CENTURIA CAPITAL GROUP — AGM Information 2007

Nov 14, 2007

==> picture [596 x 26] intentionally omitted <==

==> picture [596 x 27] intentionally omitted <==

==> picture [596 x 27] intentionally omitted <==

==> picture [596 x 26] intentionally omitted <==

==> picture [596 x 27] intentionally omitted <==

==> picture [596 x 27] intentionally omitted <==

VIA ELECTRONIC LODGEMENT

15 November 2007

Australian Stock Exchange Company Announcements Platform

OPEN LETTER FROM INDEPENDENT DIRECTORS AND MANAGING DIRECTOR

Please find attached a copy of a letter to shareholders from the Independent Directors and Managing Director of Over Fifty Group Limited.

==> picture [39 x 352] intentionally omitted <==

OFG advises that all costs associated with the issue of the letter are being met by the Independent Directors and Managing Director.

Yours faithfully

CATHERINE ANNE JONES COMPANY SECRETARY

Over Fifty Group Limited ABN 22 095 454 336 call 1300 50 50 50 fax (03) 9629 3397 visit Level 30, 367 Collins St, Melbourne, Vic 3000. post GPO Box 695, Melbourne, Vic 3001.

15 November 2007

URGENT : TO SUPPORT THE INDEPENDENT DIRECTORS AT THE AGM PLEASE SIGN AND RETURN THE PROXY FORM SENT WITH THIS LETTER BY RETURN MAIL

IMPORTANT LETTER TO OFG SHAREHOLDERS FROM THE INDEPENDENT DIRECTORS AND THE MANAGING DIRECTOR

Dear Shareholder

You may have recently received an Open Letter to Shareholders from Mr McBain dated 5 November 2007 seeking your support for proposals that he will put to the AGM.

You may recall that Mr. McBain was the principal shareholder in Century Funds Management Ltd, and that he joined our board at our invitation when OFG purchased his company in July last year.

Mr. McBain now wants to replace 4 of the 5 Independent Directors with 4 new directors of his choosing. We consider this proposal would effectively deliver control of the Company to Mr. McBain and his nominees and would in our opinion, jeopardise the security and stability of the Company

The Independent Directors strongly recommend that you reject Mr. McBain’s proposals .

The facts are;

1. Financial Strength

The Company is in a strong financial position and we are confident of a growth in profits in the current financial year.

2. Share value and Income

The current board has overseen growth in share value in excess of 140% on the $1.00 issue price in 2002, and has consistently delivered strong dividend income to shareholders

3. Board experience

The current board members are committed and experienced. Mr McBain’s nominees however, have not indicated any experience with Friendly Societies or as directors of ASX listed companies.

4. Strategy

The current board is successfully implementing the transition of the Company from reliance on Friendly Society funds to other funds management activities. Mr. McBain has not articulated to shareholders the strategy he would adopt.

5. Shareholder representation and renewal

Mr. McBain was invited onto the board to represent the largest group of Shareholders. Chris Martin was also added last year as Managing Director and the board was in the process of implementing further renewal arrangements

when Mr McBain declared his intentions. The current board has no wish to limit further appropriate shareholder representation in the normal course.

6. No confidence in Mr. McBain

The current directors lost all confidence in Mr McBain when he recently commenced legal proceedings against the Company in the Federal Court, where he unsuccessfully attempted to halt an important strategic review being undertaken by the Company.

7. Result of Strategic Review

The Board, with the assistance of Macquarie Bank and after considering a wide range of options, has now concluded that review. Based on indicative proposals received, Macquarie recommended that a merger of the Company would be the course most likely to maximise shareholder value. The litigation instituted by Mr McBain, and his refusal to cooperate with interested parties to date, has we believe, adversely impacted on the implementation of this process.

8. The Future

If Mr McBain’s proposals are rejected by shareholders, the board will continue to pursue current business opportunities whilst remaining willing to implement major strategic options in the interests of all shareholders, if and when opportunities arise.

If you are willing to support the board and to reject Mr. McBain’s proposals, please sign and send the proxy form attached to this letter in the reply paid envelope as soon as possible. (Please note this form will supersede any form you may have previously returned and must be received by the share registry 48 hours before the AGM, ie by 11:30am 26 November 2007.)

==> picture [155 x 37] intentionally omitted <==

Murray Chessell Chairman

==> picture [192 x 59] intentionally omitted <==

Jonathon Forster Director

==> picture [177 x 47] intentionally omitted <==

Murray Grant Director

==> picture [121 x 74] intentionally omitted <==

Malcolm Gray Director

==> picture [111 x 57] intentionally omitted <==

Chris Martin Managing Director

==> picture [109 x 55] intentionally omitted <==

Robert Officer Director