ASX:AU1 · 8 October 2019

Change in substantial holding

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604 Page 1 of 3 15 July 2001

                                                                 Form 604
                                                              Corporations Act 2001
                                                                  Section 671B

                              Notice of change of interests of substantial holder

To Company Name/Scheme             The Agency Group Australia Ltd (Company)

ACN/ARSN                           118 913 232

1. Details of substantial holder (1)

Name                               John Kolenda

ACN/ARSN (if applicable)           N/A

There was a change in the interests of the
substantial holder on                                   01/10/2019
The previous notice was given to the company on         19/08/2019

The previous notice was dated                           16/08/2019

2. Previous and present voting power

The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or
an associate (2) had a relevant interest (3) in when last required, and when now required, to give a substantial holding notice to the
company or scheme, are as follows:

   Class of securities (4)                   Previous notice                                     Present notice

                                             Person’s votes            Voting power (5)          Person’s votes         Voting power (5)
   Ordinary Shares                           17,620,932                14.59%                    24,749,544             8.34%

3. Changes in relevant interests

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

   Date of            Person whose            Nature of change (6)     Consideration given        Class and number       Person's votes
   change             relevant interest                                in relation to change      of securities          affected
                      changed                                          (7)                        affected
                      Daring        Conversion of
                      Investments   outstanding     $375,866                                      Ordinary               5,782,551
                      Pty Ltd       principal of                                                  Shares
                                    loans to the
   01/10/2019                       Company, as
                                    approved by
                                    Shareholders at
                                    a General
                                    Meeting held on
                                    23-Sep19
                                    Resolution 15
                      Daring       Issue of shares   $87,494                                    Ordinary                  1,346,061
                      Investments in lieu of                                                    Shares
   03/10/2019         Pty Ltd ATF Director fees,
                      Kolenda      as approved by
                      Family Trust Shareholders at
                                   a General
                                   Meeting held on
                                   23-Sep19
                                   Resolution 21

                                                                                                                604 Page 2 of 3 15 July 2001

4. Present relevant interests

Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:
   Holder of         Registered holder      Person entitled to be      Nature of relevant         Class and number        Person's votes
   relevant          of securities          registered as holder       interest (6)               of securities
   interest                                 (8)
                                                                       Power to
                     Daring                 Daring                     exercise voting
   John              Investments            Investments Pty            rights attached            13,770,150              4.64%
   Kolenda           Pty Ltd ATF            Ltd ATF Kolenda            to the                     ORD
                                            Family Trust
                     Kolenda                                           securities and
                     Family Trust                                      power to
                                                                       dispose the
                                                                       securities
   John              Daring                 Daring                     Power to                   10,979,394
                                                                                                                          3.70%
   Kolenda           Investments            Investments Pty            Exercise voting            ORD
                     Pty Ltd                Ltd                        rights attached
                                                                       to the
                                                                       securities and
                                                                       power to
                                                                       dispose the
                                                                       securities

                                                                                                               604 Page 3 of 3 15 July 2001

5. Changes in association

The persons who have become associates (2) of, ceased to be associates of, or have changed the nature of their association (9) with, the
substantial holder in relation to voting interests in the company or scheme are as follows:

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

6. Addresses

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

      Name                                    Address
      Daring Investments Pty
                                              Level 24, 52 Martin Place Sydney NSW 2000
      Ltd
      Daring Investments Pty
      Ltd ATF Kolenda Family                  Level 24, 52 Martin Place Sydney NSW 2000
      Trust

Signature
              print name       John Kolenda                                             capacity     Beneficial Owner

              sign here                                                                 date         8/10/2019

                                                                       DIRECTIONS

(1)     If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the
        manager and trustee of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of
        persons are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group,
        with the names and addresses of members is clearly set out in paragraph 6 of the form.

(2)     See the definition of "associate" in section 9 of the Corporations Act 2001.

(3)     See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.

(4)     The voting shares of a company constitute one class unless divided into separate classes.

(5)     The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.

(6)     Include details of:
        (a)     any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4)
                applies, a copy of any document setting out the terms of any relevant agreement, and a statement by the person giving full and
                accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this

                                                                                                                 604 Page 3 of 3 15 July 2001

              contract, scheme or arrangement; and
      (b)     any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or
              disposal of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification
              applies).
      See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.

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

(8)   If the substantial holder is unable to determine the identity of the person (eg. if the relevant interest arises because of an option) write
      "unknown".

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