IMB - Change in substantial holding
Released
Released
Announcement PDF
NOTE: This lodgement comprises four substantial holding notices:
Forms 603 and 604 given by Hilve Holdings Limited, Valdor Global FZCO and Mr Mikhail
Stiskin as a named group.
Forms 603 and 604 given by the Ingenium Foundation.
The Foundation is not a member of the Group. Its position is explained at paragraph 6 of its
Form 603.
603-604 Page 2 of 16
Form 603
Corporations Act 2001
Section 671B
Notice of initial substantial holder
To Company/registered
scheme/notified foreign
passport fund name
INTELLIGENT MONITORING GROUP LIMITED
ACN/ARSN/APFRN
NFPFRN (if applicable)
060 774 227
1. Details of substantial holder (1)
Name
The LTC Group – Hilve Holdings Limited, Valdor Global FZCO and
Mikhail Stiskin
ACN/ARSN/APFRN (if
applicable)
Not applicable
NFPFRN (if applicable) Not applicable
The holder became a substantial holder on 06/October/2025
2. Details of voting power
The total number of votes attached to all the voting shares or interests in the company, scheme or fund that the substantial holder or an
associate (2) had a relevant interest (3) in on the date the substantial holder became a substantial holder are as follows:
Class of securities (4) Number of securities Person's votes (5) Voting power (6)
Ordinary fully paid 27,054,563 27,054,563 7.21%
3. Details of relevant interests
The nature of the relevant interest the substantial holder or an associate had in the following voting securities on the date the substantial
holder became a substantial holder are as follows:
Holder of relevant interest Nature of relevant interest (7) Class and number of securities
Hilve Holdings Limited
Holder of securities – s 608(1)
(a).
11,549,602 ordinary
Valdor Global FZCO
Holder of securities – s 608(1)
(a).
15,504,961 ordinary
Mikhail Stiskin
Relevant interest under s
608(3)(a) in the securities in
which Hilve Holdings Limited has
a relevant interest, his voting
power in that company exceeding
20%.
11,549,602 ordinary
4. Details of present registered holders
The persons registered as holders of the securities referred to in paragraph 3 above are as follows:
Holder of relevant
interest
Registered holder of
securities
Person entitled to be
registered as holder (8)
Class and number of securities
Hilve Holdings
Limited
BNP Paribas
Nominees Pty Ltd
BNP Paribas Nominees
Pty Ltd
9,823,719 ordinary
Hilve Holdings
Limited
HSBC Custody
Nominees
(Australia) Limited
HSBC Custody
Nominees (Australia)
Limited
1,725,883 ordinary
Mikhail Stiskin
BNP Paribas
Nominees Pty Ltd
BNP Paribas Nominees
Pty Ltd
9,823,719 ordinary
Mikhail Stiskin
HSBC Custody
Nominees
(Australia) Limited
HSBC Custody
Nominees (Australia)
Limited
1,725,883 ordinary
Valdor Global FZCO Valdor Global FZCO Valdor Global FZCO 11,728,680 ordinary
Valdor Global FZCO
BNP Paribas
Nominees Pty Ltd
BNP Paribas Nominees
Pty Ltd
3,776,281 ordinary
603-604 Page 3 of 16
NOTE: The relevant interests of Hilve Holdings Limited and of Mr Mikhail Stiskin are relevant interests in the same securities. The voting
power stated in paragraph 2 counts those securities once.
5. Consideration
The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the four months prior to the day that the
substantial holder became a substantial holder is as follows:
Holder of relevant
interest
Date of acquisition Consideration (9) Class and number of securities
Cash Non-cash
Refer to Annexure A
6. Associates
The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:
Name and ACN/ARSN/APFRN (if
applicable) and NFPFRN (if
applicable)
Nature of association
Valdor Global FZCO
Associate of Hilve Holdings Limited and of Mikhail Stiskin
under s 12(2)(c) of the Corporations Act 2001 (Cth), each
acting in concert with the others in relation to the affairs
of the Company.
