ENERGY ACTION LIMITED — AGM Information 2017

Oct 12, 2017

NOTICE OF 2017 ANNUAL GENERAL MEETING AND EXPLANATORY MEMORANDUM

Contents

1 Chairman’s Letter 3 2 Location 4 3 Conduct of the Meeting 5 4 Voting on Resolutions 6 5 Notice of Meeting 8 6 Explanatory Memorandum 10 7 Glossary 12

Separate Attachment: Proxy Form

This is an important document. Please read it carefully.

If you are unable to attend the Meeting please complete the proxy form and return it in accordance with the instructions.

Energy Action Limited (ACN 137 363 636)

NOTICE OF 2017 ANNUAL GENERAL MEETING AND EXPLANATORY MEMORANDUM

For a meeting to be held on Wednesday, 15th November 2017 at the offices of DLA Piper, Level 22, 1 Martin Place Sydney NSW at 2.00pm (AEDT)

Chairman’s Letter

16 October 2017

Dear Shareholder,

It is with pleasure that I invite you to the 2017 Annual General Meeting (the Meeting) of Energy Action Limited (Energy Action or the Company). The Meeting is an opportunity for Shareholders to talk to the directors and the senior management team about Energy Action and I encourage you to attend.

The Meeting will be held on Wednesday, 15th November 2017 at 2.00pm (AEDT) at the offi ce of DLA Piper, Level 22, 1 Martin Place, Sydney NSW.

Please fi nd enclosed the Notice of Meeting, Explanatory Memorandum, proxy form and business reply envelope.

If you are attending the Meeting, please bring the enclosed proxy form with you as the barcode will assist in the registration process. If you are unable to attend, please complete and return your proxy form by one of the methods set out in this Notice to be received no later than 2.00pm (AEDT) on Monday, 13th November 2017.

If you would like to submit a question to me (as Chairman) and/or our external auditor, Ernst & Young, prior to the Meeting, please email the Company Secretary (Anna.Sandham@ energyaction.com.au). Please note that any written questions must be sent to the Company Secretary and received no later than 5.00pm on Wednesday, 8th November 2017.

If you require further information or have questions, please contact Energy Action’s Share Registry on 1300 554 474 (within Australia) or +61 1300 554 474 (outside Australia).

I look forward to your attendance at the Meeting.

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Mr Murray Bleach CHAIRMAN

Energy Action Limited, Level 5, 56 Station Street, Parramatta NSW 2150 1300 553 551 | info@energyaction.com.au | www.energyaction.com.au

NOTICE OF 2017 ENERGY ACTION ANNUAL GENERAL MEETING AND EXPLANATORY MEMORANDUM

3

Location

VENUE

The Meeting of the Shareholders of Energy Action will be held at:

COMMENCING

2.00pm, Wednesday, 15th November 2017

DLA Piper, Level 22, 1 Martin Place, Sydney

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----- Start of picture text -----

2017 AGM
DLA Piper
Level 22, 1 Martin Pl
Sydney 2000
Wynard
Station
Martin
Place
Station
Angel Pl
Martin Pl
King St
King St
Hunter St
Elizabeth St
Phillip St
George St
George St
Wynard Ln Pitt St
Castlereagh St
York St
----- End of picture text -----

CLOSEST TRAIN STATION – WYNYARD

Exit Wynyard Station towards George Street Walk south on George Street for 210m Turn left onto Martin Place

Walk east 100m Entrance to “Offi ce Tower” is on the right Up escalator, then walk 50m across to lifts

SELF DRIVE/PARKING

AGENDA

Wednesday, 15th November 2017

1.00pm Registration begins 1.30pm Light refreshments 2.00pm Annual General Meeting commences Welcome to Shareholders by Chairman CEO presentation Items of Business

A. Secure Parking

No 1 Martin Place Car Park Entrance 159 Pitt St, Sydney 2000

B. Wilson Parking

Angel Place Car Park Entrance 123 Pitt St, Sydney 2000 Short walk to Martin Place

4 ENERGY ACTION LIMITED (ACN 137 363 636)

Conduct of the Meeting

The Annual General Meeting is an important event and we encourage Shareholders to actively participate.

