options,
                                                                                      based on the protected price of the
                               The PPL is also suitable for investors seeking         Securities, a volatility factor and the loan
                               to diversify their investments across different        term. Generally, the longer the loan term,
                               market sectors to reduce their overall risk.           the lower the interest rate;

                               By borrowing money to invest, you can spread       ❚   The market interest rate for the term you
                               your money across a wider range of Securities          choose;
                               than you could by using your own capital.
                                                                                  ❚   Whether you make interest payments each
                               How does a PPL work?                                   month at either a fixed or variable rate, or
                                                                                      a year’s interest in advance at a fixed rate;
                               Choosing your portfolio
                                                                                  ❚   An allowance for the Bank’s costs, both
                               The Securities in your PPL are collectively
                                                                                      fixed and variable; and
                               known as your “portfolio”.
                                                                                  ❚   The Bank’s profit margin.
                               You create your portfolio by choosing from
                               Securities listed in our Indicative Term Sheet     If you choose a fixed interest rate, the interest
                               (refer Appendix A on page 40 for a sample          rate will be fixed for the term of your PPL.
                               Indicative Term Sheet).                            If you choose a variable interest rate, the
                                                                                  interest rate will vary according to changes in
                               The Indicative Term Sheet also contains a
                                                                                  market interest rates.
                               range of Illustrative Portfolios.
                                                                                  Fixed and variable interest rates determined
                               To view our current Indicative Term Sheet,
                                                                                  by the Bank vary from time to time so
                               please visit us on www.commsec.com.au
                                                                                  you should discuss the most appropriate
                               or if you prefer a hardcopy, please contact
                                                                                  interest payment method for you (i.e. fixed or
                               CommSec on 13 15 19, your Investment
                                                                                  variable) with your Investment Adviser or your
                               Adviser or your Relationship Manager.
                                                                                  Relationship Manager.

                               Determining the interest rate
                                                                                  Example 1
                               The interest rate payable under your PPL is
                                                                                  You would like to invest $100,000.00 in a PPL
                               made up of:
                                                                                  for 5 years. You decide to invest in 5 different
                               ❚   the cost of borrowing 100% of the              shares for $20,000.00 each.
                                   investment amount, and
                                                                                  You decide to pay a fixed interest rate prepaid
                               ❚   the premiums for the Put Options.              in advance for a 5-year term. The following are
                                                                                  the indicative interest rates for your chosen
                               As such interest rates for your PPL will           Securities;
                               generally be higher than those payable on
                               other loans.                                       ❚   Security A 11.45%,

                                                                                  ❚   Security B 12.85%,

                                                                                  ❚   Security C 13.07%,
                               6
Protected Portfolio Loan
Product Disclosure Statement
❚   Security D 12.73%, and                         ❚   a fixed interest rate – monthly in arrears;
                                                       or
❚   Security E 11.55%.
                                                   ❚   a variable interest rate – monthly in
The indicative interest rate for your PPL would
                                                       arrears.
be the weighted average of the indicative
interest rates of the Securities you selected.     Interest;
In this example, your indicative interest rate
                                                   ❚   Begins to accrue from the date we first
would be 12.33% per annum (11.45% +
                                                       debit your Loan Account.
12.85% + 13.07% + 12.73% + 11.55%) /
5). In this example you would make interest        ❚   If it is being paid annually in advance at
payments of $12,330.00 per annum for 5                 a fixed interest rate, is calculated and
years ($100,000.00 X 12.33% per annum).                debited to your Loan Account on the first
                                                       day of the period for which the interest
See Appendix B for a sample indicative
                                                       rate is fixed for the whole of that period on
interest rate quote.
                                                       the basis of a 365 day year.

Purchasing your Securities                         ❚   If it is being paid monthly in arrears at a
Once your loan is approved and you have                fixed rate, is calculated daily by applying
accepted our indicative interest rate quote,           the fixed interest rate to the outstanding
CommSec will arrange to purchase your                  balance of your Loan Account at the end
Securities on your behalf.                             of that day and is debited to your Loan
                                                       Account monthly and on the day your
All of your Securities are purchased at their
                                                       Loan Account is repaid in full and the
prevailing market price. We are unable to
                                                       account is closed.
accept buy/sell orders at a specified price or
within a specific limit.                            ❚   If it is being paid monthly in arrears at a
                                                       variable interest rate, is calculated daily
The value of your Securities purchased in any
                                                       by applying the interest rate for that day
chosen company will be as close as possible
                                                       to the outstanding balance of your Loan
to the loan amount you designate for the
                                                       Account at the end of that day and is
purchase of those chosen Securities.
                                                       debited to your Loan Account monthly
A confirmation letter setting out details of your       and on the day your Loan Account is
share purchases and loan account will be sent          repaid in full and the account is closed.
to you after your loan is drawn down.
                                                   On the same day an interest payment is
                                                   debited to your Loan Account, a direct debit
What happens during the
                                                   for the same amount will be debited from your
term of my PPL?
                                                   nominated bank account and credited to your
Mortgage                                           Loan Account.

During the term of your loan, your Securities      Subject to certain conditions, including our
will be mortgaged to the Bank to secure your       agreement, you may elect to change
obligations under your loan.                       your interest payment method from;


Interest Payments                                  ❚   a variable interest rate (monthly in
                                                       arrears) to a fixed interest rate
Interest payments are payable by you at
                                                       (yearly in advance or monthly in
either:
                                                       arrears); and
❚   a fixed interest rate – annually in advance;
                                                   ❚   vice versa.


                                                                                                     7
                                                                                                         Protected Portfolio Loan
                                                                                                         Product Disclosure Statement
                               If you elect to change your interest payment       Any ordinary dividends and associated
                               method from a fixed interest rate paid annually     franking credits may provide potential tax
                               in advance to monthly in arrears, or change to     benefits to you. You should consult your
                               a variable interest rate, this election can only   own independent tax adviser regarding your
                               be made at the end of the period that is the       individual tax position.
                               subject of the fixed interest rate.
                                                                                  You may participate in Dividend
                               Tracking your PPL                                  Reinvestment Plans and Share
                                                                                  Purchase Plans
                               We make it easy for you to track your PPL.
                                                                                  If you choose to participate in a Dividend
                               Each quarter you will receive a statement          Reinvestment Plan or Share Purchase Plan,
                               setting out the details of your portfolio          the price of any Securities you acquire
                               (including the current Securities price) and       by participating in such plans will not be
                               your loan account (such as loan summary,           protected by a Put Option.
                               interest rate summary and cash transactions).
                                                                                  You may receive tax deductions in
                               If you are a client of CommSec and you have
                                                                                  relation to your interest payments
                               been allocated an account number to access
                                                                                  If you borrow funds from the Bank for income
                               CommSec’s website, you can also find up to
                                                                                  producing purposes, you may receive tax
                               the minute share prices, market commentaries,
                                                                                  deductions in relation to your interest payments.
                               economic research and share price graphs for
                               leading Australian Stock Exchange Ltd (ASX)        The Bank has obtained a Product Ruling from
                               listed stocks on the Internet site at              the Australian Taxation Office (ATO) in respect
                               www.commsec.com.au. If you are not                 of the extent and timing of deductions which
                               a client of CommSec but would like to be,          will be available for interest payments made
                               please contact CommSec on 13 15 19,                by investors in respect of the PPL.
                               your Investment Adviser or your Relationship
                               Manager.                                           The Product Ruling only refers to the
                                                                                  application of taxation laws to the PPL
                               If you require assistance in tracking your         and does not represent an endorsement
                               PPL, please also contact CommSec on                or guarantee by the ATO of this product
                               13 17 09, your Investment Adviser or your          as an investment, nor that the product
                               Relationship Manager.                              is commercially viable, that charges are
                                                                                  reasonable, appropriate or represent industry
                               You will be entitled to receive ordinary           norms or that projected returns will be
                               dividends and franking credits
                                                                                  achieved or are reasonably based.
                               As the beneficial owner of the Securities,
                               you will be entitled to receive any ordinary       The Product Ruling is only applicable if the

                               dividends and associated franking credits.         PPL is used as set out in this PDS and as
                                                                                  provided for in the Product Ruling.
                               Your ongoing interest payments may be
                               partially offset by ordinary dividends received    A copy of the Product Ruling can be obtained

                               but there will be differences in the timing of     from Commonwealth Bank or the ATO web

                               these receipts and payments. For example,          site at www.ato.gov.au or on our website at

                               you could be making monthly interest               www.commsec.com.au.

                               payments but receive tax deductions yearly
                                                                                  Note that the Product Ruling and taxation
                               and ordinary dividends every six months.
                                                                                  summary in this PDS do not address all the
                                                                                  tax implications associated with the PPL.
                                                                                  Furthermore, tax law is complex and depends


                               8
Protected Portfolio Loan
Product Disclosure Statement
heavily on your personal situation. Accordingly   shares to which the Put Options relate.
you should seek your own independent              You may also be required to;
taxation advice on the applicability of
                                                  ❚   contribute additional funds or make
the Product Ruling; and any other tax
                                                      repayments to the loan in order to restore
consequences which may arise in light of your
                                                      our security position; or
own individual circumstances.
                                                  ❚   terminate all or part of your PPL in
Changes to the Capital Gains Tax legislation
                                                      relation to the Securities affected by
now mean that, provided your Securities have
                                                      the Corporate Action. This might result
been held for at least 12 months, only half the
                                                      in break costs being payable by you
net capital gain generated from your portfolio
                                                      even though you did not initiate the
is taxed at your marginal tax rate.
                                                      early termination (refer to page 13 for a
A Tax Opinion from Greenwoods & Freehills             discussion on “Break Costs”).
Pty Ltd in respect of these and further
                                                  In adjusting these things, the Bank will want to
taxation issues is incorporated within this
                                                  ensure that:
PDS at page 32. The Tax Opinion does not
represent an endorsement or guarantee             ❚   Full protection of the investment after
by Greenwoods & Freehills Pty Ltd of this             the Corporate Actions will be maintained
product as an investment, nor that the                at a level equal to the outstanding loan
product is commercially viable, that charges          amount; and
are reasonable, appropriate or represent
industry norms or that projected returns          ❚   the security for the loan is maintained.

will be achieved or are reasonably based.         In exercising its discretion, the Bank may take
Greenwoods & Freehills Pty Ltd is not an          into consideration:
issuer or a seller of the PPL and does not
receive any commissions.                          ❚   any notice issued by the ASX with regard
                                                      to the adjustment method to be applied to
Corporate Actions                                     Exchange Traded Options (ETO) for that

A Corporate Action is an event which may              share in response to the Corporate Action;

alter the capital structure of the company            and

and may be announced by a company at any          ❚   The Bank’s ability to manage its risk
time. Typical Corporate Actions include (but          following any adjustment.
are not limited to):
                                                  The Bank’s rights include (but are not limited to):
❚   Return of Capital;
                                                  ❚   Directing you to sell some or all of the
❚   Special Dividends;                                Securities that are affected by, or created

❚   Bonus Share Issues;                               as a result of, the Corporate Action;


❚   Takeovers;

❚   Rights Issues; and

❚   Buy-Back Schemes.

The effect of a Corporate Action may be
to reduce the market value of your shares.
Should this occur, we may exercise our
discretion to make adjustments to either your
level of Put Options and / or to the number of

                                                                                                 9
                                                                                                        Protected Portfolio Loan
                                                                                                        Product Disclosure Statement
                               ❚   Applying the proceeds from any sale of           What happens at maturity?
                                   Securities and any payments received as
                                                                                    A month prior to your maturity date, the
                                   a result of a Corporate Action to purchase
                                                                                    Bank will send you a letter setting out the
                                   additional Securities or to be applied as
                                                                                    alternatives that are available to you. Attached
                                   further security for your loan;
                                                                                    to the letter is an instruction form that you

                               ❚   Requiring early termination by you of all or     need to complete and return to us 5 days

                                   part of your PPL in relation to the Securities   prior to your maturity date.

                                   affected by the Corporate Action. This
                                                                                    The PPL can be settled by you either;
                                   might result in break costs being payable
                                   by you even though you did not initiate the      1. selling all or some of your Securities to
                                   early termination (refer to page 13 for a            repay the loan and receiving any surplus.
                                   discussion on “Break Costs”).                        This will involve you exercising Put Options
                                                                                        if any of the Securities are below the
                               ❚   Requiring you to contribute additional
                                                                                        protected price;
                                   funds or make repayments to the loan in
                                   order to restore our security position. Early    2. using your own funds to repay the loan
                                   repayment may result in break costs being            and keeping the Securities;
                                   payable by you (refer to page 13 for a
                                                                                    3. extending the term of your PPL by
                                   discussion on “Break Costs”).
                                                                                        applying for a new loan (subject to
                               ❚   Requiring you to transfer any Securities to          availability and credit approval); or
                                   the Nominee, or have the Nominee acquire
                                                                                    4. A combination of the above.
                                   any Securities, to be held in its name on
                                   your behalf to better secure payment of the      If we do not receive any notification from you,
                                   Loan to us (refer to the Nominee Agreement       at maturity we will arrange for Securities within
                                   in Part 5 of the Terms and Conditions for        your portfolio to be sold;
                                   more details about the Nominee).
                                                                                    ❚   At the prevailing market price, if the
                               If a buy-back scheme is offered in relation to           prevailing market price is equal to or
                               Securities that are part of your PPL, you may            higher than the protected price, or
                               only participate where it is certain that the
                                                                                    ❚   At the protected price, if the prevailing
                               buy-back scheme enables you to sell your
                                                                                        market price is below the protected price.
                               entire holding of that type of Security and the
                                                                                        This will involve us exercising your Put
                               net proceeds from the sale are certain to be
                                                                                        Options if any of the Securities are below
                               greater than the value of the loan amount that
                                                                                        the protected price.
                               is the subject of those Securities.
                                                                                    We will use the proceeds to repay your loan
                               It is important to note that some Corporate
                                                                                    and any surplus will be credited to your
                               Actions may have tax implications for your PPL.
                                                                                    nominated account.
                               Please consult your independent tax adviser.
                                                                                    After your PPL matures and your loan account
                               As each Corporate Action is unique, it is
                                                                                    is settled, if you still have some Securities
                               not possible to forecast the impact of any
                                                                                    in the HIN relating to your Securities (for
                               Corporate Action on your PPL. If a Corporate
                                                                                    example, as a result of Dividend Reinvestment
                               Action takes effect, we will notify you of the
                                                                                    Plan), the Bank will arrange for transfer
                               adjustment that was made to your PPL.
                                                                                    of these Securities to you as an Issuer
                                                                                    Sponsored Holding.




                               10
Protected Portfolio Loan
Product Disclosure Statement
Example 2                                                     For example, at maturity you could settle your
Using the shares you purchased in Example 1                   PPL as follows;
(see ‘Determining the interest rate’ section on
                                                              1) As Security A and Security B are below
page 6), and assuming that those shares were
                                                                  the protected price, you can exercise your
purchased at the share price as indicated in
                                                                  Put Options on these two shares requiring
the table below, let’s assume that at the end of
                                                                  the Bank to purchase these Securities at
5-year term, you sell all of the shares and
                                                                  the protected prices. This will act as a full
some have:
                                                                  repayment of the portion of the loan used
❚     fallen in value (Security A and Security B);                to purchase those shares;

❚     stayed the same (Security C); and                       2) Apply for a new PPL and refinance
                                                                  Security C as part of your new PPL
❚     increased in value (Security D and                          (subject to availability and credit approval
      (Security E).                                               by the Bank). The protected price for your
                                                                  Security C would be set at the prevailing
The table below illustrates that under these
                                                                  market price of $2.12;
scenarios your capital gain is $59,972.16.
This is possible because your capital gains                   3) Use your own funds and repay the loan
are not offset against your capital losses.                       for Security D of $19,991.04 and take
                                                                  full possession of the shares. Note that
Under the PPL, you have benefited from the
                                                                  Security D is currently worth $55,978.56
shares that have increased in value (Security
                                                                  on market; and
D and Security E) and have been protected
from the shares that have fallen in value                     4) Sell Security E on market for $31.68
(Security A and Security B). Security C is                        per share. Out of the sale proceeds of
trading at its protected price so it has no                       $43,971.84:
impact on your return under the PPL.
                                                                  ❚   $19,987.20 is used to repay the
At maturity, you can treat your shares                                Security E loan amount; and
individually by selecting any of the four options
available to you (see “What happens at                            ❚   $23,984.64 is credited to your
maturity” on page 10 of this PDS). Note that                          nominated account.
any shares sold at maturity of your PPL will be
sold at the prevailing market prices.



    Security                                  A                  B                  C                 D                  E               Total
    Protected Price                           $13.21              $6.99              $2.12            $10.96            $14.40

    Number of Shares                            1,514             2,861              9,433             1,824              1,388

    Initial Value of PPL                 $19,999.94        $19,998.39         $19,997.96         $19,991.04        $19,987.20          $99,974.53

    Share Price at Maturity                     $2.64             $2.10              $2.12            $30.69            $31.68

    Maturity Value of Securities          $3,996.96          $6,008.10        $19,997.96         $55,978.56        $43,971.84         $129,953.42

    Maturity Value of Securities
    under a PPL                          $19,999.94        $19,998.39         $19,997.96         $55,978.56        $43,971.84         $159,946.69

    Indicative Capital Gain of PPL              $0.00             $0.00              $0.00       $35,987.52        $23,984.64          $59,972.16

The table above is for illustrative purposes only. This is not a complete analysis of the portfolio performance. It merely illustrates the hypothetical
performance of the selected hypothetical Securities over the five year period and does not consider the brokerage, interest expense, ordinary
dividends or franking credits or individual taxation circumstances. Also, the hypothetical performance of the Securities indicated above is not an
indicator of their future performance.


                                                                                                            11
                                                                                                                       Protected Portfolio Loan
                                                                                                                       Product Disclosure Statement
                               What are the costs of                            How do I apply for a PPL?
                               entering into a PPL?
                                                                                Completing PPL Application Form
                               When entering into a PPL, the following costs
                                                                                ❚   Detach and complete the Application
                               will be applicable:
                                                                                    Form attached to the back of this PDS.
                               1. Applicable Brokerage of 1.1% (inclusive
                                                                                ❚   Attach any supporting documentation
                                  of GST) of the Portfolio Value on Loan
                                                                                    required, as per the Check List on the
                                  drawdown. For example, if you had a
                                                                                    back page of the Application Form. This
                                  Portfolio Value of $100,00.00 you would
                                                                                    might include evidence of all income such
                                  pay $1,100.00 ($100,000.00 X 1.1%). This
                                                                                    as your most recent Tax Return.
                                  cost will be part of your PPL loan amount
                                  and will not be charged separately to your    ❚   Forward all documents directly to:
                                  nominated bank account.
                                                                                       Commonwealth Bank of Australia
                               2. Company Charge Fee (Government                       Protected Portfolio Loans
                                  Charge) for company applicants. The                  Locked Bag 34
                                  fee charged by ASIC for registration of              Australia Square NSW 1214
                                  company charges is AUD $135 and this
                                  is subject to change by ASIC. We will             Or hand them to your Investment Adviser

                                  debit your nominated bank account for             or Relationship Manager.

                                  the amount of the charge when your loan
                                  is approved (on account closure or if a       Credit Approval Process

                                  pre-existing charge needs to be released,     ❚   Once received, the Bank will process your
                                  a Release Fee of $65 currently applies).          credit application. Processing normally
                                                                                    takes between three to five working days.
                               3. Trust applicants applying for a loan over
                                                                                    If you are a Trust or Company applicant,
                                  $1,000,000.00, must supply us with a
                                                                                    your credit application requests might take
                                  certified copy of the Trust Deed and a fee
                                                                                    longer due to additional documentation
                                  of $430.00 currently applies.
                                                                                    that will need to be signed.
                               4. Interest payments on your loan. If you
                                                                                ❚   The Bank reserves the right to accept
                                  choose to pay fixed rate annually in
                                                                                    or reject any application in its absolute
                                  advance, the interest payment is due
                                                                                    discretion. If the Bank rejects your
                                  immediately after the Loan drawdown. If
                                                                                    application, any monies that have been
                                  you choose to pay either fixed or variable
                                                                                    received will be returned to you.
                                  rate monthly in arrears, the interest
                                  payment is due at the end of each month.
                                                                                If your application for the loan
                                  Interest payments will be direct debited      is approved
                                  from your nominated bank account.
                                                                                ❚   If your application for the loan is approved,
                               5. There are costs associated with                   we will contact you and send you an
                                  terminating your PPL prior to its scheduled       indicative PPL quote which will include an
                                  maturity date (see “Terminating your PPL”         indicative summary of your PPL (such as
                                  on page 13 of this PDS).                          your indicative interest rate). See Appendix
                                                                                    B on page 46 for a sample of an Indicative
                               6. Any Government stamp duty, taxes and
                                                                                    Quote and Analysis.
                                  other charges.




                               12
Protected Portfolio Loan
Product Disclosure Statement
❚   You may amend the details of your              ❚   By agreement between you and the Bank;
    Securities and interest payment prior to           or
    the loan being drawdown by requesting
                                                   ❚   By the Bank in accordance with the Terms
    this in writing to us. You may also amend
                                                       and Conditions.
    the loan amount and the term chosen
    as long as they do not exceed the loan         You may terminate your PPL before the maturity
    amount and term that was the subject of        date by contacting CommSec on 13 17 09.
    your application.                              Your PPL cannot be partially terminated, except
                                                   in the case of Corporate Actions.
❚   To accept the indicative PPL quote, you will
    need to send us your written authorisation     The Bank will calculate and advise you of
    for the Securities to be purchased and the     the termination value (net of all costs) of
    loan to be drawn down.                         the PPL as at the termination date by using
                                                   prevailing market rates chosen by the Bank
Purchasing your Securities and drawing             in good faith. The termination value will take
down your loan                                     into account the price of your Securities, the
❚   Once your written authorisation is             unwind value of the Bank’s hedge and funding
    received, CommSec will arrange to              arrangements and your outstanding loan
    purchase your Securities at the prevailing     liability on the termination date.
    market prices. We are unable to accept
    buy/sell orders at a specified price or         Break Costs
    within a specific limit.                        Break costs may be payable if your PPL is

❚   The value of your Securities purchased in      terminated prior to the maturity date. Break

    any chosen company will be as close as         costs include any interest, fees and other

    possible to the loan amount you designate      costs and losses which we may incur as a

    for the purchase of those chosen Securities.   result of the loan being repaid before the
                                                   maturity date, and other costs related to the
❚   Your loan will be drawn down and we will       unwinding or closing out of hedge and funding
    notify you of the summary of your PPL          arrangements established in connection with
    loan arrangement. If you choose to pay         the loan together with any other moneys then
    fixed interest annually in advance, your        accrued to the date of termination. If your PPL
    interest amount will be direct debited from    is terminated before the maturity date, the
    your bank account on the same day.             Bank must recover the balance of these costs
                                                   which have not been met by interest payments.
Confirmation
                                                   Break costs can be significant, being typically
A confirmation letter setting out details of your
                                                   about 5-10% of the loan amount multiplied by
share purchases and loan account will be sent
                                                   each remaining year in the balance of the loan
to you after your loan is drawn down.
                                                   term. Break costs will reduce the termination
                                                   value and may even result in you having
Variations to the maturity
                                                   to make a payment to the Bank to
date
                                                   terminate your obligations under
The maturity date cannot be varied once you
                                                   the PPL.
have entered a PPL.


Terminating a PPL
Your PPL may be terminated prior to the
maturity date either;



                                                                                             13
                                                                                                     Protected Portfolio Loan
                                                                                                     Product Disclosure Statement
                               It is not possible to forecast the amount of      What are the significant
                               break costs on your PPL. You should not           benefits of a PPL?
                               enter a PPL for the term selected if you intend
                                                                                 ❚   The Bank lends you 100% of the
                               to repay the loan early. You should therefore
                                                                                     investment amount to purchase a selected
                               seek independent financial and tax advice on
                                                                                     portfolio of Securities. This allows you to
                               the potential impact of the termination value
                                                                                     invest in those Securities without using
                               on your PPL.
                                                                                     your own capital.

                               The table below provides an indication of how
                                                                                 ❚   A PPL also protects 100% of the value
                               changes in some variables can affect break
                                                                                     of each of your chosen Securities at its
                               costs. This table assumes all other variables
                                                                                     protected price during the term of the
                               remain constant.
                                                                                     loan regardless of how your Securities

                               You may also incur the following fees and             have performed (subject to any

                               charges at the time of termination;                   Corporate Action).


                               ❚     Brokerage of 1.1% (inclusive of GST);       ❚   You choose the Securities you want
                                                                                     to purchase from our list of Approved
                               ❚     Any government charges, charges or              Securities or Illustrative Portfolios for a
                                     taxes, including stamp duty; and                fixed term of either 1, 2, 3, 4 or 5 years.
                                                                                     Separate interest rates are quoted for
                               ❚     Any accrued but unpaid interest and
                                                                                     each approved security, giving you
                                     Bank fees.
                                                                                     flexibility and greater choice.
                               Please note that any interest paid in advance
                                                                                 ❚   Your Securities are treated separately so
                               for the remaining term to maturity will be
                                                                                     you will receive the full benefit from any
                               included in determining the break cost of
                                                                                     Securities that have increased in value.
                               your PPL.
                                                                                     On the other hand, your Put Options over
                               Certain Corporate Actions (such as takeover           your individual Securities allow you to sell
                               event) may also result in partial or full             them back to the Bank at their protected
                               termination of your PPL. Please refer to              prices on maturity of the loan if they have
                               page 9 of this PDS to find out more about              fallen below their protected prices.
                               Corporate Actions.
                                                                                 ❚   You will be entitled to receive ordinary
                                                                                     dividends and associated franking credits.

                                                                                 ❚   There are no margin calls, meaning that
                                                                                     you will not be required to make additional
                                                                                     payments if a Security in your portfolio
                                                                                     loses value.
                               How changes in some
                               variables affect break costs

                                   Variable                       Change in        Break Costs                 Break Costs
                                                                   Variable      attributed to Put         attributed to Fixed
                                                                                       Option                 Interest Rate
                                   Share Price                                                                        N/A
                                   Share Price Volatility                                                             N/A
                                   Interest Rates
                                   Dividends                                                                          N/A




                               14
Protected Portfolio Loan
Product Disclosure Statement
❚   You can make interest payments each             What are the significant
    month at either a fixed or variable rate,        disadvantages of a PPL?
    or pay a year’s interest in advance at a
                                                    ❚   Interest payments will be greater than
    fixed rate. Subject to certain conditions,
                                                        those payable on other loans because the
    including our agreement, you may elect to
                                                        PPL interest rate is made up of the cost of
    change your interest payment method from
                                                        borrowing 100% of the investment amount
    a variable interest rate (monthly in arrears)
                                                        and the premiums for the Put Options.
    to a fixed interest rate (yearly in advance or
    monthly in arrears) and vice versa.             ❚   You cannot repay any loan amount during
                                                        the term of the PPL.
❚   The PPL can be settled by you either;
                                                    ❚   You must choose the Securities from our
    1. selling all or some of your Securities
                                                        list of Approved Securities.
        to repay the loan and receiving any
        surplus. This will involve you exercising   ❚   Although your ongoing interest payment
        Put Options if any of the Securities are        obligations and all other costs payable
        below the protected price;                      under your PPL may be partially offset by
                                                        any ordinary dividends or tax deductions
    2. using your own funds to repay the loan
                                                        associated with your PPL, there will be
        and keeping the Securities;
                                                        differences in timing of these receipts and

    3. extending the term of your PPL by                payments. For example, you could be

        applying for a new loan (subject to             making monthly interest payments but

        availability and credit approval); or           receive tax deductions yearly and ordinary
                                                        dividends every six months.
    4. A combination of the above.
                                                    ❚   There is no cooling off period available to
❚   There may be tax benefits from borrowing             you in respect of investing in a PPL.
    and investing in Securities by way of
    deductions in relation to the interest          Please also refer to the “Additional Features”

    payable to the extent that it does not          section of this PDS for a discussion on

    exceed the announced Government                 Significant Disadvantages of the additional

    benchmark. The tax treatment for                features.

    applicants is confirmed in a Product Ruling
    issued by the Australian Taxation Office
                                                    What are the significant
    (“ATO”). The Ruling is available upon
                                                    risks of a PPL?
    request or can be viewed on the ATO             Starting from the time at which you enter
    website (www.ato.gov.au).                       into a PPL with the Bank, risk factors may
                                                    lead to changes in the financial outcomes
❚   Additional features include a Reduced
                                                    that are unfavourable to you. Monitoring of
    Interest Rate, Protection Reset, Portfolio
                                                    any risks associated with this product is your
    Management and Share Roll in. Please
                                                    responsibility (subject to the responsibility of
    refer to the “Additional Features” section
                                                    the Bank for its own operational processes,
    of this PDS for a discussion on Significant
                                                    see “Operational risk” on page 17).
    Benefits of the additional features.




                                                                                               15
                                                                                                       Protected Portfolio Loan
                                                                                                       Product Disclosure Statement
                               Market risk                                         ❚   Securities may vary in price and saleability
                               ❚   The key market risk to you is that the              at short notice. This is a risk to you
                                   return on your PPL may be negative                  because there may be fluctuations in the
                                   despite the capital protection feature              price of Securities between receipt of your
                                   because interest costs, and any additional          Application Form and your acceptance
                                   costs such as break costs incurred (refer           of our indicative PPL quotes and the
                                   to page 13 for a discussion on “Break               date and time at which the Securities are
                                   Costs”), may exceed any capital gains and           purchased.
                                   income (such as ordinary dividends and
                                                                                   ❚   The Bank does not guarantee the
                                   franking credits).
                                                                                       performance of any of the Securities
                               ❚   You will be exposed to increases in market          purchased by you.
                                   interest rates if you enter a PPL at a
                                   variable interest rate.                         Financial risk
                                                                                   ❚   It is important that you have sufficient
                               ❚   Terminating your PPL prior to the maturity
                                                                                       funds to cover your interest payment
                                   date can result in break costs that are
                                                                                       obligations when they are due.
                                   significant, typically being about 5-10%
                                   of the loan amount multiplied by each           ❚   The Bank will have a mortgage over:
                                   remaining year in the balance of the loan
                                                                                       1. your Securities;
                                   term (refer to page 13 for a discussion on
                                   “Break Costs”). You should not enter a              2. any sale proceeds from selling your
                                   PPL for the term selected if you intend to              Securities; and
                                   repay the loan early. You should therefore
                                   seek independent financial and tax advice            3. any funds received as a result of

                                   on the potential impact of the termination              Corporate Action.

                                   value on your PPL.                                      If you are in default of PPL obligations

                               ❚   Where a Corporate Action occurs, you                    in accordance with PPL terms and

                                   may be required to;                                     conditions, the Bank may exercise
                                                                                           its rights as mortgagee and take
                                   1. contribute additional funds or make                  possession of your Securities and
                                       repayments to the loan in order to                  sell them.
                                       restore our security position or
                                                                                   ❚   Any change to the tax law, ATO
                                   2. terminate all or part of your PPL in             interpretation of the tax law or in the way
                                       relation to the Securities affected by          investment in PPL affects your tax position
                                       the Corporate Action. This might result         could affect the value of your PPL.
                                       in break costs being payable by you
                                       even though you did not initiate the        ❚   If you are in default under the PPL the

                                       early termination (refer to page 13 for a       Bank may declare that all moneys owing

                                       discussion on “Break Costs”).                   by you are immediately due and payable.


                                       Some Corporate Actions may                  Credit risk
                                       affect your tax position as well. See
                                                                                   Credit risk is common to all investment
                                       “Corporate Actions” on page 9 of this
                                                                                   products that you may hold with the Bank.
                                       PDS for more details.
                                                                                   In all cases, you are reliant on the ability of
                                                                                   the Bank to meet its obligations to you under
                                                                                   the terms of each transaction. This risk is
                                                                                   sometimes described as “counterparty risk”.


                               16
Protected Portfolio Loan
Product Disclosure Statement
Operational risk
Operational risk is the risk of loss resulting
from inadequate or failed internal processes,
people and systems or external events.

You are reliant on the ability of the Bank
to price and settle your transaction in a
timely and accurate manner. The Bank in
turn is dependent on the reliability of its
own operational processes that include
communications, computers and computer
networks. Disruptions in the Bank’s processes
may lead to delays in the execution and
settlement of your transaction. If for any
reason the share price cannot be determined
the relevant price will be determined by the
Bank acting in good faith. Such disruptions
may result in outcomes that are less
favourable to you.

However, once you have entered into
the transaction, the management of risks
associated with its own operational processes
is the responsibility of the Bank.

The risks described here may not include all
risk considerations that may be relevant to you
when entering into a PPL. Please also refer
to “What are the significant disadvantages
of a PPL” on page 15. Before transacting in
this product you should be satisfied that this
product is suitable for you. We recommend
that you consult your Investment Adviser or
obtain other independent advice.

Please also refer to the “Additional
Features” section on page 18 of this PDS
for a discussion on Significant Risks of the
additional features.




                                                  17
                                                       Protected Portfolio Loan
                                                       Product Disclosure Statement
Additional Features

Features at a glance

  Significant         Reduced Interest Rate (page 19) – You can receive a reduced interest rate on your loan if you
  benefits            elect to share part of any capital growth in your portfolio with the Bank.
                     Protection Reset (page 22) – If any of your Securities have increased in value by more than
                     $10,000.00 from the time your loan was drawn down, or from the time the last Protection Reset
                     was made, you are able to reset your protected price to the current market price to “lock in” your
                     capital gain. You can do this by increasing your loan amount or transferring some of your Securities
                     out of your PPL.
                     Portfolio Management (page 24) – You are able to manage your portfolio by selling any of your
                     Securities that have increased in value, thereby “locking in” any capital gain, and using the sale
                     proceeds to;

                     ❚   Repurchase the same Securities at a later date to take advantage of any favourable price
                         movements; or

                     ❚   Purchase other Approved Securities that you think have greater future growth potential.
                     Share Roll-in (page 28) – You can use the Share Roll-In feature if you want to leverage off an
                     existing holding of Securities that are not currently part of your PPL, provided they are Approved
                     Securities. This allows you to borrow funds (the “PPL”) to use for income producing purposes and
                     to receive 100% capital protection on those Securities at the prevailing market prices for the term of
                     the loan.

