ACRUX LIMITED — AGM Information 2018

Sep 20, 2018

21 September 2018

Dear Acrux Shareholder,

I am pleased to invite you to attend Acrux’s Annual General Meeting and have enclosed the following documents for your attention:

• Notice of the Meeting, including explanatory statement and notes, and

• A personalised proxy form and return envelope

If you have elected to receive the Annual Report for the year ended 30 June 2018 in printed form, this is also enclosed. A copy of the Annual Report can also be viewed on our website (www.acrux.com.au).

The Annual General Meeting will be held at the offices of Pitcher Partners, Level 13, 664 Collins Street, Docklands, Melbourne on Thursday 1 November 2018, commencing at 10:00 am.

If you are able to attend, I look forward to welcoming you and ask you to bring your personalised proxy form with you to assist registration and admission to the meeting.

If you are unable to attend but wish to appoint a proxy, please either lodge your vote online by following the instructions on the proxy form, or complete the proxy form and return it to Acrux’s share registry (Link Market Services Limited) in the envelope provided.

If you have not already done so I encourage you to consider electing to receive Acrux communications electronically, which can be done via the registry website (www.linkmarketservices.com.au), or by completing the enclosed election form.

Yours sincerely,

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Ross Dobinson Chairman

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ACRUX LIMITED ABN 72 082 001 152 (the Company)

NOTICE OF ANNUAL GENERAL MEETING

NOTICE is hereby given that the Annual General Meeting of the members of Acrux Limited will be held at the offices of Pitcher Partners, Level 13, 664 Collins Street, Docklands, Melbourne, Victoria, Australia on Thursday 1 November 2018 at 10:00 am.

AGENDA

ORDINARY BUSINESS

Financial Statements and Reports

To receive and consider the financial report of the Company and the reports of the Directors and Auditor for the year ended 30 June 2018.

Re-election of Dr Timothy Oldham as a Director

To consider and if thought fit, pass the following resolution as ordinary resolution:

1. That Dr Timothy Oldham, who in accordance with clause 58 of the Company’s constitution ceases to hold office and offers himself for re-election as a Director, be re-elected as a Director of the Company.

Grant of rights to the Non-executive Directors

To consider and if thought fit, pass the following resolution as an ordinary resolution:

1. That for the purposes of ASX Listing Rule 10.14 and for all other purposes, approval is given for the grant of 800,000 rights to the Non-executive Directors under the Company’s Omnibus Equity Plan and in accordance with the terms set out in the explanatory statement.

Adoption of Remuneration Report

To consider, and if thought fit, pass the following resolution as an ordinary resolution:

1. That the Company’s Remuneration Report for the year ended 30 June 2018 be adopted and approved.

The vote on this resolution is advisory only and does not bind the Directors of the Company. However, if 25% or more of the votes cast on this resolution are against the resolution, the Conditional Spill Resolution as set out in Resolution 4 below will be put to shareholders for their consideration and vote.

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CONTINGENT BUSINESS

Conditional Spill Resolution

If required, to consider and if thought fit, pass the following resolution as an ordinary resolution:

1. That, subject to and conditional on at least 25% of the votes cast on Resolution 3, being cast against the adoption of the Company’s Remuneration Report for the year ended 30 June 2018:

2. (a) an extraordinary general meeting of the Company (the Spill Meeting ) be held within 90 days of the passing of this resolution;

3. (b) all of the Directors of the Company (excluding the Managing Director of the Company) who were in office when the resolution to make the Directors’ Report for the financial year ended 30 June 2018 considered at the Annual General Meeting was passed (being Mr Ross Dobinson, Dr Timothy Oldham, Dr Simon Green and Dr Geoff Brooke) and who remain in office at the time of the Spill Meeting, cease to hold office immediately before the end of the Spill Meeting; and

4. (c) resolutions to appoint persons to offices that will be vacated immediately before the end of the Spill Meeting be put to the vote at the Spill Meeting.

By order of the Board

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Tim Bateman Company Secretary 21 September 2018

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EXPLANATORY STATEMENT

This explanatory statement has been prepared for the information of the shareholders of the Company in connection with the business to be conducted at the Annual General Meeting to be held on Thursday 1 November 2018 at 10:00 am.

The purpose of this explanatory statement is to provide information which the Directors believe to be material to shareholders in deciding whether or not to pass the resolutions in the notice of meeting. This explanatory statement is important and should be read carefully by all shareholders.