Important information about the conduct of the Meeting is set out below.

DISCUSSION AND ASKING QUESTIONS

Discussion will take place on all the items of business as set out on pages 8 to 9.

WEBCAST AND PHOTOGRAPHY

For those that may not be able to attend the Meeting we expect to make a live and a recorded broadcast available via a webcast viewable at www.energyaction.com.au.

For the safety and security of all those present at the Meeting, cameras and recording devices are not permitted.

The Explanatory Memorandum also provides further information relating to the items of business.

Shareholders will have the opportunity to ask questions at the Meeting including an opportunity to ask questions of the Auditor on the:

• Conduct of the audit;

• Preparation and content of the Independent Auditor’s Report;

• Accounting policies adopted by the Company in relation to the preparation of the financial statements; and

• Independence of the Auditor in relation to the conduct of the audit.

To ensure that as many Shareholders as possible have the opportunity to speak, Shareholders are requested to observe the following guidelines:

• Please keep questions as brief as possible and relevant to the matters being discussed.

• If you have more than one question, please ask all questions at the one time.

Shareholders who are unable to attend the Meeting or who may prefer to register written questions in advance are invited to do so by emailing the Company Secretary (Anna.Sandham@energyaction.com.au).

An opportunity for discussion will be provided on each item of business prior to Shareholders being asked to vote.

NOTICE OF 2017 ENERGY ACTION ANNUAL GENERAL MEETING AND EXPLANATORY MEMORANDUM

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Voting on Resolutions

SHAREHOLDERS WHO ARE ENTITLED TO VOTE

For the purposes of this Meeting and in accordance with regulation 7.11.37 of the Corporations Regulations 2001 (Cth), the Directors have determined that a person’s entitlement to vote at Meeting will be the entitlements of that person set out in the register of members as at 7.00pm (AEDT) on Monday, 13th November 2017.

At the Meeting, each Shareholder in entitled to:

• (a) 1 vote on a show of hands; and

• (b) 1 vote for each fully paid Share they hold, on a poll.

If more than one joint holder of Shares is present at the AGM (whether personally, by proxy or by attorney or by representative), and tenders a vote, only the vote of the joint holder whose name appears first on the register will be counted.

VOTING BY PROXY

A Shareholder is entitled to appoint a proxy to attend and vote on their behalf at the Meeting. A proxy need not be a Shareholder of Energy Action and may be an individual or body corporate.

Shareholders wishing to appoint a Director (including the Chairman of the Meeting) or other member of the Key Management Personnel (KMP) of Energy Action as their proxy should read carefully the instructions on the proxy form and mark the relevant box to ensure their votes are not disregarded.

A Shareholder entitled to cast two or more votes at the Meeting may appoint two proxies and specify the proportion or number of votes each proxy is appointed to exercise. If the Shareholder appoints two proxies and does not specify the proportion or number of votes each proxy may exercise, then each proxy may exercise half of the votes. Where two proxies are appointed, neither proxy may vote on a show of hands. A Shareholder wishing to appoint a second proxy can obtain an additional proxy form by contacting Link Market Services Limited, or can copy the proxy form, and return them together.

A proxy form is enclosed with this Notice of Meeting. To be valid proxy forms and any authority (or certified copy of that authority) under which any proxy form is signed, must be received:

1. online at www.linkmarketservices.com.au, by entering their 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” (Shareholder Reference Number (SRN) or Holder Identification Number (HIN) as shown on the front of the proxy form); or

2. by mail using the reply paid envelope to Energy Action Limited, c/o Link Market Services, Locked Bag A14 Sydney South NSW 1235; or

3. by facsimile number to Energy Action Limited, c/o Link Market Services Limited on +61 2 9287 0309; or

4. by hand delivery to to Energy Action Limited, c/o Link Market Services, 1A Homebush Bay Drive, Rhodes NSW 2138; or

5. at the registered office of Energy Action on Level 5, 56 Station Street, Parramatta (facsimile number +61 2 9475 0954),

by no later than 2.00pm (AEDT) on Monday, 13th November 2017 (48 hours before the Meeting).

