CHALLENGER LIMITED — Declaration of Voting Results & Voting Rights Announcements 2024

Oct 23, 2024

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Level 2, 5 Martin Place Sydney NSW 2000 Australia GPO Box 3698 Sydney NSW 2001 challenger.com.au Telephone 02 9994 7000

24 October 2024

The Manager Companies Announcements Platform ASX Limited 20 Bridge Street SYDNEY NSW 2000

Dear Sir/Madam

Results of the Annual General Meeting held on 24 October 2024

In accordance with Listing Rule 3.13.2 and Section 251AA of the Corporations Act 2001, Challenger Limited advises the results of voting at the Annual General Meeting held today.

Resolution 2(a) That Mr John M. Green, who retires by rotation in accordance with clause 8.1(e) of the Constitution of Challenger, be re-elected as a Director of Challenger.

That Mr John M. Green, who retires by rotation in accordance with clause 8.1(e) of the Constitution of Challenger, be re-elected as a Director of Challenger.	That Mr John M. Green, who retires by rotation in accordance with clause 8.1(e) of the Constitution of Challenger, be re-elected as a Director of Challenger.	That Mr John M. Green, who retires by rotation in accordance with clause 8.1(e) of the Constitution of Challenger, be re-elected as a Director of Challenger.	That Mr John M. Green, who retires by rotation in accordance with clause 8.1(e) of the Constitution of Challenger, be re-elected as a Director of Challenger.	That Mr John M. Green, who retires by rotation in accordance with clause 8.1(e) of the Constitution of Challenger, be re-elected as a Director of Challenger.	That Mr John M. Green, who retires by rotation in accordance with clause 8.1(e) of the Constitution of Challenger, be re-elected as a Director of Challenger.	That Mr John M. Green, who retires by rotation in accordance with clause 8.1(e) of the Constitution of Challenger, be re-elected as a Director of Challenger.	That Mr John M. Green, who retires by rotation in accordance with clause 8.1(e) of the Constitution of Challenger, be re-elected as a Director of Challenger.
The instructions given to validly appointed proxies in respect of the resolution were as follows: For Against Abstain Open 466,504,853 6,658,972 225,469 1,123,072 The motion was carried as an ordinary resolution on a poll the details of which are: For % Against % Abstain 469,000,986 98.60% 6,661,295 1.40% 225,469
For		Against		Abstain		Open
466,504,853		6,658,972		225,469		1,123,072
The motion was carried as an ordinary are:				resolution on a poll
For	%		Against		%		Abstain
469,000,986	98.60%		6,661,295		1.40%		225,469

Sydney Level 2, 5 Martin Place, Sydney NSW 2000 Australia, GPO Box 3698 Sydney NSW 2001, Telephone 02 9994 7000 Melbourne Level 19, 31 Queen Street PO Box 297, Flinders Lane, Melbourne VIC 3000 Telephone 02 9994 7000 Brisbane Level 6, 215 Adelaide Street GPO Box 3234, Brisbane QLD 4000 Telephone 07 3136 5400 Perth Level 26, 140 St Georges Terrace, Perth WA 6000 Telephone 08 6466 9613 Adelaide Level 7, Suite 714, 147 Pirie Street, Adelaide SA 5000 Telephone 08 8427 9511

Challenger Limited ABN 85 106 842 371 | Challenger Group Services Pty Limited ABN 91 085 657 307 Challenger Life Company Limited ABN 44 072 486 938 AFSL 234670 | Challenger Investment Partners Limited ABN 29 092 382 842 AFSL 234 678 Challenger Retirement and Investment Services Limited ABN 80 115 534 453 AFSL295642 RSE Licence No. L0001304 Challenger Mortgage Management Pty Ltd ABN 72 087 271 109 | Challenger Securitisation Management Pty Ltd ABN 56 100 346 898 AFSL 244593 Challenger Investment Solutions Management Pty Ltd ABN 63 130 035 353 AFSL 487354

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Resolution 2(b)
	That Dr Heather Smith, who retires by rotation in accordance with clause 8.1(e) of the Constitution of Challenger, be re-elected as a Director of Challenger. The instructions given to validly appointed proxies in respect of the resolution were as follows: For Against Abstain Open 466,741,707 6,452,059 195,128 1,123,472 The motion was carried as an ordinary resolution on a poll the details of which are: For % Against % Abstain 469,210,656 98.64% 6,453,261 1.36% 223,833
	For		Against		Abstain		Open
	466,741,707		6,452,059		195,128		1,123,472
	The motion was carried as an ordinary are:				resolution on a poll
	For	%		Against		%		Abstain
	469,210,656	98.64%		6,453,261		1.36%		223,833

Resolution 2(c) That Ms Lisa Gray, who retires by rotation in accordance with clause 8.1(d) of the Constitution of Challenger, be elected as a Director of Challenger. The instructions given to validly appointed proxies in respect of the resolution were as follows:

For	For	Against	Against	Abstain	Abstain	Open	Open
472,092,525		1,057,611		198,773		1,163,457
The motion was carried as an ordinary are:				resolution on a poll
For	%		Against		%		Abstain
474,095,782	99.78%		1,058,813		0.22%		198,773

Resolution 3 That the Remuneration Report for Challenger for the financial year ended 30 June 2024 be adopted.

The instructions given to validly appointed proxies in respect of the resolution were as follows:

	For	Against		Abstain		Open
	456,086,244	16,883,767		282,020		1,094,528
The motion was carried as an ordinary resolution on a poll					the details of which
are:

For	%	Against	%	Abstain
457,422,665	96.33%	17,426,161	3.67%	282,020

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Resolution 4 That, for the purposes of ASX Listing Rule 10.14 and all other purposes, approval is given for the grant of long-term Hurdled Performance Share Rights to Challenger’s Managing Director and CEO, Nicolas Hamilton, under the Challenger Performance Plan and on the terms described in the Explanatory Notes included in the Notice of Meeting.

to Challenger’s Managing Director and CEO, Nicolas Hamilton, under the Challenger Performance Plan and on the terms described in the Explanatory Notes included in the Notice of Meeting.	to Challenger’s Managing Director and CEO, Nicolas Hamilton, under the Challenger Performance Plan and on the terms described in the Explanatory Notes included in the Notice of Meeting.	to Challenger’s Managing Director and CEO, Nicolas Hamilton, under the Challenger Performance Plan and on the terms described in the Explanatory Notes included in the Notice of Meeting.	to Challenger’s Managing Director and CEO, Nicolas Hamilton, under the Challenger Performance Plan and on the terms described in the Explanatory Notes included in the Notice of Meeting.
The instructions given to validly appointed proxies in respect of the resolution were as follows:
For	Against	Abstain	Open
454,236,797	19,000,042	199,692	1,075,835

The motion was carried as an ordinary resolution on a poll the details of which are:	The motion was carried as an ordinary resolution on a poll the details of which are:	The motion was carried as an ordinary resolution on a poll the details of which are:	The motion was carried as an ordinary resolution on a poll the details of which are:	The motion was carried as an ordinary resolution on a poll the details of which are:
For	%	Against	%	Abstain
455,733,648	95.89%	19,535,202	4.11%	618,900

Yours faithfully

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Linda Matthews Company Secretary

This document has been authorised for release by the Challenger Limited Continuous Disclosure Committee.

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