  Significant         There may be some market risk, operational risk and credit risk as well as risk from Corporate
  risks              Actions. See pages 9, 15, 16 and 17.

  Interest rates     Our current Indicative Term Sheet is available on request from CommSec on 13 15 19, our website
                     www.commsec.com.au or from your Investment Adviser or Relationship Manager.

  Costs              In addition to those costs set out on page 12, costs relating to the Additional Features include;

                     ❚   Brokerage; for the Portfolio Management feature, and

                     ❚   Protection Reset fee.




                               18
Protected Portfolio Loan
Product Disclosure Statement
Reduced Interest Rate                               If a Corporate Action occurs, we may exercise
                                                    our discretion to make adjustments to either
You can pay a reduced interest rate on your
                                                    your level of Call Options and / or to the
loan if you forego a portion of any capital
                                                    number of shares to which the Call Options
growth in your portfolio above a Capped
                                                    relate. In adjusting these two things, the Bank
Price. This essentially involves you selling Call
                                                    will want to ensure that if the Protected Price
Options over your portfolio to the Bank. Any
                                                    of a Security is adjusted, the relevant Capped
capital growth up to the Capped Price will be
                                                    Price is always equal to the Capped Rate
retained by you. The Call Options have the
                                                    multiplied by the adjusted Protected Price.
same maturity date as your loan.

                                                    If you wish to receive a reduced interest rate
The reduced interest rate on your loan
                                                    on your loan you should indicate this in your
will be based on a Capped Price and
                                                    Application Form by specifying the Capped
Participation Rate.
                                                    Rate and Participation Rate that you wish
                                                    to be applied to your portfolio. The Capped
Capped Price
                                                    Rate and Participation Rate can only be set
The Capped Price is the price up to which
                                                    on your entire portfolio (and not per individual
you will benefit from any growth in the
                                                    Security). The Capped Price must be higher
value of your portfolio. The Capped Price
                                                    than the protected price of the Put Option.
is determined by multiplying the Capped
                                                    A reduced interest rate is only available at the
Rate by the protected price of each of your
                                                    start date of a PPL.
Securities. You must choose the Capped Rate
from the Indicative Term Sheet. See Example         Where we have agreed to give you a reduced
3 on page 20.                                       interest rate in respect of Commonwealth
                                                    Bank of Australia shares, these shares can
Participation Rate                                  only be cash settled, if on maturity the market
When you choose a Participation Rate, you           value is equal to or above the Capped Price.
will fix the percentage of any growth in the         We will sell the shares on your behalf and
value of your Securities above the Capped           apply from the proceeds of such sale, an
Price that you will retain.                         amount equal to the CBA Call Option price
                                                    to your loan and remit any balance to your
Generally the more capital growth you elect to      nominated account. Alternatively you could
share with the Bank, the lower your reduced         keep the Securities and repay the loan using
interest rate will be.                              your own funds and pay the Bank its share of

The Capped Rate and Participation Rate              any capital growth above the Capped Price.

available for the Approved Securities and
the corresponding indicative reduced
interest rate are set out in the Term
Sheet which can be downloaded from
www.commsec.com.au or if you prefer a
hardcopy, please contact CommSec on
13 15 19, your Investment Adviser or
Relationship Manager. Where your portfolio
consists of more than one Security, the
applicable indicative reduced interest rate
would be the weighted average of the
indicative reduced interest rates of the
Securities you selected.



                                                                                             19
                                                                                                       Protected Portfolio Loan
                                                                                                       Product Disclosure Statement
                               Example 3                                              As a comparison, if you had not used
                               You have applied for a PPL for $100,000.00 for         the Reduced Interest Rate feature and
                               a 5-year period and want to use it to purchase         decided to sell your portfolio at maturity,
                               10,000 shares in company ABC at $10 per                you would have received $100,000.00
                               share. The standard interest rate applicable is        being 100% of the capital growth above
                               12.50% per annum. You would however like to            the protected price of $10.00 (10,000
                               pay a reduced interest rate on your loan.              shares X ($20.00 - $10.00)). You would
                                                                                      however have paid $5,000.00 more in
                               You have chosen a Capped Rate of 150%                  interest payments during the term of the
                               and a Participation Rate of 50%. The Capped            loan ($100,000.00 X (12.50% per annum
                               Price is calculated by multiplying the Capped          – 11.50% per annum) X 5 years). You
                               Rate by the protected price. The Capped                should seek independent financial and tax
                               Price therefore is $15 ($10 X 150%).                   advice prior to using the Reduced Interest
                                                                                      Rate feature.
                               In exchange for setting the Capped Rate and
                               Participation rate, the Bank has calculated         2. Keep the Securities and repay the loan
                               that your reduced interest rate will be 11.5%          using your own funds and pay the Bank
                               per annum.                                             its share of any capital growth above the
                                                                                      Capped Price. Based on Example 3, you
                               What happens at maturity?                              would pay the Bank $25,000.00 being
                               If the market price of the Securities is equal to      50% of the capital growth above the
                               or above the Capped Price you can;                     Capped Price of $15.00 [(10,000 shares x
                                                                                      ($20.00 - $15.00) x 50%].
                               1. Sell your portfolio to the Bank at a price
                                  equal to the Capped Price. The Bank will         3. Sell sufficient Securities to repay your
                                  apply these proceeds on your behalf to              loan and keep the remaining Securities
                                  repay your loan and any surplus will be             unencumbered. Based on Example
                                  credited to your nominated account. The             3, you could sell 5,000 shares at
                                  Bank will then pay you your share of any            $20.00 and use the sales proceeds of
                                  capital growth above the Capped Price (if           $100,000.00 (5,000 shares x $20.00)
                                  a Participation Rate was selected).                 to repay your loan of $100,000.00. You
                                                                                      would then pay the Bank $25,000.00
                                  For example using Example 3, if at
                                                                                      being 50% of the capital growth above
                                  maturity the value of the shares is $20,
                                                                                      the Capped Price of $15.00 [(10,000
                                  you will receive $75,000.00 (less any
                                                                                      shares x ($20.00 - $15.00) x 50%]. The
                                  applicable brokerage, fees or other
                                                                                      residual 5,000 shares would be released
                                  transaction costs) which is the sum of
                                                                                      to you as an Issuer Sponsored Holding.
                                  (a) and (b) in the table below;


                                         100% of the capital growth between the protected price
                                 (a)     of $10.00 and the Capped Price of $15.00 (10,000                   $50,000.00
                                         shares X ($15.00 - $10.00))
                                         Plus: 50% of the capital growth between the Capped
                                 (b)     Price of $15.00 and the current market price of $20.00             $25,000.00
                                         (10,000 shares x ($20.00 - $15.00) x 50%)
                                         You will receive                                                   $75,000.00




                               20
Protected Portfolio Loan
Product Disclosure Statement
4. Apply for a new PPL to extend the term         What are the significant disadvantages of
    of all or part of your loan (subject to       a reduced interest rate?
    availability and credit approval). You will   ❚   You must share part of any capital growth
    need to pay the Bank its share of any             in your portfolio above the Capped Price
    capital growth above the Capped Price.            with the Bank.

If the market price of the Securities is below    ❚   A reduced interest rate is only available at
the Capped Price, you can;                            the start date of a PPL.

1. sell all or some of your Securities to         ❚   The Capped Rate and Participation Rate
    repay the loan and receive any surplus.           cannot be set per individual share.
    This will involve you exercising Put
                                                  ❚   You cannot enter a Protection Reset or
    Options if any of the Securities are below
                                                      use the Portfolio Management feature
    the protected price;
                                                      where the Reduced Interest Rate feature
2. use your own funds to repay the loan and           is being used. For information on the
    keep the shares;                                  Protection Reset feature please see
                                                      page 22 of this PDS. For information on
3. extend the term of your PPL by applying
                                                      Portfolio Management please see page 24
    for a new loan (subject to availability and
                                                      of this PDS.
    credit approval); or

4. A combination of the above.                    What are the significant risks of a
                                                  reduced interest rate?

Determining the reduced interest rate             ❚   Break costs associated with terminating

When determining the reduced interest                 your PPL prior to the maturity date of the

rate the Bank will take the following factors         loan. These costs will likely be greater

into account;                                         than if a reduced interest rate had not
                                                      been used because the agreed proportion
❚   Those factors set out on page 6 of this           of any capital growth in your PPL above
    PDS under “Determining the interest rate”;        the Capped Price will be payable to the
    and                                               Bank (refer to page 13 for a discussion on
                                                      “Break Costs”).
❚   The Capped Rate and Participation rate
    you have chosen.


What are the significant benefits of a
reduced interest rate?
❚   Your interest payments will be lower
    than those calculated at the standard
    interest rate.

❚   You can choose the Capped Rate and
    Participation Rate from the Indicative
    Term Sheet.

❚   Generally the more capital growth you
    elect to share with the Bank, the lower
    your reduced interest rate will be.




                                                                                            21
                                                                                                     Protected Portfolio Loan
                                                                                                     Product Disclosure Statement
                               ❚   The sale of a call option may affect                market value of the Securities, and ii) the
                                   whether you hold the Securities at risk for         original Loan Amount referrable to those
                                   the 45 day rule and consequently your               Securities. Your Loan Amount will not
                                   entitlement to franking credits. This will          change. The Securities that you transfer
                                   depend on the percentage of the ordinary            out of your PPL will no longer
                                   financial risk of loss and opportunities for         be protected.
                                   gain from you owning the shares. We can
                                                                                   The Securities whose protected prices are
                                   provide you with our determination of the
                                                                                   reset will form a “sub account” under your
                                   percentage at the start date of your PPL
                                                                                   Loan. If you choose:
                                   upon request. You should consult your tax
                                   adviser for details or visit the ATO website    ❚   Option 1: the balance in your “sub
                                   www.ato.gov.au and read publications                account” will equal to the cash drawing
                                   such as “When you are not entitled to               plus the original Loan amount referrable to
                                   claim a franking tax offset”.                       the Securities being reset; or

                                                                                   ❚   Option 2: the balance in your “sub account”
                               What are the costs and fees?
                                                                                       will equal to the original Loan amount
                               Break costs including payment to the Bank of
                                                                                       referrable to the Securities being reset.
                               the agreed proportion of any capital growth
                               in your PPL above the Capped Price (refer to        The fixed or variable interest rate (as the case
                               page 13 for a discussion on “Break Costs”).         may be) for the sub account may be different
                                                                                   to your current loan but the maturity date will
                               Protection Reset                                    be the same.
                               If any of your Securities have increased in value
                                                                                   The ATO Product Ruling does not cover the
                               by more than $10,000.00 from the time your
                                                                                   Protection Reset feature. Please see the letter
                               loan was drawn down, or from the time the
                                                                                   from Greenwood and Freehills Pty Limited
                               last protection reset was made, you are able
                                                                                   on page 32 of this PDS for a summary of
                               to reset your protected price to the current
                                                                                   the principal Australian income tax and
                               market price to “lock in” your capital gain.
                                                                                   goods and services tax (“GST”) implications
                               You do this by entering into a new Put              arising for an investor who uses this feature.
                               Option for the Security at the prevailing           For example, you may not be allowed a tax
                               market price and                                    deduction in relation to the interest expense if
                                                                                   you do not use the cash drawing for income
                               1. Drawing a cash amount equal to the
                                                                                   producing purposes.
                                   capital growth in that Security. The cash
                                   amount, which must be used for income
                                                                                   Other things you need to know
                                   producing purposes, will be the difference
                                                                                   If the Security price rises after the reset is in
                                   between i) the prevailing market value of
                                                                                   place, you will be entitled to the full value of
                                   the Securities, and ii) the original Loan
                                                                                   that rise. If the Security price goes down, you
                                   Amount referrable to those Securities.
                                                                                   have 100% capital protection at the reset
                                   This will increase your loan amount by the
                                                                                   protected price during the term of the loan.
                                   amount of the cash drawing; or
                                                                                   An additional credit assessment will be
                               2. Transferring a proportion of your
                                                                                   required if the loan amount is increased as a
                                   Securities out of your PPL equivalent to
                                                                                   result of the protection reset.
                                   the difference between i) the prevailing




                               22
Protected Portfolio Loan
Product Disclosure Statement
You cannot request a Protection Reset if;            2. You reset your protected price to
                                                         $20.00 for 5,000 shares only. You will be
❚   the Reduced Interest Rate feature is being
                                                         requesting the Bank to;
    used; or
                                                         a. Leave your loan amount of
❚   less than one month before the expiry
                                                             $100,000.00 unchanged (being the
    date of your loan.
                                                             5,000 shares at the new protected
If you want to enter a Protection Reset you                  price of $20.00); and
need to complete the Protection Reset Notice,
                                                         b. transfer 5,000 shares to you. These
which is on page 69 of this PDS, or you
                                                             shares are not protected.
can contact CommSec on 13 17 09 or your
Investment Adviser or Relationship Manager.              As a consequence of your request, we
                                                         will need to vary our hedge arrangements
Example 4                                                established in connection with the loan.
You have a PPL for $100,000.00 for a 5-year              This will result in break costs being
period where you invested in 10,000 shares in            payable by you to the Bank (refer to page
ABC Limited at $10 per share. The protected              13 for a discussion on “Break Costs”).
price of your Put Option was therefore set at
$10.00 per share.                                    What happens at maturity?
                                                     The outcomes at maturity are the same as
After two years, an indicative protected price
                                                     those set out on page 10 of this PDS under
for the ABC shares is $20.00 and you would
                                                     “What happens at maturity?”
like to “lock in” this unrealised gain. There
are two ways you can apply to reset your
                                                     What are the significant benefits of a
protected price to $20.00;
                                                     protection reset?
1. You reset your protected price to $20.00 for      ❚   If any of your Securities have increased in
    the full 10,000 shares. You will be requesting       value by more than $10,000.00 from the
    the Bank to increase your loan amount to             time the loan was drawn down, or from
    $200,000.00 (being the 10,000 shares at              the time the last Protection Reset was
    the new protected price of $20.00). As a             made, you are able to reset your protected
    consequence of your request, we will need            price to the current market price.
    to vary our hedge arrangements established
    in connection with the loan. This will result    ❚   It is an alternative to trading in and out of

    in break costs being payable by you to the           a Security.

    Bank (refer to page 13 for a discussion on
                                                     ❚   You can draw a cash amount for income
    “Break Costs”).
                                                         producing purposes for an amount equal

    If the Bank approves your application,               to the increase in value of the Securities.

    you will be able to draw a cash amount of            Alternatively you can take your profit as

    $100,000 (being the increase in your loan            Securities, however break costs are still

    amount) for income producing purposes.               payable (refer to page 13 for a
                                                         discussion on “Break Costs”).
    Note that whenever your loan amount
    increases as a result of a protection reset
    a credit assessment will be necessary.




                                                                                                 23
                                                                                                         Protected Portfolio Loan
                                                                                                         Product Disclosure Statement
                               What are the significant disadvantages of           This allows you to “lock in” unrealised gains
                               a protection reset?                                on those Securities that have increased in
                               ❚   Break costs are payable and these may          value, and then either;
                                   be significant (refer to page 13 for a
                                                                                  ❚   Repurchase the same Securities at a later
                                   discussion on “Break Costs”).
                                                                                      date to take advantage of any favourable
                               ❚   If your loan amount has been increased,            price movements; or
                                   your interest payments will also be
                                                                                  ❚   Purchase other Approved Securities that you
                                   increased.
                                                                                      think have greater future growth potential.
                               ❚   The interest rate on your “sub account”
                                                                                  All Securities are sold and purchased at their
                                   may be higher than your original loan to
                                                                                  prevailing market price. We are unable to
                                   reflect the new protected price.
                                                                                  accept buy/sell orders at a specified price or
                                                                                  within a specific limit.
                               What are the significant risks of a
                               protection reset?                                  The ATO Product Ruling does not cover the
                               ❚   There is a market risk that you do not         Portfolio Management feature. Please see
                                   receive any additional benefit after entering   the letter from Greenwood and Freehills Pty
                                   a protection reset. This will occur if the     Limited on page 32 of this PDS for a summary
                                   market price of the share you hold at          of the principal Australian income tax and
                                   maturity is higher than the protected price    goods and services tax (“GST”) implications
                                   meaning that entering the protection reset     arising for an investor who uses this feature.
                                   may not have been necessary.
                                                                                  If you want to use the Portfolio Management
                                                                                  feature, please contact CommSec on
                               What are the costs and fees?
                                                                                  13 17 09 or your Investment Adviser or
                               The cost and fees associated with the
                                                                                  Relationship Manager.
                               protection reset include;

                               ❚   Break costs will be payable by you to the      Sale of Securities
                                   Bank (refer to page 13 for a discussion on     The PPL allows you to sell Securities if the
                                   “Break Costs”).                                current market value is higher than the
                                                                                  protected price.
                               ❚   A Protection Reset Fee of $300.00.
                                                                                  If you choose to sell a Security, you are
                               ❚   Any associated transaction costs such as
                                                                                  required to sell your entire holding of that
                                   stamp duty, government taxes and duties.
                                                                                  Security. When you instruct us to sell a
                               Costs and fees will be debited to your             Security, CommSec will arrange to sell the
                               nominated bank account.                            Security on your behalf.

                                                                                  Where you intend to repurchase the same
                               Portfolio Management
                                                                                  Securities at a later date or if you do not
                               You are able to manage your portfolio by
                                                                                  purchase different Securities at the same time
                               selling any of your Securities and using the
                                                                                  as the corresponding sale, the proceeds equal
                               sale proceeds to;
                                                                                  to the loan amount referable to those Securities

                               ❚   purchase the same Securities at a later        will be used to acquire units in an Approved

                                   date (repurchasing); or                        Unit Trust nominated by us on your behalf
                                                                                  (such as a Cash Management Trust). The
                               ❚   purchase other Approved Securities.            units of the Approved Unit Trust will be held
                                                                                  as continuing security for your loan until you
                                                                                  decide to repurchase the same Securities or to
                                                                                  purchase different Securities at a future date.
                               24
Protected Portfolio Loan
Product Disclosure Statement
A minimum amount of $10,000.00 must                 ❚   After two years, ABC shares are worth
be maintained in the units of the Approved              $20.00. You believe that they may be at
Unit Trust that relates to your PPL. There is           their peak and that they may fall in the
no principal or interest offset between the             short term but then rise again above
Approved Unit Trust and your loan amount                $20.00. You are therefore interested in
and therefore, interest remains payable on              selling those shares now and buying them
your original loan amount at all times.                 back later.

Where you are purchasing different Securities       ❚   You instruct us to place a sell order on
at the same time as the corresponding sale,             the ABC shares. CommSec arranges for
the proceeds from that sale will first be applied        the shares to be sold at $20.00 and the
to repay that portion of the loan referable             proceeds are $100,000.00.
to those Securities and any surplus will be
                                                    ❚   Of this amount, $50,000.00 will be used
credited to your nominated bank account.
                                                        to acquire units in an Approved Unit Trust
The different Securities that are purchased will
                                                        and held on your behalf for you to use
form a “sub account” under your loan.
                                                        when you re-purchase the ABC shares at
Note that you cannot sell a Security where a            a later date. The residual $50,000.00 will
Reduced Interest Rate is being used or if it is         be credited to your nominated account.
less than one month before the expiry date of
                                                    If at the time of re-purchase, the market price
your loan.
                                                    of the Securities is;
Any sale of a Security including those in a buy-
                                                    ❚   Above the protected price; you will
back scheme will attract costs and fees (refer to
                                                        need to contribute additional funds to
costs and fees on page 28 of this PDS).
                                                        re-purchase the Securities. This will be
                                                        equal to the difference between the value
Repurchasing the same Securities
                                                        of the Securities at the protected price
You are able to use the proceeds of any sale
                                                        and the market price. For example if the
to repurchase the same Securities that you
                                                        market price was $12.00 you will need to
previously sold. The quantity of repurchased
                                                        contribute $10,000 [($12 - $10) x 5000].
Securities must be the same as the original
Securities you purchased. The minimum                   It is important to note that capital
amount is $10,000.00.                                   protection will not apply to any additional
                                                        funds you contribute to repurchase the
When you are repurchasing the same
                                                        Securities. Your loan amount and interest
Securities (irrespective of the price of the
                                                        rate remain the same.
Securities), the loan amount, interest rate and
maturity date of your loan will not change.
Your Put Options are not terminated; they
are left in place to provide 100% capital
protection on your repurchased Securities.

Example 5
❚   You have a PPL for $100,000.00 for a 5-
    year period which was used to purchase
    5,000 shares in company ABC at $10.00
    per share and 2,500 shares in company
    XYZ at $20.00 per share.




                                                                                               25
                                                                                                      Protected Portfolio Loan
                                                                                                      Product Disclosure Statement
                               ❚   Below the protected price; surplus            Example 6
                                   funds will be credited to your nominated      You have a PPL for $100,000.00 for a 5-year
                                   account. This will be equal to the            period and used it to purchase 5,000 shares in
                                   difference between the value of the           company ABC at $10.00 per share and 2,500
                                   Securities at the protected price and         shares in company XYZ at $20.00 per share.
                                   the market price. For example if the
                                   market price was $8.00 we will credit         After two years, ABC shares are worth $20.00

                                   $10,000.00 to your nominated account          and you believe that they may be at their peak

                                   [($10.00 - $8.00) x 5000]. This must be       so you would like to “lock in” this unrealised

                                   used for income producing purposes if         gain. You are also interested in buying shares

                                   you are to be allowed a tax deduction.        in company DEF.


                                   The capital protection will apply to the      You can achieve this by;

                                   original loan amount and your interest rate
                                                                                 ❚   Applying to the Bank in writing to sell your
                                   will remain the same.
                                                                                     5,000 ABC shares at $20.00 and to use

                               ❚   Equal to the protected price; payments            the sale proceeds of $100,000.00 to buy

                                   from or to the Bank are not required.             shares in DEF valued at $50,000.00. By
                                                                                     doing this your loan amount will not change
                                   The capital protection will apply to the          but will comprise the existing Loan of
                                   original loan amount and your interest rate       $50,000.00 for the XYZ shares and a “sub
                                   will remain the same.                             account” of $50,000.00 for the DEF shares.


                               Purchasing other Approved Securities              ❚   As a consequence of your request, we
                                                                                     will need to vary our hedge arrangements
                               You are able to use the proceeds of any sale
                                                                                     established in connection with the loan.
                               to purchase other Approved Securities to
                                                                                     This will result in break costs being
                               those that you previously sold.
                                                                                     payable by you to the Bank (refer to page
                               The portion of your loan represented by other         13 for a discussion on “Break Costs”).
                               Approved Securities that are purchased will
                                                                                 ❚   You instruct us to place a sell order on
                               form a “sub account” under your loan whose;
                                                                                     the ABC shares. CommSec arranges for
                               ❚   loan amount must be equal to the Loan             the shares to be sold at $20.00 and the
                                   amount of the Securities sold subject to          proceeds are $100,000.00.
                                   minimum Loan amount of $20,000.00;
                                                                                 ❚   CommSec also arranges for the DEF
                               ❚   fixed or variable interest rate (as the case       shares valued at $50,000.00 to be
                                   may be) may be different to your current          purchased. The residual $50,000.00
                                   loan to reflect the new Security you have          (less any fees, charges and costs) will be
                                   purchased; and                                    credited to your nominated account.

                               ❚   maturity date will be the same as your
                                   original PPL.

                               Where Takeover occurs and that portion of
                               your loan is unwound (as set out on page
                               9 on this PDS under “Corporate Actions”),
                               subject to the Bank’s approval, you may be
                               able to utilise the “Portfolio Management”
                               feature to purchase different Securities.




                               26
Protected Portfolio Loan
Product Disclosure Statement
What are the significant benefits of                     It is important to note that capital protection
Portfolio Management?                                  will not apply to any additional funds you
❚   You are able to manage your portfolio by           contribute to repurchase the shares.
    selling any of your Securities and using
    the sale proceeds to repurchase the same       What are the significant risks of
    Securities at a later date (repurchasing) or   Portfolio Management?
    purchasing different Securities. This allows   ❚   There is a market risk that you do not
    you to “lock in” unrealised gains on those         receive any benefit after using this feature.
    Securities that have increased in value,
                                                       When repurchasing the same Securities,
    and then either;
                                                       this will occur if the market price of the
    ❚   Repurchase the same Securities at              Securities you sold continues to rise after
        a later date to take advantage of any          you have sold them meaning the cost to
        favourable price movements; or                 re-purchase them also continues to rise.

    ❚   Purchase other Securities that you think       When purchasing different Securities,
        have greater future growth potential,          this will occur if the market price of the
                                                       Securities you purchased is below the
❚   We give you the flexibility as to the timing
                                                       protected price at maturity and the
    of your repurchase of the same Securities
                                                       market price of the Securities you sold
    or purchase of different Securities whilst
                                                       continues to rise after you have sold them.
    your proceeds referable to the Securities
                                                       This will mean that you would not have
    sold are placed in an Approved Unit Trust
                                                       received any benefit from purchasing
    (up until maturity date).
                                                       different Securities except for any ordinary
                                                       dividends and franking credits you may
What are the significant disadvantages of
                                                       have received.
Portfolio Management?
❚   When purchasing other Approved                 ❚   The capital protection feature will not apply
    Securities, break costs will be payable            to any additional funds you contribute to
    (refer to page 13 for a discussion on              repurchase the Securities.
    “Break Costs”).
                                                   ❚   If you hold your investment on capital
❚   The interest rate on your sub account may          account, you should contact your
    be higher than your original loan to reflect        tax adviser to determine whether
    the new Security you have purchased;               you continue to hold your investment
    and                                                on capital account and the tax
                                                       consequences that flow if you no longer
❚   When repurchasing the same Securities,
                                                       hold your investment on capital account.
    if at the time of re-purchase the market
    price of the Securities is;

    ❚   Above the protected price; you will
        need to contribute additional funds
        to repurchase the Securities. This will
        be equal to the difference between
        the value of the Securities at the
        protected price and the market price.
        For example if the market price was
        $12.00 you will need to contribute
        $10,000.00 [($12.00 - $10.00) x 5000].



                                                                                              27
                                                                                                         Protected Portfolio Loan
                                                                                                         Product Disclosure Statement
                               What are the costs and fees?                        on page 32 of this PDS for a summary of the
                               The fees involved with Portfolio Management         principal Australian income tax and goods and
                               include;                                            services tax (“GST”) implications arising for an
                                                                                   investor who uses this feature. For example,
                               ❚   A break cost associated with unwinding the      you may not be allowed a tax deduction in
                                   hedge and funding arrangements when you         relation to the interest expense if you do not
                                   purchase another Security (refer to page 13     use the PPL for income producing purposes.
                                   for a discussion on “Break Costs”).
                                                                                   Example 7
                               ❚   Any associated transaction Brokerage
                                                                                   ❚   You own 10,000 shares in ABC Limited
                                   charged at 1.1% inclusive of GST.
                                                                                       which you originally purchased at $10.00.
                               ❚   Any associated transaction costs such as            per share. Two years later, the indicative
                                   stamp duty, government taxes and duties.            protected price for the ABC shares is
                                                                                       $20.00 and you would like to “lock in” this
                               Share Roll-in                                           unrealised gain and draw a cash amount
                               You can use the Share Roll-In feature if you            which you intend to use for other income
                               want to leverage off an existing holding of             producing purposes.
                               Securities that are not currently part of your
                                                                                   ❚   You complete the PPL Application Form
                               PPL, provided they are Approved Securities.
                                                                                       noting that you wish to use the Share Roll
                               This allows you to borrow funds (the “PPL”)
                                                                                       In feature for your 10,000 ABC shares.
                               to use for income producing purposes and
                                                                                       Your application is approved and your
                               to receive 100% capital protection on those
                                                                                       ABC shares are transferred to an account
                               Securities at the prevailing market price for the
                                                                                       designated by us.
                               term of the loan.
                                                                                   ❚   Following delivery of your ABC shares,
                               If you wish to use the Share Roll-in feature you
                                                                                       we send you an indicative PPL quote. To
                               should indicate this in your Application Form by
                                                                                       accept the quote, you will need to send us
                               specifying the number of Approved Securities
                                                                                       your written authorisation to proceed with
                               that you wish to mortgage to the Bank.
                                                                                       the transaction.
                               If your application is approved by the
                                                                                   ❚   The Securities will be mortgaged to the
                               Bank, we will arrange for the delivery of the
                                                                                       Bank as security for the loan and the loan
                               Securities. Once the Securities are delivered,
                                                                                       will be drawn down.
                               we will send you an indicative quote setting
                               out indicative details of the loan amount.          ❚   A Put Option at the protected price of
                                                                                       $20.00 will be granted to you on the loan
                               Once your written authorisation is received,
                                                                                       drawdown date to provide you with 100%
                               the Securities will be mortgaged to us and the
                                                                                       capital protection on your 10,000 ABC
                               Loan will be drawn down. The Put Option will
                                                                                       shares during the term of the loan.
                               be granted to you and the Loan amount will
                               be credited to your nominated bank account.         ❚   The loan proceeds of $200,000.00
                                                                                       (being 10,000 ABC shares X $20.00)
                               The Approved Securities will be held in your
                                                                                       will be credited to your nominated bank
                               name for your benefit but will be mortgaged to
                                                                                       account. This must be used for income
                               the Bank as security for the loan.
                                                                                       producing purposes if you are to be
                               The ATO Product Ruling does not cover the               allowed a tax deduction in relation to the
                               Share Roll In feature. Please see the letter            interest expense.
                               from Greenwood and Freehills Pty Limited




                               28
Protected Portfolio Loan
Product Disclosure Statement
❚   We then send you a letter setting out          In the event that your call options are
    details of your share purchases and            exercised and you are required to sell
    loan account.                                  your Securities, please contact CommSec
                                                   Options Desk on 1800 245 698 or your
❚   Assuming a fixed interest rate in advance
                                                   Investment Adviser.
    of 12% is applicable to your PPL, your
    yearly interest payment will be $24,000.00     If you want to sell Covered Calls against
    (12% x $200,000.00).                           shares that are held in your PPL, please
                                                   contact CommSec Options Desk on
What are the costs and fees?                       1800 245 698 or your Investment Adviser.

The costs and fees involved with Share Roll
                                                   You should also refer to the PDS for Exchange
are the same as those set out under “What
                                                   Traded Options issued by CommSec. A copy
are the costs of entering into a PPL?” on page
                                                   can be obtained from www.commsec.com.au
12 of this PDS.
                                                   or by contacting CommSec Options Desk on
                                                   1800 245 698.
Covered Calls
A Covered Call involves you selling exchange       The ATO Product Ruling and the letter from

traded call options against shares that you own.   Greenwood and Freehills Pty Limited on
                                                   page 32 of this PDS do not cover the Covered
If you wish to sell Covered Calls against          Calls feature. Please seek your independent
shares held in your PPL;                           financial, legal and taxation advice before
                                                   using Covered Calls feature.
❚   The strike price of the call option must
    be higher than the protected price of the
    underlying PPL share;

❚   The maturity date of the call option cannot
    exceed the maturity date of your PPL;

❚   The quantity of shares that are the subject
    of the call option must be equal to or less
    than the quantity of shares that are held in
    your PPL;

❚   You must arrange for CommSec to sell the
    call options on your behalf; and

❚   Brokerage will be payable.

Note that you cannot sell Covered Calls
where you have used the Reduced Interest
Rate feature.

When Covered Calls are in place,

❚   you cannot utilise the Portfolio
    Management feature; and

❚   you may be required to contribute
    additional funds or close your call options
    position if a Corporate Action occurs.




                                                                                             29
                                                                                                   Protected Portfolio Loan
                                                                                                   Product Disclosure Statement
                               Variation in fee                                      You must provide us with accurate and
                                                                                     relevant information
                               The Bank will give you at least thirty (30) days’
                               notice in writing if there is any variation to fees   If you provide the Bank with incomplete or

                               charged, including:                                   inaccurate information, the Bank may not
                                                                                     be able to provide you with the products or
                               ❚   Imposing any new fee;                             services you are seeking.

                               ❚   Varying the amount of any fee;
                                                                                     Other members of the Group
                               ❚   Varying the interest and fee charging             The Bank is permitted by the Privacy Act
                                   cycles; and / or                                  to disclose personal information to other
                                                                                     members of the Group. This enables the Group
                               ❚   Varying the basis of calculating and
                                                                                     to have an integrated view of its customers.
                                   charging of interest.

                                                                                     Other disclosures
                               Privacy of your personal
                               information                                           Personal information may be disclosed to:

                               Collection of personal information                    ❚   brokers and agents who refer your
                                                                                         business to us;
                               The Bank collects personal information
                               (including customers’ full names, addresses           ❚   any person acting on your behalf,
                               and contact details) so that we may                       including your financial adviser, solicitor
                               administer our customer relationships and                 or accountant, executor, administrator,
                               provide customers with the products and                   trustee, guardian or attorney;
                               services they request as well as information
                               on the Commonwealth Bank Group’s (“the                ❚   if you have borrowed from the Bank to

                               Group”) products and services.                            purchase property: valuers and insurers
                                                                                         (so that the Bank can obtain a valuation
                               Where it is necessary to do so, the Bank                  of your property, and confirm that it is
                               also collects information on individuals such             insured);
                               as company directors and officers (where
                               the company is our customer), as well as              ❚   if you have life insurance: medical

                               customers’ agents and persons dealing with                practitioners (to verify or clarify, if necessary,

                               us on a “one-off” basis.                                  any health information you may provide),
                                                                                         claims investigators and reinsurers (so that
                               The law can also require us to collect personal           any claim you make can be assessed and
                               information, e.g. Commonwealth legislation                managed), insurance reference agencies
                               requires us to identify persons who open                  (where the Bank is considering whether to
                               or operate accounts. The Bank may take                    accept a proposal of insurance from you
                               steps to verify the information collected, e.g.           and, if so, on what terms);
                               a birth certificate provided as identification
                               may be verified with records held by the               ❚   if you have superannuation or managed

                               Registry of Births, Deaths and Marriages to               investments: external product providers

                               protect against impersonation, or the Bank                into which you might direct some of your

                               may verify with an employer that employment               investment, other product providers

                               and remuneration information provided in an               to which your investment might be

                               application for credit is accurate.                       transferred; and




                               30
Protected Portfolio Loan
Product Disclosure Statement
❚   organisations, including overseas            Further information
    organisations, to whom we outsource          For further information on the Bank’s privacy
    certain functions.                           and information handling practices, please refer
                                                 to the Bank’s Privacy Policy Statement, which
In all circumstances where the Bank’s
                                                 is available at www.commbank.com.au or
contractors, agents and outsourced service
                                                 upon request from any branch of the Bank.
providers become aware of personal
information, confidentiality arrangements
                                                 Tax considerations
apply. Personal information may only be used
by our agents, contractors and outsourced        Commonwealth Bank does not provide

service providers for our purposes.              taxation advice. Taxation law is complex and its
                                                 application will depend on your circumstances.
The Bank may also disclose personal              Potential investors should seek their own
information to other financial institutions and   independent taxation advice when determining
organisations at their request if you seek       whether a PPL is suitable. Commonwealth
credit from them.                                Bank has obtained an opinion in a letter form
                                                 from Greenwood & Freehills. The letter provides
The Bank may be allowed or obliged to
                                                 a summary of the principal Australian income
disclose information by law, e.g. under Court
                                                 tax and GST implications arising for an investor
Orders or Statutory Notices pursuant to
                                                 who borrows money from us under a PPL, so
taxation or social security laws.
                                                 as to invest in a range of Securities.