If you return your proxy form but do not nominate a representative, the Chairman of the Meeting will be your proxy and will vote on your behalf as you direct on the proxy form. If your nominated representative does not attend the Meeting then your proxy will revert to the Chairman of the Meeting and he may vote as he thinks fit in relation to any motion or resolution other than those (if any) in respect of which an indication of the manner of voting is given on your proxy form.

6 ENERGY ACTION LIMITED (ACN 137 363 636)

KMP – UNDIRECTED PROXIES

The Chairman of the Meeting intends to vote undirected proxies in favour of each resolution in the Notice of Meeting.

If a Shareholder appoints the Chairman as their proxy (or the Chairman becomes the Shareholder’s proxy by default) but does not complete any of the boxes “For”, “Against” or “Abstain” opposite Resolution 1 on the proxy form, the Shareholder will be giving express authority for the Chairman to vote on Resolution 1 in accordance with the Chairman’s stated voting intention, even though the resolution is connected directly or indirectly with the remuneration of a member of the Key Management Personnel for the Company. The Chairman intends to cast all such proxies FOR Resolution 1.

CORPORATE REPRESENTATIVES

A body corporate which is a Shareholder, or which has been appointed as a proxy, may appoint an individual to act as its representative at the Meeting. The appointment must comply with the requirements of sections 250D of the Corporations Act 2001 (Cth) (Corporations Act). The representative should bring to the Meeting evidence of his or her appointment, including any authority under which it is signed, unless it has previously been given to Energy Action. A form for this purpose may be obtained from Link Market Services Limited or online at www.linkmarketservices.com.au (refer also to the “Corporate Representatives” section of the Proxy Form).

If a Shareholder wishes to appoint the Chairman as proxy with a direction to vote against, or abstain from voting on Resolution 1, the Shareholder must specify this by ticking the “Against” or “Abstain” boxes opposite Resolution 1 on the proxy form.

If a Shareholder appoints a member of KMP (other than the Chairman of the Meeting) or a Closely Related Party of any such member of KMP, as its proxy and such Shareholder does not direct that person how to vote on Resolution 1 (by marking the appropriate “For”, “Against” or “Abstain” box), that Shareholder’s proxy will not be able to vote on their behalf on Resolution 1.

VOTING BY ATTORNEY

A Shareholder may appoint an attorney to vote on his/her behalf. For an appointment to be effective for the Meeting, the original instrument effecting the appointment (or a certified copy of it) must be received by Energy Action at its registered office or one of the addresses listed above for the receipt of proxy appointments no later than 2.00pm (AEDT) on Monday, 13th November 2017 being at least 48 hours before the Meeting.

NOTICE OF 2017 ENERGY ACTION ANNUAL GENERAL MEETING AND EXPLANATORY MEMORANDUM

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Notice of Meeting

Notice is hereby given that the Annual General Meeting of Energy Action Limited will be held on Wednesday, 15th November 2017 at 2.00pm (AEDT) at the offices of DLA Piper, Level 22, 1 Martin Place, Sydney NSW.

Important Information:

• 1) The Resolutions set out in this Notice should be read in conjunction with the Explanatory Memorandum.

• 2) Certain capitalised terms and abbreviations used below are defined in the Glossary at page 12 .

• 3) Certain Shareholders are excluded from voting in relation to particular Resolutions and the Company must disregard votes cast by or on behalf of those Shareholders. Please do not vote if your vote must be disregarded or if you must not vote as outlined in the paragraphs below.

The business of the Meeting is as follows:

A. CONSIDERATION OF REPORTS

To receive and consider the Company’s Financial Report, the Directors’ Report and the Independent Auditor’s Report for the year ended 30 June 2017.