Hilve Holdings Limited Associate of Valdor Global FZCO on the same basis
Mikhail Stiskin Associate of both companies on the same basis
Note: Ingenium Foundation is the sole shareholder of Valdor Global FZCO. It is not an associate of Hilve Holdings Limited or of Mr Mikhail
Stiskin: it neither controls nor is controlled by them, and does not act in concert with them in relation to the affairs of the Company. The
Foundation's voting power is accordingly limited to the securities in which Valdor Global FZCO has a relevant interest.
7. Addresses
The addresses of persons named in this form are as follows:
Name Address
Hilve Holdings Limited
Spyrou Araouzou, 25, BERENGARIA 25, 5th floor, Flat/Office 2
3036, Limassol, Cyprus
Valdor Global FZCO
Unit No: 3O-01-1389, Jewellery & Gemplex 3, Plot No: DMCC-
PH2-J&GPlexS, Jewellery & Gemplex, Dubai, United Arab
Emirates
Mikhail Stiskin 1,29 Marsfield Gardens, NW3 5SD London, UK
Signature
print name Asya Andreeva capacity Director, Hilve Holdings Limited
sign here date 07/September/2026
print name Marina Mackinder capacity Manager, Valdor Global FZCO
sign here date 07/September/2026
print name Mikhail Stiskin capacity Self
sign here date 07/September/2026
603-604 Page 4 of 16
Form 604
Corporations Act 2001
Section 671B
Notice of change of interests of substantial holder
To Company/registered
scheme/notified foreign
passport fund name
INTELLIGENT MONITORING GROUP LIMITED
ACN/ARSN/APFRN 060 774 227
NFPFRN (if applicable)
1. Details of substantial holder (1)
Name The LTC Group (see Annexure B)
ACN/ARSN/APFRN (if
applicable)
Not applicable
NFPFRN (if applicable)
There was a change in the interests of the
substantial holder on 07/September/2026
The previous notice was given to the company, or
the responsible entity for a registered scheme, or
the operator of a notified foreign passport fund on
07/September/2026
The previous notice was dated 06/October/2025
NOTE: The Form 603 to which this notice refers is given contemporaneously with this notice. No substantial holding notice has previously
been given by the Group.
2. Previous and present voting power
The total number of votes attached to all the voting shares or interests in the company, scheme or fund 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,
scheme or fund, are as follows:
Class of securities (4)
Previous notice Present notice
Person’s votes Voting power (5) Person’s votes Voting power (5)
Ordinary fully paid 27,054,563 7.21% 62,784,512 15.25%
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, scheme or fund, since the substantial holder was last required to give a substantial holding notice to the company, scheme or
fund are as follows:
Date of change Person whose
relevant interest
changed
Nature of change (6) Consideration given in
relation to change (7)
Class and number
of securities
affected
Person's votes
affected
Refer to
Annexure C
4. Present relevant interests
Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:
Holder of
relevant
interest
Registered holder
of securities
Person entitled to be
registered as holder
(8)
Nature of relevant
interest (6)
Class and number
of securities
Person's votes
Hilve
Holdings
Limited
BNP Paribas
Nominees Pty
Ltd
BNP Paribas
Nominees Pty
Ltd
Holder of
securities – s
608(1) (a).
30,424,784
ordinary
7.39%
603-604 Page 5 of 16
HSBC Custody
Nominees
(Australia)
Limited
HSBC Custody
Nominees
(Australia)
Limited
5,295,253
ordinary
1.29%
Mikhail
Stiskin
BNP Paribas
Nominees Pty
Ltd
BNP Paribas
Nominees Pty
Ltd
Relevant
interest under
s 608(3)(a) in
the securities
in which Hilve
Holdings
Limited has a
relevant
interest, his
voting power
in that
company
exceeding 20%.
30,424,784
ordinary
7.39%
HSBC Custody
Nominees
(Australia)
Limited
HSBC Custody
Nominees
(Australia)
Limited
5,295,253
ordinary
1.29%
Valdor
Global
FZCO
Valdor
Global FZCO
Valdor Global
FZCO Holder of
securities – s
608(1) (a).