Receipt of Financial Statements and Reports

The Company’s financial report and the reports of the Directors and Auditor for the year ended 30 June 2018 are placed before the meeting, giving shareholders the opportunity to discuss these documents and to ask questions. No resolution is required in respect of these documents.

The Company’s financial report and the reports of the Directors and Auditor for the year ended 30 June 2018 are available on the Company’s website at: www.acrux.com.au

Resolution 1: Re-election of Dr Timothy Oldham as Director

Resolution 1 seeks approval for the re-election of Dr Timothy Oldham as a Director of the Company. In accordance with clause 58 of the Company’s constitution, Dr Timothy Oldham will hold office until the conclusion of the Annual General Meeting and, being eligible, offers himself for re-election as a Director of the Company.

Set out below are biographical details for Dr Timothy Oldham.

Dr Timothy Oldham joined the Board on 1 October 2013 as an independent Non-Executive Director. Timothy is also Chair of the Human Capital and Nomination Committee and a member of the Audit and Risk Committee.

Dr Timothy Oldham BSc (Hons), LLBD (Hons), PhD, joined the board in October 2013. He has more than 15 years of life sciences business development, alliance management and sales and marketing experience in Europe, Asia and Australia. He provides strategic advice and executive and non-executive leadership to a portfolio of life sciences businesses with a focus on cell and gene therapies. Timothy was the CEO and Managing Director of Cell Therapies Pty Ltd, a leading Asia Pacific provider of manufacturing and distribution of cell-based therapeutics (2014-2017), and President of Asia Pacific for Hospira Inc. (2007 to 2012), having held a variety of senior management roles with Mayne Pharma (2002 to 2007) prior to its acquisition by Hospira. These roles encompassed the development and commercialisation of generic pharmaceuticals, devices, biologics and cellular therapies. Prior to this, Timothy was an engagement manager with McKinsey & Co (1997 to 2001). Timothy has been Chairman of the European Generic Medicines Association Biosimilars and Biotechnology Committee, a Director of the Alliance for Regenerative Medicine, a Director of the Generic Medicines Industry Association, a member of the Pharmaceutical Industry Strategy Group and former Director of Respiri Ltd (ASX: RSH). He is currently a Non-executive Director of Imunexus Ltd, a public unlisted company improving and enhancing antibody performance using proprietary technology to create bispecific antibodies and is a member of AusBiotech’s Regenerative Medicine Advisory Group.

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Resolution 2: Grant of rights to the Non-executive Directors

At the Company’s 2017 Annual General Meeting, shareholders approved the implementation of an Omnibus Equity Plan ( OEP ) for the provision of long-term equity-based incentives within the Company. Subsequently, the Board made initial grants of performance rights to the Company’s Chief Executive Officer ( CEO ) and other employees. The CEO was issued 4,000,000 performance rights for nil cash consideration.

The OEP Rules and initial grants under them, were based on work performed by the Acrux’s Human Capital and Nominations Committee ( HCNC ) and the Board and have taken into account the advice of executive and board remuneration consultants Egan Associates (www.eganassociates.com.au) in relation to best practice long term incentive plans, common practices in relation to the quantum of grants and the type of securities issued.

A review of Non-executive Directors’ remuneration was conducted as part of the work performed with Egan Associates. The Non-executive Directors’ remuneration has not been adjusted since 2014. The Company believes that issuing rights to Non-executive Directors in lieu of increasing cash remuneration is a prudent approach and aligns with the Company’s continual approach to implementing cash-saving measures.

ASX Listing Rule 10.14 provides that a company must not issue securities to its directors under an employee incentive scheme, unless specific approval for the issue of securities to named directors is obtained. Shareholder approval is therefore sought for the purposes of ASX Listing Rule 10.14 for the Company to issue 800,000 rights to the Non-executive Directors under the OEP.

If approval is given for the grant of the rights to the Non-executive Directors under ASX Listing Rule 10.14, approval is not required under ASX Listing Rule 7.1 and the rights issued to Non-executive Directors (and any shares issued pursuant to the issue of the rights) will not count towards the 15% share placement cap available under ASX Listing Rule 7.1.

In accordance with the requirements of ASX Listing Rule 10.15, the following information is provided in relation to the proposed issue of rights to the Non-executive Directors:

• Mr Ross Dobinson is the Non-executive Chairman of the Company and Dr Timothy Oldham, Dr Simon Green and Dr Geoff Brooke are Non-executive Directors of the company. Collectively, all of these Directors are referred to as Non-executive Directors and are related parties of the Company for whom approval must be obtained.