Shareholders can view the Annual Report which contains the Annual Financial Report for the year ended 30 June 2017 on Energy Action’s website at www.energyaction.com.au.

Note: There is no requirement for Shareholders to approve these reports.

B. QUESTIONS AND COMMENTS

Following consideration of the Reports, the Chairman will give shareholders a reasonable opportunity to ask questions about, or comment on the management of the Company.

Refer to page 5 for further details.

C. ITEMS FOR APPROVAL

Resolution 1.

Adoption of Remuneration Report

To consider, and if thought fit, pass the following resolution as non-binding ordinary resolution of the Company:

“That the Company’s Remuneration Report for the financial year ended 30 June 2017, as set out in the Directors’ Report, is adopted.”

The Remuneration Report is contained in the 2017 Annual Report (available at www.energyaction. com.au). Please note that, in accordance with section 250R(3) of the Corporations Act 2001 (Cth) (Corporations Act), the vote on this resolution is advisory only and does not bind the Directors or the Company.

Voting Exclusion Statement for Resolution 1

A vote on Resolution 1 must not be cast (in any capacity) by, or on behalf of, the following persons:

• (a) a member of the Key Management Personnel (KMP) whose remuneration details are included in the 2017 Remuneration Report; or

• (b) a closely related party of such a KMP (including close family members and companies the KMP controls).

However, a person described above may cast a vote on Resolution 1 as a proxy if the vote is not cast on behalf of a person described above and either:

• (a) the proxy appointment is in writing that specifies the way the proxy is to vote (e.g. for, against, abstain) on the resolution; or

• (b) the vote is cast by the chair of the Meeting and the appointment of the chair as proxy:

• (i) does not specify the way the proxy is to vote on the resolution; and

• (ii) expressly authorises the chair to exercise the proxy even if the resolution is connected directly or indirectly with the remuneration of a member of the KMP.

“Key management personnel” and “closely related party” have the same meaning as set out in the Corporations Act 2001 (Cth).

8 ENERGY ACTION LIMITED (ACN 137 363 636)

Resolution 2. Election of Director Mr John Mackay AM

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

“That Mr John Mackay, a Director of Energy Action Limited who retires in accordance with clause 45.2 of the Constitution, and being eligible for election, is elected as a Director of Energy Action Limited.”

Resolution 3.

Re-election of Director Mr Paul Meehan

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

“That Mr Paul Meehan, a Director of Energy Action Limited who retires in accordance with clause 46.2 of the Constitution, and being eligible for re-election, is re-elected as a Director of Energy Action Limited.”

For more information on the proposed resolutions, please refer to the accompanying Explanatory Memorandum attached to this Notice of 2017 Annual General Meeting.

By order of the Board

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Mr Murray Bleach Chairman 16 October 2017

NOTICE OF 2017 ENERGY ACTION ANNUAL GENERAL MEETING AND EXPLANATORY MEMORANDUM

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Explanatory Memorandum

The information below is an explanation of the business to be considered at the Meeting.

CONSIDERATION OF REPORTS

As required by the Corporations Act 2001 (Cth) (Corporations Act), the Financial Report, the Directors’ Report and the Independent Auditor’s Report for the year ended 30 June 2017 will be laid before the Meeting. There is no requirement for a formal resolution on this item. However, the Chair of the Meeting will allow a reasonable opportunity for the Shareholders as a whole at the Meeting to ask questions about, or make comments on, those reports.

A copy of the Company’s 2017 Annual Report (which includes the Financial Report, the Directors’ Report and the Independent Auditor’s Report) is available at www.energyaction.com.au. A copy of the 2017 Annual Report will be sent to those Shareholders that requested one. Shareholders who wish to receive a hard copy of the 2017 Annual Report should contact Link Market Services Limited.

During this item of business an opportunity will be given to Shareholders to ask questions about, or make comments on the 2017 Annual Report and management of Energy Action.

Similarly, a reasonable opportunity will be given to Shareholders, as a whole, to ask the Auditor questions relevant to the conduct of the audit, the preparation and content of the Independent Auditor’s Report, the accounting policies adopted by Energy Action in relation to the preparation of its financial statements and the independence of the Auditor in relation to the audit for the year ended 30 June 2017.