Access to your personal information
You may (subject to permitted exceptions)
access your personal information by
contacting:

    Customer Relations
    Commonwealth Bank
    Reply Paid 41
    Sydney NSW 2001

We may charge you for providing access.




                                                                                          31
                                                                                                    Protected Portfolio Loan
                                                                                                    Product Disclosure Statement
          TAX OPINION




Page 32
TAX OPINION




              Page 33
          TAX OPINION




Page 34
TAX OPINION




              Page 35
          TAX OPINION




Page 36
TAX OPINION




              Page 37
          TAX OPINION




Page 38
TAX OPINION




              Page 39
          APPENDIX A – INDICATIVE TERM SHEET




                �������������������������������������������
                ����������������������
                �����������                                        �


                Commonwealth Bank offer a comprehensive selection of ASX listed securities suitable for use within the
                Commonwealth Bank Protected Portfolio Loan. For convenience, the Indicative Interest Rates have been split
                into two sections. The first section provides pricing for a list of “Illustrative Portfolios”, while the second section
                contains individual stock interest rate pricing.
                Commonwealth Bank Protected Portfolio Loans are competitively priced and offer a range of interest payment
                methods to suit the needs of most leveraged equity investors. Commonwealth Bank offer both fixed and variable
                interest rates for one through five year loan periods. The variable interest rate is paid monthly in arrears, while
                the fixed interest rate is paid annually in advance.
                Applications for Commonwealth Bank Protected Portfolio Loan will only be accepted when made on an
                application form included in the PDS. If you have any questions, please call �������� or call your
                financial adviser.




                                                                                                   �
                ������������������������������������




                                                                                                 �
                 �����������������




                                                              �
                These portfolios aim to provide capital growth by taking on growth characteristics. Growth is characterised by
                high forecast earnings per share (EPS) growth, high price-to-earnings (PE), high price-to-book or high price-to-
                NTA ratios. In addition, a macroeconomic perspective on high growth sectors of the economy will be




                                                            �
                incorporated in the stock selection process. Overall the portfolios will target a prospective PE ratio 20 percent
                above the market where the “market” is defined as the S&P/ASX 200 and prospective earnings are those
                forecast by CommSec research analysts. Stock selection is limited to ASX-listed securities issued by companies




                                �
                within the S&P/ASX 200 index.

                             ������               ���� ���������� ����������� �            �      ��������������       ��������������




                              �
                                                  ����� �������� ��������
                                                         ������    ������
                                                                                        �����     ������ ��������      ������ ��������
                BHP Billiton Limited              BHP       25.88%      17.50%                   �������� ���������   �������� ��������
                Woolworths Limited                WOW       19.86%      13.43%         5 years   12.26% 12.53%        12.28% 12.56%
                Unitab Limited                    UTB       18.89%      12.77%         4 years   12.70% 13.01%        12.69% 13.00%
                Fosters Group Limited             FGL       18.23%      12.33%         3 years   13.70% 14.04%        13.68% 14.02%
                Rinker Group Limited              RIN       17.15%      11.60%         2 years   14.86% 15.28%        14.82% 15.24%
                Macquarie Bank Limited            MBL                   9.63%          1 year    17.59% 18.10%        17.46% 17.97%
                Bank of Queensland                BOQ                   7.74%
                Publishing and Broadcasting
                Limited                           PBL                   5.00%
                QBE Insurance Group Limited       QBE                   5.00%
                Brambles Industries Limited        BIL                  5.00%
                                            Total          100.00%     100.00%




                         ���������������������������������������������������������������������������������������

                                                                       Page 1 of 6




Page 40
APPENDIX A – INDICATIVE TERM SHEET




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      ����������������������
      �����������                                    �



       ������������������������

      These portfolios aim to provide a high yield by taking on value characteristics. Value is characterised by low
      price-to-earnings (PE) ratio, low price-to-book, low price to NTA (Net Tangible Asset) ratios and high dividend
      yield. Overall the portfolio will be benchmarked against a prospective dividend yield at least 100 basis points
      higher than the market, where the “market” is defined as the S&P/ASX 200 and prospective earnings and
      dividends are those forecast by CommSec research analysts. Stock selection is limited to ASX-listed securities
      issued by companies within the S&P/ASX 200 index.

                  ������               ���� ���������� ����������� �       �       ��������������     ��������������
                                       ����� �������� ��������




                                                                                    �
                                              ������    ������
                                                                         �����     ������ �������� ������ ��������
      Commonwealth Bank of Australia   CBA     29.11%     22.58%                  �������� ��������� �������� ��������




                                                                                  �
      Rio Tinto Limited                RIO     20.54%     15.93%        5 years   12.20% 12.47% 12.10% 12.36%
      David Jones Limited              DJS     19.65%     15.24%        4 years   12.50% 12.79% 12.42% 12.71%
      Westpac Banking Corporation      WBC     16.34%     12.67%        3 years   13.25% 13.58% 13.21% 13.53%




                                                 �
      The Australian Gas Light
      Company                          AGL     14.36%     11.14%        2 years   14.07%   14.46%    14.05%   14.44%
      Wesfarmers Limited               WES                8.76%         1 year    16.39%   16.85%    16.36%   16.83%
      Suncorp-Metway Limited           SUN                7.23%




                                               �
      Insurance Australia Group
      Limited                          IAG                6.45%




                     �
      ������                             �     �����      �����




                   �
       �����������������������������

      These portfolios aim to provide a well-diversified exposure to the sharemarket. They comprise securities issued
      by companies and listed unit trusts representative of the major sectors of the Australian share market. Stock
      selection is limited to ASX-listed securities issued by companies within the S&P/ASX 200 index.

      ������                           ���� ���������� �����������                 ��������������     ��������������
                                       ����� �������� ��������
                                             ������    ������
                                                                         �����     ������ �������� ������ ��������
      Commonwealth Bank of Australia CBA       23.84%     18.42%                  �������� ��������� �������� ��������
      BHP Billiton Limited           BHP       23.26%     17.97%        5 years   11.86% 12.12% 11.90% 12.15%
      Fosters Group Limited          FGL       21.76%     16.81%        4 years   12.19% 12.48% 12.26% 12.54%
      Westpac Banking Corporation    WBC       20.82%     16.09%        3 years   13.01% 13.33% 13.10% 13.42%
      Origin Energy Limited          ORG       10.32%      7.97%        2 years   13.97% 14.36% 14.07% 14.46%
      Coles Myer Limited             CML                   6.03%        1 year    16.29% 16.75% 16.47% 16.94%
      Insurance Australia Group
      Limited                        IAG                  5.69%
      Brambles Industries Limited    BIL                  5.50%
      Rinker Group Limited           RIN                  5.50%

                 ������                  �     �����      �����




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                                                         Page 2 of 6




                                                                                                                         Page 41
          APPENDIX A – INDICATIVE TERM SHEET




                �������������������������������������������
                ����������������������
                �����������                                        �


                  �������������������

                These portfolios aim to provide a high yield with high franking of dividends. A 90% level of dividend franking for
                each portfolio is targeted. Stock selection is limited to securities issued by companies included in the S&P/ASX
                200 index. Stock selection is limited to ASX-listed securities issued by companies within the S&P/ASX 200
                index.

                                                                                        �               ��������������           ��������������
                                                      ����������   �����������
                                             ����     ��������     ��������                           ������       ��������    ������      ��������
                ������                       �����    ������       ������               ����          ���������    ���������   ���������   ���������
                Commonwealth Bank of




                                                                                                        �
                Australia                    CBA        28.70%          20.66%          5 years       11.93%        12.19%     12.18%       12.45%
                John Fairfax Holdings
                Limited                      FXJ        20.24%          14.58%          4 years       12.22%        12.50%     12.50%       12.79%




                                                                                                      �
                St George Bank Limited       SGB        19.62%          14.12%          3 years       12.90%        13.21%     13.24%       13.56%
                Suncorp-Metway Limited       SUN        15.91%          11.46%          2 years       13.81%        14.18%     14.18%       14.57%
                Westpac Banking




                                                               �
                Corporation                  WBC        15.53%          11.18%          1 year        16.07%        16.52%     16.59%       17.07%
                David Jones Limited           DJS                       8.91%
                Fosters Group Limited         FGL                       7.27%
                Insurance Australia Group




                                                             �
                Limited                       IAG                       5.90%
                Western Australian
                Newspapers Holdings




                                �
                Limited                      WAN                        5.90%

                         ������                         �����            �����




                              �
                 ���������������

                This portfolio provides exposure to the four major Australian banks.

                             ������                  ���������         ����������              ����         ��������������� �����������������
                  Australia and New Zealand
                  Banking Corporation Limited          ANZ              25.00%              5 years               11.83%           12.34%
                Commonwealth Bank of Australia         CBA              25.00%              4 years               12.07%           12.34%
                 National Australia Bank Limited       NAB              25.00%              3 years               12.81%           13.12%
                 Westpac Banking Corporation           WBC              25.00%              2 years               13.60%           13.97%
                             ������                      �               �����              1 year                15.75%           16.19%




                         ���������������������������������������������������������������������������������������

                                                                          Page 3 of 6




Page 42
APPENDIX A – INDICATIVE TERM SHEET




      �������������������������������������������
      ����������������������
      �����������                                        �

      SECTION 2 - INDICATIVE INDIVIDUAL STOCK PRICING

       ������������������������������������

             ��������                                                ������������   ������   ������   ������   ������   ������
      AGL    The Australian Gas Light Company                        $     13.83    11.63%   11.92%   12.62%   13.39%   15.48%
      ALL    Aristocrat Leisure limited                              $      9.99    15.93%   16.85%   18.61%   20.99%   25.75%
      AMC    Amcor Limited                                           $      6.62    12.44%   12.78%   13.57%   14.46%   16.96%
      AMP    AMP limited                                             $      6.60    13.09%   13.63%   14.68%   15.72%   19.20%
      ANZ    Australia and New Zealand Banking Corporation Limited   $     21.67    12.02%   12.38%   13.25%   14.18%   16.53%
      ASX    Australian Stock Exchange Limited                       $     19.61    12.67%   13.10%   14.00%   15.12%   17.89%
      AWC    Alumina Limited                                         $      5.86    13.69%   14.26%   15.38%   16.86%   20.36%
      AXA    AXA Asia Pacific Holdings Limited                       $      4.13    12.35%   12.90%   13.93%   15.09%   18.01%
      BBG    Billabong International Limited                         $     11.29    13.91%   14.66%   16.00%   18.23%   22.54%




                                                                                          �
      BHP    BHP Billiton Limited                                    $     16.77    12.07%   12.56%   13.52%   14.56%   17.21%
      BIL    Brambles Industries Limited                             $      7.60    13.11%   13.75%   14.93%   16.35%   19.81%
      BLD    Boral Limited                                           $      5.69    14.52%   14.98%   15.95%   17.15%   20.40%
      BNB    Babcock and Brown Limited                               $      8.95    12.87%   13.48%   14.59%   15.91%   19.15%




                                                                                        �
      BSL    BHP Steel Limited                                       $      7.95    14.30%   14.95%   16.39%   18.17%   22.39%
      CBA    Commonwealth Bank of Australia                          $     36.53    12.16%   12.40%   13.04%   13.77%   15.88%
      CCL    Coca-Cola Amatil Limited                                $      7.56    12.98%   13.35%   14.45%   15.73%   17.33%
      CML    Coles Myer Limited                                      $      8.59    11.64%   11.95%   12.67%   13.40%   15.49%




                                                    �
      COH    Cochlear Limited                                        $     29.38    13.43%   14.11%   15.35%   16.88%   20.59%
      CSL    CSL Limited                                             $     31.15    13.60%   14.29%   15.54%   16.85%   20.20%
      CSR    CSR Limited                                             $      2.30    13.75%   14.37%   15.65%   17.23%   20.91%
      DJS    David Jones Limited                                     $      1.65    14.73%   15.16%   16.08%   17.23%   20.40%
      DRT    DB RREEF Trust                                          $      1.34    14.91%   15.27%   16.13%   17.49%   19.20%




                                                  �
      FGL    Fosters Group Limited                                   $      5.23    12.01%   12.41%   13.34%   14.63%   17.28%
      FXJ    John Fairfax Holdings Limited                           $      3.85    13.07%   13.55%   14.10%   15.71%   18.75%
      GAN    CFS Gandel Retail Trust                                 $      1.55    13.90%   14.29%   15.25%   16.51%   17.70%
      HVN    Harvey Norman                                           $      2.48    12.62%   13.20%   14.27%   15.52%   18.60%
      IAG    Insurance Australia Group Limited                       $      5.93    12.29%   12.81%   13.84%   14.96%   17.71%




                    �
      JHX    James Hardie Industries                                 $      5.74    13.99%   14.90%   16.25%   17.73%   21.86%
      LEI    Leighton Holdings Limited                               $      9.89    13.36%   13.84%   14.81%   16.07%   19.24%
      LHG    Lihir Gold Limited                                      $      1.05    15.89%   16.88%   18.57%   20.88%   26.41%




                  �
      LNN    Lion Nathan Limited                                     $      7.07    13.88%   14.55%   15.87%   17.49%   21.33%
      MAY    Mayne Group Limited                                     $      4.17    12.91%   13.53%   14.68%   16.02%   19.30%
      MBL    Macquarie Bank Limited                                  $     46.88    12.02%   12.52%   13.50%   14.58%   17.33%
      MIG    Macquarie Infrastructure Group                          $      3.61    12.90%   13.48%   14.55%   15.74%   18.65%
      NAB    National Australia Bank Limited                         $     29.38    12.24%   12.48%   13.31%   14.23%   16.56%
      NCM    Newcrest Mining                                         $     14.68    14.08%   14.40%   15.63%   17.18%   21.08%
      ORG    Origin Energy Limited                                   $      7.03    12.73%   13.31%   14.40%   15.94%   18.47%
      ORI    Orica Limited                                           $     15.88    13.72%   14.15%   15.28%   16.40%   18.77%
      OSH    Oil Search Limited                                      $      2.47    14.57%   15.37%   16.81%   18.69%   23.23%
      OST    Onesteel Limited                                        $      2.34    14.62%   15.19%   16.36%   17.90%   21.76%
      PBL    Publishing and Broadcasting Limited                     $     14.45    12.15%   12.65%   13.63%   14.96%   17.29%
      PMN    Promina Group Limited                                   $      5.13    13.10%   13.64%   14.66%   15.88%   19.05%
      PPX    Paperlinx Limited                                       $      2.88    15.21%   15.60%   16.50%   17.69%   20.92%
      PRK    Patrick Corporation Limited                             $      5.21    12.45%   13.00%   14.05%   15.23%   18.17%
      QAN    Qantas Airways Limited                                  $      3.23    14.17%   14.80%   15.94%   17.36%   21.06%
      QBE    QBE Insurance Group Limited                             $     14.55    12.78%   13.26%   14.34%   15.59%   18.64%
      RIN    Rinker Group Limited                                    $     11.14    12.18%   12.68%   13.65%   14.75%   17.58%
      RIO    Rio Tinto Limited                                       $     44.74    11.80%   12.25%   13.16%   14.13%   16.64%
      SEV    Seven Network Limited                                   $      6.48    12.78%   13.39%   14.50%   15.83%   19.04%
      SGB    St George Bank Limited                                  $     24.86    12.11%   12.36%   13.15%   14.03%   16.23%
      SHL    Sonic Healthcare Limited                                $     11.09    13.22%   13.89%   15.10%   16.54%   20.05%
      STO    Santos Limited                                          $      9.88    12.20%   12.72%   13.72%   14.85%   17.65%
      STW    Streettracks 200 Fund                                   $     40.54    11.07%   11.51%   12.05%   13.00%   14.93%
      SUN    Suncorp-Metway Limited                                  $     19.16    11.51%   11.92%   12.79%   13.67%   15.93%
      TAH    Tabcorp Holdings Limited                                $     14.90    12.51%   12.85%   13.63%   14.53%   17.02%
      TCL    Transurban Group                                        $      6.99    12.38%   12.54%   13.48%   14.56%   16.90%
      TEN    Ten Network Holdings                                    $      3.31    13.60%   14.10%   15.17%   16.52%   19.76%
      TLS    Telstra Corporation Limited                             $      4.90    12.67%   12.91%   13.58%   14.27%   16.40%
      TOL    Toll Holdings Limited                                   $     12.06    11.89%   12.35%   13.26%   14.28%   16.86%
      UTB    Unitab Limited                                          $     11.80    14.78%   15.45%   16.94%   18.88%   22.62%
      WAN    Western Australian Newspapers Holdings Limited          $      7.37    12.83%   13.23%   14.09%   14.82%   17.82%
      WBC    Westpac Banking Corporation                             $     19.12    11.96%   12.16%   12.94%   13.75%   15.85%
      WDC    Westfield Group Limited                                 $     16.16    13.82%   14.17%   14.99%   16.16%   18.65%
      WES    Wesfarmers Limited                                      $     36.10    12.14%   12.55%   13.50%   14.54%   16.69%
      WMR    WMR Resources Limited                                   $      7.95    13.38%   14.00%   15.23%   16.71%   20.24%
      WOW    Woolworths Limited                                      $     15.13    11.79%   12.12%   12.98%   13.88%   16.19%
      WPL    Woodside Petroleum Limited                              $     23.40    12.22%   12.73%   13.71%   14.83%   17.66%

             ���������������������������������������������������������������������������������������

                                                              Page 4 of 6




                                                                                                                                 Page 43
          APPENDIX A – INDICATIVE TERM SHEET




                �������������������������������������������
                ����������������������
                �����������                                        �


                ����������������������������������������������������

                       �����                                                   ������������   ������   ������   ������   ������   ������
                AGL    The Australian Gas Light Company                        $     13.83    11.40%   11.66%   12.33%   13.04%   15.07%
                ALL    Aristocrat Leisure limited                              $      9.99    15.52%   16.40%   18.09%   20.36%   24.96%
                AMC    Amcor Limited                                           $      6.62    12.17%   12.49%   13.25%   14.07%   16.49%
                AMP    AMP limited                                             $      6.60    12.80%   13.30%   14.31%   15.28%   18.65%
                ANZ    Australia and New Zealand Banking Corporation Limited   $     21.67    11.77%   12.10%   12.94%   13.80%   16.08%
                ASX    Australian Stock Exchange Limited                       $     19.61    12.40%   12.79%   13.65%   14.70%   17.39%
                AWC    Alumina Limited                                         $      5.86    13.37%   13.91%   14.99%   16.38%   19.76%
                AXA    AXA Asia Pacific Holdings Limited                       $      4.13    12.09%   12.60%   13.59%   14.68%   17.50%
                BBG    Billabong International Limited                         $     11.29    13.58%   14.29%   15.58%   17.70%   21.87%
                BHP    BHP Billiton Limited                                    $     16.77    11.82%   12.27%   13.19%   14.17%   16.73%




                                                                                                    �
                BIL    Brambles Industries Limited                             $      7.60    12.81%   13.42%   14.55%   15.89%   19.24%
                BLD    Boral Limited                                           $      5.69    14.17%   14.60%   15.53%   16.66%   19.80%
                BNB    Babcock and Brown Limited                               $      8.95    12.58%   13.15%   14.23%   15.46%   18.60%
                BSL    BHP Steel Limited                                       $      7.95    13.96%   14.57%   15.95%   17.64%   21.72%




                                                                                                  �
                CBA    Commonwealth Bank of Australia                          $     36.53    11.90%   12.12%   12.73%   13.41%   15.45%
                CCL    Coca-Cola Amatil Limited                                $      7.56    12.69%   13.04%   14.09%   15.29%   16.85%
                CML    Coles Myer Limited                                      $      8.59    11.40%   11.69%   12.38%   13.05%   15.07%
                COH    Cochlear Limited                                        $     29.38    13.12%   13.76%   14.95%   16.40%   19.99%




                                                              �
                CSL    CSL Limited                                             $     31.15    13.28%   13.93%   15.14%   16.37%   19.61%
                CSR    CSR Limited                                             $      2.30    13.43%   14.01%   15.24%   16.74%   20.29%
                DJS    David Jones Limited                                     $      1.65    14.37%   14.77%   15.66%   16.74%   19.80%
                DRT    DB RREEF Trust                                          $      1.34    14.54%   14.87%   15.71%   16.99%   18.65%
                FGL    Fosters Group Limited                                   $      5.23    11.76%   12.13%   13.02%   14.23%   16.80%




                                                            �
                FXJ    John Fairfax Holdings Limited                           $      3.85    12.78%   13.23%   13.76%   15.27%   18.22%
                GAN    CFS Gandel Retail Trust                                 $      1.55    13.57%   13.94%   14.85%   16.05%   17.20%
                HVN    Harvey Norman                                           $      2.48    12.35%   12.88%   13.91%   15.09%   18.07%
                IAG    Insurance Australia Group Limited                       $      5.93    12.03%   12.52%   13.50%   14.55%   17.21%
                JHX    James Hardie Industries                                 $      5.74    13.66%   14.52%   15.82%   17.22%   21.21%




                              �
                LEI    Leighton Holdings Limited                               $      9.89    13.06%   13.50%   14.44%   15.63%   18.69%
                LHG    Lihir Gold Limited                                      $      1.05    15.48%   16.42%   18.05%   20.25%   25.60%
                LNN    Lion Nathan Limited                                     $      7.07    13.56%   14.18%   15.46%   16.99%   20.70%




                            �
                MAY    Mayne Group Limited                                     $      4.17    12.63%   13.21%   14.31%   15.57%   18.74%
                MBL    Macquarie Bank Limited                                  $     46.88    11.77%   12.24%   13.18%   14.19%   16.84%
                MIG    Macquarie Infrastructure Group                          $      3.61    12.62%   13.15%   14.18%   15.30%   18.12%
                NAB    National Australia Bank Limited                         $     29.38    11.98%   12.19%   12.99%   13.85%   16.11%
                NCM    Newcrest Mining                                         $     14.68    13.75%   14.04%   15.22%   16.69%   20.46%
                ORG    Origin Energy Limited                                   $      7.03    12.45%   13.00%   14.04%   15.50%   17.95%
                ORI    Orica Limited                                           $     15.88    13.40%   13.80%   14.89%   15.94%   18.23%
                OSH    Oil Search Limited                                      $      2.47    14.21%   14.97%   16.36%   18.14%   22.53%
                OST    Onesteel Limited                                        $      2.34    14.26%   14.80%   15.92%   17.38%   21.11%
                PBL    Publishing and Broadcasting Limited                     $     14.45    11.90%   12.36%   13.30%   14.56%   16.81%
                PMN    Promina Group Limited                                   $      5.13    12.81%   13.31%   14.29%   15.44%   18.51%
                PPX    Paperlinx Limited                                       $      2.88    14.83%   15.19%   16.06%   17.17%   20.31%
                PRK    Patrick Corporation Limited                             $      5.21    12.18%   12.70%   13.70%   14.81%   17.66%
                QAN    Qantas Airways Limited                                  $      3.23    13.83%   14.42%   15.52%   16.86%   20.44%
                QBE    QBE Insurance Group Limited                             $     14.55    12.50%   12.95%   13.98%   15.16%   18.11%
                RIN    Rinker Group Limited                                    $     11.14    11.93%   12.39%   13.32%   14.35%   17.09%
                RIO    Rio Tinto Limited                                       $     44.74    11.56%   11.97%   12.85%   13.76%   16.18%
                SEV    Seven Network Limited                                   $      6.48    12.50%   13.07%   14.14%   15.39%   18.50%
                SGB    St George Bank Limited                                  $     24.86    11.86%   12.08%   12.84%   13.66%   15.79%
                SHL    Sonic Healthcare Limited                                $     11.09    12.92%   13.55%   14.71%   16.07%   19.46%
                STO    Santos Limited                                          $      9.88    11.94%   12.43%   13.39%   14.44%   17.15%
                STW    Streettracks 200 Fund                                   $     40.54    10.86%   11.27%   11.79%   12.67%   14.54%
                SUN    Suncorp-Metway Limited                                  $     19.16    11.28%   11.66%   12.49%   13.31%   15.50%
                TAH    Tabcorp Holdings Limited                                $     14.90    12.24%   12.55%   13.30%   14.14%   16.55%
                TCL    Transurban Group                                        $      6.99    12.12%   12.25%   13.16%   14.17%   16.44%
                TEN    Ten Network Holdings                                    $      3.31    13.28%   13.75%   14.79%   16.05%   19.19%
                TLS    Telstra Corporation Limited                             $      4.90    12.39%   12.61%   13.25%   13.89%   15.95%
                TOL    Toll Holdings Limited                                   $     12.06    11.64%   12.07%   12.95%   13.89%   16.40%
                UTB    Unitab Limited                                          $     11.80    14.41%   15.05%   16.49%   18.32%   21.95%
                WAN    Western Australian Newspapers Holdings Limited          $      7.37    12.55%   12.92%   13.75%   14.41%   17.32%
                WBC    Westpac Banking Corporation                             $     19.12    11.71%   11.89%   12.64%   13.39%   15.42%
                WDC    Westfield Group Limited                                 $     16.16    13.49%   13.82%   14.61%   15.71%   18.12%
                WES    Wesfarmers Limited                                      $     36.10    11.88%   12.26%   13.17%   14.15%   16.23%
                WMR    WMR Resources Limited                                   $      7.95    13.07%   13.66%   14.84%   16.24%   19.65%
                WOW    Woolworths Limited                                      $     15.13    11.55%   11.85%   12.68%   13.51%   15.75%
                WPL    Woodside Petroleum Limited                              $     23.40    11.96%   12.43%   13.38%   14.43%   17.16%

                       ���������������������������������������������������������������������������������������

                                                                        Page 5 of 6




Page 44
APPENDIX A – INDICATIVE TERM SHEET




      �������������������������������������������
      ����������������������
      �����������                                     �
      Information relating to rates or prices is assessed as at the date of publication above and may change without
      notice. Commonwealth Bank reserves the right to remove shares from this list at any time and may refuse to
      purchase stock requested at any time.

      If you decide to choose your own shares for your portfolio, the minimum parcel per share will be $10,000.

      This document should be read in conjunction with the Commonwealth Bank Protected Portfolio Loan PDS.
      Applications for Commonwealth Bank Protec ted Portfolio Loan will only be accepted when made on
      an application form included in the PDS. If you have any questions, please call �������� or call your
      financial adviser.

      Issued by Commonwealth Bank of Australia ABN 48 123 123 124 ('Commonwealth Bank') for general
      information only and is not intended to constitute a recommendation to invest using Commonwealth Bank




                                                                                    �
      Protected Portfolio Loan. This document does not take into account the investment objectives, financial situation
      and needs of any particular person. Accordingly, no person should act on the basis of any information or
      statement contained in this document without seeking appropriate professional advice. The actual figures that




                                                                                  �
      would apply to an application for Commonwealth Bank Protected Portfolio Loan will most likely be different to
      those set out above and will be the rates that apply at the time of purchasing your securities. Commonwealth
      Bank believes that the information in the indicative interest rate table is correct but makes no warranty as to its




                                                  �
      accuracy, reliability or completeness. Except to the extent that any liability under any law cannot be excluded,
      no liability for any loss or damage which may be suffered by any person, directly or indirectly, through relying
      upon any information or statement in the indicative interest rate table is accepted by Commonwealth Bank or
      any member of the Commonwealth Bank Group, or their directors, employees or agents, whether that loss or




                                                �
      damage is caused by any fault or negligence on their part or otherwise.




                     �
      * Stock Prices taken on 9th May 2005.




                   �

               ���������������������������������������������������������������������������������������

                                                          Page 6 of 6




                                                                                                                            Page 45
          APPENDIX B – INDICATIVE QUOTE & ANALYSIS




                 Commonwealth Bank of Australia ABN 48 123 123 124



                                                                                                                               Telephone 1300 36 98 36

                                                    Protected Portfolio Loan                                                  Facsimile (02) 8223 7441


                Indicative Quote & Analysis
                Cashflow Analysis prepared for:          John Smith

                Date Prepared:       12 JUN 07          Time Prepared:    13:17:48      Loan Number:      0             Reference ID:     41326


                Loan Amount                                  $99,928.42              Term (Years)                                                   5
                Protection Level                             $99,928.42              Total Interest Rate                                      12.06%
                Establishment Costs                           $1,087.25              Interest Type                                      Fixed (Yearly)
                Brokerage                                         $0.00              Estimated ATO Deductible Rate                            12.06%
                Current Portfolio Value                      $98,841.17              Estimated First Interest Payment                      $12,051.37




                                                                                                          E
                Company Tax Rate                                   30%
                Marginal Tax Rate                                46.5%




                                                                                                        L
                        1 Year Quote           16.76%
                        2 Year Quote           14.21%
                        3 Year Quote           13.08%




                                                                       P
                        4 Year Quote           12.44%
                        5 Year Quote           12.06%

                SHARES                                                                   FORECASTS




                                                                     M
                BXB         BRAMBLES LIMITED                                                            Dividends        Franking           Amount
                Weighting                                            20.00%              Year 1                0.36          100%            $565.56




                                   A
                Amount Invested                                $19,778.89                Year 2                0.42          100%            $659.82
                Share Price                                        $12.59                Year 3                0.48          100%            $754.08
                No. of Shares                                         1,571              Year 4                0.55          100%            $864.05




                                 S
                Contribution to Tot Int Rate                         2.46%               Year 5                0.63          100%            $989.73

                NAB         NATIONAL AUSTRALIA BANK LIMITED                                             Dividends        Franking           Amount
                Weighting                                            20.00%              Year 1                1.93          100%           $941.84
                Amount Invested                                $19,744.48                Year 2                2.07          100%          $1,010.16
                Share Price                                        $40.46                Year 3                2.17          100%          $1,058.96
                No. of Shares                                           488              Year 4                2.29          100%          $1,117.52
                Contribution to Tot Int Rate                         2.41%               Year 5                2.54          100%          $1,239.52

                PBL         PUBLISHING & BROADCASTING LIMITED                                           Dividends        Franking           Amount
                Weighting                                            20.00%              Year 1                0.69          100%            $692.07
                Amount Invested                                $19,769.13                Year 2                0.73          100%            $732.19
                Share Price                                        $19.71                Year 3                0.77          100%            $772.31
                No. of Shares                                         1,003              Year 4                0.81          100%            $812.43
                Contribution to Tot Int Rate                         2.46%               Year 5                0.85          100%            $852.55

                TAH         TABCORP HOLDINGS LIMITED                                                    Dividends        Franking           Amount
                Weighting                                            20.00%              Year 1                0.95          100%          $1,080.15
                Amount Invested                                $19,772.43                Year 2                1.01          100%          $1,148.37
                Share Price                                        $17.39                Year 3                1.06          100%          $1,205.22
                No. of Shares                                         1,137              Year 4                1.09          100%          $1,239.33
                Contribution to Tot Int Rate                         2.35%               Year 5                1.13          100%          $1,284.81

                WOW         WOOLWORTHS LIMITED                                                          Dividends        Franking           Amount
                Weighting                                            20.00%              Year 1                0.73          100%            $529.98
                Amount Invested                                $19,776.24                Year 2                0.80          100%            $580.80
                Share Price                                        $27.24                Year 3                0.88          100%            $638.88
                No. of Shares                                           726              Year 4                0.96          100%            $696.96
                Contribution to Tot Int Rate                         2.39%               Year 5                1.04          100%            $755.04




Page 46
APPENDIX B – INDICATIVE QUOTE & ANALYSIS




       Commonwealth Bank of Australia ABN 48 123 123 124



                                                                                                                          Telephone 1300 36 98 36

                                          Protected Portfolio Loan                                                       Facsimile (02) 8223 7441


      Indicative Quote & Analysis
      Cashflow Analysis prepared for:         John Smith

      Date Prepared:       12 JUN 07         Time Prepared:    13:17:48           Loan Number:      0              Reference ID:     41326


      Loan Amount                                 $99,928.42                   Term (Years)                                                    5
      Protection Level                            $99,928.42                   Total Interest Rate                                       12.06%
      Establishment Costs                          $1,087.25                   Interest Type                                       Fixed (Yearly)
      Brokerage                                        $0.00                   Estimated ATO Deductible Rate                             12.06%
      Current Portfolio Value                     $98,841.17                   Estimated First Interest Payment                       $12,051.37




                                                                                                     E
      Company Tax Rate                                  30%
      Marginal Tax Rate                               46.5%




                                                                                                   L
             1 Year Quote           16.76%
             2 Year Quote           14.21%
             3 Year Quote           13.08%




                                                             P
             4 Year Quote           12.44%
             5 Year Quote           12.06%

      SHARES                                                                           FORECASTS




                                                           M
                                                     Year 1                  Year 2                Year 3            Year 4               Year 5
      Pre-tax annual cash flow
      Annual Interest Expense                    -$12,051.37          -$12,051.37            -$12,051.37          -$12,051.37       -$12,051.37




                          A
      Forecast Dividends                          $3,809.60               $4,131.34            $4,429.45           $4,730.29          $5,121.65

      Pre-tax cost                                -$8,241.77          -$7,920.03              -$7,621.92           -$7,321.08         -$6,929.72




                        S
      Tax anal y sis
      Forecast Dividends                          $3,809.60                $4,131.34           $4,429.45           $4,730.29          $5,121.65

      Franking Credit                             $1,632.69                $1,770.57           $1,898.34           $2,027.27          $2,194.99

      Assessable Income                           $5,442.29                $5,901.91           $6,327.79           $6,757.56          $7,316.64

      Allowable ATO
      Interest Deduction                         -$12,051.37          -$12,051.37            -$12,051.37          -$12,051.37       -$12,051.37

      Taxable Income                              $-6,609.08              -$6,149.45          -$5,723.58           -$5,293.81         -$4,734.72

      Tax Benefit for Income Loss                 $3,073.22               $2,859.50            $2,661.47           $2,461.62          $2,201.65

      Franking Credit                             $1,632.69               $1,770.57            $1,898.34           $2,027.27          $2,194.99

      Net Tax Benefit                               4,705.91              $4,630.07            $4,559.80           $4,488.89          $4,396.64

      Net After Tax Cost                          -$3,535.86              -$3,289.96          -$3,062.12           -$2,832.19         -$2,533.08




                                                                                                                                                    Page 47
          APPENDIX B – INDICATIVE QUOTE & ANALYSIS




                  Commonwealth Bank of Australia ABN 48 123 123 124



                                                                                                                                          Telephone 1300 36 98 36

                                                    Protected Portfolio Loan                                                             Facsimile (02) 8223 7441

                      Indicative Quote & Anal ysis
                      Cashflow Analysis prepared for:            John Smith

                      Date Prepared:      12 JUN 07         Time prepared: 13:17:48            Loan Number: 0                 Reference ID:     41326



                      Loan Amount                                 $99,928.42               Term (Years)                                                 5
                      Protection Level                            $99,928.42               Total Interest Rate                                  12.06%
                      Establishment Costs                             $1,087.25            Interest Type                                  Fixed (Yearly)
                      Brokerage                                        $0.00               Estimated ATO Deductible Rate                         12.06%
                      Current Portfolio Value                     $98,841.17               Estimated First Interest Payment                   $12,051.37
                      Company Tax Rate                                     30%




                                                                                                               E
                      Marginal Tax Rate                                  46.5%




                                                                                                             L
                              1 Year Quote 16.76%
                              2 Year Quote 14.21%
                              3 Year Quote 13.08%
                              4 Year Quote 12.44%




                                                                        P
                              5 Year Quote 12.06%

                              SHARES                                                                              FORECASTS
               Disclaimer




                                                                      M
               The Indicative Quote & Analysis is based on current market prices as at the date of preparation. The Indicative Quote & Analysis is indicative
               only and may change as market conditions change.