23,288,194
ordinary
5.65%
BNP Paribas
Nominees Pty
Ltd
BNP Paribas
Nominees Pty
Ltd
3,776,281
ordinary
0.92%
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 securities in the company, scheme or fund are as follows:
Name and ACN/ARSN/APFRN (if
applicable) and NFPFRN (if
applicable)
Nature of association
Valdor Global FZCO /
Hilve Holdings Limited /
Mikhail Stiskin
The association described in the Form 603 is unchanged in
substance. On September 3, 2026 the understanding between
Hilve Holdings Limited and Valdor Global FZCO as to the
exercise of voting rights attaching to securities in the
Company was recorded in a written agreement, a copy of which
accompanies this notice. See Annexure D for the correction
of previously disclosed voting power.
6. Addresses
The addresses of persons named in this form are as follows:
Name Address
Hilve Holdings Limited
Spyrou Araouzou, 25, BERENGARIA 25, 5th floor, Flat/Office 2
3036, Limassol, Cyprus
Valdor Global FZCO
Unit No: 3O-01-1389, Jewellery & Gemplex 3, Plot No: DMCC-
PH2-J&GPlexS, Jewellery & Gemplex, Dubai, United Arab
Emirates
Mikhail Stiskin 1,29 Marsfield Gardens, NW3 5SD London, UK
Signature
print name Asya Andreeva capacity Director, Hilve Holdings Limited
sign here date 07/September/2026
print name Marina Mackinder capacity Manager, Valdor Global FZCO
sign here date 07/September/2026
print name Mikhail Stiskin capacity Self
sign here date 07/September/2026
603-604 Page 6 of 16
Form 603
Corporations Act 2001
Section 671B
Notice of initial substantial holder
To Company/registered
scheme/notified foreign
passport fund name
INTELLIGENT MONITORING GROUP LIMITED
ACN/ARSN/APFRN
NFPFRN (if applicable)
060 774 227
1. Details of substantial holder (1)
Name Ingenium Foundation
ACN/ARSN/APFRN (if
applicable)
Not applicable
NFPFRN (if applicable) Not applicable
The holder became a substantial holder on 12/January/2026
2. Details of voting power
The total number of votes attached to all the voting shares or interests in the company, scheme or fund that the substantial holder or an
associate (2) had a relevant interest (3) in on the date the substantial holder became a substantial holder are as follows:
Class of securities (4) Number of securities Person's votes (5) Voting power (6)
Ordinary fully paid 22,035,582 22,035,582 5.35%
3. Details of relevant interests
The nature of the relevant interest the substantial holder or an associate had in the following voting securities on the date the substantial
holder became a substantial holder are as follows:
Holder of relevant interest Nature of relevant interest (7) Class and number of securities
Ingenium Foundation
Relevant interest under s
608(3)(a) in the securities in
which Valdor Global FZCO has a
relevant interest, the
Foundation's voting power in
Valdor exceeding 20%.
22,035,582 ordinary
4. Details of present registered holders
The persons registered as holders of the securities referred to in paragraph 3 above are as follows:
Holder of relevant
interest
Registered holder of
securities
Person entitled to be
registered as holder (8)
Class and number of securities
Ingenium Foundation
Valdor Global FZCO Valdor Global FZCO 18,259,301 ordinary
BNP Paribas
Nominees Pty Ltd
BNP Paribas Nominees
Pty Ltd
3,776,281 ordinary
5. Consideration
The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the four months prior to the day that the
substantial holder became a substantial holder is as follows:
Holder of relevant
interest
Date of acquisition Consideration (9) Class and number of securities
Cash Non-cash
Refer to Annexure F
6. Associates
The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:
603-604 Page 7 of 16
Name and ACN/ARSN/APFRN (if
applicable) and NFPFRN (if
applicable)
Nature of association
Valdor Global FZCO
Associate of the Ingenium Foundation under s 12(2)(a), being
a body corporate the Foundation owns.