Shareholders may also submit written questions directed to the Auditor by emailing the Company Secretary (Anna.Sandham@energyaction.com. au). Relevant written questions for the Auditor must be received by no later than 5.00pm (AEDT) on Wednesday, 8th November 2017.

Resolution 1: Adoption of Remuneration Report

Section 250R(2) of the Corporations Act requires that the section of the Directors’ Report dealing with the remuneration of directors and key management personnel (KMP) of the Company (Remuneration Report) be put to the vote of shareholders for adoption by way of a non-binding vote.

Broadly, the Remuneration Report details the remuneration policy for the Company and:

• explains the structure of and rationale behind the Group’s remuneration practices and the link between the remuneration of executives and the Group’s performance;

• sets out remuneration details for each Director and for each executive with authority and responsibility for directing the affairs of the Company; and

• discusses the relationship between the policy and the Group’s performance.

Shareholders can view the full Remuneration Report in the Annual Report which is available on the Energy Action website at www.energyaction.com.au.

Following consideration of the Remuneration Report, the Chairman of the Meeting will give shareholders a reasonable opportunity to ask questions about, or make comments on, the Remuneration Report. A resolution that the Remuneration Report be adopted will then be put to the vote. The vote on this resolution is advisory only and does not bind the Directors or the Company. However the Board will take the outcome of the vote into account in setting remuneration policy for future years.

The Directors abstain, in the interests of corporate governance, from making a recommendation in relation to this Resolution.

10 ENERGY ACTION LIMITED (ACN 137 363 636)

Resolution 2:

Election of Mr John Mackay AM as a director

Mr John Mackay AM was appointed an independent Non-Executive Director of Energy Action on 30 June 2017.

Mr Mackay has over 15 years of experience as a chairman and director of major companies across the communications, utilities, health, construction and education sectors.

He created ActewAGL, a retailer of electricity and gas in the Australian Capital Territory and Southern New South Wales. Under his leadership as chief executive officer, and chairman, it provided residents with the cheapest electricity prices as well as the best customer service.

Mr Mackay is the independent non-executive chairman of Speedcast International (ASX:SDA), a listed satellite services company and Chairman of the National Arboretum Foundation. He has also been a Chairman or Director of several charitable, arts and sporting boards and was previously Chancellor of the University of Canberra.

Mr Mackay holds a Bachelor of Arts (Administration) / Economics from the University of Canberra and an Honorary Doctorate from the University of Canberra and his major achievements include:

• Creating and leading one of the most profitable energy retailers in the ACT and Southern NSW; and

Resolution 3:

Re-election of Mr Paul Meehan as a director

Mr Paul Meehan was appointed a Non-executive Director of Energy Action on 11 October 2011 following the Company’s ASX listing after previously being a Non-Executive Director of the private company from inception.

Mr Meehan is a practising lawyer with over 25 years’ experience and expertise advising in all facets of the law with a range of clients from S&P / ASX 50 ASX listed companies to individuals buying their first home.

Mr Meehan has his own legal practice in suburban Sydney with approximately 25 employees.

Mr Meehan is also a Non-executive Director of First Commercial Realty Pty Ltd (trading as LJ Hooker Commerical Macarthur), one of the largest commercial real estate offices in the South West of Sydney.

Mr Meehan completed his legal studies through the Law Extension Committee, Sydney University (SAB) and holds a Diploma in Law (SAB).

Mr Meehan is a Member of each of the Audit & Risk Management, Nomination and Remuneration Committees.

Directors’ recommendation

The Directors (other than Mr Meehan) unanimously recommend you vote in favour of Resolution 3.

• Being appointed as a Member of the Order of Australia in 2004, and named Canberra Citizen of the Year in 2008.

Mr Mackay is Chairman of the Remuneration Committee and a member of each of the Audit & Risk Management and Nomination Committees.