                                   A
               The franking and dividend assumptions are based on public statements by the listed entities and/or an average of market analysts’ forecasts. Their
               accuracy cannot be guaranteed and the analysis assumes that franking credits and dividend rebates are fully available to investors (availability will
               depend on the individual circumstances of each investor).




                                 S
               Company tax rate is current at date of preparation. Marginal tax rate is current at date of preparation and will be shown at its highest rate (unless
               otherwise requested by investors).

               The Estimated ATO Deductible Rate is calculated according to a Product Ruling issued by the ATO for Commonwealth Bank Protected Portfolio
               Loan (“PPL”) Product Disclosure Statement (“PDS”) dated 1 July 2007.

               There is a 6-8 week lag in the publication of the Reserve Bank Bulletin Indicator Lending Rates for Personal Unsecured Loans ("ATO Rate"), and
               the Indicative Quote & Analysis therefore relies on the most recent ATO Rate available.

               The Product Ruling only refers to the application of taxation laws to the PPL and does not represent an endorsement or guarantee by the ATO of
               this product as an investment, nor that the product is commercially viable, that charges are reasonable, appropriate or represent industry norms or
               that projected returns will be achieved or are reasonably based. The Product Ruling is only applicable if the PPL is used as set out in the PPL PDS
               and as provided for in the Product Ruling.

               PPL is issued by Commonwealth Bank of Australia ABN 48 123 123 124, AFSL 234945 (Commonwealth Bank) and administered by its wholly
               owned but non-guaranteed subsidiary Commonwealth Securities ABN 60 067 254 399, AFSL 238814 (CommSec). CommSec is a participant of
               the ASX Group. The details of PPL are set out in the PDS. The PDS should be considered before making any decision about this product.
               Applications to enter into a PPL can only be made on an application form attached to the PDS. Applications are subject to the Commonwealth
               Bank’s normal credit approval.

               This document is not a disclosure document. The information has been prepared as general information only should not be relied on as tax advice
               or be taken as a recommendation to invest in PPL. The information has been prepared without taking into account the objectives, financial
               situation or needs of any particular individual. Any individual should, before acting on the information in this document, consider the
               appropriateness of the information, having regard to the individual’s objectives, financial situation and needs and, if necessary, seek appropriate
               professional advice.

               Unless indicated otherwise all amounts stated in this document are expressed in AUD.

               You may be charged fees in relation to the PPL, and these are set out in the PDS. We may pay a commission to any broker or financial planner or
               other financial intermediary who introduces investors to us; and pay CommSec their fees and costs relating to administration.




Page 48
Page 49
P R O T E C TED PORTF OLIO LOAN
T E R M S A ND CONDITIO NS
    TERMS AND CONDITIONS                                                       CHESS Participant Sponsored Holding means an uncertificated
                                                                               holding of Financial Products on a Subregister for that class of
                                                                               Financial Products maintained by ASTC;
    PART 1 GENERAL PROVISIONS                                                  CHESS Settlement Facility means the Clearing House Electronic
                                                                               Subregister System operated by ASTC;
    1. DEFINITIONS
                                                                               Commonwealth Securities means Commonwealth Securities
    In these Terms and Conditions
                                                                               Limited ABN 60 067 254 399;
    (and in the Product Disclosure Statement):
                                                                               Company means any and all of the companies in which shares have
    ACH means Australian Clearing House Pty Limited ABN 48 001 314
                                                                               been purchased in your name as confirmed or subsequently notified
    503 and its successors;
                                                                               by us;
    Application means the application form that forms part of the
                                                                               Company Charge Fee means a fee charged by ASIC for
    Product Disclosure Statement;
                                                                               registration of a company charge;
    Approved Securities means Securities approved by us from time to
                                                                               Confirmation Letter means a letter that we send to you which sets
    time and which we tell you we will take as security for a PPL;
                                                                               out the details of your PPL;
    Approved Unit Trust means a widely held unit trust as nominated
                                                                               Corporate Action means any of the events set out in clause 17(b) of
    by Commonwealth Bank and of the type referred to in section
                                                                               Part 1 General Provisions of these Terms and Conditions;
    82KZME (5)(b)(iii) of the Income Assessment Act 1936;
                                                                               Covered Call means when you sell an Exchange Traded Call Option
    ASIC means Australian Securities and Investments Commission;
                                                                               in respect of Securities which you own and which are subject to
    ASTC means ASX Settlement and Transfer Corporation Pty Limited             these Terms and Conditions.
    ABN 49 008 504 532 and its successors;
                                                                               Default Event means any of the events set out in clause 9 of Part 2
    ASX means Australian Stock Exchange Limited ABN 98 008 624 691             Loan Agreement of these Terms and Conditions;
    and its successors;
                                                                               Dividend means distribution of part of a company’s net profit to
    Authorised Officer means each of our officers and each officer of          shareholders. Usually expressed as a number of cents per Share;
    Commonwealth Securities whose title, in both cases, is or includes
                                                                               Dividend Reinvestment Plan means an alternative to cash
    the word “manager” or the word “executive”;
                                                                               dividends, allowing shareholders to receive new shares instead of
    Bonus Share Issue means additional ordinary Shares issued                  cash. These shares are often issued at a discount and no brokerage
    by the Company to existing shareholders for free, usually in a             or stamp duty is paid;
    predetermined ratio for the number of Shares already held;
                                                                               Drawdown Date means the date on which your Loan becomes
    Borrower means how we refer to the applicant for a Loan and to             effective and proceeds are made available to you;
    those whose application is accepted by us;
                                                                               Enforcement Event means any enforcement event set out in clause
    Break cost means any interest, fees and other costs and losses             8 of the Part 3 Mortgage of these Terms and Conditions;
    which we may incur as a result of the Loan Account being repaid
                                                                               Exchange Traded Call Option means a call option that trades on
    before the Final Maturity Date, and other costs related to the
                                                                               the options market operated by ASX;
    unwinding or closing out of Hedge and funding arrangements
    established in connection with the Loan together with any other            Final Maturity Date means the day which is notified to you in a
    moneys then accrued to the Prepayment Date;                                Confirmation Letter from us for full repayment of the Loan;
    Brokerage The Fee paid in relation to the buying and selling of            Financial Products means Securities;
    your Securities which is arranged by Commonwealth Securities on            Fixed Interest Rate means the Interest Rate specified in the
    your behalf.                                                               Confirmation Letter which we charge to your Loan Account for
    Business Day means each day on which we are open for business              the entire Term of your Loan;
    in Sydney;                                                                 Franking Credit means a dividend paid by a company out of profits
    Call Option means the call option in Part 7 Call Option of these           on which the company has already paid tax;
    Terms and Conditions;                                                      Hedge means a transaction which reduces or offsets the risk of a
    Call Option Prepayment Price means the amount, calculated on               current holding;
    the Prepayment Date using the following formula:                           HIN the Holder Indentification Number allocated to you by Commonwealth
         I+(PxMV)                                                              Securities as your sponsor in the CHESS Settlement Facility;
         Where:                                                                Initial Purchase Price means the price of your Securities at the time
                                                                               of purchase on the Drawdown Date;
         • I = an amount representing the Capped Rate multiplied by the
             Market Value of the Securities on the date of grant of the Call   Interest Payment means an amount calculated by us and payable
             Option or other amount as agreed;                                 by you on each Interest Payment Date notified to you in the
                                                                               Confirmation Letter;
         • P = the Participation Rate;
                                                                               Interest Payment Date means the days on which an Interest
         • MV = that part of the Market Value of the Parcel of Securities
                                                                               Payment is payable by you;
             in excess of I as at the Prepayment Date.
                                                                               Interest Rate means the interest rate we charge on the Loan Account;
    Call Option Price means the amount, calculated on the Final
    Maturity Date using the following formula:                                 Issuer means the entity which issues the relevant Financial Products
                                                                               whether in its own right or as trustee;
         I+(PxMV)
                                                                               Issuer Sponsored Holding means that part of an Listed
         Where:
                                                                               Entity’s register for a class of approved financial products that is
         • I = an amount representing the Capped Rate multiplied by            administered by the Listed Entity and records uncertificated holdings
             Market Value of the Parcel of Securities on the date of grant     of Financial Products;
             of the Call Option or other amount as agreed;
                                                                               Listed Entity means an entity or trust listed on the ASX, the
         • P = the Participation Rate;                                         Securities of which are the subject of the Mortgage;
         • MV = that part of the Market Value of the Parcel of Securities      Loan or PPL means a loan we make available to the Borrower
             in excess of I as at the Final Maturity Date.                     under the Terms and Conditions for an amount in respect of each
    Capped Price means the amount representing the Capped Rate                 Parcel of Securities equal to the Protected Price multiplied by the
    multiplied by Market Value of the Parcel of Securities on the date         number of Securities;
    of grant of the Call Option or other amount as agreed between you          Loan Account means the account we keep, in the Borrower’s
    and us;                                                                    name, to which we debit the amount of any Loan and any other
    Capped Rate means the percentage figure agreed between you                 liability of the Borrower under the Terms and Conditions;
    and us for the purposes of the Call Option Price and the Call Option       Loan Agreement means the loan agreement in Part 2 Loan
    Prepayment Price.                                                          Agreement of these Terms and Conditions created when we accept
    Cash drawing means that part of the Loan we provide to you                 the Borrower’s Application for a Loan;
    following acceptance of your Protection Reset request;                     Loan Balance means at any time, the balance on the Loan Account
    Cash settlement means where your PPL is settled by a cash                  at that time;
    payment from us to you or from you to us as the case may be                Loan Limit means the amount that we are prepared to lend to the
    instead of a physical sale or purchase of Securities;                      Borrower under the Loan;

Page 52
Market Value at any time, means:                                              offers, benefits and advantages whatsoever, now or hereafter made,
• for Securities which are listed on the ASX, the last sale price; and        granted, issued or otherwise distributed in respect of, in substitution
                                                                              for, in addition to, or in exchange for, the Securities;
• for unlisted Securities, the redemption price for the Securities and
    in the absence of a redemption price such value that we decide            Rights Issue means a right or privilege granted to existing
    in our absolute discretion;                                               shareholders allowing them to buy new Shares in the Company,
                                                                              usually at a discount to the prevailing Market Price;
Material Adverse Change means a change which, in our opinion, has
a material adverse effect on your assets, revenue or financial position, or   Rules means the ASTC Settlement Rules in force from time to time;
your ability to perform your obligations under the Terms and Conditions;      Secured Moneys means any money payable by the Borrower under
Mortgage means the mortgage in Part 3 Mortgage of these Terms                 the Terms and Conditions;
and Conditions supporting the obligations of the Borrower and which           Securities means:
is created when we accept the Borrower’s Application for a Loan;              • a share or unit in the capital of a corporation;
Mortgaged Property means any or all of the Securities which are               • an instalment receipt
secured by the Mortgage and includes:
                                                                              • a unit in any trust, including units acquired on your behalf in an
• any Securities we accept to be Mortgaged Property under clause 2                 Approved Unit Trust;
    of the Mortgage;
                                                                              • any debenture, debenture stock, bonds, notes, units; or
• any Securities the Borrower purchases wholly or partly using a
                                                                              • any other kind of security
    drawing on the Loan Account;
                                                                              as we may from time to time notify you we will accept;
• all Rights and privileges accruing as a result of having an interest
    in those Securities; and                                                  Security Interest means and includes an interest arising under a
                                                                              mortgage, charge, pledge or other encumbrance of any nature and
• all moneys payable or to become payable under or by virtue or in
                                                                              an interest arising from any reservation of title;
    respect of those Securities;
                                                                              Settlement means the completion of:
Mortgagor means any person who gives us a mortgage;
                                                                              • the Loan Agreement;
Nominated Account means the account at a bank or other financial
institution that you nominate for the purposes of debiting or crediting       • the Put Options; and
of amounts that are to be debited or credited as the case may be              • the Call Options (where applicable);
under the Terms and Conditions;                                               Settlement Date means the Business Day specified as such in the
Nominee means Share Direct Nominees Pty Limited                               Confirmation Letter;
ABN 56 006 437 065;                                                           Shares means fully paid ordinary shares in the capital of a Listed
Nominee Securities means the Securities held by the Nominee as a              Entity, which are identified in the Term Sheet;
result of a transfer to the Nominee or an acquisition by the Nominee          Special Dividend means a Dividend which is special in the sense
under clause 3 of Part 5 Nominee Agreement of these Terms and                 that the dividend is not one that is paid regularly each year, however
Conditions;                                                                   the term may be used differently by different companies;
Parcel of Securities means your entire holding of an individual Security;     Sub-position means a facility in CHESS Settlement Facility by which:
Participant Sponsored Holding means a CHESS Participant                       • activity in relation to Financial Products held in a CHESS
Sponsored Holding which:                                                           Participant Sponsored Holding may be restricted; and
• belongs to a Mortgagor;                                                     • access to those Financial Products for limited purposes may be
• is Mortgaged Property; and                                                       given to a CHESS participant other than the controlling participant;
• Commonwealth Securities sponsors under the                                  Takeover means when companies or individuals wish to obtain
    Sponsorship Agreement;                                                    control or to buy out the owners of an existing company, the bidder
Participation Rate means the percentage figure agreed between                 will circularise the shareholders bidding a certain price per share.
you and us for the purposes of the Call Option Price and the Call             There is usually a proviso that the offer may be conditional upon
Option Prepayment Price                                                       acceptance in respect of a minimum number of shares and within a
                                                                              certain date specified;
Portfolio means collectively the Securities which we have accepted
as Mortgaged Property;                                                        Term means the period from and including the Drawdown Date to
                                                                              and including the Final Maturity Date;
Portfolio Market Value means the total of the Market Value of all
Securities which we have accepted as Mortgaged Property                       Term Sheet means the sheets issued by us from time to time that
                                                                              sets out the securities approved by us and our indicative interest rates;
Prepayment Date means either:
                                                                              Termination Value means an amount that takes into account
• the date on which you give us notice that you will prepay the
                                                                              the price of your Securities, the unwind value of our Hedge and
    Loan under clause 8(e) of the Loan Agreement; or
                                                                              funding arrangements and your outstanding loan liability on the
• the date on which an event occurs in clause 17(b) of Part I                 Prepayment Date;
    General Provisions of these Terms and Conditions;
                                                                              Variable Interest Rate means an Interest Rate we charge on your
Protected Price means the price at which we are obliged to                    Loan Account that will vary according to market interest rates;
purchase from you each Parcel of Securities that are subject to the
                                                                              Volatility, Volatility Factor or Share Price Volatility means the
Put Option (as adjusted for any Corporate Action or as re-set under
                                                                              expected degree of fluctuation in the Market Value of a Security
a Protection Re-set);
                                                                              during the Term of your PPL;
Protection Re-set means the re-set of the Protected Price following
                                                                              We or us or our means Commonwealth Bank of Australia
an exercise by you of the rights conferred on you under clause 20 of
                                                                              ABN 48 123 123 124, its successors or assigns;
Part 1 General Provisions of these Terms and Conditions subject to
the reservations contained in that clause;                                    Withdrawal Instructions means instructions for withdrawal of
                                                                              Financial Products from a Participant Sponsored Holding and
Protection Re-set Fee means the amount we charge you under a
                                                                              includes instructions:
Protection Reset where you elect to withdraw Securities from your PPL;
                                                                              • for the conversion of Financial Products in the Participant
Protection Re-set Notice means a notice given by you to us
                                                                                   Sponsored Holding to any other mode of holding;
substantially in the form of the schedule and given under clause
20(a) of Part 1 General Provisions of these Terms and Conditions;             • to initiate a change of sponsorship for the Financial Products;
Put Option means the put option in Part 6 Put Option of these                 • to endorse or initiate an off market transfer of Financial Products;
Terms and Conditions granted by us to you in respect of each of the           • to accept a takeover offer for the Financial Products on your behalf;
Parcel of Securities;                                                         You and your means:
Return of capital means the proportional distribution of some of the          • in Part 1 General Provisions of these Terms and Conditions,
capital of a company. It is usually distributed as a cash payment per              any person who agrees to be bound by any of the Terms
share held;                                                                        and Conditions;
Rights means all of your right, title and interest in and to all Dividends    • in the Loan Agreement, the Borrower;
(including any Securities or Shares acquired by any re-investment             • in the Mortgage, Sponsorship Agreement and Nominee
of Dividends), distributions, Bonus Share Issues, rights issues,                   Agreement, the person who gives us the Mortgage; and
options, warrants, notes, convertible instruments, securities and other
                                                                              • in each case, that person’s executors and administrators and, in
instruments of any kind whatsoever, and all allotments, accretions,
                                                                                   the case of a corporation, its successors and assigns;
                                                                                                                                                  Page 53
    2. INTERPRETATION                                                          7. OBLIGATIONS ARE NOT AFFECTED BY
    The Terms and Conditions must be interpreted according to                      UNAUTHORISED INSTRUCTIONS
    the following:                                                             (a) If we have exercised due care, your obligations are not affected
    • when more than one person enters into any of the Terms and                   or limited by:
      Conditions the obligations of those persons will be joint and several;      • any falsity, inaccuracy, insufficiency or forgery of or in any
    • words indicating the singular number include the plural number                instructions given to us; or
      and vice versa;                                                             • our failure to enquire whether any instruction has been
    • words indicating persons include bodies corporate; and                        transmitted or received accurately or has been given or sent
    • the words “including” or “for example” and similar words or                   by an unauthorised person.
      expressions when introducing an example do not limit the                 (b) If we act or continue to act on the basis of your instructions, you
      meaning of the words, to which the example relates, to that                  agree as follows:
      example or examples of a similar kind.                                      (i) All risks of unauthorised instruction or fraud lie with you and
    • Where you are an individual and you obtain a Loan wholly and                    are not to be borne by us.
      exclusively for your private or domestic investment purposes, or if         (ii) You agree to indemnify us and hold us harmless against:
      you are a Mortgagor in relation to such a Loan then the relevant                A. any and all claims which you or any third party may have
      provisions of the Code of Banking Practice may apply to your Loan.                 against us for any damage, loss, cost or expense which
    3. OUR CONSENT                                                                       you or that third party may suffer or incur (whether directly
                                                                                         or indirectly and whether foreseeable or not); and
    Whenever you ask for our consent we may give or refuse our
    consent as we consider appropriate. We may impose conditions on                   B. any damage, loss, cost or expense which we may
    the giving of our consent.                                                           suffer or incur (whether directly or indirectly and whether
                                                                                         foreseeable or not)
    4. TRUSTEE PROVISIONS
                                                                                      as a result of or in connection with:
    If you enter into any of the Terms and Conditions as a trustee:
                                                                                      C. us acting upon any instruction purporting to be from you,
    (a) you acknowledge that the relevant Terms and Conditions bind                      your agent or your employee (whether by telephone,
        you personally and in your capacity as trustee of the trust.                     facsimile, telex, cable or other electronic means); or
    (b) you represent that:                                                           D. us not acting upon any instruction purporting to be from
       • you have full power and are legally entitled to appoint us and                  you, your agent or your employee (whether in writing
         each of our officers separately as your agent and Attorney                      by telephone, facsimile, telex, cable or other electronic
         (and, if you are a Mortgagor, to appoint Commonwealth                           means) where we (in our subjective determination)
         Securities and Nominee as your agent and attorney) under                        consider or suspect that such instruction has been
         the Terms and Conditions;                                                       communicated to us fraudulently, mistakenly or without
       • you have full power and are legally entitled to enter into and                  authority, or contain material omissions or errors.
         perform your obligations under the Terms and Conditions;                 Nothing in this clause shall be construed as requiring us to make
       • any conflict of interest and duty which might arise from your            enquiries as to the genuineness or validity of an instruction.
         entry into any of the Terms and Conditions is satisfactorily             (iii) The indemnity contained in this clause is subject to us acting
         overcome by the trust instrument or has been overcome by a                     only upon instructions from persons purporting to be you or
         resolution by all unitholders of the trust;                                    persons authorised by you from time to time by notice to us.
       • you are entitled to be indemnified out of trust assets to the full             For the purposes of this clause a person shall be deemed to
         extent of the liabilities you enter into in your trustee capacity;             be a person authorised by you if you have held out that person
       • you are not aware of any threatened or pending action or                       to us as a person authorised by you and have not notified us in
         claim which may affect your indemnity out of trust assets; and                 writing that such person has ceased to be authorised.
       • you have taken every necessary action to ensure you are               8. VARIATION
         effectively bound by the Terms and Conditions, that we have           (a) We may reduce or increase the Interest Rate from time to time
         a first ranking Mortgage over the Mortgaged Property and                  – except in relation to a Loan with a Fixed Interest Rate. We will
         that you are authorised to perform your obligations under the             advertise any reduction or increase in the Interest Rate, as well as
         Terms and Conditions.                                                     the introduction of any new government charge or the variation
    (c) you must inform us if you are removed from office as trustee.              in any existing government charge which affects you, in a leading
    (d) you agree to satisfy us, in the manner we require, that the Terms          national newspaper in each State and Territory or notify you in
        and Conditions will be valid and enforceable against you in your           writing no later than the day on which the change takes effect. At
        trustee capacity.                                                          any time, you can ask us to state the then current Interest Rate
                                                                                   or any other Interest Rate we charge on the Loan.
    5. CHANGE IN YOUR CONSTITUTION, NAME OR STYLE                              (b) On giving you at least thirty (30) days’ notice in writing, we may:
    Where you are a partnership, firm, committee, trustee or
                                                                                      • impose any new fee;
    unincorporated body or any of the Secured Moneys are advanced
    on or are otherwise owing or payable on a joint account your                      • vary the amount of any fee;
    obligations under the Terms and Conditions remain effective and                   • vary the interest and fee charging cycles; and/or
    binding despite any change in your constitution, name or style.                   • vary the basis of calculating and charging of interest.
    6. AUTHORITIES YOU GIVE US                                                 (c) We may vary any other provision of the Terms and Conditions
                                                                                   on giving notice in writing no later than the day the variation
    (a) You authorise us to act on any of your instructions (and if there
                                                                                   takes effect.
        is more than one of you, on the instructions of any one or more
        of you), or the instructions of the person you authorise, in writing   9. EXERCISE OF RIGHTS
        to us, to act on your behalf. The person you authorise, in writing     (a) We may exercise any right, remedy or power in any way we
        to us to act on your behalf, will be the person you nominate in            consider appropriate in our sole and absolute discretion. If we do
        Section E of the Application Form. We will act on instructions             not exercise a right, remedy or power fully or at a given time, we
        given to us by any person you authorise in writing – until you give        can still exercise it later.
        us written notice not to do so.
                                                                               (b) We are not liable for any loss caused by the exercise or
    (b) If you are a Company and there is more than one (1) Director, we           attempted exercise of, failure to exercise, or delay in exercising, a
        may act on the instructions of any one (1) or more Directors.              right or remedy.
    (c) You authorise us to act on instructions sent to us from time
        to time, in relation to the Terms and Conditions, by telephone,        10.PAYMENTS UNDER THE TERMS AND CONDITIONS
        facsimile transmission, telex, cable or other electronic means.        (a) After the payment of unpaid fees and charges and interest, we
                                                                                   may apply the money we receive under the Terms and Conditions
                                                                                   towards payment of any amount then due and payable by you in
                                                                                   the order we determine.
Page 54
(b) All payments by you under the Terms and Conditions must be            (b) Without limiting the generality of paragraph (a), in the event of:
    made in Australian dollars without deduction or set-off.                 • a Takeover offer, takeover announcement or reconstruction; or
(c) Unless there is a specific provision to the contrary in the Terms        • a Bonus Share Issue, stock split, consolidation, scheme of
    and Conditions regarding payment of an amount owing to us,                 arrangement or other arrangement under which any Rights
    you must pay that amount on demand.                                        vest in or accrue to you; or
(d) If your liability under the Terms and Conditions is merged in any        • a Rights Issue or any other entitlement or right of the
    judgment or order, you will pay interest on the amount owing               Securities or any allotment of further Securities; or
    under that judgment or order at the higher of the rate at which
                                                                             • a Special Dividend, a share buy-back or any other share
    default interest is charged under clause 5 of the Loan Agreement
                                                                               capital reduction transaction;
    and the interest rate charged on the court order.
                                                                             which includes or applies to any of the Securities (the “Target
11.GIVING OF NOTICES                                                         Securities”), you must at our request and at your own cost:
(a) Notices take effect from the time they are received unless a later           (i) sell or dispose of some or all of the Target Securities
    time is specified in them.                                                       in such manner as we may specify, including by way
(b) If notices are sent by post, they are taken to be received on the                of acceptance of (where applicable) a takeover offer,
    day they would be received in the ordinary course of post.                       takeover announcement, or reconstruction;
(c) If notices are sent by a facsimile machine which produces a                  (ii) sell or dispose of some or all of the Securities (including
    transmission report, they are taken to be received at the time                    any Rights), whether or not they form part of the Target
    shown in a transmission report which indicates that the whole                     Securities, in such manner as we may specify;
    facsimile transmission was sent.                                             (iii) sell, redeem, exchange, make any adjustment, or
(d) You must tell us as soon as possible if you change your name or                    otherwise deal with the Securities or Target Securities as
    your address.                                                                      we may specify in our absolute discretion;
                                                                                 (iv) with the proceeds of any sale of the Securities repay all or
12.ASSIGNMENT
                                                                                      part of the Loan and, if we require it, terminate the PPL;
(a) You can assign your rights under the Terms and Conditions only
                                                                                 (v) use the proceeds of any special dividend, share buy-back,
    with our prior written consent.
                                                                                     return of capital or other distribution in such manner as we
(b) We may assign or otherwise deal with our rights under the Terms                  may specify; or
    and Conditions in any way we consider appropriate free from any
                                                                                 (iv) contribute additional funds or make repayments of the
    equities, set-off or cross claim which you could otherwise set up
                                                                                      Loan in order to restore our security position.
    against us.
                                                                             We shall not be liable to you in relation to any action we may take or
(c) You authorise us to disclose to any assignee or potential
                                                                             direct under this clause 17, except for our own fraud or negligence.
    assignee (including any employee, agent or contractor engaged
    by that assignee or potential assignee) any information relating      (c) All proceeds arising from any disposal of any Securities, the
    to you, the Loan, the Mortgage, the Mortgaged Property and                proceeds received from any distribution or otherwise or funds
    (if applicable) the Guarantee that we reasonably consider                 contributed by you in accordance with clause 17 shall be applied
    appropriate in the circumstances.                                         as determined by us in our absolute discretion, including for
                                                                              the purchase of further Securities (to be subject to the Terms
13.CONTINUING RIGHTS                                                          and Conditions), retained by us as further security, applied in
(a) Under law, a trustee in bankruptcy or a liquidator or administrator       reduction of the Loan, or as otherwise determined by us to
    might demand the refund of a payment we receive pursuant to               restore our security position.
    the Terms and Conditions. To the extent we are obliged to make        (d) Any failure by you immediately to comply with any direction
    a refund or we agree to do so, we may treat the original payment          issued by us under this clause 17 shall be deemed to be a
    as if it had not been made. We are then entitled to our rights            Default Event and we are authorised to take such steps as (in
    against you under the Terms and Conditions as if the payment              our opinion) are necessary to remedy such default, including the
    had never been made.                                                      disposal of all or any part of the Securities.
(b) Each indemnity you give under the Terms and Conditions is a           (e) Subject to our consent in writing, any sale or other disposal of
    continuing obligation which survives termination of any other             any Securities prior to the Final Maturity Date under clause 17
    obligation you owe us under the Terms and Conditions.                     of General Provisions, whether at your request, our direction
14.COMMISSION                                                                 or pursuant to the exercise of our rights under the Terms and
                                                                              Conditions, may be in respect of any part of or the entire Parcel
We may pay:
                                                                              of Securities of any class which have been issued by a Company,
• a commission to any broker or financial planner or other financial          are subject to Corporate Actions and which are subject to the
  intermediary who introduces you to us; and                                  Security Interest in our favour.
• Commonwealth Securities their fees and costs relating to                (f) We shall not be liable to you in relation to any action we may take
  administration.                                                             under clause 17, including if such action is taken without any prior
15.TELEPHONE RECORDING                                                        notice to you, provided that we have acted in good faith to protect
                                                                              our interests and position under the Terms and Conditions.
You authorise us to record any telephone conversation between you
(including your agents and employees) and us with or without an           (g) Where a Corporate Action results in your holdings of certain
audible tone warning device.                                                  Securities being adjusted (the Adjusted Holding), our obligations
                                                                              under the Put Option in respect of that holding will be adjusted
16.GOVERNING LAW                                                              (where it is possible to do so) so as to be exercisable at a price
The laws of New South Wales govern the Terms and Conditions                   which ensures that, as nearly as possible, the value of the Put
and the parties irrevocably and unconditionally submit themselves to          Option in respect of the Adjusted Holding is equivalent in value to
the non-exclusive jurisdiction of the courts of that State (and courts        the Protected Price of the Securities held in the Adjusted Holding
of appeal from them) and waive any right they have to object to an            prior to the Corporate Action;
action being brought in those courts, to claim that the action has        (h) If a buy-back scheme is offered in relation to a Parcel of
been brought in an inconvenient forum or to claim that those courts           Securities in your Portfolio, you will only be entitled to participate
do not have jurisdiction.                                                     where we are satisfied that:
17.CORPORATE ACTIONS                                                         (i) the buy-back scheme enables you to sell your entire holding
(a) For the purpose of better securing our rights under the Terms                of that type of Security; and
    and Conditions, you must deal with (including, without limitation,       (ii) the net proceeds from the sale will be greater than the value
    by way of acquisition or disposal) the Securities, or any part of             of the Loan referrable to that Parcel of Securities.
    the Securities, as we shall specify in our absolute discretion.