• The rights will be issued as follows:

Non-executive Director	Number of rights
Mr Ross Dobinson	320,000
Dr TimothyOldham	160,000
Dr Simon Green	160,000
Dr Geoff Brooke	160,000

• The rights will vest annually in equal tranches over four years commencing 1 January 2018 and in accordance with good governance principles, are subject only to service and do not include a performance vesting condition.

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Resolution 2: Grant of rights to the Non-executive Directors (continued)

• The rights will be issued to the Non-executive Directors for nil cash consideration and therefore no funds will be raised.

• There will be no loan applicable to the grant of rights.

• Each right will give the recipient Non-executive Directors a right to acquire one ordinary share in the Company for nil consideration.

• If this resolution is passed, the rights will be issued to the Non-executive Directors as soon as practically possible but no later than 12 months after the date of the Company’s Annual General Meeting (or such later date as permitted by any ASX waiver or modification of the ASX Listing Rules). The first tranche will vest on 1 January 2019.

• The primary purpose of the issue of the rights to the Non-executive Directors is to provide an alternative to an increase in fees paid to Directors to preserve the Company’s cash reserves, as the Non-executive Directors have not received a remuneration adjustment since 2014.

• Any additional persons (who require approval under ASX Listing Rule 10.14) who become entitled to participate in the OEP and who were not named in this explanatory statement will not participate until approval is obtained under ASX Listing Rule 10.14.

• The issue will also align the interests of the Non-executive Directors with those of shareholders towards long term sustained superior growth.

A voting exclusion applies to Resolution 2, as set out in the notes below.

Resolution 3: Adoption of Remuneration Report (Non-binding Advisory Vote)

General

The Corporations Act 2001 (Corporations Act) requires the Directors’ report to include certain information relating to remuneration arrangements for Directors and senior executives in a remuneration report. The 2018 Remuneration Report can be found at pages 27 to 33 of the Company’s 2018 Annual Report.

The Corporations Act further requires that each Australian listed public company put to a vote at its Annual General Meeting a resolution that the Remuneration Report be adopted. The vote is advisory only and does not bind the Company nor the Directors of the Company. However, the Board will take the outcome of the vote into consideration when reviewing the remuneration policies and practices of the Company.

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Resolution 3: Adoption of Remuneration Report (Non-binding Advisory Vote) (Continued)

Voting consequences

Under the Corporations Act, if, at consecutive Annual General Meetings:

• (a) at least 25% of the votes cast on a Remuneration Report resolution are cast against the adoption of the Remuneration Report; and

• (b) at the first of those Annual General Meetings a Spill Resolution (as defined below) was not put to vote,

a company is required to put to its shareholders a resolution proposing the calling of another meeting of the company’s shareholders ( Spill Meeting ) to consider the composition of the board ( Spill Resolution ). If more than 50% of the votes cast are in favour of the Spill Resolution, the company must convene the Spill Meeting within 90 days of the second of those Annual General Meetings. This is commonly known as the “two-strike” rule.

Previous voting results

At the Company’s 2017 Annual General Meeting, 53% of the votes cast on the resolution to adopt the 2017 Remuneration Report were cast against the resolution. Accordingly, the Company received a “first strike”. It is noted that while the Company recorded a first strike on the 2017 Remuneration Report, no comments nor reasons were given, nor were any concerns raised by the shareholders at the Company’s 2017 Annual General Meeting in relation to the 2017 Remuneration Report.

In light of the voting result in relation to the 2017 Remuneration Report resolution, the Company has increased engagement with shareholders and potential investors regarding the Company's strategy, including the remuneration policies. An investor relations firm has been appointed to enhance investor liaison regarding the Company's strategy. The Board has also continued to consider the recommendations of independent remuneration consultants, Egan Associates received during 2017.

It should be noted that even though the vote on Resolution 3 is advisory only, if more than 25% of the votes cast on this resolution are against adopting the 2018 Remuneration Report, the Contingent Spill Resolution in Resolution 4 will be put to the meeting. The operation and consequences of a Spill Resolution are set out under Resolution 4.

A voting exclusion applies to Resolution 3, as set out in the notes below.