Note: Ingenium Foundation is the sole shareholder of Valdor Global FZCO. It is not an associate of Hilve Holdings Limited or of Mr Mikhail
Stiskin: it neither controls nor is controlled by them, and does not act in concert with them in relation to the affairs of the Company. The
Foundation's voting power is accordingly limited to the securities in which Valdor Global FZCO has a relevant interest.
7. Addresses
The addresses of persons named in this form are as follows:
Name Address
Ingenium Foundation
Unit GA-00-SZ-L1-RT-208, Level 1 Gate Avenue - South Zone,
Dubai International Financial Centre
Signature
print name Asya Andreeva capacity
Council Member, Ingenium
Foundation
sign here date 07/September/2026
603-604 Page 8 of 16
Form 604
Corporations Act 2001
Section 671B
Notice of change of interests of substantial holder
To Company/registered
scheme/notified foreign
passport fund name
INTELLIGENT MONITORING GROUP LIMITED
ACN/ARSN/APFRN 060 774 227
NFPFRN (if applicable)
1. Details of substantial holder (1)
Name Ingenium Foundation
ACN/ARSN/APFRN (if
applicable)
Not applicable
NFPFRN (if applicable)
There was a change in the interests of the
substantial holder on 07/September/2026
The previous notice was given to the company, or
the responsible entity for a registered scheme, or
the operator of a notified foreign passport fund on
07/September/2026
The previous notice was dated 12/January/2026
NOTE: The Form 603 to which this notice refers is given contemporaneously with this notice. No substantial holding notice has previously
been given by the Foundation.
2. Previous and present voting power
The total number of votes attached to all the voting shares or interests in the company, scheme or fund 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,
scheme or fund, are as follows:
Class of securities (4)
Previous notice Present notice
Person’s votes Voting power (5) Person’s votes Voting power (5)
Ordinary fully paid 22,035,582 5.35% 27,064,475 6.57%
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, scheme or fund, since the substantial holder was last required to give a substantial holding notice to the company, scheme or
fund are as follows:
Date of change Person whose
relevant interest
changed
Nature of change (6) Consideration given in
relation to change (7)
Class and number
of securities
affected
Person's votes
affected
06/05/2026
Ingenium
Foundation
Buy 580,000
1,000,000
ordinary
0.24%
08/05/2026
Ingenium
Foundation
Buy 232,000
400,000
ordinary
0.10%
28/05/2026
Ingenium
Foundation
Buy 363,991
611,750
ordinary
0.15%
06/07/2026
Ingenium
Foundation
Buy 299,250
450,000
ordinary
0.11%
13/07/2026
Ingenium
Foundation
Buy 589,850
940,000
ordinary
0.23%
14/07/2026
Ingenium
Foundation
Buy 340,200
540,000
ordinary
0.13%
21/07/2026
Ingenium
Foundation
Buy 220,500
350,000
ordinary
0.08%
30/07/2026
Ingenium
Foundation
Buy 168,938
265,000
ordinary
0.06%
17/08/2026
Ingenium
Foundation
Buy 75,900
120,000
ordinary
0.03%
603-604 Page 9 of 16
18/08/2026
Ingenium
Foundation
Buy 231,499
352,143
ordinary
0.09%
Note: See Annexure F for the correction of change of interest disclosure.
4. Present relevant interests
Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:
Holder of
relevant
interest
Registered
holder of
securities
Person entitled to be
registered as holder
(8)
Nature of relevant
interest (6)
Class and number
of securities
Person's votes
Ingenium
Foundation
Valdor
Global FZCO
Valdor Global
FZCO
Relevant
interest under
s 608(3)(a) in
the securities
in which
Valdor Global
FZCO has a
relevant
interest, the
Foundation's
voting power
in Valdor
exceeding 20%.