                                                                                                                                                Page 55
    18.PORTFOLIO MANAGEMENT                                                         • Subject to our consent, if under clause 17, we have requested
    (a) Subject to this clause 18 and provided that a Default Event has                that you pay all or part of the Loan and terminate the PPL, we
        not occurred, you may, with our prior consent, sell some or                    may permit you instead to acquire other Approved Securities .
        all of the Securities provided that the current Market Value of         (e) Any request to sell some or all of the Securities, or any
        the relevant Securities is higher than their Protected Price (as            subsequent purchase, can only be made on the basis that the
        adjusted for any Corporate Actions). If you sell some or all of the         Securities are sold or purchased at their current market prices.
        Securities (including by way of a call option exercise as permitted     (f) Any units remaining in the Approved Unit Trust not pertaining to
        by clause 19), you must sell the entire holding of one type of              the Loan shall be paid to your Nominated Account after they are
        Security. Selling part of a holding is not permitted. Brokerage for         used in accordance with clause 18(c) and 18(d).
        any sale of Securities will be charged at 1.1% inclusive of GST.
                                                                                19.COVERED CALLS
       You cannot sell a Security where you have granted to us a Call
       Option in respect of the Securities under Part 7 of the Terms            (a) Subject to this clause 19 and provided that a Default Event has
       and Conditions.                                                              not occurred, you may, with our prior consent, grant a call option
                                                                                    (“the Covered Call”) in favour of a third party provided that:
    (b) If we agree under clause 18(a) to your request, an amount
                                                                                     • The exercise price of the Covered Call is above the Protected
        equivalent to the Protected Price of the Securities sold (as
                                                                                        Price of the Securities (as adjusted for any Corporate Actions);
        adjusted for any Corporate Action) must be used either:
                                                                                     • The maturity date of the Covered Call cannot exceed the
       • to acquire units in the Approved Unit Trust by way of security
                                                                                        maturity date of your Loan; and
         for your obligations to us and otherwise subject to the Terms
         and Conditions; or                                                          • The type and quantity of Securities that are the subject of
                                                                                          the Covered Call must be equal to or less than the type and
       • simultaneously to purchase other Securities under clause 18(d);
                                                                                          quantity of Securities that are held in your Portfolio;
       and the balance of the sale proceeds (net of transaction costs)
                                                                                     You cannot grant a Covered Call in favour of third parties where
       may be remitted to your Nominated Account.                                    you have granted to us a Call Option in respect of the Securities
       You are required to contribute additional funds if the                        under Part 7 Call Option of the Terms and Conditions.
       proceeds used to acquire units in the Approved Unit Trust or                  Whilst your Covered Call is available to be exercised, you cannot
       simultaneously to purchase other Securities under clause 18(d)                exercise rights under clause 18 of Part 1 General Provisions of
       is less than an amount equivalent to the Protected Price of the               these Terms and Conditions.
       Securities sold (as adjusted for any Corporate Actions).
                                                                                (b) Any premium payable to you in relation to a Covered Call must
       You are not entitled to withdraw, charge, encumber or otherwise              not be paid to the Loan Account (unless you are in default or
       deal with the units of the Approved Unit Trust (except as provided           unless we request you to do so).
       under clause 18(c)) until the Secured Moneys are repaid to us in full.   (c) In the event that the Covered Call granted by you to a third party
    (c) The units in the Approved Unit Trust may only be utilised with our          is exercised and you are required to sell the Securities to the third
        consent:                                                                    party, you must also either:
       • on termination of the Loan under clause 8 of the Loan                       (i) sell any Securities in the Parcel of Securities not subject to
         Agreement, to repay the Loan, and pay interest, and any fees,                    the Covered Call; or
         charges and other expenses (including any costs arising from                (ii) using the proceeds received from the exercise of the Covered
         any prepayment of the Loan prior to the Final Maturity Date)                     Call and your own funds if necessary, simultaneously acquire
         due under the Terms and Conditions;                                              an identical number and type of the Securities that were sold
       • to re-acquire an identical number and type of Securities (and                    by you to the third party upon the exercise of the Covered Call.
         issued by the same Company) as adjusted for any Corporate                   If you do not simultaneously acquire an identical number and type
         Actions, as those which were sold at your request under                     of the Securities that were sold by you to the third party upon the
         this clause 18 on the basis that if the costs of re-acquisition             exercise of the Covered Call as described in clause 19(c)(ii) of Part 1
         of the Securities exceed the proceeds from disposal of the                  General Provisions of these Terms and Conditions, the proceeds
         Securities credited to acquire units in the Approved Unit Trust             of the sale from the exercise of the Covered Call (together with the
         you must provide additional funds as we direct. Brokerage will              amount received from the sale of the Securities in the Parcel of
         be charged at 1.1% inclusive of GST; or                                     Securities which is not the subject to the Covered Call referred to
       • to purchase other Securities under clause 18(d).                            in clause 19(c)(i) of Part 1 General Provisions of these Terms and
                                                                                     Conditions) will be applied in accordance with clause 18 of Part 1
    (d) The units in the Approved Unit Trust (or the proceeds from selling           General Provisions of these Terms and Conditions.
        Securities equivalent to the Protected Price of the Securities sold
                                                                                (d) For the purpose of better securing our rights under the Terms and
        (as adjusted for any Corporate Action) in a case of simultaneous
                                                                                    Conditions, if we consent to your granting of Covered Calls:
        purchase) or the may also be utilised with our consent:
                                                                                     • You are bound by clause 17 of the General Provisions;
       • to acquire other Securities as we may in our absolute
         discretion approve. Where we approve your application to                    • We may require you to contribute additional funds or to
         acquire other Securities then:                                                   close your Covered Calls position in order to restore our
                                                                                          security position;
           (i) we will give you an indicative price of the other Securities
               that you have asked us to approve;                                    • We are authorised to do all things necessary to secure our
                                                                                          rights if a Default Event occurs, including (but not limited to)
           (ii) after you accept our indicative price, we will acquire the                by way of buying back any Covered Calls at your expense
                other Securities at the current market price for those                    and sell any Securities in relation to the Covered Calls;
                Securities; and
                                                                                     • We are entitled to issue instructions to Commonwealth
           (iii) we will grant to you a new Put Option in relation to those               Securities in relation to any Securities, Covered Calls and
                 other Securities pursuant to which you may require us to                 any matter under these Terms and Conditions. You will not
                 purchase those Securities for an amount equivalent to                    give any instructions to Commonwealth Securities which are
                 the acquisition price of those Securities plus Brokerage of              inconsistent with our instructions to Commonwealth Securities;
                 1.1% (if applicable); and                                           • If any Covered Call is available to be exercised at least five (5)
           (iv) you will to pay to us our costs and fees associated with                  Business Days before the Final Maturity Date, you must, at
                your acquiring the other Securities.                                      our discretion, either close the relevant Covered Call or use
       • Our costs and fees associated with your acquiring the other                      your own funds to repay the Loan. Any associated cost with
         Securities include:                                                              closing the relevant Covered Call to fulfil your obligation under
                                                                                          these Terms and Conditions will be borne by you; and
           (1) Brokerage charged at 1.1% inclusive of GST
                                                                                     • If you fail to comply with our instructions within the specified
           (2) Break costs including any costs incurred by us in
                                                                                          time, you will be in breach of these Terms and Conditions and
               unwinding the hedge and funding arrangements.
                                                                                          we may declare that a Default Event has occurred.
           (3) Any associated transaction costs such as stamp duty,
                                                                                (e) At any time, we may, in our discretion, refuse to deal in, or limit
               government taxes and duties.
                                                                                    or impose further conditions on your dealings in Covered Calls.
                                                                                    These Terms and Conditions do not oblige you or us to deal in
                                                                                    any Covered Calls.
Page 56
20.PROTECTION RE-SET                                                                  • we will re-set the Protected Price in respect of the
(a) Provided that:                                                                      Retained Securities at the Market Value of the Retained
   (i) a Default Event has not occurred;                                                Securities, as determined by us in our absolute discretion
                                                                                        and we will tell you the price that we have re-set as the
   (ii) you have not granted to us a Call Option in relation to the
                                                                                        Protected Price in respect of the Retained Securities;
        Parcel of Securities referred to in the Protection Re-set Notice
        pursuant to part 7 of the Terms and conditions                                • our obligation under the Put Option, to purchase from you
                                                                                        that Parcel of Securities will be discharged; and
   (ii) the Market Value of a Parcel of Securities referred to in your
        Protection Re-set Notice has increased in value since the date                • we will grant to you a new Put Option expiring on the Final
        of the Loan or the date of the last Protection Re-set Notice by                 Maturity Date in respect of the Retained Securities. The
        not less than $10,000 (as at the date of the Protection Re-set                  Protected Price of the new Put Option in respect of the
        Notice as determined by us in our absolute discretion);                         Retained Securities will be equivalent to the value of the
                                                                                        Loan referrable to that Parcel of Securities referred to in
   you may, at any time prior to one month before the Final Maturity
                                                                                        the Protection Re-set Notice and we will either:
   Date, ask us to re-set the price at which the Put Option will be
   available to be exercised in respect of the Parcel of Securities,              (i) transfer to another account held by you; or
   by giving us a Protection Re-set Notice. When providing us with                (ii) if you hold no other accounts, transfer to you as an Issuer
   your Protection Re-set Notice, you will give us a non-binding                       Sponsored Holding;
   indication of whether you wish to apply for an increase in your                all Securities within that Parcel of Securities other than the
   Loan (Protection Re-set Option 1) or to have a portion of the                  Retained Securities.
   Securities transferred back to you (Protection Re-set Option 2)             (d) If you exercise a right under clause 20 of Part 1 General
   and we will provide the indicative price referred to in clause 20(b)            Provisions of these Terms and Conditions, you will be liable to
   based on your non-binding indication.                                           pay our costs and fees associated with the Protection Re-set
(b) If you are entitled to give us a Protection Re-set Notice and you              which will include;
    give us a Protection Re-set Notice specifying a preference for                • A Break cost associated with unwinding the Hedge and
    Protection Re-set Option 1:                                                     funding arrangements.
   (i) we will give you an indicative price at which the Protected                • A Protection Re-set Fee of $300.
       Price may be re-set and an application form to increase your
                                                                                  • Any associated transaction costs such as stamp duty,
       Loan by an amount equal to the current Market Value of
                                                                                    government taxes and duties.
       the Parcel of Securities referred to in the Protection Re-set
       Notice less the value of the Loan referrable to the Parcel of           21.SHARE ROLL-IN
       Securities, which application for loan is to be completed by            (a) Subject to our approval, you may apply to us for a Loan under
       you and returned to us. The application will be subject to our              the Terms and Conditions using Securities which you already hold
       usual credit assessment and your payment of our costs and                   that are at the time of your application not subject to the Terms
       fees referred to in clause 20(d) below;                                     and Conditions, provided they are Approved Securities. A request
   (ii) if your application for an increase in your Loan is approved               under this clause must be made using the Application Form.
        and you accept our indicative price and you authorise us to            (b) If we agree to grant you a Loan pursuant to your application under
        re-set the Protected Price for the Parcel of Securities, we will           clause 21(a), you agree with us that when we grant the Loan to
        re-set the Protected Price of the Parcel of Securities at the              you, the Securities referred to in your request under clause 21(a) will
        Market Value of the Parcel of Securities determined by us in               become mutatis mutandis subject to these Terms and Conditions.
        our absolute discretion;                                                   The Securities must be delivered and mortgaged to us prior to our
   (iii) we will credit the amount of the increase in your Loan (less              remitting to you the loan amount to your nominated account.
         our costs and fees referred to in clause 20(d) below) (“the           (c) The Loan which we grant to you under clause 21(a) must be
         Additional Advance”) to your Nominated Account.                           used for income producing purposes.
       • The Additional Advance must be used for income                        (d) Our costs and fees will be debited to your Nominated Account.
         producing purposes.
       • The Interest Rate payable by you to us on the Loan referrable         22.COMPLAINT RESOLUTION
         to the Parcel of Securities (which for the avoidance of doubt         Please contact your relationship manager or the manager of the
         includes the Additional Advance) will be the rate that you            department that handled the matter and explain the problem. Our
         agree with us to pay. If there is no agreement as to the              staff will review the situation and, if possible, resolve it immediately. If
         Interest Rate payable by you on the Loan referrable to the            the matter has not been resolved to your satisfaction, please contact
         Parcel of Securities (including the Additional Advance), we           our Customer Relations team via:
         may at our absolute discretion, determine a rate of interest to          our web site at:
         be applied to the Loan including the Additional Advance; and             commbank.com.au/contactus/comment.asp;
   (iv) If we agree to grant you the Additional Advance, our obligation           telephone 1800 805 605;
        under the Put Option to purchase from you the Securities
                                                                                  facsimile 1800 028 542; or
        referred to in the Protection Re-set Notice, will be discharged
        and we will grant to you a new Put Option expiring on the                 writing to:
        Final Maturity Date in relation to the Securities referred to in the      Customer Relations
        Protection Re-set Notice, the Protected Price of which will be            Commonwealth Bank
        the equivalent to the value of the Market Value of the Parcel of          Reply Paid 41
        Securities at the time of the Protection Re-set.
                                                                                  Sydney NSW 2001
(c) If you are entitled to give us a Protection Re-set Notice and you
                                                                               If after giving us the opportunity to resolve your complaint, you feel
    give us a Protection Re-set Notice specifying a preference for
                                                                               we have not resolved it satisfactorily, you may also lodge a written
    Protection Re-set Option 2:
                                                                               complaint with the Banking and Financial Services Ombudsman at:
   (i) we will give you an indicative price at which the Protected
                                                                                  GPO Box 3
       Price of each Parcel of Securities referred to in the Protection
       Re-set Notice may be re-set; and                                           Melbourne Victoria 3001
   (ii) if you accept our indicative price in respect of a Parcel of              telephone 03 9613 7333;
        Securities referred to in clause 20(c)(i) and you authorise us to         toll free 1300 780 808;
        re-set the Protected Price in respect of a Parcel of Securities           facsimile 03 9613 7345;
        referred to in the Protection Re-set Notice;                              web site www.bfso.org.au.
       • you will be deemed to have elected to retain only the
         proportion of that Parcel of Securities which is equivalent
         in value to the Loan referrable to the Parcel of Securities at
         the time of the Protection Re-set (the “Retained Securities”);

                                                                                                                                                      Page 57
    PART 2 LOAN AGREEMENT                                                          4. WHERE WE AGREE THAT INTEREST CAN BE PREPAID
                                                                                   (a) Where we consent to your request to fix the Interest Rate
    1. DRAWINGS ON THE LOAN ACCOUNT                                                    payable by you on the Loan and prepay the interest on the Loan
    (a) Subject to your compliance with the Terms and Conditions to our                for any period not exceeding twelve (12) months (“the Relevant
        satisfaction we will make available to you the Loan in one amount              Period”), the Interest Rate will be fixed for the term of the Loan
        equivalent to the Loan Limit on a date for drawdown that you and               and we will debit your Nominated Account with the interest
        we agree upon. If you have not drawn down the amount equivalent                we are entitled to charge for the Relevant period on the date
        to the Loan Limit within 60 days of the date agreed upon as the                the Relevant Period starts (and on the date each subsequent
        date for drawdown, we may regard the Loan as lapsed.                           Relevant Period (or part of a Relevant Period) starts).
    (b) Upon drawdown, you authorise us to apply the Loan to purchase              (b) Where we consent to your request to fix the Interest Rate and
        the Securities on your behalf and pay any related expenses.                    pay interest monthly in arrears the Interest Rate will be fixed for
        We will instruct Commonwealth Securities, on your behalf, to                   the term of the Loan and we will debit your Nominated Account
        purchase the Securities as appropriate.                                        on the last business day of each month with the interest payable
    (c) We are not liable for any loss you may suffer because the prices               for the whole or part of that month.
        of any Securities you plan to buy rise, or any of them cease to            (c) Where a Fixed Interest Rate is to apply from drawdown of the
        be available, during the time we take to lend you the money or                 Loan we calculate the interest we charge for a period during which
        forward any communications on your behalf.                                     the Interest Rate is fixed by applying a Fixed Interest Rate which
                                                                                       we set for that period to that Loan at the date the period starts.
    2. YOUR UNDERTAKING AND REPRESENTATION
    (a) Where you are an individual you undertake to use the Loan                  5. DEFAULT INTEREST ON THE LOAN
        wholly or predominantly for business or investment purposes.               You must pay us default interest on any amount you fail to pay on
    (b) You undertake to provide to us, upon request, any financial                the due date in relation to the Loan. Default interest:
        information in relation to you, your business, property,                   • is charged at the Overdraft Index Rate plus a margin which we
        management, operations, financial condition and prospects                    set from time to time;
        as we may reasonably request.                                              • is calculated daily on the overdue amount from the due date of
    (c) You represent, on each occasion that you draw an amount from                 payment of the amount until the amount is paid, is debited to
        your Loan Account, that you are not insolvent and, if you are an             your Loan Account monthly (and on the date your Loan Account
        individual, that you are not an undischarged bankrupt and have               is repaid in full and the account is closed) and is due for payment
        not assigned your estate or entered into any arrangement or                  on the date it is debited to your Loan Account.
        composition for the benefit of your creditors.
                                                                                   6. LIMITED RECOURSE
    3. INTEREST ON YOUR LOAN ACCOUNT                                               (a) We are only entitled to enforce our rights to the payment of the
    (a) You must pay interest on all outstanding debit balances on your                Loan by:
        Loan Account. The outstanding debit balance on your Loan                      (i) exercising our rights as mortgagee in relation to the Securities;
        Account may include interest, fees and charges debited to your                (ii) selling Securities that have been sold by you to us under the
        Loan Account.                                                                      Put Option on the Final Maturity Date;
    (b) Interest;                                                                     (iii) by relying on the units in the Approved Unit Trust; or
       • Begins to accrue from the date we first debit your Loan Account.             (iv) any combination of sub-clauses 6(a)(i), 6(a)(ii) or 6(a)(iii) above.
       • If it is being paid annually in advance at a fixed interest rate, is      (b) In the event that the market price of any of the Securities is below
         calculated and debited to your Loan Account on the first day                  the amount of the Loan referable to the Protected Price of the
         of the period for which the interest rate is fixed for the whole              Securities (as determined by us in our absolute discretion), you
         of that period on the basis of a 365 day year.                                may give notice to us under clause 8(b) that you want to exercise
       • If it is being paid monthly in arrears at a fixed rate, is calculated         your right to put the Securities to us under the Put Option.
         daily by applying the fixed interest rate to the outstanding              (c) If we do not recover the full amount of the Loan referable to all
         balance of your Loan Account at the end of that day and is                    the relevant Securities by selling the Securities you have put to
         debited to your Loan Account monthly and on the day your                      us under the Put Option or by the enforcement of our rights as
         Loan Account is repaid in full and the account is closed.                     mortgagee, we may not seek to recover the shortfall in respect of
       • If it is being paid monthly in arrears at a variable interest rate,           that portion of the Loan by:
         is calculated daily by applying the interest rate for that day               • bringing proceedings against you; or
         to the outstanding balance of your Loan Account at the end
                                                                                      • applying to have you wound up or made bankrupt or
         of that day and is debited to your Loan Account monthly
                                                                                        participate in the winding up or bankruptcy of you, unless
         and on the day your Loan Account is repaid in full and the
                                                                                        another creditor has initiated proceedings to wind you up or
         account is closed.
                                                                                        for your bankruptcy.
    (c) We charge interest on unpaid interest, fees and charges.
                                                                                   (d) In giving the notice in clause 8(b) and either putting to us the
    (d) We do not pay interest on credit balances in your Loan Account.                Securities under the Put Option or asking us to exercise our
    (e) If interest is being paid by you at a variable rate we will, if you            rights as mortgagee of the Securities, you must first pay to
        request it and we consent to your request, quote an indicative                 us all interest, fees and other moneys (but not the Loan) then
        interest rate at which we may be prepared to convert the Interest              accrued under this Loan Agreement (whether or not yet payable)
        Rate on the Loan to a fixed rate for the period to maturity. Upon              (including any indemnity obligation).
        your acceptance of an indicative interest rate we will quote a firm        (e) Where you propose to give a notice asking us to exercise our
        fixed Interest Rate to take effect on the day we specify for the               rights as mortgagee of the Securities:
        specified agreed period.
                                                                                      • that notice must be given with respect to all Securities held in
    (f) If interest is being paid by you at a fixed rate we will, if you request        the relevant Company which has issued such Securities; and
        it and we consent to your request, quote an indicative interest rate
                                                                                      • the amount of the Loan shall be equivalent to the Protected
        at which we may be prepared to convert the Interest Rate on the
                                                                                        Price of the relevant Securities (as determined by us).
        Loan to a variable rate for the period to maturity. If you elect to
        change your interest payment method from a fixed interest rate             (f) You may give notice asking us to exercise our rights as
        paid annually in advance to monthly in arrears, or change to a                 mortgagee of the Securities at any time during the term of this
        variable interest rate, this election can only be made at the end              Loan Agreement or following the occurrence of any Event of
        of the period that is the subject of the fixed interest rate. Upon             Default, but any such notice may not be given or take effect after
        your acceptance of an indicative interest rate we will quote a firm            the Final Maturity Date.
        variable Interest Rate to take effect on the day we specify for the        (g) Nothing in this clause 6 affects any of the other obligations and
        period to maturity. Break costs associated with unwinding the                  duties of yours arising under the Terms and Conditions.
        hedge and funding arrangements may apply.                                  (h) Notwithstanding anything else contained in this agreement, you
                                                                                       will be liable to us in damages for any loss suffered by us if you
                                                                                       commit a Default Event.
Page 58
7. PAYMENTS                                                               9. DEFAULT
All monies payable by you shall be paid in full without set-off or        (a) A Default Event occurs if:
counter-claim of any kind and free and clear of and without any              • you fail to pay any sum payable by you under the Loan
deduction or withholding of any kind.                                          Agreement on the date the payment is due;
8. REPAYMENT, PREPAYMENT AND TERMINATION                                     • a judgment of any court or any order of an authority is
(a) Subject to clause 6 and this clause 8, you must repay the Loan             executed against:
    to us in one amount on the Final Maturity Date.                              • any or all of your assets, a Guarantor’s assets or a
(b) You must, at least five (5) Business Days before the Final Maturity            Mortgagor’s assets; or
    Date, by irrevocable notice in writing to us (which notice must              • any Securities secured by the Mortgage;
    be substantially in the form of the schedule to the Terms and            • you fail to immediately comply with any direction by us
    Conditions), inform us that you will be:                                   to you including without limitation under clause 17 of the
   (i) selling all or some of your Securities to repay the Loan and            General Provisions;
       receiving any surplus. This may involve your exercising the           • Any of the Securities ceases, or is likely to cease, to be quoted
       Put Option in respect of any of the Securities that are below           on the ASX or is, or is likely to be, suspended from trading;
       the Protected Price;                                                  • you or any Mortgagor, without our prior written consent,
   (ii) using your own funds to repay the Loan and keeping                     create or purport or attempt to create any Security Interest
        the Securities;                                                        over or affecting the Mortgaged Property or any part of that
   (iii) applying to extend the term of your Loan by applying for a            property in favour of any person other than us;
         new loan (subject to availability and credit approval);             • in our opinion a Materially Adverse Change occurs in respect
   (iv) asking us to exercise our rights as mortgagee to sell the              to you or any Guarantor or Mortgagor;
        Securities; or                                                       • you, the Guarantor or the Mortgagor make any representation
   (v) using a combination of the above.                                       or warranty to us in relation to the Terms and Conditions or
   If we do not receive any notification from you by the Final Maturity        the Mortgaged Property that, in our reasonable opinion, is
   Date, you authorise us to sell the Securities within your portfolio;        misleading or incorrect in any material respect when made
                                                                               (whether the lack of correctness is apparent at the time or
   • At the prevailing market price, if the prevailing market price is
                                                                               becomes apparent subsequently); or
     equal to or higher than the Protected Price,
                                                                             • you fail to provide financial information which is requested
   • At the Protected Price, if the prevailing market price is below
                                                                               pursuant to clause 2(b) of this agreement.
     the Protected Price. This will involve our exercising your
     Put Options for you if any of the Securities are below the           (b) If a Default Event occurs, we may declare, by notation of one of
     Protected Price; or                                                      our officers or by our agent on our records to that effect, that you
                                                                              are in default and that all amounts owing under the Terms and
   • If you have sold your Securities, you authorise us to redeem
                                                                              Conditions are immediately payable without our having to make
     any balance in the Approved Unit Trust
                                                                              any demand on you or serve any notice on you to that effect.
   towards payment of the Loan.
                                                                          (c) We may exercise our right to make the declaration referred to in
(c) If you tell us that we may exercise our rights as mortgagee               clause 9(b) despite any delay in our exercising the right or our
    of the Securities (by selling some or all of your Securities) or          having waived the right previously.
    that Put Options will be exercised under clause 8(b)(i), you
                                                                          (d) In addition to any other amount you must pay, after we make a
    irrevocably authorise us to exercise our rights under the Terms
                                                                              declaration under clause 9(b) and on our demand, you must pay
    and Conditions (including without limitation to sell, redeem or
                                                                              our estimate of the loss we will incur due to the Loan not being
    surrender the Securities and/or to draw under any periodical
                                                                              conducted for the whole of the then current period for which the
    debit or payment authority) to ensure that, on the Final Maturity
                                                                              Interest Rate is fixed (if any).
    Date, we receive full value for the Securities in repayment of the
    Loan and all other costs, charges and expenses for which we are       10.FEES AND CHARGES
    entitled to reimbursement under the Terms and Conditions.             (a) You must pay us:
(d) If you tell us you want to put the Securities to us under clause         • our fees and charges (as varied from time to time) as soon as
    8(b)(i), you may do so only under the terms of the Put Option.             they are due and payable, whether or not you draw on your
(e) Subject to clause 6 you may prepay the Loan in full provided you           Loan Account. We set out particulars of the fees and charges
    give us not less than five (5) business days notice and pay any            you must pay and when they are payable in the schedule of
    interest, fees, Break costs and other costs losses or damages              fees and charges accompanying these Terms and Conditions.
    which we may incur as a result of the Loan being repaid before             On your request, we will supply you with a copy of our current
    the Final Maturity Date, and other costs related to the unwinding          fees and charges for the Loan.
    or closing out of Hedge and funding arrangements established in          • government stamp duty and any other government tax
    connection with the Loan together with any other moneys then               or duty payable in relation to the Terms and Conditions,
    accrued under this Loan Agreement to the date of prepayment                any Mortgage and/or Guarantee provided to us by way of
    (whether or not payable). Your Loan cannot be partially prepaid,           Security Interest or any transaction on the Loan Account.
    except in the case of Corporate Actions.
                                                                             • all amounts which we are charged or charge or pay or incur
(f) Any interest paid in advance for the remaining term to maturity            in connection with establishing and administering the Loan, or
    will be included in determining the Break cost of your Loan.               any transaction contemplated by the Terms and Conditions,
(g) Amounts prepaid may not be re-borrowed under this                          terminating the Loan, or our exercising or enforcing any right,
    Loan Agreement                                                             power, claim or remedy of any kind arising out of the Terms
(h) At the Final Maturity Date after all Secured Moneys are paid               and Conditions.
    to us in full, if there are Securities in your name which are no      (b) We may debit your Loan Account with our usual bank account
    longer required to be held by us as Mortgaged Property, these             fees and charges and all unpaid fees and charges you must pay
    Securities will be released to you as Issuer Sponsored Holdings.          us under the Terms and Conditions. Any amounts we receive
(i) The Loan Account is subject to annual review, commencing on               from you for crediting to your Loan Account are applied to pay
    the first anniversary of drawing under the Loan Account. On               unpaid fees and charges on the Loan Account first.
    annual review, we may terminate the Loan Account, and require         11.DISCLAIMERS
    the immediate repayment of the Loan and other moneys owing
                                                                          (a) We take no responsibility for any decision you make to obtain
    under this Loan Agreement if, in our opinion, there is a Material
                                                                              the Loan, to enter into any arrangement incidental to the Loan,
    Adverse Change.
                                                                              about the Securities you purchase with the Loan proceeds, or
(j) If there occurs any change in law or interpretation which makes it        the performance of any Securities secured by the Mortgage.
    unlawful for us to give effect to the Loan Agreement, we may, in
    our absolute discretion, terminate the Loan upon giving you thirty
    (30) days prior written notice.

                                                                                                                                              Page 59
    (b) The fact that we accept any particular Security as Mortgaged              PART 3 MORTGAGE
        Property is not a recommendation of that Security or a
        representation relating to the past or future performance of that         1. PROMISE TO PAY
        Security in any market in which the Security can be sold.                 In return for us entering into the Commonwealth Bank Protected
    (c) In so far that they act on our behalf and not as your broker              Portfolio Loan Terms and Conditions and/or making or continuing to
        or financial advisor, our officers and agents do not have our             make Loan available to the Borrower at your request, you agree to
        authority to recommend the purchase or sale of Securities,                pay us the Secured Moneys.
        make any predictions about what might happen to Interest
        Rates or the Market Value of any Securities or to make any other          2. MORTGAGED PROPERTY
        representation, prediction or statement of opinion about any              (a) This Mortgage comes into effect in relation to a Borrower, when
        other matter or thing affecting the Terms and Conditions.                     we accept the Borrower’s application for a Loan.
       Read the Risk Disclosure Statement at the end of these Terms               (b) After the date on which this Mortgage comes into effect you may
       and Conditions. If you have any doubt at all about any of these                ask us to consider accepting Securities as Mortgaged Property.
       matters, you should seek help from a financial counsellor or your              Securities become Mortgaged Property automatically if we provide
       broker and/or obtain legal advice.                                             a Loan to assist with their purchase, otherwise when we, in our
                                                                                      absolute discretion, decide to accept them as Mortgaged Property.
    12.INDEMNITY                                                                  (c) If any evidence of title to Securities is delivered on or before to
    (a) You agree to indemnify us from and against all actions, suits,                the date on which the Mortgage comes into effect it will be held
        claims, demands, losses, liabilities, damages, costs and                      by Commonwealth Securities as agent of the person delivering
        expenses which may be made or brought against or suffered or                  such evidence and not as our agent.
        incurred by us arising out of or in connection with:
                                                                                  (d) You charge the Mortgaged Property with the payment to us of
       • any Default Event or Enforcement Event;                                      the moneys you have agreed to pay pursuant to the Terms and
       • the exercise or non-exercise of any Right, power or remedy                   Conditions. We will release the Mortgaged Property from the
         contained, referred to or implied in the Terms and Conditions;               Mortgage and discharge the Mortgage if you ask us to do so
       • any creation or dealing with any Covered Calls or Securities                 in writing and the Secured Moneys have been paid to us in full,
         by you in accordance with clause 19 of Part 1 General                        the Loan is terminated, we are satisfied that any payment of the
         Provisions of these Terms and Conditions;                                    Secured Moneys will not be avoided or set aside.
       • any prepayment including, without limitation, any loss or                (e) To the extent a charge is created over Securities which confer an
         expense incurred in respect of:                                              interest in land in New South Wales on their holder, the charge
           (i) any cost associated with us obtaining an appropriate form              will operate as a floating charge until the expiry of a period of 12
               of risk management agreement (or instrument of similar                 months and one day after the charge is created or, without being
               effect) with respect to the Terms and Conditions, the                  obliged first to notify you, we decide to fix the charge.
               funding of the Loan or the acquisition or disposition of any       3. LIMITATION OF LIABILITY
               of the Securities; or                                              (a) Without limiting the amount secured by this Mortgage, the total
           (ii) the exercise, non-exercise or the prevention or inability             amount recoverable from the Mortgagor does not exceed the
                by us to exercise any rights under any risk management                aggregate of:
                agreement; or                                                        (i) the amount of the Loan Limit; plus
           (iii) the liquidation or redeployment of funds acquired from              (ii) all amounts which we are charged or charge or pay or incur
                 third parties to make or maintain the Loan; or                           in connection with establishing and administering the Loan or
           (iv) the termination or reversal of any arrangements entered                   any transaction contemplated by the Terms and Conditions;
                into in connection with the funding of the Loan; or                  (iii) our usual bank account fees and charges and all fees and
           (v) the acquisition by us of any further Securities (including                  charges you must pay us under the Terms and Conditions;
               the price of such Securities) under these Terms and                   (iv) government stamp duty and any other government tax
               Conditions; or                                                             or duty charged in relation to anything done under or in
           (v) any loss or profits that we may suffer by reason of the early              connection with the Terms and Conditions;
               liquidation or redeployment of such funds or the termination          (v) interest on each amount demanded from the Mortgagor, at
               or reversal of such arrangements.                                         the rate or the highest of the rates charged or chargeable
    (b) You agree to compensate us on demand if we determine that any                    to the Borrower from time to time after the date of demand,
        new or amended law, order, official policy, directive or request of              from that date until payment; plus
        any governmental agency, or any change in any interpretation or              (vi) interest on that interest by way of compound interest,
        administration of any law, order, official policy, directive or request           calculated after the date of demand at such time or times or
        of any governmental agency, directly or indirectly:                               from time to time as we think fit, at the rate or rates referred
       • increases the cost to us of providing, funding or maintaining                    to immediately above; plus
         the Loan Account; or                                                        (vii) all charges, costs (including Break costs) and expenses (if
       • reduces any amount received or receivable by us, or its                           any) which we incur, sustain or pay in exercising or enforcing
         effective return, in connection with the Loan Account; or                         any right, power, claim or remedy of any kind arising out of
       • reduces our return on capital allocated to the Loan Account,                      the Terms and Conditions or recovering or attempting to
         or its overall return on capital.                                                 recover from the Mortgagor the moneys at paragraphs (i), (ii)
    (c) Any amount which we certify to you that we have expended,                          and (iii) plus interest on those charges, costs and expenses at
        incurred or will incur, or which we will forego pursuant to                        the rate or rates referred to above.
        paragraphs (a) and (b) shall, prima facie, be binding for all purposes.   (b) If you are not a Borrower, a director of a Borrower or a Borrower
    (d) We are not responsible for any loss of any kind whatsoever                    acting in the capacity of a trustee then (but not otherwise) your
        (including, without limitation, the negligence, default or dishonesty         liability under this Mortgage is limited to the amount that we
        of any servant, agent or auctioneer employed by us, any attorney              receive from the sale of Mortgaged Property.
        of ours or a receiver) which may occur in or about the exercise,          4. YOUR REPRESENTATIONS
        attempted exercise or non-exercise of any of the rights, powers
                                                                                  (a) Each time an amount is drawn on the Loan Account and we
        or remedies of ours under the Terms and Conditions.
                                                                                      accept Securities as Mortgaged Property, you represent that:
                                                                                     • you have an absolute and indefeasible title to the Mortgaged
                                                                                       Property, free from all equities and Security Interests, other
                                                                                       than our Security Interests;
                                                                                     • all the information you have given us in connection with this
                                                                                       Mortgage and any Mortgaged Property is correct and not
                                                                                       misleading; and

