CTI LOGISTICS LIMITED — AGM Information 2013

Oct 21, 2013

NOTICE OF ANNUAL GENERAL MEETING

CTI LOGISTICS LIMITED ABN 69 008 778 925

Notice is hereby given that the Annual General Meeting of the members of CTI Logistics Limited (the "Company") will be held at 1 Drummond Place, West Perth, Western Australia at 5:00 pm on Tuesday, 26 November 2013.

ORDINARY BUSINESS

FINANCIAL STATEMENTS

To receive and consider the Financial Statements and the reports of the directors and of the auditors of the Company and its controlled entities for the year ended 30 June 2013.

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

ADOPTION OF REMUNERATION REPORT $\mathbf{1}$

"That, for the purpose of section 250R(2) of the Corporations Act, and for all other purposes, the Remuneration Report forming part of the Company's 2013 Annual Report be adopted."

The vote on this resolution is advisory and not binding on the directors or the Company.

Voting Prohibition Statement

A vote on this resolution must not be cast (in any capacity) by or on behalf of any of the following persons:

• $(a)$ a member of the Key Management Personnel ("KMP"), details of whose remuneration are included in the Remuneration Report; or
• $(b)$ a Closely Related Party of such a member.

However, a person described above may vote on this resolution if:

• $(a)$ the person does so as a proxy appointed in writing that specifies how the proxy is to vote on the resolution; and
• $(b)$ the vote is not cast on behalf of a person described in sub-paragraphs (a) or (b) above.

Under the Corporations Act, if 25% or more of votes that are cast are voted against the adoption of the Remuneration Report at two consecutive annual general meetings of the Company, shareholders will be required to vote at the second of those annual general meetings on a resolution (a "spill resolution") on whether to hold a further meeting to spill the board as required by the Corporations Act.

$2.$ RE-ELECTION OF MR MATTHEW WATSON AS A DIRECTOR

"That Mr Watson, who retires by rotation in accordance with the Company's Constitution and, being eligible, offers himself for re-election, be re-elected as a director of the Company."

A Proxy Form accompanies this Notice of Meeting.

By order of the Board.

D A Mellor SECRETARY 21 October 2013

• NOTE: A member of the Company entitled to attend and vote is entitled to appoint not more than two Proxies to attend the Annual General Meeting and vote on his/her behalf. Where more than one Proxy is appointed, each Proxy must be appointed to represent a specified proportion of the member's voting rights. If the appointments do not specify the proportion of votes that each Proxy may exercise, each Proxy may exercise half the votes (fractions disregarded). A Proxy need not be a member of the Company.
• To be effective, the Proxy Form must be properly completed and signed by the member or his attorney duly authorised in writing or, if the member is a body corporate, either in any manner permitted by the Corporations Law or under the hand of an officer or attorney duly authorised in writing by the member.
• The Proxy Form and any Power of Attorney under which it is signed or a notarially certified copy thereof, or a facsimile transmission copy thereof must be received by the Company at its registered office not less than 48 hours before the time of the Annual General Meeting.

How the Chairman will vote undirected proxies

If the Chairman of the Meeting is appointed, or is taken to be appointed, as a Proxy but the appointment does not give directions on how to vote on a resolution, then the Chairman intends to exercise the relevant shareholder's votes in favour of the relevant resolution (subject to the other provisions of this Notice, including the voting exclusions noted above).

If you appoint the Chairman of the Meeting as your Proxy, you should direct the Chairman how to vote on resolution 1 - Adoption of Remuneration Report by marking the "For", "Against", or "Abstain" box in respect of that resolution on the Proxy Form. If the appointment does not specify the way in which the Chairman is to vote on resolution 1 – Adoption expressly authorise the Chairman to exercise the Proxy even though the resolution is connected directly or indirectly with the remuneration of a member of the KMP.

If you do not want the Chairman to exercise the Proxy in accordance with the Chairman's stated intentions on a resolution, you should give directions on how to vote on the resolution by marking the appropriate box of the Proxy Form.

Directing your Proxy how to vote

If a shareholder appoints a Proxy, the shareholder can direct the Proxy how to vote by following the instructions on the Proxy Form. Shareholders are encouraged to direct the Proxy how to vote on the resolutions at the meeting.