23,288,194
ordinary
5.65%
BNP Paribas
Nominees
Pty Ltd
BNP Paribas
Nominees Pty
Ltd
3,776,281
ordinary
0.92%
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 securities in the company, scheme or fund are as follows:
Name and ACN/ARSN/APFRN (if
applicable) and NFPFRN (if
applicable)
Nature of association
Valdor Global FZCO No change.
6. Addresses
The addresses of persons named in this form are as follows:
Name Address
Ingenium Foundation
Unit GA-00-SZ-L1-RT-208, Level 1 Gate Avenue - South Zone,
Dubai International Financial Centre
Signature
print name Asya Andreeva capacity
Council Member, Ingenium
Foundation
sign here date 07/September/2026
603-604 Page 10 of 16
Annexure A – Consideration – LTC Group
The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the four months prior to the day that the
substantial holder became a substantial holder is as follows:
Holder of relevant
interest
Date of acquisition Consideration (Cash) Class and number of securities
Valdor Global FZCO 28/08/2025 53,800 90,511
Valdor Global FZCO 29/08/2025 56,864 93,603
Valdor Global FZCO 01/09/2025 160,443 268,300
Valdor Global FZCO 02/09/2025 1 2
Valdor Global FZCO 02/09/2025 21,186 32,057
Hilve Holdings
Limited
03/09/2025 14,027 23,719
Valdor Global FZCO 04/09/2025 1,546,480 2,600,000
Valdor Global FZCO 05/09/2025 413,632 691,808
Hilve Holdings
Limited
10/09/2025 37,067 62,491
Hilve Holdings
Limited
11/09/2025 31,694 52,377
Hilve Holdings
Limited
12/09/2025 609,941 1,016,064
Hilve Holdings
Limited
15/09/2025 18,525 30,686
Hilve Holdings
Limited
16/09/2025 37,293 60,827
Hilve Holdings
Limited
17/09/2025 58,761 95,067
Hilve Holdings
Limited
18/09/2025 60,776 97,524
Hilve Holdings
Limited
19/09/2025 27,919 44,724
Hilve Holdings
Limited
22/09/2025 14,850 23,904
Hilve Holdings
Limited
23/09/2025 34,145 55,273
Hilve Holdings
Limited
24/09/2025 82,268 133,909
Hilve Holdings
Limited
25/09/2025 10,633 17,261
Hilve Holdings
Limited
26/09/2025 22,118 35,776
Valdor Global FZCO 06/10/2025 7,154,495 11,728,680
Signature
print name Asya Andreeva capacity Director, Hilve Holdings Limited
sign here date 07/September/2026
print name Marina Mackinder capacity Manager, Valdor Global FZCO
sign here date 07/September/2026
print name Mikhail Stiskin capacity Self
sign here date 07/September/2026
603-604 Page 11 of 16
Annexure B – Members of the Group
Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:
Member Basis of membership Holding at 03 September
2026
Hilve Holdings
Limited
Holder of securities – s 608(1) (a). 35,720,037
Valdor Global FZCO Holder of securities – s 608(1) (a). 27,064,475
Mikhail Stiskin
Relevant interest s 608(3)(a) through
Hilve; associate of both companies ss
12(2)(b), (c)
—
Group total 62,784,512
Signature
print name Asya Andreeva capacity Director, Hilve Holdings Limited
sign here date 07/September/2026
print name Marina Mackinder capacity Manager, Valdor Global FZCO
sign here date 07/September/2026
print name Mikhail Stiskin capacity Self
sign here date 07/September/2026
603-604 Page 12 of 16
Annexure C – Changes in relevant interest since 6 October 2025
Note: Particulars of each change in the relevant interests of the substantial holder in voting securities of the Company since 6 October
2025, aggregated by month and by holder. All acquisitions were made on market, save for 2,758,621 securities acquired by Valdor Global
FZCO by subscription pursuant to a placement, those securities being issued on 22 December 2025.