Page 60
   • the giving of this Mortgage will not breach any law or agreement       (b) For the purpose of any law relating to giving default notices prior
     by which you are bound or constitute a default under any other             to the enforcement of a Mortgage:
     arrangement or Security Interest you have given.                          • which requires that you must be in default for a certain period
(b) You indemnify us against any loss, damage, costs, claims,                    of time before we give you the notice and allows the period to
    proceedings and expense we suffer as a result of a representation            be fixed in the Mortgage, the period is fixed at one (1) day;
    you make under this clause 4 being incorrect or misleading at the          • which allows this Mortgage to limit the period of time in which
    time it is made.                                                             you must fix a default, the period (which must be at least one
5. WHAT YOU PROMISE TO DO                                                        (1) day) is the period set by the notice; or
You will:                                                                      • which allows the parties to a charge to agree that the charge
                                                                                 may be enforced without giving a notice, you agree that we
• at our request, take up or, in the case of Nominee Securities
                                                                                 need not give you a notice before we enforce this Mortgage.
  which are Mortgaged Property, authorise the Nominee to take up
  any new or additional rights or interests of any kind relating to the     11.POWER OF ATTORNEY
  Mortgaged Property;                                                       By way of security for our interest in the Mortgaged Property and
• pay on time all moneys which are or become payable in respect             for the obligations owed by you to us under this Mortgage, you
  of the Mortgaged Property;                                                irrevocably appoint us, Commonwealth Securities and each and
• keep the Mortgaged Property valid and subsisting free from all            every Authorised Officer, and their respective assigns, severally to be
  liability to forfeiture, cancellation, loss, or charge; and               your attorney, with full power either in our name, your name or the
                                                                            respective attorney’s name, to do all acts and things:
• deposit with us and, in relation to any Nominee Securities,
  authorise the Nominee to deposit with us by way of security, all          • which should be done by you under this Mortgage; or
  share or stock certificates and any transfers of shares that are          • which we are authorised to do under this Mortgage or by law,
  issued to you or the Nominee as a result of the conversion of a           and with full power from time to time to:
  holding under the Sponsorship Agreement or any acquisition of
                                                                            • appoint or remove a substitute;
  Securities on your behalf by the Nominee.
                                                                            • apply for units in an Approved Unit Trust for the purpose of clause
6. WHAT YOU PROMISE NOT TO DO                                                 18 of Part 1 General Provisions of these Terms and Conditions; and
You will not, without our prior consent, deal with all or any part of the   • to sign, seal and deliver and execute all documents (including
Mortgaged Property, or create any Security Interest over or affecting         assurances and other instruments) which we or the attorney
all or any part of the Mortgaged Property unless that Security                considers necessary or expedient.
Interest is created for us.
                                                                            12.PROTECTION OF THIRD PARTIES
7. FURTHER ASSURANCE                                                        On the exercise or purported exercise of any of the licences, powers
If we request, you will do any reasonable thing we ask of you to            or authorities under clause 11 or by statute conferred on us or any
further assure our Security Interest in the Mortgaged Property. For         of your attorneys, no purchaser or other person dealing with us or
example, if you are a company, you will sign a Mortgage (the text           any of your attorneys will be concerned to see or inquire whether
of which is contained in this Mortgage) and any related forms and           a case has arisen to authorise the exercise of the licence, power
declarations to enable registration of our Security Interest and, if        or authority, or whether the licence, power or authority is properly
we request, you will take the legal proceedings that are reasonably         or regularly exercised. The title of the purchaser or other person so
necessary to recover or protect the Mortgaged Property and sign             dealing with us or any of your attorneys cannot be impeached on
any document to ensure that the Mortgaged Property represented              the ground that a case has not arisen to authorise the exercise of
by the document can be transferred.                                         the licence, power or authority or that the licence, power or authority
                                                                            was improperly or irregularly exercised.
8. ENFORCEMENT EVENTS
We may enforce this Mortgage immediately if any one or more of the          13.APPLICATION OF MONEYS
following events occurs:                                                    We apply all moneys we receive under or by virtue of this Mortgage
• if default occurs in the payment of the Secured Moneys or any             as follows:
  part of those moneys;                                                     • in payment to anyone who has prior claim to the
• if you fail to observe or perform any of your covenants or                  Mortgaged Property;
  agreements contained or implied in this Mortgage or under any             • in payment of all debts, liabilities, costs, charges and expenses
  other of the Terms and Conditions applying to you;                          we incur in or incidental to the exercise or performance or
• if a Default Event occurs under the Terms and Conditions                    attempted exercise or performance of our rights and powers
  applying to you;                                                            under this Mortgage;
• if you become insolvent or (in the case of a natural person)              • in payment of any other outgoings as we think fit to pay;
  die or become of unsound mind or subject to any legal disability          • in payment to us of the Secured Moneys,
  or incapacity.                                                            and any surplus moneys or any part of the surplus moneys payable
9. OUR RIGHT TO IMMEDIATE PAYMENT                                           to you or other person entitled to them will not carry interest, and
                                                                            we may pay them to the credit of an account, in your name or in the
At our option, without any demand or notice, all of the Secured
                                                                            name of any other person entitled to them, in our books. Then we
Moneys become immediately payable if any Enforcement Event occurs.
                                                                            are not under any further liability in respect of those moneys.
10.POWER OF SALE AND OTHER ENFORCEMENT POWERS
                                                                            14 MATTERS WE ARE NOT REQUIRED TO DO
(a) When any Enforcement Event occurs, we or any of our
                                                                            We are not required to:
    Authorised Officers may, in addition to the powers conferred on
    us under the Terms and Conditions, at any time and from time to         (a) hold or take any other or further security or guarantee for the
    time do all or any of the following:                                        payment of the Secured Moneys;
   • take possession of and assume control of the Securities                (b) give notice of this Mortgage to any other person or enforce
                                                                                payment of any moneys payable to you relating to the Mortgaged
   • sell, redeem or concur in selling or redeeming all or any of the
                                                                                Property; or
     Mortgaged Property and do all acts and things for completing
     any sale of the Mortgaged Property as we consider necessary;           (c) resort to any other Security Interest or Guarantee we may hold
                                                                                for payment of the Secured Moneys in priority to this Mortgage
   • demand and recover all the income from the Mortgaged
                                                                                or any other Security Interest.
     Property by action or otherwise in your name or our name to the
     full extent of the estate or interest which you could dispose of;      15.MATTERS FOR WHICH WE ARE NOT LIABLE
   • make any arrangement or compromise which we consider                   We are not liable for any omission or delay in, or for any involuntary
     expedient in our interests;                                            losses or irregularities which occur due to our exercising or failing
   • bring or defend any action, suit or legal proceedings in your          to exercise our powers, authorities or rights under this Mortgage or
     name or otherwise, for all or any of the above purposes.               under any law.

                                                                                                                                                  Page 61
          16.COMPLETION OF INSTRUMENTS                                                PART 4 SPONSORSHIP AGREEMENT
          We may complete any instrument executed by or on your behalf in
          blank and deposited with us to better assure our interests in               1. INTERPRETATION
          the Mortgaged Property or in the exercise of our rights under               Any term used in this Sponsorship Agreement which is defined in, or
          this Mortgage.                                                              given a meaning under, the ASTC Settlement Rules (“Rules”) has the
                                                                                      meaning given in the Rules.
          17.COSTS, CHARGES AND EXPENSES
                                                                                      (Should you require a copy of these definitions please contact
          The Secured Moneys, which you authorise us to debit and charge
                                                                                      Commonwealth Securities).
          the Loan Account, include all costs, charges, and expenses, legal
          or otherwise (including solicitor and client as well as party and party     2. APPOINTMENT
          costs, duties, taxes and other moneys paid or payable by us or              By way of security for our interest in the Mortgaged Property and for
          any of your attorneys), which we pay, incur, sustain or are put to in       the obligations you owe us under the Mortgage:
          connection with:
                                                                                      (a) you appoint Commonwealth Securities to provide (and
          • any of the Mortgaged Property;                                                Commonwealth Securities agrees to provide) transfer and
          • this Mortgage;                                                                settlement services as agent for you in relation to any Financial
          • the preparation, completion, registration or release (partial or in           Products which are, or are intended to be, Participant Sponsored
            whole) of this Mortgage; or                                                   Holdings under this Sponsorship Agreement; and
          • the exercise or attempted exercise of any right or power given to         (b) you irrevocably appoint Commonwealth Securities (and its
            us or any of your attorneys under this Mortgage,                              assigns) and each Authorised Officer of Commonwealth
          together with interest on all those moneys at the rate (or at the               Securities (or of its assigns) severally to be your attorney, with
          highest of the rates) charged on Loans from time to time.                       full power, either in the name of Commonwealth Securities,
                                                                                          your name or the respective attorney’s name, to do all acts and
          18.INDEPENDENCE OF THIS MORTGAGE                                                things you may lawfully authorise an attorney to do in relation to
          This Mortgage is in addition to and independent of:                             any Financial Products which are, or which are intended to be,
          • any other or further security or guarantee we hold or take now or             Participant Sponsored Holdings. Your attorney may delegate
            in the future;                                                                power and revoke a delegation and may exercise powers even
                                                                                          if this involves a conflict of interest(s) and/or duty/duties and
          • any arrangement or transaction between you and any other person;
                                                                                          whether or not a Default Event has occurred.
          • any loss, release, discharge, abandonment or transfer, either in
            whole or in part and either with or without consideration, of any         3. AUTHORITIES AND DEALINGS
            other security or guarantee we hold from you or from any other            (a) You authorise Commonwealth Securities to effect any transfers and
            person now or in the future; or                                               conversions and to do all other things necessary or desirable to
          • any act, forbearance or omission by us.                                       register the Financial Products into Participant Sponsored Holdings.
                                                                                          Commonwealth Securities must initiate the necessary transfers or
          19.STATUTORY POWERS AND RESTRICTIONS                                            conversions within the time prescribed under the Rules.
          (a) The powers, rights and remedies given to us under any law now           (b) Commonwealth Securities will notify you of the HIN for each
              or in the future in force, are in addition to those given to us under       of your CHESS Participant Sponsored Holdings to which this
              this Mortgage and the covenants, powers and provisions implied              Sponsorship Agreement relates. All of the Securities subject to
              in Mortgages by virtue of any law for the time being in force are           this agreement that are CHESS Participant Sponsored Holdings
              (to the extent permitted by that law) for the purposes of this              shall be registered under this HIN (unless transferred to the
              Mortgage, negatived, altered or modified only to the extent that            Nominee’s HIN under clause 1 of Part 5 Nominee Agreement).
              they are inconsistent with this Mortgage.
                                                                                      (c) When you propose to add to, substitute or change the Participant
          (b) The provisions of all law now or in the future in force which, but          Sponsored Holdings, you must notify us in writing.
              for this clause 19(b), would operate directly or indirectly:
                                                                                      (d) Where you authorise Commonwealth Securities to buy Financial
             • to lessen or otherwise modify, vary or affect (in your favour)             Products, you will pay for those Financial Products on or before
               your obligations under this Mortgage; or                                   the date agreed with Commonwealth Securities for payment.
             • to stay, postpone or otherwise prevent or prejudicially affect         (e) Where Commonwealth Securities has received your oral or written
               (including by any requirement to give notice or allow for any              instructions to enter into any transaction involving the disposal
               expiration of time) the exercise of our rights, powers or remedies         of Financial Products held in a Participant Sponsored Holding,
               given or implied under or by virtue of this Mortgage; or                   Commonwealth Securities has authority:
             • to impose duties and obligations on us,                                   • to initiate and effect a transfer of the Financial Products; or
             are expressly negatived and excluded to the extent permitted by             • to take any other action necessary to bring about the disposal,
             that law.
                                                                                         even if, because of netting arrangements, the transfer or disposal
          20.PRIORITIES                                                                  is to a person who is not a party to the transaction.
          If you are a company then, solely for the purpose of fixing priorities      (f) Commonwealth Securities will initiate any transfer, conversion or
          under Section 282 Corporations Act, the prospective liabilities                 other action necessary to give effect to Withdrawal Instructions
          secured under this Mortgage are up to a maximum amount of                       within two (2) Business Days of the date of the receipt of the
          $10,000,000. This does not affect the amount that we may recover                Withdrawal Instructions.
          from you under the Mortgage or any of your obligations to us.               However:
                                                                                      (g) Any transfer, conversion, disposal or other action under this
                                                                                          Sponsorship Agreement must be approved and authorised by
                                                                                          us. The form of authorisation must be signed by one of our
                                                                                          Authorised Officers and stamped with our stamp in a form
                                                                                          disclosed by us to Commonwealth Securities from time to time.
                                                                                      (h) On our being able to exercise our power of sale under the
                                                                                          Mortgage, we may instruct Commonwealth Securities without
                                                                                          any reference to you. Commonwealth Securities will act on
                                                                                          those instructions and may remove the Holder Record Lock in
                                                                                          accordance with the Rules to facilitate the exercise of our powers
                                                                                          under the Mortgage, without confirmation or ratification from you.
                                                                                      (i) Commonwealth Securities is not obliged to transfer Financial
                                                                                          Products into your Participant Sponsored Holding, where payment
                                                                                          for those Financial Products has not been received, until payment
                                                                                          is received.


Page 62
(j) Where a contract for the purchase of Financial Products remains             • unless the transfer is also taken to have been effected by a
    unpaid, after Commonwealth Securities has made a demand of you                Participant of ASX or a Participant of ACH, you have no claim
    to pay for the Financial Products, Commonwealth Securities may                arising out of the transfer against the National Guarantee Fund
    sell those Financial Products that are the subject of that contract at        under Part 7.5, Division 4 of the Corporations Regulations.
    your risk and expense and that expense will include brokerage.           (c) In the event that Commonwealth Securities breaches any of the
(k) Where Commonwealth Securities claims that an amount                          provisions of this Sponsorship Agreement, you may refer that
    lawfully owed to it has not been paid by you, Commonwealth                   breach to any regulatory authority, including ASTC.
    Securities has the right to refuse to comply with your Withdrawal        (d) In the event that Commonwealth Securities is suspended from
    Instructions, but only to the extent necessary to retain Financial           CHESS Settlement Facility participation, subject to the assertion
    Products of the minimum value held in your Participant                       of an interest in Financial Products controlled by Commonwealth
    Sponsored Holding (where the minimum value is equal to 120%                  Securities, by the liquidator, receiver, administrator or trustee of
    of the current market value of the amount claimed). Where                    Commonwealth Securities, or by us:
    Commonwealth Securities exercises this right, it must inform you
                                                                                • you have the right, within twenty (20) Business Days of ASTC
    within a reasonable period of the action it has taken.
                                                                                  giving notice of suspension, to give notice to ASTC requesting
4. INFORMATION ABOUT                                                              that any Participant Sponsored Holdings be removed either
     PARTICIPANT SPONSORED HOLDINGS                                               from the CHESS Settlement Facility Subregister, or from
                                                                                  the control of Commonwealth Securities to the control of
(a) You will supply all information and supporting documentation
                                                                                  another Participant with whom you have concluded a valid
    which is reasonably required to permit Commonwealth Securities
                                                                                  sponsorship agreement pursuant to Rule 12.19.10; or
    to comply with the registration requirements, as are in force from
    time to time, under the Rules.                                              • where you do not give notice under Clause 7(d)(i), ASTC
                                                                                  may effect a change of Controlling Participant under
(b) Where statements of holding balances or other information are
                                                                                  Rule 12.19.11. and you will be deemed to have entered
    obtained by Commonwealth Securities from ASTC or Issuers at
                                                                                  into a new sponsorship agreement with the substitute
    your request, you will bear Commonwealth Securities’ reasonable
                                                                                  Participant on the same terms as the existing Sponsorship
    costs in obtaining the statements or information.
                                                                                  Agreement. Where you are deemed to have entered into a
(c) You authorise Commonwealth Securities to provide information                  sponsorship agreement, the new Participant must enter into
    about you and your Participant Sponsored Holdings to ASTC,                    a sponsorship agreement with you within ten (10) Business
    ASX and ASIC as appropriate or necessary from time to time.                   Days of the change of Controlling Participant.
5. EXCHANGE TRADED OPTIONS, PLEDGING                                         (e) You acknowledge that before you were bound by this Sponsorship
     AND SUB-POSITIONS                                                           Agreement, Commonwealth Securities provided you with an
(a) Where you arrange with ACH to lodge Financial Products in a                  explanation of the effect of this Sponsorship Agreement and that
    Participant Sponsored Holding as cover for written positions in the          you understood the effect of this Sponsorship Agreement.
    Australian Options Market, and inform Commonwealth Securities            (f) You acknowledge that Commonwealth Securities shall not
    of the arrangement, you authorise Commonwealth Securities to                 be required to provide an executed copy of this Sponsorship
    take whatever action is reasonably required by ACH in accordance             Agreement to you unless requested by you.
    with the Rules to give effect to that arrangement provided that any      (g) We acknowledge that you may from time to time instruct
    arrangement under this sub-clause is subject to our consent.                 Commonwealth Securities to register Financial Products
(b) If we give our prior written consent for you to give a Security              purchased on your behalf without using a Loan (“non-Mortgaged
    Interest over Financial Products in a Participant Sponsored Holding          shares”) into a Participant Sponsored Holding which is subject
    to another person, you authorise Commonwealth Securities to                  to a separate sponsorship agreement between Commonwealth
    take whatever action is reasonably required by the person in                 Securities and you in your capacity as a sponsored client.
    accordance with the Rules to give effect to that arrangement.                Commonwealth Securities will separately record and account to
(c) You acknowledge that where, in accordance with this Sponsorship              you for the non-Mortgaged shares.
    Agreement and/or your instructions, and subject to our consent,          8. CHANGE OF CONTROLLING PARTICIPANT
    Commonwealth Securities initiates any action which has the effect
                                                                             (a) If you receive a Participant Change Notice from the Controlling
    of creating a Sub-position over Financial Products in the Participant
                                                                                 Participant of the Participant Sponsored Holding and the Participant
    Sponsored Holding, your right to transfer, convert or otherwise deal
                                                                                 Change Notice was received at least twenty (20) Business Days
    with those Financial Products is restricted in accordance with the
                                                                                 prior to the date proposed in the Participant Change Notice for the
    terms of the Rules relating to Sub-positions.
                                                                                 change of Controlling Participant, you are under no obligation to
(d) Nothing in this Sponsorship Agreement operates to override any               agree to the change of Controlling Participant, and may choose to
    interest of ACH in the Financial Products.                                   do any of the things set out in Clauses 9(b) or 8(c).
6. FEES                                                                      (b) You may choose to terminate this Sponsorship Agreement by
(a) You will pay all brokerage fees and associated transactional                 giving Withdrawal Instructions under the Rules to the Controlling
    costs (including any tax or duty) within the period prescribed by            Participant, indicating whether you wish to:
    Commonwealth Securities.                                                    • transfer your Participant Sponsored Holding to another
(b) To facilitate accounting and payment, you agree to pay                        Controlling Participant; or
    the abovementioned brokerage fees and associated                            • transfer your Participant Sponsored Holding to one or more
    transactional costs to us and we will forward them promptly                   Issuer Sponsored Holdings.
    to Commonwealth Securities.                                              (c) If you do not take any action to terminate this Sponsorship
                                                                                 Agreement in accordance with Clause 8(b) above, and do
7. NOTIFICATIONS AND ACKNOWLEDGEMENTS
                                                                                 not give any other instructions to the Controlling Participant
(a) You acknowledge that if Commonwealth Securities is not a
                                                                                 which would indicate that you do not agree to the change
    Market Participant of ASX, neither ASX nor the ASX Group have
                                                                                 of Controlling Participant then, on the Effective Date, this
    any responsibility for supervising or regulating the relationship
                                                                                 Sponsorship Agreement will have been taken to be novated to
    between you and Commonwealth Securities, other than in relation
                                                                                 the New Controlling Participant and will be binding on all parties
    to the Rules relating to sponsorship agreements.
                                                                                 as if, on the Effective Date:
(b) You acknowledge that if a transfer is taken to be effected by
                                                                                • the New Controlling Participant is a party to this Sponsorship
    Commonwealth Securities under Section 9 of the Rules and
                                                                                  Agreement in substitution for the Existing Controlling Participant;
    the Source Holding for the transfer is a Participant Sponsored
    Holding under this Sponsorship Agreement, then:                             • any rights of the Existing Controlling Participant are
                                                                                  transferred to the New Controlling Participant; and
   • you may assert or claim against ASTC or the relevant
     Issuer that the transfer was not effected by the Sponsoring                • the Existing Controlling Participant is released by you from
     Participant or that the Sponsoring Participant was not                       any obligations arising on or after the Effective Date.
     authorised by you to effect the transfer; and


                                                                                                                                                        Page 63
          (d) The novation in Clause 8(c) will not take effect until you have                     months after the removal of a Holder Record Lock applied
              received a notice from the New Controlling Participant confirming                   under this Clause 11(a).
              that the New Controlling Participant consents to acting as the               (b) If your legally apppointed representative or trustee elects to
              Controlling Participant for you. The Effective Date may as a result              remove the Participant Sponsored Holdings from the CHESS
              be later than the date set out in the Participant Change Notice.                 Settlement Facility Subregister, then Commonwealth Securities
          (e) You will be taken to have consented to the events referred to in                 must initiate a conversion of Financial Products in the Participant
              Clause 8(d) by the doing of any act which is consistent with the                 Sponsored Holdings to another mode of holding. Commonwealth
              novation of this Sponsorship Agreement to the New Controlling                    Securities has no further obligation to any person in relation to the
              Participant (for example by giving an instruction to the New                     Financial Products in the Participant Sponsored Holdings.
              Controlling Participant), on or after the Effective Date, and such           (c) Whilst the Participant Sponsored Holdings are subject to the
              consent will be taken to be given as of the Effective Date.                      Mortgage, your legally appointed representative or trustee
          (f) This Sponsorship Agreement continues for the benefit of the                      must ensure that, in giving any consent under Clause 11(a),
              Existing Controlling Participant in respect of any rights and                    the appointment of Commonwealth Securities continues in
              obligations accruing before the Effective Date and, to the extent                accordance with Clause 2.
              that any law or provision of any agreement makes the novation in
                                                                                           12.JOINT HOLDINGS
              Clause 8(c) not binding or effective on the Effective Date, then this
              Sponsorship Agreement will continue for the benefit of the Existing          (a) Where more than one person is bound by this Sponsorship
              Controlling Participant until such time as the novation is effective,            Agreement, you acknowledge that in the event of the death of
              and the Existing Controlling Participant will hold the benefit of this           one of them:
              Sponsorship Agreement on trust for the New Controlling Participant.             • Commonwealth Securities will transfer the Participant
          (g) Nothing in this Clause 8 will prevent the completion of CHESS                     Sponsored Holdings under the joint Holder Record into new
              Settlement Facility transactions by the Existing Controlling                      Participant Sponsored Holdings under a new Holder Record
              Participant where the obligation to complete those transactions                   in the name of the survivor(s) of them;
              arises before the Effective Date and this Sponsorship Agreement                 • this Sponsorship Agreement continues to apply to the new
              will continue to apply to the completion of those transactions,                   Participant Sponsored Holdings under the new Holder
              notwithstanding the novation of this Sponsorship Agreement to                     Record; and
              the New Controlling Participant under this Clause 8.                            • the survivor or survivors continue to be bound by this
                                                                                                Sponsorship Agreement.
          9. REGULATORY REGIME
          (a) The regulatory regime which applies to Commonwealth Securities is            (b) You acknowledge that if one of you is declared bankrupt:
              the regime established under the Corporations Act and Corporations              • Commonwealth Securities will, unless the legally appointed
              Regulations, the ASX Market Rules, the ASTC Settlement Rules and                  trustee of the bankrupt person elects to remove the Participant
              the ACH Clearing Rules. You can obtain information as to the status               Sponsored Holdings from the CHESS Settlement Facility
              of Commonwealth Securities from the relevant regulatory authorities               Subregister, establish a new Holder Record in the name of the
              under this regime, namely ASIC, ASX, ASTC and ACH.                                bankrupt person, transfer the interest of the bankrupt person
          (b) You may lodge a complaint against Commonwealth Securities with                    into new Participant Sponsored Holdings under the new Holder
              ASIC, ASX, ASTC, ACH or the Financial Industry Complaints Service                 Record and request that ASTC apply a Holder Record Lock to
              Limited (“FICS”). You may lodge any claim for compensation:                       the Participant Sponsored Holdings under that Holder Record;
             • with Commonwealth Securities in the first instance and if not                  • Commonwealth Securities will establish a new Holder Record
               satisfied with Commonwealth Securities’ response, you may                        in the names of the rest of you and transfer the interest of the
               refer the claim to FICS; and                                                     rest of you into the Participant Sponsored Holdings under the
                                                                                                new Holder Record; and
             • in relation to the National Guarantee Fund, with the Securities
               Exchange Guarantee Corporation Limited.                                        • the rest of you continue to be bound by this
                                                                                                Sponsorship Agreement.
          (Refer Clause 10 below for further details with respect to claims
          for compensation).                                                               (c) If the legally appointed trustee of the bankrupt Mortgagor elects
                                                                                               to remove the Participant Sponsored Holdings from the CHESS
          10.CLAIMS FOR COMPENSATION                                                           Settlement Facility Subregister, then Clause 11(b) will apply.
          (a) Commonwealth Securities maintains professional indemnity
                                                                                           13.TERMINATION
              insurance for its activities as an Australian Financial Services licensee.
                                                                                           (a) Subject to the Rules, the sponsorship under this Sponsorship
          (b) If Commonwealth Securities breaches a provision of this
                                                                                               Agreement will be terminated upon the occurrence of any of the
              Sponsorship Agreement and you make a claim for compensation
                                                                                               following events:
              pursuant to that breach, the ability of Commonwealth Securities
              to satisfy that claim will depend on the financial circumstances of             • by notice in writing from either you or Commonwealth
              Commonwealth Securities.                                                          Securities to the other party to this Sponsorship Agreement
                                                                                                (but only with our consent);
          (c) If a breach by Commonwealth Securities of a provision of this
              Sponsorship Agreement falls within the circumstances specified                  • upon Commonwealth Securities becoming insolvent;
              under Part 7.5, Division 4 of the Corporations Regulations, you may             • upon the termination or suspension of Commonwealth
              make a claim on the National Guarantee Fund for compensation.                     Securities; or
          (For more information on the circumstances in which you may make                    • upon the giving of Withdrawal Instructions by you to a
          a claim on the National Guarantee Fund or for information on the                      Controlling Participant in accordance with Rule 7.1.10(c).
          National Guarantee Fund generally, contact the Securities Exchange               (b) Termination under Clause 13(a)(i) will be effective upon receipt of
          Guarantee Corporation Limited).                                                      notice by the other party to this Sponsorship Agreement.
          11.DEATH OR BANKRUPTCY                                                           14.RULES AND VARIATION
          (a) Without detracting from the Mortgage, you acknowledge that:                  (a) This Sponsorship Agreement is subject to the Rules in force from
             • in the event of your death or bankruptcy, a Holder Record                       time to time. You will not, and we undertake not to, take any
               Lock will be applied to all Participant Sponsored Holdings                      action which will prevent or impede Commonwealth Securities
               in accordance with the Rules, unless your legally appointed                     from complying with its obligations under the Rules.
               representative or trustee elects to remove the Participant                  (b) Should any of the provisions in this Sponsorship Agreement be
               Sponsored Holdings from the CHESS Settlement Facility                           inconsistent with the provisions in the Rules, Commonwealth
               Subregister; and                                                                Securities will, by giving you not less than seven (7) Business
             • in the event of your death, the sponsorship under this                          Days written notice, vary this Sponsorship Agreement to the
               Sponsorship Agreement is deemed to remain in operation, in                      extent to which, in Commonwealth Securities’ reasonable
               respect of the legally appointed representative authorised to                   opinion, it is necessary to remove any inconsistency.
               administer your estate, subject to the consent of the legally               (c) Except as provided in Clause 14(b), this Sponsorship Agreement
               appointed representative, for a period of up to three (3) calendar              may be varied only by a written agreement signed by
                                                                                               Commonwealth Securities and you.
Page 64
PART 5 NOMINEE AGREEMENT                                                  4. YOUR DIRECTIONS TO THE NOMINEE
                                                                          You direct and authorise the Nominee to:
1. APPOINTMENT                                                            • lodge with us any title documents to the Nominee Securities;
In the usual course you will continue to hold your Securities in your     • act on your written instructions (to the extent it is capable
own name. However, in order to better secure payment of the                 of doing so), in relation to any voting rights attaching to the
Secured Moneys to us, you authorise us, in our absolute discretion,         Nominee Securities, unless we direct the Nominee otherwise;
to transfer Securities you own to the Nominee or have the Nominee
                                                                          • pay to you any income derived from holding the Nominee
acquire Securities to be held in its name on your behalf.
                                                                            Securities on your behalf, unless we direct the Nominee otherwise;
2. NOMINEE SECURITIES
                                                                          • take up any new rights relating to the Mortgaged Property,
(a) If we accept certain Securities to be Mortgaged Property and:           unless we direct the Nominee otherwise; and
   • those Securities are not CHESS Participant Sponsored                 • exercise any other powers or discretions relating to their holding
     Holdings; or                                                           the Nominee Securities on your behalf with or without seeking
   • those Securities are CHESS Participant Sponsored Holdings              your instructions.
     which we identify to be so transferred,                              You acknowledge that the Nominee will use its reasonable endeavours
   we require you to transfer those Securities into the Nominee’s         to inform you of any notice received by it in relation to your Securities
   name to hold them on your behalf in accordance with these              if you have notified us that you wish to receive such notices.
   Terms and Conditions.
                                                                          5. THE NOMINEE’S DEALINGS WITH NOMINEE SECURITIES
(b) If the Borrower wishes to purchase Securities wholly or partly with
                                                                          So long as the Secured Moneys or any part of the Secured Moneys
    the proceeds of any drawing on the Loan Account and:
                                                                          are outstanding, the Nominee will not release, transfer, dispose of or
   • those Securities are not CHESS Participant Sponsored                 otherwise deal with the Nominee Securities unless we give our prior
     Holdings; or                                                         written consent.
   • those Securities are CHESS Participant Sponsored Holdings
     which we identify to be so acquired,                                 6. WHAT HAPPENS WHEN THE MORTGAGE
                                                                              BECOMES ENFORCEABLE
   we require that the Borrower instruct the Nominee to acquire the
   Securities in its name to hold them on the Borrower’s behalf in        (a) The Nominee acknowledges that, on the Mortgage becoming
   accordance with the Nominee Agreement.                                     enforceable, the Nominee holds the Nominee Securities
                                                                              as custodian for us and after that must take any action we
3. NOMINEE’S APPOINTMENT                                                      reasonably request to notify the issuer of the Nominee Securities
(a) You appoint the Nominee to act as your nominee and custodian              and any other relevant persons that it holds the Nominee
    under the Nominee Agreement in relation to any Mortgaged                  Securities for our benefit.
    Property that is:                                                     (b) On the Mortgage becoming enforceable, we may:
   • transferred to the Nominee from time to time by you or your             • take any action in relation to the Nominee Securities as we
     agent or any person holding that Mortgaged Property as                    think fit; and
     Nominee, trustee or custodian for you; or
                                                                             • instruct the Nominee in relation to the Nominee Securities
   • which the Nominee acquires on your behalf in accordance                   without referring to you. The Nominee will act on our
     with the Nominee Agreement.                                               instructions without your confirmation or ratification.
(b) The Nominee accepts the appointment and agrees to register
                                                                          7. LIMIT ON THE NOMINEE’S LIABILITY
    in its name and hold the Nominee Securities as custodian and
    trustee for you.                                                      The Nominee is not liable to us or you for any loss or damage
                                                                          allegedly arising from actions taken or omitted to be taken in relation
(c) You acknowledge that the Nominee’s appointment is made solely
                                                                          to its appointment under Part 5 Nominee Agreement of these Terms
    for our benefit for the purpose of more effectively securing the
                                                                          and Conditions except where that loss or damage is caused by its
    Secured Moneys and to enable us to preserve and exercise our
                                                                          or any of its agent’s wilful misconduct, gross negligence or breach of
    rights over the Mortgaged Property.
                                                                          the Nominee Agreement.
(d) The appointment of the Nominee as your Nominee and custodian
    is irrevocable at all times while the Secured Moneys or any part
    of the Secured Moneys remain outstanding.




                                                                                                                                                      Page 65
          PART 6 PUT OPTION                                                           4. SETTLEMENT
                                                                                      (a) Except where the Parcel of Securities is Commonwealth Bank
          1. CONSIDERATION                                                                of Australia shares, if the Put Option has been exercised, you
          In consideration of your agreeing to be bound by the Loan                       must on the Final Maturity Date transfer the Securities to us (or to
          Agreement, the Mortgage, the Sponsorship Agreement and the                      such other person as we may direct) and the option price we are
          Nominee Agreement, we grant you a Put Option in respect of each                 to pay you for the Securities shall be used immediately towards
          separate Parcel of Securities in your Portfolio to be exercisable               repayment of the Loan. The Put Option cannot be cash settled,
          only in the manner set out in this Part 6 Put Option of these Terms             except in relation to Commonwealth Bank of Australia shares.
          and Conditions.                                                                 Where the Securities are Commonwealth Bank of Australia
                                                                                          shares, the Put Option can only be cash settled as set out in
          2. PUT OPTION                                                                   Clause 2(b) of Part 6 Put Option of these Terms and Conditions.
          (a) Except where the Parcel of Securities is Commonwealth Bank of           (b) Notwithstanding repayment of the Loan under clause 4(a) of Part
              Australia shares (ASX Code: CBA), in which case you may only                6 Put Option of these Terms and Conditions, you continue to
              exercise the Put Option in the manner described in clause 2(b) of           be liable to us for any interest, costs, charges and expenses to
              Part 6 Put Option of these Terms and Conditions, you may within             which we are entitled to under the Terms and Conditions.
              the time limits set out in clause 3 of Part 6 Put Option of these
              Terms and Conditions give notice substantially in the form of the       5. ASSIGNMENT
              schedule to the Terms and Conditions to us to purchase on the           The rights created by this Put Option are personal to you and may
              Final Maturity Date the Securities the subject of the Mortgage          not be dealt with at law or in equity without our prior written consent.
              for the option price equal to the principal outstanding under the
              Loan in respect to those Securities.                                    6. MATERIAL ALTERATION OF CAPITAL
          (b) Where the Parcel of Securities is Commonwealth Bank of                  If prior to the exercise of the Put Option there occurs:
              Australia shares and you wish to exercise the Put Option in             (a) a Takeover offer, Takeover announcement or reconstruction; or
              respect of those Securities because the Market Value of those           (b) a Bonus Share Issue, stock split, consolidation, scheme of
              Securities is below their Protected Price, the Put Option may only          arrangement or other arrangement under which any Rights vest
              be exercised in the following manner. You may:                              in or accrue to you; or
             (i) within the time limits set out in clause 3 of Part 6 Put Option      (c) a Rights issue or any other entitlement pursuant to which you
                 of these Terms and Conditions, give notice to us to pay to the           may subscribe for or otherwise acquire any further Securities or
                 Loan Account an amount equal to the Protected Price less                 any allotment of further Securities; or
                 the Market Value of the Securities on the Final Maturity Date;       (d) a share buyback or other share capital reduction transaction;
             (ii) require us as your agent to sell the Securities on your behalf      then the amount, number and nature of the Securities will be adjusted
                  at the market price and apply the proceeds of the sale to the       and varied in accordance with Clause 17 of the Part 1 General
                  Loan Account; and                                                   Provisions of these Terms and Conditions, and the level of Put Option
             (iii) require us to comply with the terms of your notice to pay to the   will also be adjusted as determined by us in our absolute discretion.
                   Loan Account an amount equal to the Protected Price less the
                   Market Value of the Securities on the Final Maturity Date.
          3. TIME OF EXERCISE
          (a) The Put Option may only be exercised by you by giving a notice
              given to us at least five (5) Business Days prior to the Final
              Maturity Date. Any notice given later than this time will not be
              effective for you to exercise the Put Option.
          (b) Unless you instruct us otherwise, you authorise us to exercise
              the Put Option on your behalf, if on the Final Maturity Date the
              Market Value of any of the Securities in your Portfolio is below the
              Protected Price.
          (c) We will not be liable to you for any damages, expenses, losses,
              actions, claims or demands arising out of or in connection with
              the exercise by us of the Put Option on your behalf.