CONTINGENT BUSINESS

Resolution 4: Conditional Spill Resolution

This resolution is a “conditional” resolution. It is conditional on 25% or more of the votes cast on Resolution 3 being cast against the adoption of the 2018 Remuneration Report. This resolution will be considered as an ordinary resolution which means that to be passed, the resolution requires the approval of a simple majority of the votes cast by or on behalf of shareholders entitled to vote on the matter.

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Resolution 4: Conditional Spill Resolution (Continued)

If the votes cast on Resolution 3 against the adoption of the 2018 Remuneration Report are less than 25% of the votes, then the Company will not record a “second strike” and Resolution 4 will not be put forward at the Annual General Meeting.

If this resolution is passed, then the Company must hold the Spill Meeting within 90 days of the Annual General Meeting to consider the composition of the Board. If a Spill Meeting is required, the date of the meeting will be notified to shareholders in due course.

If a Spill Meeting is held, the following Directors will automatically cease to hold office as Directors of the Company at the conclusion of the Spill Meeting, unless they are willing to stand for re-election and are re-elected at the Spill Meeting:

• ₋ Mr Ross Dobinson

• ₋ Dr Timothy Oldham

• ₋ Dr Simon Green

• ₋ Dr Geoff Brooke

For the avoidance of doubt, if Resolution 3 is not passed, even if Dr Timothy Oldham, who is seeking reelection at this year’s Annual General Meeting is elected at the Annual General Meeting, he will still need to be re-elected at the Spill Meeting to remain in office after the Spill Meeting.

Following the Spill Meeting, those persons whose election or re-election as Directors of the Company is approved will be the Directors of the Company.

When considering Resolution 4, the Directors suggest that shareholders consider the additional costs in convening an additional general meeting of the shareholders.

A voting exclusion applies to Resolution 4, as set out in the notes below.

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NOTES

Entitlement to Vote and Proxies

Only registered holders of the Company’s shares as at Tuesday, 30 October 2018 at 7:00 pm are eligible to attend and vote at the Annual General Meeting.

Voting exclusions

In respect of Resolution 2, ASX Listing Rules and the Corporations Act requires the Company to disregard any votes cast in favour of the resolution by any Director of the Company, any associates of those Directors or as a proxy by a member of the Company’s key management personnel ( KMP ) or their related parties.

However, the Company need not disregard a vote if:

• it is cast by a person as proxy for another person who is entitled to vote, in accordance with directions on the proxy form; or

• it is cast by the person chairing the meeting as proxy for another person who is entitled to vote, in accordance with a direction on the proxy form to vote as the proxy decides.

In respect of Resolution 3 and Resolution 4 (if required), the Corporations Act requires that a member of the KMP whose remuneration details are included in the remuneration report (or a closely related party of such KMP) must not vote and the Company will disregard any votes cast by such a person, unless:

• that person does so as a proxy; and

• the vote is not cast on behalf of a KMP whose remuneration details are included in the Remuneration Report (or a closely related party of such KMP); and either:

• the proxy appointment specifies how the proxy is to vote on the resolution; or

• the proxy is the Chairman of the Annual General Meeting and the proxy appointment expressly authorises the Chairman to exercise the proxy even though Resolution 3 and Resolution 4 (if required) is connected directly or indirectly with the remuneration of a KMP.

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Voting by Proxy

A member entitled to attend and vote at this Annual General Meeting is entitled to appoint not more than two proxies using the enclosed proxy form. A proxy need not be a member of the Company. The proxy may be an individual or a body corporate. Your proxy's authority to speak and vote for you at the meeting is suspended if you are present at the meeting.

If you appoint one proxy that proxy may vote on a show of hands. Where two proxies are appointed, each proxy may be appointed to represent a specific proportion of your voting rights on a poll but neither proxy has a vote on a show of hands. If you appoint two proxies and the appointment does not specify the proportion or number of your votes each proxy may exercise, section 249X of the Corporations Act 2001 provides that each proxy may exercise half of the votes (ignoring fractions). If you appoint another member as your proxy, that person will have only one vote on a show of hands and does not have to vote on a show of hands in accordance with any direction by you.

You may direct your proxy how to vote by marking X in one of the three boxes opposite each item of business. All your votes will be cast in accordance with your direction unless you indicate only a portion of votes are to be cast on any item by inserting the percentage of your voting rights applicable to the proxy appointed by the proxy form in the appropriate box. If you do not mark any of the boxes relating to the items of business, your proxy may vote as he or she chooses. If you mark more than one box relating to the same item of business any vote by your proxy on that item will be invalid.