Month Holder Nature of change Securities acquired Consideration (A$)
Oct 2025 Hilve Holdings
Limited
Buy 585,670 376,339
Oct 2025 Valdor Global FZCO
Buy 1,400,000 891,000
Nov 2025 Hilve Holdings
Limited
Buy 905,809 534,498
Nov 2025 Valdor Global FZCO
Buy 510,000 328,950
Dec 2025 Hilve Holdings
Limited
Buy 6,032,042 3,816,976
Dec 2025 Valdor Global FZCO
Subscription 2,758,621 1,600,000
Jan 2026 Hilve Holdings
Limited
Buy 748,305 556,506
Jan 2026 Valdor Global FZCO
Buy 1,862,000 1,396,500
Feb 2026 Hilve Holdings
Limited
Buy 171,231 114,421
Mar 2026 Hilve Holdings
Limited
Buy 1,157,020 600,208
Apr 2026 Hilve Holdings
Limited
Buy 3,113,749 1,581,923
May 2026 Hilve Holdings
Limited
Buy 4,470,840 2,583,230
May 2026 Valdor Global FZCO
Buy 2,011,750 1,175,991
Jun 2026 Hilve Holdings
Limited
Buy 689,160 377,029
Jul 2026 Hilve Holdings
Limited
Buy 2,434,000 1,531,559
Jul 2026 Valdor Global FZCO
Buy 2,545,000 1,618,738
Aug 2026 Hilve Holdings
Limited
Buy 3,307,292 2,105,677
Aug 2026 Valdor Global FZCO
Buy 472,143 307,399
Sep 2026 Hilve Holdings
Limited
Buy 555,317 347,812
TOTAL 35,729,949 21,844,810
Signature
print name Asya Andreeva capacity Director, Hilve Holdings Limited
sign here date 07/September/2026
print name Marina Mackinder capacity Manager, Valdor Global FZCO
sign here date 07/September/2026
print name Mikhail Stiskin capacity Self
sign here date 07/September/2026
603-604 Page 13 of 16
Annexure D – Correction of previously disclosed voting power
Note: voting power disclosed in substantial holding notices previously given by Hilve Holdings Limited and by Valdor Global FZCO was
understated. Each notice disclosed only that company's own relevant interests and excluded the relevant interests of its associates.
Corrected group voting power at each date on which a notice fell due is set out below.
# Form due Date Group shares Group % Shares on issue
1 603
6 Oct 2025 27,054,563 7.21% 375,467,621
2 604
12 Dec 2025 31,033,933 8.22% 377,317,621
3 604
24 Dec 2025 38,350,727 9.31% 411,817,621
4 604
10 Mar 2026 42,526,197 10.33% 411,817,621
5 604
5 May 2026 47,282,925 11.48% 411,817,621
6 604
21 May 2026 51,427,575 12.49% 411,817,621
7 604
13 Jul 2026 55,644,131 13.51% 411,817,621
8 604
10 Aug 2026 59,892,524 14.54% 411,817,621
Signature
print name Asya Andreeva capacity Director, Hilve Holdings Limited
sign here date 07/September/2026
print name Marina Mackinder capacity Manager, Valdor Global FZCO
sign here date 07/September/2026
print name Mikhail Stiskin capacity Self
sign here date 07/September/2026
603-604 Page 14 of 16
Annexure E – Consideration – Ingenium Foundation
The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the four months prior to the day that the
substantial holder became a substantial holder is as follows:
Holder of relevant
interest
Date of acquisition Consideration (Cash) Class and number of securities
Ingenium Foundation 06/10/2025 7,154,495 11,728,680 ordinary
Ingenium Foundation 13/10/2025 199,500 300,000 ordinary
Ingenium Foundation 16/10/2025 322,500 500,000 ordinary
Ingenium Foundation 30/10/2025 369,000 600,000 ordinary
Ingenium Foundation 06/11/2025 328,950 510,000 ordinary
Ingenium Foundation 22/12/2025 1,600,000 2,758,621 ordinary
Ingenium Foundation 12/01/2026 1,396,500 1,862,000 ordinary
Signature
print name Asya Andreeva capacity
Council Member, Ingenium
Foundation
sign here date 07/September/2026
603-604 Page 15 of 16
Annexure F – Correction of change of interest disclosure
Form due Date Group shares Group % Shares on issue
604 21 Jul 2026 26,327,332 6.39% 411,817,621
Signature
print name Asya Andreeva capacity
Council Member, Ingenium
Foundation
sign here date 07/September/2026
603-604 Page 16 of 16
Statement under section 671B(4)(b) — accompanying the Form 603 given by the LTC
Group
Hilve Holdings Limited and Valdor Global FZCO until 02 September 2026 had an understanding,
not reduced to writing, that they will exercise the voting rights attaching to their
respective holdings in the Company in the same manner. On 03 September 2026 that
understanding was recorded in a written agreement between them. Investment decisions in
respect of both holdings are made by the same persons, being employees of Hilve Holdings
Limited.