Page 66
PART 7 CALL OPTION                                                          (b) where the Securities include a sum of money, that sum and
                                                                                the Call Option Price may be set off at settlement and only the net
1. CONSIDERATION                                                                amount is payable by the party owing the greater sum.
In consideration of our agreeing at your request to apply a reduced         6. MATERIAL ALTERATION OF CAPITAL
rate of interest to the Loan Balance of your Loan Account, you grant
                                                                            If prior to the exercise of the Call Option there occurs:
us a Call Option in respect of each Parcel of Securities (except
Commonwealth Bank of Australia shares (ASX code: CBA)) to be                (a) a Takeover offer, Takeover announcement or reconstruction; or
exercisable only in the manner set out in this Part 7 Call Option of        (b) a Bonus Share Issue, stock split, consolidation, scheme of
these Terms and Conditions.                                                     arrangement or other arrangement under which any Rights vest
                                                                                in or accrue to you; or
2. CALL OPTION
                                                                            (c) a Rights Issue or any other entitlement pursuant to which you
(a) The Call Option:                                                            may subscribe for or otherwise acquire any further Securities or
   (i) entitles us to require you to sell to us each Parcel of                  any allotment of further Securities; or
       Securities subject to the Call Option at the Call Option Price       (d) a share buyback or other share capital reduction transaction;
       payable in respect of each Parcel of Securities on the Final
       Maturity Date; and                                                   then the amount, number and nature of the Securities will be
                                                                            adjusted and varied in accordance with Clause 17 of the Part 1
   (ii) will be automatically exercised by us in respect of each Parcel     General Provisions of these Terms and Conditions and the level of
        of Securities subject to the Call Option if on the Final Maturity   Call Option will also be proportionately adjusted as determined by us
        Date the Market Value of the Parcel of Securities is equal          in our absolute discretion.
        to or above the Capped Price. You authorise us to transfer
        the Parcel of Securities from you to us upon the automatic          7. CASH SETTLEMENT IN LIEU OF TRANSFER
        exercise of the Call Option. We will notify you over which              UNDER THE CALL OPTION
        Securities the Call Option has been exercised.                      (a) If on the Final Maturity Date the market value of the Securities
(b) Where you have applied for a reduced interest rate in respect of            exceeds the Capped Price and you wish to retain the Securities
    Commonwealth Bank of Australia shares and we have agreed to                 the subject of Part 7 Call Option of these Terms and Conditions,
    grant you a reduced interest rate:                                          you may do so provided that:
   (i) it is expressly agreed that we will have no interest whatsoever         (i) you give us notice, not later than five (5) business days
       in the Commonwealth Bank of Australia shares either now or                  prior to the Final Maturity Date, that you intend to retain the
       at any time in the future;                                                  Securities; and
   (ii) where on the Final Maturity Date the Market Value of the               (ii) you pay to us on the Final Maturity Date the Loan Balance
        Commonwealth Bank of Australia shares is equal to or above                  together with an amount representing the difference
        what would have been the Capped Price if you had granted                    between the Call Option Price (or CBA Call Option Price
        us a Call Option over those shares, you authorise us as your                where the Securities are CBA shares) and the Market Value
        agent to sell the Commonwealth Bank of Australia shares on                  of the Securities.
        your behalf.                                                        (b) You are also entitled to exercise the right to retain the Securities
3. TIME OF EXERCISE                                                             under this Clause in the circumstances set out in Clauses 8(b)
                                                                                or 8(c) and by written notice to us, and by your payment of the
Subject to clause 8 of Part 7 Call Option of these Terms and
                                                                                Loan Balance together with an amount representing the difference
Conditions, the rights conferred on us under clause 2 of Part 7 Call
                                                                                between the Call Option Prepayment Price and the Market Value of
Option of these Terms and Conditions and the automatic operation
                                                                                the Parcel of Securities as at the Prepayment Date and any other
of that clause will only take effect on the Final Maturity Date.
                                                                                interest, fees, Break costs and other costs, losses or damages as
4. SETTLEMENT                                                                   described under clause 8(e) under the Loan Agreement.
(a) Except as provided in this agreement, if the Call Option has been       8. EARLY EXERCISE OF RIGHTS UNDER THIS AGREEMENT
    exercised, you must on the Final Maturity Date (or earlier if we
                                                                            Notwithstanding any other provision of this document, upon:
    specify an earlier date in the notice which we give to you) transfer
    the Securities to us (or to such other person as we may direct)         (a) the occurrence of a Default Event; or
    and the Call Option Price we are to pay you for the Securities          (b) the exercise by you of your right under clause 8(e) of the Loan
    shall be applied immediately towards repayment of the Loan.                 Agreement to prepay the Loan; or
    Any credit balance in the Loan Account will be remitted to your         (c) any prepayment of all or any part of the Loan as a result of a
    Nominated Account.                                                          Corporate Action under Clause 17 of Part 1 General Provisions of
(b) Except as provided in this agreement, if the rights conferred               these Terms and Conditions,
    on us under clause 2(b) of Part 7 Call Option of these Terms            the rights conferred on us under Part 7 Call Option of these Terms
    and Conditions have become exercisable, on the Final Maturity           and Conditions shall be immediately exercisable by us at our
    Date the amount equivalent to what would have been the                  discretion by our issuing a notice substantially in the form set out
    Call Option Price if you had granted us a Call Option over the          in the schedule specifying the Securities we in respect of which we
    Commonwealth Bank shares (the “CBA Call Option Price”)                  have elected to exercise our rights in accordance with this clause.
    shall be applied immediately towards repayment of the Loan.             If we issue a notice to you under this clause 8, you authorise us
    Any credit balance in the Loan Account will be remitted to your         to transfer the Parcel of Securities from you to us upon the early
    Nominated Account. The difference between the sale price of the         exercise of the Call Option. Where the notice issued by us under this
    CBA shares and the CBA Call Option Price will be retained by us.        clause 8 refers to CBA shares, you authorise us to perform the rights
(c) Notwithstanding any payments under clause 4(a) or 4(b) of Part 7        conferred on us by clause 2(b) of Part 7 Call Option of these Terms
    Call Option of these Terms and Conditions, you continue to be           and Conditions.
    liable to us for any interest, costs, charges and expenses to           In the circumstances contemplated by this Clause 8, the provisions
    which we are entitled to under the Terms and Conditions.                of this Agreement apply mutatis mutandis to the Securities specified
5. DELIVERY OF SECURITIES AND PAYMENT                                       by us in the notice issued under this clause and references in this
Notwithstanding anything else contained in this agreement (with the         Agreement to the Final Maturity Date will be deemed to be references
exception of Clause 2(b) and 4(b)), but subject to Clauses 7 and 8 of       to the date specified in the notice issued by us under this clause.
this agreement:
(a) unless we agree otherwise, delivery by you to us of the
    Securities subject to the Call Option and payment by us to you
    of the Call Option Price under clause 4(a) of this agreement
    shall occur simultaneously;




                                                                                                                                                       Page 67
          SCHEDULE
          (Notice under Clause 8(b) of Part 2 Loan Agreement of these Terms and Conditions)
          (Notice under Clause 2 of Part 6 Put Option of these Terms and Conditions)




                  Commonwealth Bank of Australia
                  Protected Portfolio Loans
                  Locked Bag 34
                  Australia Square NSW 1214


                  Dear Sir
                                                  Protected Portfolio Loan Account Number ..........
                  I refer to the Terms and Conditions of the Commonwealth Bank Protected Portfolio Loan, and in particular to
                  clause 8(b) of the Loan Agreement segment of the Terms and Conditions.
                  Except where inconsistent with the context, terms defined in the Terms and Conditions have the same
                  meaning when used in this notice.
                  NOTICE is hereby given that:
                  * I will repay my Loan to the Commonwealth Bank on [state Final Maturity Date] using my own funds.
                  * I wish to apply for a further loan from the Commonwealth Bank for the purpose of refinancing the Loan.
                  * I will be selling the following Securities to repay the Loan and where the Market Value of any of the Securities
                    listed is below the Protected Price of the Securities on the Final Maturity Date, I wish to exercise my rights
                    under the Put Option in relation to those Securities .
                     [State the name of the Securities]
                  * I ask that the Commonwealth Bank exercise its rights as mortgagee over the following Securities.
                     [State the name of the Securities]
                  * I wish to exercise my rights under the Put Option in relation to the following Securities subject to the
                    Mortgage which are at the time of this notice below the Protected Price in satisfaction of my Loan.
                     [State the name of the Securities]
                  *delete that which does not apply.


                  Dated




                  Yours faithfully




Page 68
SCHEDULE
(Protection Re-set Notice under Clause 20(a) of Part 1 General Provisions of these Terms and Conditions)




        Commonwealth Bank of Australia
        Protected Portfolio Loans
        Locked Bag 34
        Australia Square NSW 1214


        Dear Sir
                                         Protected Portfolio Loan Account Number ..........
        I refer to the Terms and Conditions of the Commonwealth Bank Protected Portfolio Loan, and in particular to
        clause 20(a) of Part 1 General Provisions of these Terms and Conditions.
        Except where inconsistent with the context, terms defined in the Terms and Conditions have the same
        meaning when used in this notice.
        NOTICE is hereby given that:
        • I wish to re-set the level of protection on my Loan to the Commonwealth Bank in relation to the Securities
          referred to in Table A below by re-setting the price at which the Put Option will be available to be exercised
          in respect of those Securities which I elect to retain; and
        • * I hereby make application to increase my Loan by an amount equal to the current Market Value of
            the Parcel of Securities referred to in Table A that I elect to retain, less the value of the Loan referrable
            to the Parcel of Securities (“the Increase”). I acknowledge that this application for the Increase is
            subject to the Commonwealth Bank’s usual credit assessment and is conditional upon my payment
            to the Commonwealth Bank of its costs and fees associated with re-setting the price payable by the
            Commonwealth Bank under the Put Option.
            or
            * I elect not to apply for the Increase and I give notice that I wish to take physical delivery of such of those
              Securities referred to in the Table A whose current Market Value is equivalent to the current Market Value
              of the Parcel of Securities less the value of the Loan referrable to the Parcel of Securities. I understand
              that I must reimburse the Commonwealth Bank its costs and fees.
        *delete that which does not apply.
                                                                 Table A

            Securities                                                                                     Number Held




        Dated




        Yours faithfully




                                                                                                                               Page 69
          SCHEDULE
          (Call Option Notice under Clause 8 of Part 7 Call Option of these Terms and Conditions)




                 [Your Address]




                 Dear *Sir/*Madam,
                                                                Call Option Notice
                                               Protected Portfolio Loan Account Number ..........
                 I refer to the Terms and Conditions of the Commonwealth Bank Protected Portfolio Loan, and in particular to
                 clause 8 of the Loan Agreement in relationship to the Call Option granted by you to us.
                 Terms defined in the Terms and Conditions have the same meaning when used in this notice.
                 * NOTICE is hereby given that we require you to transfer to us the Securities for the *Call Option Price/*Call
                   Option Prepayment Price on *[insert date]/*the Final Maturity Date.
                 * In respect of Commonwealth Bank of Australia shares subject to Part 7 Call Option of these Terms and
                   Conditions, NOTICE is hereby given that we will sell the Commonwealth Bank of Australia shares on your
                   behalf for the market price and we will apply an amount equivalent to *the CBA Call Option Price/*Call Option
                   Prepayment Price on *[insert date]/*the Final Maturity Date.
                 *delete that which is not applicable.


                 Dated




                 Yours faithfully




Page 70
RISK DISCLOSURE                                                            PAYMENTS TO LOAN ACCOUNT
                                                                           Other than when we require you to pay your Loan Account in full,
A copy of the Risk Disclosure Statement that appears in the
                                                                           we do not require you to make any principal payments on your
Application Form is reproduced below for your information.
                                                                           Loan Account. The amount you owe to us can increase with unpaid
RISK STATEMENT FOR LOAN APPLICANTS                                         interest and unpaid fees and charges we debit to your Loan Account
Before you apply for a Commonwealth Bank Protected Portfolio               We charge interest on the debit balance of your Loan Account.
Loan, you must consider:                                                   The balance of your Loan Account may increase with unpaid
• whether the Loan is right for you;                                       interest, fees and charges sufficient to require us to terminate the
                                                                           Loan Account.
• the risks associated with the Loan; and
                                                                           The rate at which interest is charged on the debit balance in your
• the risks involved in investing in any shares and
                                                                           Loan Account and any distributions received from any units held in
  marketable securities.
                                                                           the Approved Unit Trust may be different. The units of the Approved
In every case, we strongly suggest that you obtain independent             Unit Trust will not offset nor be used to repay the balance in your
legal, tax, and financial advice to get a better understanding of the      Loan Account prior to maturity, and the distributions earned on
risks involved and the way in which you can manage those risks.            units held in the Approved Unit Trust will not be used to offset the
You and your advisers should be aware of the following risks:              principal interest charged against your Loan Account.
• exposure to the volatility of the markets (like the stock market) in
                                                                           TAXATION
  which Securities are bought and sold.
                                                                           Interest deductibility is dependant on whether the borrowed funds
• borrowing money to purchase Securities (gearing) can magnify             are used to earn assessable income. The Australian Taxation Office
  the financial effect on you of any decrease in the value of the          treats some of the interest on capital protected products (such as
  Securities (Note: this clause does not apply if you use the Share        the Commonwealth Bank Protected Portfolio Loan) as capital in
  Roll-in feature);                                                        nature. The proportion of the interest on the Loan that is deductible
• all Securities which you buy using the Loan proceeds are                 as an interest expense for the Commonwealth Bank Protected
  mortgaged to us to ensure your obligations under the Loan                Portfolio Loan is outlined in the Product Ruling issued by the
  Agreement. If you use the Share Roll-in feature, all Securities are      Australian Taxation Office. The Ruling is available upon request or
  mortgaged to us to ensure your obligations under the                     can be viewed on the ATO website (www.ato.gov.au). You should
  Loan Agreement;                                                          speak to an independent taxation adviser to determine whether
• income from your investments and the interest on your Loan               you can deduct part of the interest incurred by you on your Loan
  Account may fluctuate. Also, the time at which you pay interest          Account. Depending on your individual circumstances, some or
  on your Loan Account may be different from the time at which             all of the interest otherwise deductible might be disallowed by the
  you can earn income on your investment;                                  Australian Taxation Office.
• repayment of any part of the Loan before the Final Maturity Date         The sale of a call option may affect whether you hold the Securities
  may result in significant costs being payable by you to us;              at risk for the 45 day rule and consequently your entitlement to
• the Terms and Conditions as they apply to you and the choices            franking credits. This will depend on the percentage of the ordinary
  you make may have significant tax implications for you.                  financial risk of loss and opportunities for gain from you owning
                                                                           the shares. We can provide you with our determination of the
There may be circumstances in which we can require payment
                                                                           percentage at the start date of your PPL upon request. You should
of the amount owing. Those circumstances include where:
                                                                           consult your tax adviser for details or visit the ATO website www.ato.
• you fail to pay any sum payable by you to us on the date the             gov.au and read publications such as “When you are not entitled to
  payment is due;                                                          claim a franking tax offset”.
• following a Corporate Action you fail to comply with our                 You have sole responsibility for deciding in which Securities you
  directions to you, including a direction from us to provide              will invest. (See Clause 11 of the Loan Agreement). We do not:
  additional monies to make up a possible shortfall in the security
                                                                           • recommend any Securities; or
  value of the Mortgaged Property as a result of a Corporate
  Action;                                                                  • give any opinion on the performance of Securities or the
                                                                             company or trustee that issues Securities, even if we are willing
• we consider that your financial position has deteriorated to a
                                                                             to lend money against those Securities.
  point where you may not be able to meet any obligation you owe
  to us.
You should familiarise yourself with the other circumstances in which
we can ask you to pay us (for example, see Clause 8 – 10 inclusive
of the Loan Agreement and Clauses 1, 9 and 17 of the Mortgage).
You should obtain independent legal, tax, and financial advice on the
effect on your investment, tax, and financial obligations if the Loan is
repaid early.




                                                                                                                                                    Page 71
MKTG423 (07/07)
PR O T EC TE D P ORT FO L IO L O AN
APPL I CATION F ORM
Commonwealth Bank Protected
Portfolio Loan
To apply for a Commonwealth Bank Protected Portfolio Loan please complete and sign the relevant sections of this booklet, attach
supporting documentation as required and send to:
Commonwealth Bank of Australia
Protected Portfolio Loan
Locked Bag 34
Australia Square NSW 1214
or hand to your Commonwealth Bank Relationship Manager or your Financial Adviser.
WHAT TO INCLUDE WITH YOUR APPLICATION FORM

 For Application submitted through a Financial Adviser with loan amount less than or equal to $400,000

 1. Applicant must complete statement of income and expenditure in Section C of the Application.
 2. The Financial Adviser must complete Section O of the Application.

 For Application submitted through a Financial Adviser with loan amount greater than $400,000

 1. Applicant must complete statement of income and expenditure in Section C of the Application.
 2. The Financial Adviser must complete Section O of the Application.
 3. Applicant must attach the following supporting documents:
    3.1 For salaried Individual Borrower or Joint Borrowers, provide one of the following supporting documents together with your Application:
        – Last three pay advices OR letter from your employer confirming length of employment, base income and regular overtime / bonuses; OR
        – Evidence of asset ownership, which includes bank statements, CHESS certificates, managed funds statements, rates notices; OR
        – Accountant’s certificate confirming income, asset and liability position.
    3.2 For Company Borrower, Trustee Borrower or Self-employed Borrower, provide the following supporting documents together with
        your Application:
        – Last two years tax returns and financial statements

 For Application with loan amount less than or equal to $100,000 (Not submitted through a Financial Adviser)

 1. Complete statement of income and expenditure in Section C of the Application.
 2. Applicant must attach the following supporting documents:
    2.1 For salaried Individual Borrowers or Joint Borrowers, provide the following supporting documents together with your Application:
        – Latest copy of pay slip and latest copy of bank statements
    2.2 For Company Borrower, Trustee Borrower, or Self-employed Borrower, provide the following supporting documents together with
        your Application:
        – Last one years tax returns OR financial statements
        – Latest copy of bank statements.

 For Application with loan amount greater than $100,000 (Not submitted through a Financial Adviser)

 1. Complete statement of income and expenditure in Section C of the Application.
 2. Applicant must attach the following supporting documents:
    2.1 For salaried Individual Borrower or Joint Borrowers, provide one of the following supporting documents together with your Application:
        – Last three pay advices OR letter from your employer confirming length of employment, base income and regular overtime / bonuses; OR
        – Evidence of asset ownership, which includes bank statements, CHESS certificates, managed funds statements, rates notices; OR
        – Accountant’s certificate confirming income, asset and liability position
    2.2 For Company Borrower, Trustee Borrower or Self-employed Borrower, provide the following supporting documents together with
        your Application:
        – Last two years tax returns and financial statements

 For all Applicants, additional information may be requested at the Commonwealth Bank’s discretion.

 For Applicant who use the Share Roll-in feature, you must provide a copy of your CHESS Holding Statements.

 For Applicant who is Company Borrower OR Trustee Borrower, there may be additional fee applicable to you. Please contact
 our Client Service Team on 13 17 09 for further information.
COMPANY BORROWERS                                                     Section F
For Company applications each Director must provide a                 This section provides for direct credit of profits from sale
Guarantee. Following receipt of your application we will send to      proceeds should you decide to sell any of your Securities
each Director Guarantee documents for completion.                     or to direct credit you with any amounts related to your
                                                                      Commonwealth Bank Protected Portfolio Loan.
SPECIAL PROVISIONS APPLY FOR
TRUST APPLICATIONS                                                    Section G
                                                                      The risk disclosure statement which must be reviewed
Additional details may be required from (1) Trustee applicants
                                                                      and signed by all applicants considering investing in the
where total facilities with the Bank will be over $1,000,000 and
                                                                      Commonwealth Bank Protected Portfolio Loan.
(2) Trustee applicants who are not Borrowers but are providing
Securities to secure a Borrower’s obligations. Please contact         Section H
our Client Service team on 13 17 09 or call your adviser before       Interest payments for your Commonwealth Bank Protected
forwarding this application.                                          Portfolio Loan will be direct debited from your nominated
MEANING OF WORDS                                                      account. Section H provides Commonwealth Bank permission
                                                                      to direct debit the interest payments from your nominated
In this application form words in italics are defined words
                                                                      account or to direct debit any amount that you owe us in
which have the same meaning as in the Commonwealth Bank
                                                                      relation to your Commonwealth Bank Protected Portfolio Loan.
Protected Portfolio Loan Terms and Conditions booklet, with
which this application form was enclosed.                             Section I
When used in sections I and K of this application form, “you”         Section I should be reviewed to understand privacy information
means the Borrower the Guarantor, or each of the Borrower
                   r                                                  and authorisations.
and the Guarantor, as required by the context.
                                                                      Section J
Commonwealth Bank Protected Portfolio Loan is a product of            You must complete this section as it allows Commonwealth
the Commonwealth Bank of Australia ABN 48 123 123 124,                Bank to do all things necessary to establish the loan.
AFSL 234945 administered by its wholly owned subsidiary
Commonwealth Securities Limited ABN 60 067 254 399.                   Section K
AFSL 238814                                                           In order for Commonwealth Bank to process your application
INSTRUCTIONS FOR APPLICATION FORMS                                    for a Commonwealth Bank Protected Portfolio Loan, you must
                                                                      sign Section K.
Section A
                                                                      Section L
Complete all personal and contact details where indicated. Each
joint applicant must sign the Application Form.                       Indicate the Securities that you intend to purchase with your
                                                                      Commonwealth Bank Protected Portfolio Loan.
If you use the Share Roll-in feature, the name or names that
appear in this section must EXACTLY MATCH the name or names           Section M
on the current holding statement in respect of your shares.           If you use the Reduced Interest Rate feature, indicate the Capped
                                                                      Rate, Participation Rate and the Securities that you intend to
Section B
                                                                      purchase with your Commonwealth Bank Protected Portfolio Loan.
Complete all director contact details where indicated. Each joint
director must sign the Application Form.                              Section N
The name or names that appear in this section must reflect the        If you use Share Roll-in feature, the specifics of the Securities
names of the Company Directors who will offer to guarantee            you wish to submit must be written here. You must decide how
the Company’s obligations in relation to Commonwealth Bank            many Securities from your existing holding you would like to
Protected Portfolio Loan.                                             lodge. A copy of your holding statement for these Securities
                                                                      should be attached to your application when it is submitted.
Section C                                                             The Securities you lodge will remain in your name, however,
In order for Commonwealth Bank to process your loan application,      they will be transferred to the Commonwealth Bank Margin
the financial details required for this section must be submitted     Lending Participant Identification number.
with your application.                                                Commonwealth Bank will provide the funds when your
Section D                                                             Securities have been transferred to the Commonwealth Bank
This section must be completed with your identification details.      Margin Lending Participant Identification number.

Section E                                                             Section O
This section should be completed if you have a Broker /               Compulsory for Financial Advisers only.
Authorised Representative who we may contact on your behalf.


 Sections to complete
 IF YOU ARE A:                                       COMPLETE                         SIGN                            OPTIONAL
 • BORROWER                                          Sections A, C, D, F, G, H.       Sections G, H, J, K             Section E, O.
 (Individual and Company, including Trustees)        And either Section L, M or N.
 • DIRECTOR OF A BORROWER COMPANY                    Sections B, C, D, F, G, H.       Sections G, H, J, K             Section E, O.
 (all Directors must act as Guarantors)              And either Section L, M or N.
                                                           Commonwealth Bank Protected
    SECTION A
                                                                         Portfolio Loan
    Application is hereby made to the Commonwealth Bank of Australia (“the Bank”) to grant a Commonwealth Bank Protected
    Portfolio Loan pursuant to the Commonwealth Bank Protected Portfolio Loan Terms and Conditions in the Booklet with
    which this application form was enclosed.


           r
    Borrower 1 (Individual)
    Title                         Mr       Ms            Mrs            Miss       Dr              Other (specify) ______________________

    Gender                        Male     Female                              Date of birth           DD   /   MM   /   YYYY




    Surname                                                                    Given names

                                                     r
    Telephone numbers (please complete and circle your preferred contact number)

    Home                      (        )                                           Work        (      )


    Facsimile                 (        )                                           Mobile

    Residential Address
    (cannot be a PO Box)

                                                                                          State                  Postcode
    Postal address (if same
    as Residential address,
    write ‘as above’)
                                                                                          State                  Postcode


    Email address

    Occupation

    Tax file number / exemption number / category
                                                      r
    The following details will allow us to confirm your identity over the phone and the Internet:

    Chosen password                                 (up to 5 numbers)


           r
    Borrower 2 (Individual)
    Title                         Mr       Ms            Mrs            Miss       Dr              Other (specify) ______________________

    Gender                        Male     Female                              Date of birth           DD   /   MM   /   YYYY




    Surname                                                                    Given names

                                                     r
    Telephone numbers (please complete and circle your preferred contact number)

    Home                      (        )                                           Work        (      )


    Facsimile                 (        )                                           Mobile

    Residential Address
    (cannot be a PO Box)

                                                                                          State                  Postcode
    Postal address (if same
    as Residential address,
    write ‘as above’)
                                                                                          State                  Postcode




4                                                                                                                               MKTG423 (07/07)
                                                     Commonwealth Bank Protected
                                                                   Portfolio Loan


       r
Borrower 2 (Individual) continued.

Email address

Occupation

Tax file number / exemption number / category
                                                  r
The following details will allow us to confirm your identity over the phone and the Internet:

Chosen password                              (up to 5 numbers)



Trustee Borrower
                                          r
(Insert details if you are applying in your capacity as Trustee)

Name of trust

Trustee’s name


Tax file number / exemption number / category

       r
Borrower (Company)

Company Name

Company ACN/ABN                                                        (an ACN is preferred where available)


                                                 r
Telephone numbers (please complete and circle your preferred contact number)

Home                    (     )                                          Work           (     )


Facsimile               (     )                                          Mobile


Company Address

                                                                                 State                         Postcode

Postal Address

                                                                                 State                         Postcode


Email address

Occupation

Tax file number / exemption number / category
                                                  r
The following details will allow us to confirm your identity over the phone and the Internet:

Chosen password                              (up to 5 numbers)




MKTG423 (07/07)                                                                                                           5
                                                      Commonwealth Bank Protected
                                                                    Portfolio Loan
    SECTION B
    PARTICULARS OF ALL DIRECTORS OF A BORROWER COMPANY
                                          r                                              r
    The following Directors of the Borrower company hereby offer to Guarantee the Borrower Company’s obligations in relation
    to the Commonwealth Bank Protected Portfolio Loan. If there are more than two Directors please provide details of additional
    Director’s on a photocopy of this page as required.

    Director(s) Details
    Director 1
    Title                         Mr       Ms        Mrs        Miss       Dr              Other (specify) ______________________

    Gender                        Male     Female                      Date of birth           DD   /   MM   /   YYYY




    Surname                                                            Given names

                                                     r
    Telephone numbers (please complete and circle your preferred contact number)

    Home                      (        )                                   Work        (      )


    Facsimile                 (        )                                   Mobile

    Residential Address
    (cannot be a PO Box)

                                                                                  State                  Postcode
    Postal address (if same
    as Residential address,
    write ‘as above’)

                                                                                  State                  Postcode


    Email address

    Occupation

    Director 2
    Title                         Mr       Ms        Mrs        Miss       Dr              Other (specify) ______________________

    Gender                        Male     Female                      Date of birth           DD   /   MM   /   YYYY




    Surname                                                            Given names

                                                     r
    Telephone numbers (please complete and circle your preferred contact number)

    Home                      (        )                                   Work        (      )


    Facsimile                 (        )                                   Mobile

    Residential Address
    (cannot be a PO Box)

                                                                                  State                  Postcode
    Postal address (if same
    as Residential address,
    write ‘as above’)
                                                                                  State                  Postcode


    Email address

    Occupation


6                                                                                                                       MKTG423 (07/07)
                                                           Commonwealth Bank Protected
                                                                         Portfolio Loan
SECTION C
FINANCIAL DETAILS
WHAT TO INCLUDE WITH YOUR APPLICATION FORM

 For Application submitted through a Financial Adviser with loan amount less than or equal to $400,000

 1. Applicant must complete statement of income and expenditure in Section C of the Application.
 2. The Financial Adviser must complete Section O of the Application.

 For Application submitted through a Financial Adviser with loan amount greater than $400,000

 1. Applicant must complete statement of income and expenditure in Section C of the Application.
 2. The Financial Adviser must complete Section O of the Application.
 3. Applicant must attach the following supporting documents:
    3.1 For salaried Individual Borrower or Joint Borrowers, provide one of the following supporting documents together with your Application:
        – Last three pay advices OR letter from your employer confirming length of employment, base income and regular overtime /
          bonuses; OR
        – Evidence of asset ownership, which includes bank statements, CHESS certificates, managed funds statements, rates notices; OR
        – Accountant’s certificate confirming income, asset and liability position.
    3.2 For Company Borrower, Trustee Borrower or Self-employed Borrower, provide the following supporting documents together
        with your Application:
        – Last two years tax returns and financial statements

 For Application with loan amount less than or equal to $100,000 (Not submitted through a Financial Adviser)

 1. Complete statement of income and expenditure in Section C of the Application.
 2. Applicant must attach the following supporting documents:
    2.1 For salaried Individual Borrowers or Joint Borrowers, provide the following supporting documents together with your Application:
        – Latest copy of pay slip and latest copy of bank statements
    2.2 For Company Borrower, Trustee Borrower, or Self-employed Borrower, provide the following supporting documents together with
        your Application:
        – Last one years tax returns OR financial statements
        – Latest copy of bank statements.

 For Application with loan amount greater than $100,000 (Not submitted through a Financial Adviser)

 1. Complete statement of income and expenditure in Section C of the Application.
 2. Applicant must attach the following supporting documents:
    2.1 For salaried Individual Borrower or Joint Borrowers, provide one of the following supporting documents together with your Application:
        – Last three pay advices OR letter from your employer confirming length of employment, base income and regular overtime /
          bonuses; OR
        – Evidence of asset ownership, which includes bank statements, CHESS certificates, managed funds statements, rates notices; OR
        – Accountant’s certificate confirming income, asset and liability position
    2.2 For Company Borrower, Trustee Borrower or Self-employed Borrower, provide the following supporting documents together with
        your Application:
        – Last two years tax returns and financial statements

 For all Applicants, additional information may be requested at the Commonwealth Bank’s discretion.



You offer to borrow from us (minimum $50,000) $                               or such lesser amount as we agree.

For the term of either 1 year              or;                           With Interest Rate being
                        2 years            or;                           Fixed annually in advance             or;
                        3 years            or;                           Fixed monthly in arrears              or;
                        4 years            or;                           Variable monthly in arrears           or;
                        5 years                                          (Tick the appropriate box)
                        (Tick the appropriate box)




MKTG423 (07/07)                                                                                                                                  7
                                                        Commonwealth Bank Protected
                                                                      Portfolio Loan
    FINANCIAL POSITION
    •   Individual Borrowers (including Trustee Borrowers) should provide their personal information.
    •   Company Borrowers (including Trustee Borrowers) should provide information only about each Director.