The enclosed proxy form provides further details on appointing proxies and lodging proxy forms. Proxies and the original or a certified copy of the power of attorney (if the proxy form is signed by an attorney) must be received not later than 10:00 am on Tuesday, 30 October 2018:

• by lodging it on-line at the registry’s website (www.linkmarketservices.com.au) in accordance with the instructions given there. (You will be taken to have signed your proxy form if you lodge it in accordance with the instructions given on the website); or

• by post in the reply paid envelope provided addressed to Link Market Services Limited; or

• by facsimile to Link Market Services Limited on fax number (02) 9287 0309. Documents received after that time will not be valid for the scheduled meeting.

Bodies Corporate

A body corporate may appoint an individual as its representative to exercise any of the powers the body may exercise at meetings of the Company's shareholders. The appointment may be a standing one. Unless the appointment states otherwise, the representative may exercise all of the powers that the appointing body could exercise at a meeting or in voting on a resolution. The representative should bring to the meeting evidence of his or her appointment, including any authority under which the appointment is signed, unless it has previously been given to the Company.

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ACRUX LIMITED ABN 72 082 001 152

LODGE YOUR VOTE

ONLINE  www.linkmarketservices.com.au BY MAIL  Acrux Limited C/- Link Market Services Limited Locked Bag A14 Sydney South NSW 1235 Australia  BY FAX +61 2 9287 0309

 BY HAND Link Market Services Limited 1A Homebush Bay Drive, Rhodes NSW 2138; or Level 12, 680 George Street, Sydney NSW 2000

 ALL ENQUIRIES TO Telephone: +61 1300 554 474

X99999999999

X99999999999

PROXY FORM

I/We being a member(s) of Acrux Limited and entitled to attend and vote hereby appoint:

APPOINT A PROXY

the Chairman of the OR if you are NOT appointing the Chairman of the Meeting as your proxy, please write the name of the person or Meeting (mark box) body corporate you are appointing as your proxy

or failing the person or body corporate named, or if no person or body corporate is named, the Chairman of the Meeting, as my/our proxy to act on my/our behalf (including to vote in accordance with the following directions or, if no directions have been given and to the extent permitted by the law, as the proxy sees fit) at the Annual General Meeting of the Company to be held at 10:00am (AEDT) on Thursday, 1 November 2018 at the offices of Pitcher Partners, Level 13, 664 Collins Street, Docklands, Melbourne (the Meeting ) and at any postponement or adjournment of the Meeting.

Important for Resolutions 2 , 3 and 4: If the Chairman of the Meeting is your proxy, either by appointment or by default, and you have not indicated your voting intention below, you expressly authorise the Chairman of the Meeting to exercise the proxy in respect of Resolutions 2, 3 and 4, even though the Resolutions are connected directly or indirectly with the remuneration of a member of the Company’s Key Management Personnel ( KMP ).

The Chairman of the Meeting intends to vote undirected proxies in favour of each item of business with the exception of item 4 where the Chairman of the Meeting intends to vote against.

VOTING DIRECTIONS

Proxies will only be valid and accepted by the Company if they are signed and received no later than 48 hours before the Meeting. Please read the voting instructions overleaf before marking any boxes with an T

Resolutions

• For Against Abstain *

• 1 Re-election of Dr Timothy Oldham as a Director

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• 2 Grant of rights to the Non-executive Directors

3 Adoption of Remuneration Report

4 Conditional Spill Resolution

 * If you mark the Abstain box for a particular Item, you are directing your proxy not to vote on your behalf on a show of hands or on a poll and your votes will not be counted in computing the required majority on a poll.

SIGNATURE OF SHAREHOLDERS – THIS MUST BE COMPLETED

Shareholder 1 (Individual) Joint Shareholder 2 (Individual) Joint Shareholder 3 (Individual) Sole Director and Sole Company Secretary Director/Company Secretary (Delete one) Director

This form should be signed by the shareholder. If a joint holding, either shareholder may sign. If signed by the shareholder’s attorney, the power of attorney must have been previously noted by the registry or a certified copy attached to this form. If executed by a company, the form must be executed in accordance with the company’s constitution and the Corporations Act 2001 (Cth).

