A person or persons (the acquirers ) are guilty of an offence if:

(a)

the acquirers acquire any shares in the Exchange, or enter into a relevant agreement to acquire shares in the Exchange; and

(b)

the acquisition has the result that:

(i)

a person who was not previously entitled to more than 5% of the voting shares in the Exchange becomes entitled to more than 5% of the voting shares in the Exchange; or

(ii)

a person who was previously entitled to more than 5% of the voting shares in the Exchange becomes entitled to a greater percentage of the voting shares in the Exchange; and

(c)

the acquirers knew the acquisition would have that result, or were reckless as to whether the acquisition would have that result.