    STATEMENT OF INCOME AND EXPENDITURE
    Borrower 1 /Director 1 / Trustee 1
    Annual Income                         $                        Annual Expenditure                   $
    Salary (after tax)                                             Mortgage Payments
    Rental Income (after tax)                                      Other Loans/Lease Payments
    Dividend Income (after tax)                                    Tax payable (due / / )
    Other Income                                                   Living Expenses
    Details:


    Total Income                          $                        Total Expenditure                    $

    Borrower 2 /Director 2 / Trustee 2
    Annual Income                         $                        Annual Expenditure                   $
    Salary (after tax)                                             Mortgage Payments
    Rental Income (after tax)                                      Other Loans/Lease Payments
    Dividend Income (after tax)                                    Tax payable (due / / )
    Other Income                                                   Living Expenses
    Details:


    Total Income                          $                        Total Expenditure                    $

    BALANCE SHEET
    Assets                                $                        Liabilities                          $
    Residential Property Address:                                  Mortgage Lenders’ name:


    Investment Property Address:                                   Mortgage Lenders’ name:


    Shares                                                         Other Loans and credit/store cards
                                                                   Details:
    Motor Vehicles                                                 Leases and/or Loans Details:
    Other Tangible Assets Details:                                 Other Liabilities Details:
    Total Assets                          $                        Total Liabilities                    $




8                                                                                                              MKTG423 (07/07)
                                                    Commonwealth Bank Protected
                                                                  Portfolio Loan
SECTION D
IDENTIFICATION DETAILS
1. EXISTING COMMSEC SHARE TRADING ACCOUNT
Please indicate how many years you have been trading in shares             0-2 years          2-5 years          Over 5 years

Are you a client of Commonwealth Securities?                               Yes          No

If yes, please provide your account number:

Borrower 1 / Director 1 (or joint account)


Borrower 2 / Director 2
(only to be used if CommSec accounts are in individual names)

2. EXISTING COMMONWEALTH BANK PROTECTED PORTFOLIO LOAN ACCOUNT
Have you ever used a Commonwealth Protected Portfolio Loan?                Yes          No

If yes, please provide your loan number:

Borrower 1 / Director 1 (or joint account)


Borrower 2 / Director 2
(only to be used if PPL accounts are in individual names)

3. EXISTING COMMONWEALTH BANK ACCOUNTS
Do you have any other Commonwealth Bank Accounts?                          Yes          No

If yes, please write the account numbers here: (Loan account numbers should include both personal and company accounts)

BSB No:                                       Account No:

Account in the name(s) of:

BSB No:                                       Account No:

Account in the name(s) of:

BSB No:                                       Account No:

Account in the name(s) of:

BSB No:                                       Account No:

Account in the name(s) of:

4. IDENTIFICATION
                          r
If any Borrower/Director cannot provide details in either questions 1, 2 or 3 (above), then please attach a copy of one form of
identification as listed below:

       r
Borrower 1 / Director 1 (or joint)

   Driver’s licence             Passport            Proof of Age Card            Seniors Card

       r
Borrower 2 / Director 2 (or joint)

   Driver’s licence             Passport            Proof of Age Card            Seniors Card


MKTG423 (07/07)                                                                                                                   9
                                                     Commonwealth Bank Protected
                                                                   Portfolio Loan
 SECTION E
 AUTHORISED REPRESENTATIVE DETAILS
 Authorised representative (to be completed by Borrower - optional)

                                                                                  r
 We are authorised to share information about your Loan and Securities with your authorised representative and we are
                                                r
 authorised to act under the instructions of your authorised representative as provided for by clause 6 of the General Terms.
    r
 Your authorised representative is nominated below:

 Title                             Mr       Ms    Mrs         Miss        Dr             Other (specify) ______________________


 Surname                                                             Given names

                                                  r
 Telephone numbers (please complete and circle your preferred contact number)

 Home                          (        )                               Work         (      )


 Facsimile                     (        )                               Mobile


 Residential Address
 (cannot be a PO Box)

                                                                                 State                 Postcode
     Postal address (if same
     as Residential address,
     write ‘as above’)

                                                                                 State                 Postcode

 Email address

 Signature of authorised representative

     ✘


 SECTION F
 PAYMENT INSTRUCTIONS
 If you take profits from your sale proceeds or if there are any amounts related to your Commonwealth Bank Protected
                                                                                             r
 Portfolio Loan that we need to direct credit to you, we will pay you by Direct Credit to your Bank Account

    r
 Your Bank Account details are:

 Bank Name

 Branch

 Account Name

 BSB No:                                                 Account No:




10                                                                                                                MKTG423 (07/07)
                                                               Commonwealth Bank Protected
                                                                             Portfolio Loan
SECTION G

RISK DISCLOSURE
RISK STATEMENT FOR LOAN                              There may be circumstances in which we               TAXATION
APPLICANTS                                           can require payment of the amount owing.             Interest deductibility is dependant on
Before you apply for a Commonwealth                  Those circumstances include where:                   whether the borrowed funds are used to
Bank Protected Portfolio Loan, you must              •     you fail to pay any sum payable by             earn assessable income. The Australian
consider:                                                  you to us on the date the payment is           Taxation Office treats some of the interest
•        whether the Loan is right for you;                due;                                           on capital protected products (such as the
                                                     •     following a Corporate Action you               Commonwealth Bank Protected Portfolio
•        the risks associated with the Loan;
                                                           fail to comply with our directions to
                                                                                 r                        Loan) as capital in nature. The proportion of
         and
                                                           you, including a direction from us to          the interest on the Loan that is deductible as
•        the risks involved in investing in any                                                           an interest expense for the Commonwealth
                                                           provide additional monies to make
         shares and marketable securities.                                                                Bank Protected Portfolio Loan is outlined in
                                                           up a possible shortfall in the security
In every case, we strongly suggest that you                value of the Mortgaged Property as a
                                                                                            y             the Product Ruling issued by the Australian
obtain independent legal, tax, and financial               result of a Corporate Action;                  Taxation Office. The Ruling is available
advice to get a better understanding of the                                                               upon request or can be viewed on the
                                                     •                           r
                                                           we consider that your financial
risks involved and the way in which you can                                                               ATO website (www.ato.gov.au). You should
                                                           position has deteriorated to a point
manage those risks.                                                                                       speak to an independent taxation adviser
                                                           where you may not be able to meet
You and your advisers should be aware of
             r                                                                                            to determine whether you can deduct part
                                                           any obligation you owe to us.
the following risks:                                                                                      of the interest incurred by you on your Loan
                                                     You should familiarise yourself with the                                           r
                                                                                                          Account. Depending on your individual
•        exposure to the volatility of the           other circumstances in which we can ask
         markets (like the stock market) in                                                               circumstances, some or all of the interest
                                                     you to pay us (for example, see Clause 8             otherwise deductible might be disallowed
         which Securities are bought and sold;                                             t
                                                     – 10 inclusive of the Loan Agreement and             by the Australian Taxation Office.
•        borrowing money to purchase                 Clauses 1, 9 and 17 of the Mortgage).
         Securities (gearing) can magnify                                                                 The sale of a call option may affect whether
                                                     You should obtain independent legal, tax,            you hold the Securities at risk for the 45
         the financial effect on you of any          and financial advice on the effect on your
         decrease in the value of the Securities                                                                                           r
                                                                                                          day rule and consequently your entitlement
                                                     investment, tax and financial obligations if         to franking credits. This will depend on the
         (Note: this clause does not apply if        the Loan is repaid early.
         you use the Share Roll-in feature);                                                              percentage of the ordinary financial risk of
                                                                                                          loss and opportunities for gain from you
•        all Securities which you buy using          PAYMENTS TO LOAN ACCOUNT
                                                                                                          owning the shares. We can provide you
         the Loan proceeds are mortgaged to          Other than when we require you to pay                with our determination of the percentage
                           r
         us to ensure your obligations under                           t
                                                     your Loan Account in full, we do not                 at the start date of your PPL upon request.
         the Loan Agreement. If you use the          require you to make any principal payments           You should consult your tax adviser for
         Share Roll-in feature, all Securities       on your Loan Account. The amount you                 details or visit the ATO website www.
         are mortgaged to us to ensure               owe to us can increase with unpaid interest          ato.gov.au and read publications such
              r
         your obligations under the Loan             and unpaid fees and charges we debit to              as “When you are not entitled to claim a
         Agreement;                                  your Loan Account.                                   franking tax offset”.
•                          r
         income from your investments and            We charge interest on the debit balance of           You have sole responsibility for deciding in
         the interest on your Loan Account           your Loan Account. The balance of your               which Securities you will invest (See Clause
         may fluctuate. Also, the time at                           t
                                                     Loan Account may increase with unpaid                11 of the Loan Agreement). We do not:
         which you pay interest on your Loan         interest, fees and charges sufficient to
                 t
         Account may be different from the                                                                •     recommend any Securities; or
                                                     require us to terminate the Loan Account.
         time at which you can earn income                                                                •     give any opinion on the performance
                                                     The rate at which interest is charged on the
         on your investment;                                                                                    of Securities or the company or
                                                                                          t
                                                     debit balance in your Loan Account and
•        repayment of any part of the Loan                                                                      trustee that issues Securities, even if
                                                     any distributions received from any units
         before the Final Maturity Date may                                                                     we are willing to lend money against
                                                                                     t
                                                     held in the Approved Unit Trust may be
         result in significant costs being payable                                                              those Securities.
                                                     different. The units of the Approved Unit
         by you to us;                                    t
                                                     Trust will not offset nor be used to repay           •     You may wish to negatively gear
•        the Terms and Conditions as they            the balance in your Loan Account prior to                  investments you make with loan
         apply to you and the choices you            maturity, and the distributions earned on                  proceeds; however, it may not be
         make may have significant tax                                                      t
                                                     units held in the Approved Unit Trust will                 possible to do so.
         implications for you.                       not be used to offset the principal interest
                                                     charged against your Loan Account.


I/We have read and understood the Risk Disclosure Statement appearing above.
Signature Borrower 1 / Director 1                                             Signature Borrower 2 / Director 2

    ✘                                                                          ✘
Date                                                                          Date

    DD    /   MM   /   YYYY                                                      DD   /   MM   /   YYYY




MKTG423 (07/07)                                                                                                                                            11
This page has been intentionally left blank
                                                                 Commonwealth Bank Protected
                                                                               Portfolio Loan
SECTION H
DIRECT DEBIT REQUEST
Form of Request for debiting amounts to accounts through the Bulk Electronic Clearing System (BECS). When you wish to deposit funds
                     t                                                              r
to your Loan Account (eg payment of interest) we can arrange a Direct Debit from your Bank Account. By completing this Direct Debit
                                                                                                  r                     r
Request you are authorising Commonwealth Securities Ltd to both direct debit and direct credit your account. The Borrower should
complete this form for all Loan Accounts.

I/We (Surname(s)) or Company Name

Given Name(s)/ABN/ACN
authorise and request, Commonwealth Securities (APCA User ID No. 062934) as agent for Commonwealth Bank of Australia to arrange for
funds to be debited from my/our account at the financial institution identified below and as prescribed below through the Bulk Electronic
Clearing System (BECS). This authorisation is to remain in force in accordance with the terms described in the Direct Debit Request Service
Agreement below.
I/We authorise the following:
1.        Commonwealth Securities to verify the details of the account with my/our Financial Institution.
2.        The Financial Institution to release information allowing Commonwealth Securities to verify the account details.

Signature of Individual / Client 1 / (Joint Director 1)                       Signature of Individual / Client 2 / (Joint Director 2)

 ✘                                                                             ✘
Date                                                                          Date

     DD    /   MM   /   YYYY                                                       DD    /       MM    /   YYYY




Details of the Account to be debited
                                                  r
Name of Financial Institution or Bank at which your account is held:

Bank Name

Branch

Account Name

BSB No:                                                                Account No:
                                                                                                 r
Note: Direct Debit is not allowed on the full range of accounts. If in doubt, please refer to your bank.
……………………………………………..…Please detach and keep for future reference……………………………………………………

Commonwealth Bank Protected Portfolio Loan Direct Debit                          r
                                                                              Your Responsibilities
Service Agreement                                                             7.                 r
                                                                                        It is your responsibility:
DEBIT ARRANGEMENTS                                                                                                                         r
                                                                                        • to check with the Financial Institution where your account
1.        We reserve the right to charge a transaction fee if any debit                   is held before completing the Direct Debit Request (DDR)
          item already debited from your nominated account is returned
                                        r                                                 as Direct Debiting through Bulk Electronic Clearing System
          as unpaid by the Financial Institution.                                         (BECS) is not allowed on the full range of accounts. You
2.        We will keep the information about your nominated account
                                                    r                                                               r
                                                                                          should also complete your account details (including Bank
          at the Financial Institution private and confidential unless this               State Branch (BSB) number) directly from a recent account
          information is required by us to investigate a claim made                                           r
                                                                                          statement from your Financial Institution;
          on it relating to an alleged incorrect or wrongful debt, or as                • to ensure sufficient cleared funds are available in the
          otherwise required by law.                                                      nominated account to meet the debit on the due
3.        In the event of a debit returned unpaid we may attempt a                                                r
                                                                                          settlement date of your transactions executed by
          redraw on your nominated account.
                         r                                                                Commonwealth Securities;
4.        We will advise you 14 days in advance of any changes to the                   • to ensure that the authorisation to debit the nominated
          Direct Debit arrangements.                                                      account is in the same name as the account held by the
                                                                                          Financial Institution;
YOUR RIGHTS                                                                             • to advise us if the account you have nominated to debit is
5.        You may terminate the Direct Debit arrangement with us,                         transferred or closed;
          however this termination must be in writing.                                  • to ensure that suitable arrangements are made if the Direct
6.        Where you consider the debit is incorrect in either the due                     Debit is cancelled;
          date or amount or both, you should raise the matter with                           -        by yourself;
          Commonwealth Bank Protected Portfolio Loan on 13 17 09.                            -               r
                                                                                                      by your nominated Financial Institution; or
                                                                                             -        for any other reason




MKTG423 (07/07)                                                                                                                                        13
This page has been intentionally left blank
                                                             Commonwealth Bank Protected
                                                                           Portfolio Loan
SECTION I
PRIVACY INFORMATION & AUTHORISATIONS
PRIVACY INFORMATION                                            in connection with such credit                scheme, assessing the risk in
Individual Borrowers and Guarantors                            facilities for the purpose of                 purchasing any loan given to or
                                                               deciding whether to act or                    applied for by you and/or the risk in
1.      Collection of personal information
                                                               continue to act as Guarantor in r             undertaking credit enhancement of
We collect personal information (including                     respect of, or to offer property as           any such loan; and
full name, address and contact details,                                           r
                                                               security for, your credit facilities;   (d) when we are performing tasks
as well as credit information) so that we
                                                          (ii) a copy of the Loan Agreement,                 reasonably necessary to the provision
                      r
may administer our client relationships
                                                               of any formal demand we send                  and management of securitised loans,
and provide clients with the products and
                                                                                             r
                                                               to you and, if the Guarantor asks,            to obtain from a credit reporting
services they request as well as information
                                                               a copy of the latest statement of             agency a credit report containing
on the Commonwealth Bank Group’s (‘the
                                                               your Loan Account;                            personal credit information about
Group’) products and services.
                                                   (b) to give to and/or receive from your                   you for the securitisation purposes
Where it is necessary to do so, we also                                                                      permitted by Section 18E(1)(b)(ia) of
                                                          Stockbroker and/or Authorised
collect information on individuals such as                                                                   the Act.
                                                          Representative any record or personal
company directors and officers (where the
                                                                                           r
                                                          information about you, your credit           All Guarantors:
                  r
company is our client), as well as clients’
                                                          facilities and/or the Securities in          The Bank is authorised
agents and persons dealing with us on a
                                                          connection with the processing and
“one-off” basis.                                                                                       (a) to give to a credit reporting agency
                                                          accepting of any application to us
The law can also require us to collect                                                                       such permitted particulars to allow
                                                          for credit and/or the subsequent
personal information, eg, Commonwealth                                                                                       r
                                                                                                             the Guarantor to be identified, and to
                                                          management of the credit provided
legislation requires us to identify persons                                                                  inform the agency that the Guarantor
                                                          and the Securities; and
who open or operate accounts.                                                                                acts or has offered to act as Guarantor
                                                   (c) to exchange with Commonwealth                         and to obtain from a credit reporting
If you provide us with incomplete or                      Securities (which manages the                      agency a credit report containing
inaccurate information, we may not be able                Commonwealth Bank Protected                        certain personal information about the
to provide you with the products or services                                               r
                                                          Portfolio Loan product on our behalf)                          r
                                                                                                             Guarantor to assess whether to accept
you are seeking.                                          any record or personal information about           the Guarantee;
2.      Disclosure                                            u
                                                          you in connection with the processing
                                                                                                       (b) to give to and obtain from the
We are permitted by the Privacy Act 1988                  and accepting of this application,
                                                                                                             Guarantor’s Bank and/or other credit
(“the Act”) to disclose personal information              any Securities we are offered by you
                                                                                                             provider (and/or parties to a securitisation
to other members of the Group. This                                                 y
                                                          as Mortgaged Property and/or the
                                                                                                             scheme that are regarded as credit
enables the Group to have an integrated                   subsequent management of any credit
                                                                                                             providers because of the application of
view of its clients.                                      which we may agree to provide.
                                                                                                             Section 11B(4A) and 4(B) of the Act)
Personal information may be disclosed to:          Individual Borrowers –                                    any record that has any bearing on the
•       brokers and agents who refer business                                         r
                                                   not applicable to a Borrower that is a                    Guarantor’s creditworthiness, credit
        to us;                                     company                                                   standing, credit history or credit capacity
•       organisations to whom we outsource         You authorise us                                          for the purpose of:
        certain functions. For greater detail on   (a) to give a credit reporting agency                     (i) assessing whether to accept
        outsourcing, please refer to our Privacy
                                        r                 certain personal information about                       the Guarantee for personal or
        Policy Statement, which is available at           you including the fact that you have                     commercial credit applied for or
        www.commbank.com.au or on request                 applied for credit and the amount,                       provided to the Borrower;
        from any branch of the Bank.                      any payments which become overdue                  (ii) for any purpose related to the
In all circumstances where contractors and                more than 60 days and, in specified                      subsequent management of the
agents may become aware of personal                                                      r
                                                          circumstances, that in our opinion                       personal or commercial credit
information, confidentiality arrangements apply.          you have committed a serious credit                      granted by the Bank; or
Personal information may only be used by our              infringement;                                      (iii) for any purpose related to
                                 r
agents and contractors for our purposes.           (b) to obtain from a credit reporting                           the enforcement or proposed
We may also disclose personal information                 agency information relating to your                      enforcement of this Guarantee
to other financial institutions and                       commercial credit activities and a                       each as the case may be;
organisations at their request if you seek                credit report containing personal and        (c) when the Bank is performing tasks
credit from them.                                         credit information about you to assess             reasonably necessary to the provision
We may be allowed or obliged to disclose                  this application or for the purpose                and management of securitised loans,
information by law, eg, under Court Orders                of collecting overdue payments in                  to obtain from a credit reporting
or Statutory Notices pursuant to taxation or              respect of any credit which we have                agency a credit report containing
social security laws.                                                                  r
                                                          provided to you or your company/firm;              personal credit information about
3.      Access                                     (c) to give to and obtain from any credit                                 r
                                                                                                             the Guarantor for the securitisation
                                                          provider named in a credit report                  purposes permitted by Section
You may (subject to permitted exceptions)                 issued by a credit reporting agency                18E(1)(b) of the Act;
               r
access your information by contacting:                    or a commercial reporting agency
Customer Relations, Commonwealth Bank                                                                  (d) to exchange with Commonwealth
                                                          respectively information about your                Securities (which manages the
Group, Reply Paid 41, Sydney NSW 2001.                    credit arrangements including your
We may charge you for providing access.                                                                      Commonwealth Bank Protected
                                                          creditworthiness, credit standing,                 Portfolio Loan product on our behalf)
AUTHORISATIONS                                            credit history and credit capacity.                any record or personal information
All Borrowers:                                            The information may be given and                                          r
                                                                                                             about the Guarantor in connection
You authorise us                                          used for purposes that include                     with the processing and accepting
                                                          assessing an application by you for                of this application, any Securities
                                   r
(a) to give to any Guarantor or proposed
                                                          credit, assisting you avoid defaulting             the Bank is offered by the Guarantor
        Guarantor
                                                                   r
                                                          on your credit obligations, notifying                                        y
                                                                                                             as Mortgaged Property and/or the
        (i) any credit information or record              other credit providers of a default by             subsequent management of any
            that has any bearing on your                                          r
                                                          you, assessing your creditworthiness,              credit which the Bank may agree to
            creditworthiness, credit standing,            and, where the information is given                provide to the Borrower.
            credit history or credit capacity             to participants in a securitisation
MKTG423 (07/07)                                                                                                                                         15
                                                             Commonwealth Bank Protected
                                                                           Portfolio Loan
 SECTION J
 POWER OF ATTORNEY

 I/We hereby irrevocably and by way of security appoint Commonwealth Bank of Australia and Commonwealth Securities Limited (and each
 of their authorised officers, and their respective assigns) severally to be my/our attorney with full power either in my/our name, to do all acts
 and things;
 •        which should be done by me/us, as in the Commonwealth Bank Protected Portfolio Loan Terms and Conditions;
 •        which should be done by me/us to apply for units in an Approved Unit Trust for the purpose of clause 18 of the General Provisions
                                              t
          and clause 1(c) of the Loan Agreement in the Commonwealth Bank Protected Portfolio Loan Terms and Conditions;
 •        which Commonwealth Bank of Australia and Commonwealth Securities Limited is authorised to do under any part of the
          Commonwealth Bank Protected Portfolio Loan Terms and Conditions or by law, and with full power from time to time to appoint or
          remove a substitute attorney; and
 •        to fill in blanks, correct errors, sign, seal and deliver and execute all documents (including assurances, identification and address
          declarations, and other instruments) which Commonwealth Bank of Australia and/or Commonwealth Securities Limited or the attorney
          considers necessary or expedient.

 I/We declare that the attorney may exercise any of the powers described above despite such exercise involving a conflict of interest and duty.


                  r
 Signed by Borrower (Individuals or a Company)
 Are you a “Sole Director”?           Yes       No
 Signature (Director to sign for company)                                   Signature (Director/Secretary to sign for company)

     ✘                                                                        ✘
 Date                                                                       Date

     DD    /   MM   /   YYYY                                                   DD   /   MM   /   YYYY




 Print Full Name                                                            Print Full Name




 If execution is by a company, insert
 Company name


 ABN/ACN




                      r
 Signed by Mortgagor if not a Borrower
 (individuals or a Company)
 Are you a “Sole Director”?           Yes       No
 Signature (Director to sign for company)                                   Signature (Director/Secretary to sign for company)


     ✘                                                                       ✘
 Date                                                                       Date

     DD    /   MM   /   YYYY                                                   DD   /   MM   /   YYYY




 Print Full Name                                                            Print Full Name




 If execution is by a company, insert
 Company name


 ABN/ACN




16                                                                                                                               MKTG423 (07/07)
                                                           Commonwealth Bank Protected
                                                                         Portfolio Loan
SECTION K
ACKNOWLEDGEMENT AND SIGNATURES
                  r             r
Note: each Borrower and Guarantor must sign.
By signing this application you acknowledge that:
1.     If you are an individual Borrower, the Loan which may be provided to you is to be applied wholly or predominantly for business
       or investment purposes or for both purposes. You should not sign this acknowledgement unless the Loan is to be applied wholly
       or predominantly for business or investment purposes or for both purposes. By signing this acknowledgement you may lose your
       protection under the Consumer Credit Code.
2.     All information which you have given in this application is correct and not misleading in any way.
3.     You have read and understood the Product Disclosure Statement (inclusive of Terms and Conditions) of a Commonwealth Bank
       Protected Portfolio Loan.
4.     If you are a Borrower you have read and understood the Risk Disclosure Statement.
5.                                                                                              r
       You have not relied on any tax advice from Commonwealth Securities and have sought your own independent legal and financial
                                r
       advice in relation to your obligations under the Commonwealth Bank Protected Portfolio Loan.
6.                                                                                                                          r
       We may pay a commission to any broker or financial planner or other financial intermediary who introduces the Borrower to us and
       pay Commonwealth Securities their fees and costs relating to administration of the Loan.
7.     If we approve and accept the Borrower’s application for a Commonwealth Bank Protected Portfolio Loan then you will automatically
       be legally bound by the Terms and Conditions of the Commonwealth Bank Protected Portfolio Loan applicable to you. No drawings
                                                               r
       will be allowed, and we may void the contract, unless our security requirements are satisfied.
8.                                                     r
       You consent to the use and disclosure of your information as indicated in the Section I “Privacy Information & Authorisations” on
                                                                    r
       page 15 of this application. If you are an individual Borrower or Guarantor, you may indicate that you do not wish to receive
       marketing information from us by ticking the box provided next to the signature block.

Use these signing clauses if you are an individual.

Signature Borrower 1 (individual)

✘
Print Name
Marketing opt out


In the presence of (witness signature)


✘
Print Name

Address

                                                                                          State                  Postcode

Date                           DD   /   MM   /   YYYY




Signature Borrower 2 (individual)


✘
Print Name
Marketing opt out


In the presence of (witness signature)


✘
Print Name

Address

                                                                                          State                  Postcode

Date                           DD   /   MM   /   YYYY


MKTG423 (07/07)                                                                                                                            17
                                                             Commonwealth Bank Protected
                                                                           Portfolio Loan
                                           r
 Use these signing clauses for each Borrower that is a company.
                                   r
 If you are a Director of a Borrower company;
 •                                       r
         you sign this application in your capacity as a Director and as a Guarantor;
 •       by signing, you confirm that there are reasonable grounds to believe that the company will be able to pay its debts as and when they
         become due.


 DO NOT AFFIX COMPANY SEAL

 EXECUTED BY

 Company name

 ABN/ACN


 by being signed by those person/s who are authorised under its constitution to sign for the company:


 Signature Director 1

     ✘
 Print Name
 Marketing opt out


 In the presence of (witness signature)


     ✘
 Print Name

 Address

                                                                                         State                   Postcode

 Date                           DD   /   MM   /   YYYY




 Signature Director 2

     ✘
 Print Name
 Marketing opt out


 In the presence of (witness signature)


     ✘
 Print Name

 Address

                                                                                         State                   Postcode

 Date                           DD   /   MM   /   YYYY




18                                                                                                                            MKTG423 (07/07)
                                                              Commonwealth Bank Protected
                                                                            Portfolio Loan
SECTION L
INDICATIVE PORTFOLIO
•       If you want to use the Reduced Interest Rate feature, please proceed to Section M.
•       If you want to use the Share Roll-in feature, please proceed to section N.
•       Otherwise, please complete this section.
Set out in the table below the names of Securities and portfolio percentages you initially intend to purchase with your Loan

    Name of Security                                                                Minimum Value        Value Required    Percentage of
                                                                                                         (Investor         Portfolio (Investor
                                                                                                         completes)        completes)
                                                                                    $10,000              $                 %
                                                                                    $10,000              $                 %
                                                                                    $10,000              $                 %
                                                                                    $10,000              $                 %
                                                                                    $10,000              $                 %
                                                                                    $10,000              $                 %
                                                                                    $10,000              $                 %
                                                                                    $10,000              $                 %
                                                                                    $10,000              $                 %
                                                                                    $10,000              $                 %
                                                                                    $10,000              $                 %
                                                                                    $10,000              $                 %
                                                                                    $10,000              $                 %
                                                                                    $10,000              $                 %
                                                                                    $10,000              $                 %
    TOTAL                                                                                                $                 %
The Securities must be selected from the list provided to you by us with this application form.
             r              r                 r
Subject to our approving your application, your initial portfolio of Securities will be as set out in this table.


Alternatively, you may select from one of our Illustrative Portfolios set out in our Indicative Term Sheet. You need to indicate which
Illustrative Portfolio or Portfolios you would like and the value required.

    Name of Illustrative Portfolio                                              Value Required
                                                                                $
                                                                                $
                                                                                $
                                                                                $




MKTG423 (07/07)                                                                                                                                  19
                                                               Commonwealth Bank Protected
                                                                             Portfolio Loan
 SECTION M
 INDICATIVE PORTFOLIO FOR THE REDUCED INTEREST RATE FEATURE
 Only complete this section if you wish to use the Reduced Interest Rate feature.

 Capped Rate Selected (from Indicative Term Sheet)

 Participation Rate Selected (from Indicative Term Sheet)

 Set out in the table below the names of Securities and portfolio percentages you initially intend to purchase with your Loan

     Name of Security                                                                Minimum Value        Value Required      Percentage of
                                                                                                          (Investor           Portfolio (Investor
                                                                                                          completes)          completes)
                                                                                     $10,000              $                   %
                                                                                     $10,000              $                   %
                                                                                     $10,000              $                   %
                                                                                     $10,000              $                   %
                                                                                     $10,000              $                   %
                                                                                     $10,000              $                   %
                                                                                     $10,000              $                   %
                                                                                     $10,000              $                   %
                                                                                     $10,000              $                   %
                                                                                     $10,000              $                   %
                                                                                     $10,000              $                   %
                                                                                     $10,000              $                   %
                                                                                     $10,000              $                   %
                                                                                     $10,000              $                   %
                                                                                     $10,000              $                   %
     TOTAL                                                                                                $                   %
 The Securities must be selected from the list provided to you by us with this application form.
              r              r                 r
 Subject to our approving your application, your initial portfolio of Securities will be as set out in this table.


 Alternatively, you may select from one of our Illustrative Portfolios set out in our Indicative Term Sheet. You need to indicate which Illustrative
 Portfolio or Portfolios you would like and the value required.

     Name of Illustrative Portfolio                                              Value Required
                                                                                 $
                                                                                 $
                                                                                 $
                                                                                 $




20                                                                                                                                 MKTG423 (07/07)
                                                           Commonwealth Bank Protected
SECTION N
                                                                         Portfolio Loan
REQUEST FOR BROKER TO BROKER TRANSFER FOR THE SHARE ROLL-IN FEATURE
Only complete this section if you wish to use the Share Roll-in feature.
You should attach a copy of your CHESS Holding Statement for each of the Securities referred to in the table below.


Name

Address

                                                                                           State                        Postcode



       Please transfer all my/our CHESS shareholdings and/or SCRIP held in safe custody and Holder Identification Number (HIN)
or
       Please transfer the below listed securities


NB: Existing DRP, Tax File Number, banking details for dividends etc. may need to be relodged with the share registry after this transfer.
Indicate the number of Securities you are lodging to apply for a Commonwealth Bank Protected Portfolio Loan

 SECURITY                                                                                        QUANTITY




EXISTING SPONSORING BROKER:

Sponsoring Broker:

PID:

HIN:

Account Number:

NEW SPONSORING BROKER:
Commonwealth Margin Lending
Locked Bag 34
Australia Square NSW 1215

PID:                         1202
HIN:

Account Number:

Signature of Shareholder(s) requesting transfer:
Signature of Individual/Client 1 (Joint / Director 1)                      Signature of Individual/Client 2 (Joint / Director 2)


✘                                                                          ✘

Date                           DD   /   MM   /   YYYY                      Date                           DD   /   MM   /   YYYY




· For joint shareholdings, both holders must sign.
· If signed by an Attorney, the Power must have either been previously noted or be duly stamped and accompany this advice.
- Companies must execute under common seal bearing the ABN in accordance with their Constitution or with or without seal in
  accordance with section 127 of the Corporations Act 2001.
MKTG423 (07/07)                                                                                                                              21
This page has been intentionally left blank
                                                             Commonwealth Bank Protected
SECTION O
                                                                           Portfolio Loan
ADVISER DETAILS
Adviser’s Name

Authorised Representative of (Australian Financial Services Licencee)

Postal Address

                                                                                            State                   Postcode

Adviser Stamp




                             (    )                                                                 (      )
Business Phone 1                                                                Facsimile

                             (    )                                             Mobile
Business Phone 2

Preferred e-mail address

Alternate e-mail address
Commonwealth Bank of Australia is authorised to take instruction from this Financial Adviser on behalf of the Borrower(s).

Adviser Declaration
I declare that:                                                                I have acted honestly, responsibly and lawfully in providing
1. I hold or I am an Authorised Representative of an entity that holds, a      financial products and services described in and associated with
   current Australian Financial Services Licence and that no application       the Commonwealth Bank Protected Portfolio Loan PDS to the
   has been made or is pending to vary, amend or remove this licence;          Borrower(s) disclosed in this Application Form;
2. I hold or I am an Authorised Representative of an entity that            5. The Commonwealth Bank Protected Portfolio Loan will be
   holds all appropriate licences and authorities and I am accredited          applied by the Borrower(s) wholly or predominantly for business
   to sell the financial product described in the Commonwealth                 and/or investment purposes;
   Bank Protected Portfolio Loan PDS;                                       6. I have explained the risks of the Commonwealth Bank Protected
3. I am entitled to receive the commission payable to licensed                 Portfolio Loan to the Borrower(s) and drawn their attention
   financial planners or brokers as set out in the Commonwealth                specifically to section G “Risk Disclosure” of the Application
   Bank Protected Portfolio Loan PDS;                                          Form; and
4. I have not misled, or misrepresented the financial product               7. I certify that the information provided on the Borrower is correct
   described in the Commonwealth Bank Protected Portfolio Loan                 and consistent with my understanding of the Borrower’s
   PDS, to the Borrower(s) disclosed in this Application Form and              financial position.



Signed
                             ✘                                                                          Date   DD   /   MM   /   YYYY




Bank Use Only
Branch Number

RM Name

Client’s CRIS code


Commonwealth Bank Protected Portfolio Loan use only
We approve and accept each of the offers contained in this Application form.



Signed
                             ✘                                                                          Date   DD   /   MM   /   YYYY




Commonwealth Bank of Australia
Protected Portfolio Loans
Locked Bag 34
Australia Square NSW 1214
Telephone 13 17 09
Internet www.commsec.com.au
MKTG423 (07/07)                                                                                                                                 23
Protected Portfolio Loan
Checklist
BORROWER’S CHECKLIST
Please ensure ALL relevant attachments are included

Please take a moment to review this list to assist in the timely processing of your Commonwealth Bank Protected
Portfolio Loan.
                          r                                 r
We suggest you check our Indicative Term Sheet to ensure your proposed Securities are offered within Commonwealth Bank
Protected Portfolio Loan.
The following sections are COMPULSORY
      Section                                                                                       See page
     A or/and B       Application Details – Individual or Company                                    4, 5 & 6
         C            Financial Details                                                                7, 8
         D            Identifications Details                                                           9
          F           Payment Instructions                                                              10
         G            Risk Disclosure                                                                   11
         H            Direct Debit Request                                                              13
          I           Privacy Information & Authorisation                                               15
          J           Power of Attorney                                                                 16
         K            Acknowledgement & Signatures                                                    17, 18
     L or M or N      Indicative Portfolio, or Indicative Portfolio for the                         19, 20, 21
                      Reduced Interest Rate Feature, or Request for Broker to
                      Broker Transfer for the Share Roll-in Feature.
 The following section is OPTIONAL
      Section                                                                                       See page
          E           Authorised Representative Details                                                 10
         O            Adviser Details (Compulsory for Financial Adviser)                                23

                                                                                                                         MKTG423 (07/07)
MKTG423 (07/07)

				
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