Due to the voting exclusion that applies to resolution $1 -$ Adoption of Remuneration Report, KMP of the Company and their closely related parties will not be able to vote your Proxy on resolution $1 -$ Adoption of Remunera how to vote on the resolution, or in the case of the Chairman, if you expressly authorise the Chairman.

If you appoint the Chairman of the Meeting as your Proxy and the appointment does not specify the way in which the Chairman is to vote on resolution 1 - Adoption of Remuneration Report, you expressly authorise the Chairman to exercise the Proxy even though the resolution is connected directly or indirectly with the remuneration of a member of the KMP.

If you intend to appoint a KMP as your Proxy, you are encouraged to direct them how to vote on the resolutions by marking the "For", "Against", or "Abstain" box in respect of each resolution in the Proxy Form.

Determination of voting entitlements

The directors have determined in accordance with Regulation 7.11.37 of the Corporation Regulations 2001 that, for the purposes of attending and voting at the meeting, shares will be taken to be held by the registered holders at 7pm on Sunday, 24 November 2013.

CTI LOGISTICS LIMITED ABN 69 008 778 925

Registered Office: 1 Drummond Place West Perth, Western Australia 6005 Facsimile: (08) 9227 8000

The Secretary CTI Logistics Limited 1 Drummond Place WEST PERTH WA 6005

I/We
------

of ………………………………………………………………………………………………

being a member/members of CTI Logistics Limited

hereby appoint....................................

or failing him/her, the Chairman of the Meeting as my/our Proxy to vote for me/us and on my/our behalf at the Annual General Meeting of the Company to be held at 1 Drummond Place, West Perth, Western Australia on Tuesday, 26 November 2013 at 5:00 pm and at any adjournment thereof.

If two Proxies are being appointed the proportion of my/our voting rights that each Proxy is appointed to represent is as set out above.

If you wish to direct your Proxy how to vote in respect of the proposed resolution, you should tick the appropriate box below. Otherwise your Proxy may vote as he/she thinks fit (subject to the provisions of the Notice of Meeting and the voting restrictions contained therein) or abstain from voting.

Chairman authorised to exercise undirected proxies on remuneration related resolutions: Where I/we have appointed the Chairman of the Meeting as my/our Proxy (or the Chairman becomes my/our Proxy by default), I/we expressly authorise the Chairman to exercise my/our proxy on Resolution 1 (except where I/we have indicated a different voting intention below) even though Resolution 1 is connected directly or indirectly with the remuneration of a member of the Key Management Personnel, which includes the Chairman.

Important Note: If the Chairman of the Meeting is (or becomes) your Proxy you can direct the Chairman to yote for or against or abstain from voting on Resolution 1 by marking the appropriate box below.

ODDINADY BECALLITIONS

UNDINANI NEJULUTIVNJ	гүк	AGAIN ABSIAIN
1. Adoption of Remuneration Report
2. Re-election of Mr Matthew Watson as a director of the Company

Signed this ....................................

Signature of member(s)....................................

• NOTE: * A member of the Company entitled to attend and vote is entitled to appoint not more than two Proxies to attend the Annual General Meeting and vote on his/her behalf. Where more than one Proxy is appointed, each Proxy must be appointed to represent a specified proportion of the member's voting rights. If the appointments do not specify the proportion of votes that each Proxy may exercise, each Proxy may exercise half the votes (fractions disregarded). A Proxy need not be a member of the Company.
• * To be effective, the Proxy Form must be properly completed and signed by the member or his attorney duly authorised in writing or, if the member is a body corporate, either in any manner permitted by the Corporations Law or under the hand of an officer or attorney duly authorised in writing by the member.
• * The Proxy Form and any Power of Attorney under which it is signed or a notarially certified copy thereof, or a facsimile transmission copy thereof must be received by the Company at its registered office not less than 48 hours before the time of the Annual General Meeting.
• * Proxies lodged in favour of the Chairman which do not contain a direction on how to vote will be exercised by the Chairman in favour of the resolutions (subject to the provisions of the Notice of Meeting and the voting restrictions contained therein).
• The directors have determined in accordance with Regulation 7.11.37 of the Corporation Regulations 2001 that, for the purposes of attending and voting at the meeting, shares will be taken to be held by the registered holders at 7pm on Sunday, 24 November 2013.