ACR PRX1801C

HOW TO COMPLETE THIS SHAREHOLDER PROXY FORM

YOUR NAME AND ADDRESS

This is your name and address as it appears on the Company’s share register. If this information is incorrect, please make the correction on the form. Shareholders sponsored by a broker should advise their broker of any changes. Please note: you cannot change ownership of your shares using this form.

APPOINTMENT OF PROXY

If you wish to appoint the Chairman of the Meeting as your proxy, mark the box in Step 1. If you wish to appoint someone other than the Chairman of the Meeting as your proxy, please write the name of that individual or body corporate in Step 1. A proxy need not be a shareholder of the Company.

DEFAULT TO CHAIRMAN OF THE MEETING

Any directed proxies that are not voted on a poll at the Meeting will default to the Chairman of the Meeting, who is required to vote those proxies as directed. Any undirected proxies that default to the Chairman of the Meeting will be voted according to the instructions set out in this Proxy Form, including where the Resolutions are connected directly or indirectly with the remuneration of KMP.

VOTES ON ITEMS OF BUSINESS – PROXY APPOINTMENT

You may direct your proxy how to vote by placing a mark in one of the boxes opposite each item of business. All your shares will be voted in accordance with such a direction unless you indicate only a portion of voting rights are to be voted on any item by inserting the percentage or number of shares you wish to vote in the appropriate box or boxes. If you do not mark any of the boxes on the items of business, your proxy may vote as he or she chooses. If you mark more than one box on an item your vote on that item will be invalid.

APPOINTMENT OF A SECOND PROXY

You are entitled to appoint up to two persons as proxies to attend the Meeting and vote on a poll. If you wish to appoint a second proxy, an additional Proxy Form may be obtained by telephoning the Company’s share registry or you may copy this form and return them both together.

To appoint a second proxy you must:

• (a) on each of the first Proxy Form and the second Proxy Form state the percentage of your voting rights or number of shares applicable to that form. If the appointments do not specify the percentage or number of votes that each proxy may exercise, each proxy may exercise half your votes. Fractions of votes will be disregarded; and

LODGEMENT OF A PROXY FORM

This Proxy Form (and any Power of Attorney under which it is signed) must be received at an address given below by 10:00am (AEDT) on Tuesday, 30 October 2018, being not later than 48 hours before the commencement of the Meeting. Any Proxy Form received after that time will not be valid for the scheduled Meeting.

Proxy Forms may be lodged using the reply paid envelope or:

ONLINE 

www.linkmarketservices.com.au

Login to the Link website using the holding details as shown on the Proxy Form. Select ‘Voting’ and follow the prompts to lodge your vote. To use the online lodgement facility, shareholders will need their “Holder Identifier” (Securityholder Reference Number (SRN) or Holder Identification Number (HIN) as shown on the front of the Proxy Form).

BY MAIL 

Acrux Limited C/- Link Market Services Limited Locked Bag A14 Sydney South NSW 1235 Australia

 BY FAX

+61 2 9287 0309

BY HAND



delivering it to Link Market Services Limited* 1A Homebush Bay Drive Rhodes NSW 2138

or Level 12 680 George Street Sydney NSW 2000

• During business hours (Monday to Friday, 9:00am–5:00pm)

• (b) return both forms together.

SIGNING INSTRUCTIONS

You must sign this form as follows in the spaces provided:

Individual: where the holding is in one name, the holder must sign. Joint Holding: where the holding is in more than one name, either shareholder may sign.

Power of Attorney: to sign under Power of Attorney, you must lodge the Power of Attorney with the registry. If you have not previously lodged this document for notation, please attach a certified photocopy of the Power of Attorney to this form when you return it.

Companies: where the company has a Sole Director who is also the Sole Company Secretary, this form must be signed by that person. If the company (pursuant to section 204A of the Corporations Act 2001 ) does not have a Company Secretary, a Sole Director can also sign alone. Otherwise this form must be signed by a Director jointly with either another Director or a Company Secretary. Please indicate the office held by signing in the appropriate place.

CORPORATE REPRESENTATIVES

If a representative of the corporation is to attend the Meeting the appropriate “Certificate of Appointment of Corporate Representative” should be produced prior to admission in accordance with the Notice of Meeting. A form of the certificate may be obtained from the Company’s share registry or online at www.linkmarketservices.com.au.

IF YOU WOULD LIKE TO ATTEND AND VOTE AT THE ANNUAL GENERAL MEETING, PLEASE BRING THIS FORM WITH YOU. THIS WILL ASSIST IN REGISTERING YOUR ATTENDANCE.