VOTING AGREEMENT
Date 03 September 2026
Parties (1) HILVE HOLDINGS LIMITED, a company registered at Spyrou
Araouzou 25, Berengaria 25, floor 5, office 2, 3036 Limassol,
Cyprus ("Hilve")
(2) VALDOR GLOBAL FZCO, a company registered at Unit No:
3O-01-1389, Jewellery & Gemplex 3, Plot No: DMCC-PH2-
J&GPlexS, Jewellery & Gemplex, Dubai, United Arab Emirates
("Valdor")
each a "party" and together the "parties"
Definitions
“Company” means Intelligent Monitoring Group Limited ACN 060 774 227
“Company Securities” means fully paid ordinary shares in the Company.
Background
A. Each party holds Company Securities for investment purposes. The parties are separately
owned, but their investment activities are administered in common.
B. Investment decisions in respect of the Company Securities held by each party are, and have
at all material times been, made by the same persons.
C. The parties have had an understanding between them, not reduced to writing, as to the
exercise of voting rights attaching to securities held by each of them. This agreement records
that understanding in writing insofar as it relates to Company Securities. It does not alter its
substance.
The parties agree as follows
1. Voting
1.1 Each party shall exercise the voting rights attaching to Company Securities held by it in
the same manner as the other party exercises the voting rights attaching to Company
Securities held by it.
2. Investment decisions
2.1 Investment decisions in respect of the Company Securities held by each party are made
by the same persons.
3. Scope of obligations
3.1 Nothing in this agreement obliges either party to acquire, hold or dispose of any
Company Securities or any other security.
3.2 Nothing in this agreement confers on either party any right in respect of Company
Securities held by the other, or any power to exercise or control the exercise of a right to vote
attached to Company Securities held by the other.
3.3 This agreement relates only to the manner in which each party exercises the voting
rights attaching to Company Securities held by it.
3.4 Subject to clause 1.1, each party retains all rights attaching to Company Securities held
by it.
4. Duration and termination
4.1 This agreement takes effect on the date written above and continues until terminated.
4.2 Either party may terminate by written notice to the other. Termination has no
retrospective effect.
5. Disclosure
5.1 The parties acknowledge that this agreement is required to be disclosed to securities
exchanges and regulators, and that it will be published.
5.2 Each party will promptly provide the other with any information reasonably required for
the purpose of any such disclosure.
6. No partnership or agency
6.1 Nothing in this agreement constitutes a partnership between the parties or makes either
the agent of the other.
7. Entire agreement
7.1 This agreement contains the whole of the arrangements between the parties as to the
exercise of voting rights attaching to Company Securities.
8. Variation
8.1 No variation of this agreement is effective unless in writing and signed by both parties.
9. Governing law and jurisdiction
9.1 This agreement is governed by the laws of the Republic Cyprus.
9.2 The courts of the Republic of Cyprus have exclusive jurisdiction.
Execution
Signed for and on behalf of
HILVE HOLDINGS LIMITED
Name: Asya Andreeva
Capacity: Director
Date:
Signed for and on behalf of
VALDOR GLOBAL FZCO
Name: Marina Mackinder
Capacity: Manager
Date:
03 September 2026 03 September 2026
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