Directors’ recommendation

The Directors (other than Mr Mackay) unanimously recommend you vote in favour of Resolution 2.

NOTICE OF 2017 ENERGY ACTION ANNUAL GENERAL MEETING AND EXPLANATORY MEMORANDUM

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Glossary

	means the annual report of Energy Action that includes the f nancial report,
Annual Report	the Directors' report and the independent audit report for the period ended 30
	June 2017.
ASX	means ASX Limited or the Australian Securities Exchange, as the context requires.
Auditor	means Ernst & Young, the Company’s external independent auditor.
Board	means board of Directors of Energy Action Limited.
	In relation to a member of the KMP, means the member’s spouse, child or
	dependant (or a child or dependant of the member’s spouse), anyone else in
Closely Related Party	the member’s family who may be expected to inf uence or be inf uenced by the
	member in the member’s dealing with Energy Action (or the Energy Action Group),
	and anycompanythe member controls.
Company or Energy Action	means Energy Action Limited (ACN 137 363 636).
Constitution	means the constitution of Energy Action Limited.
Corporations Act	means the Corporations Act 2001 (Cth).
Directors	means the directors of the Company.
	means key management personnel having authority and responsibility for planning,
KMP	directing or controlling the activities of the Company, whether directly or indirectly
	includinganydirector(whether executive and non-executive)of the entity.
Listing Rules	means Listing Rules of ASX.
	means the meeting the subject of this Notice of Meeting to be held on Wednesday,
Meeting	15th November 2017 at the off ces of DLA Piper, Level 22, 1 Martin Place, Sydney
	NSW at 2.00pm(AEDT).
Notice of Meeting	this notice of Meeting and any notice of any adjournment of the Meeting.
Share	means an ordinary share in the Company.
Shareholder	a registered holder of one or more Shares.

12 ENERGY ACTION LIMITED (ACN 137 363 636)

ENERGYACTION.COM.AU

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Energy Action Limited

ACN 137 363 636

LODGE YOUR VOTE

ONLINE  www.linkmarketservices.com.au

BY MAIL  Energy Action 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

• FOR ALL ENQUIRIES CALL: Telephone: +61 1300 554 474

X99999999999 X99999999999 PROXY FORM I/We being a shareholder(s) of Energy Action Limited (Company) and entitled to attend and vote hereby: 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 2:00pm on Wednesday, 15 November 2017 at DLA Piper, Level 22, 1 Martin Place, Sydney NSW (the Meeting ) and at any postponement or adjournment of the Meeting. Important for Resolution 1: 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 Resolution 1, even though the Resolution is 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. 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 Adoption of Remuneration Report

1 Adoption of Remuneration Report

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• 2 Election of Director Mr John Mackay

• 3 Re-election of Director Mr Paul Meehan

 * 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) Sole Director and Sole Company Secretary	Joint Shareholder 2 (Individual) Director/Company Secretary (Delete one)	Joint Shareholder 3 (Individual) 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).

EAX PRX1701C

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.

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.

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.

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 2:00pm on Monday, 13 November 2017, 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.

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 Resolution is connected directly or indirectly with the remuneration of KMP.

Only Voting Forms issued by the Company will be deemed valid and accepted by the Company.

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

ONLINE 

www.linkmarketservices.com.au

PROXY VOTING BY THE CHAIRMAN OF THE MEETING On a poll, the Chairman of the Meeting will vote directed proxies as directed Login to the Link website using the holding details as shown and may vote undirected proxies as the Chairman of the Meeting sees fit. If on the Proxy Form. Select ‘Voting’ and follow the prompts to the Chairman of the Meeting is your proxy or becomes your proxy by default, lodge your vote. To use the online lodgement facility, and you do not provide voting directions, then by submitting the Voting Form, shareholders will need their “Holder Identifier” (Securityholder you are expressly authorising the Chairman of the Meeting to exercise your Reference Number (SRN) or Holder Identification Number (HIN) proxy on resolutions that are connected directly or indirectly with the as shown on the front of the Proxy Form). remuneration of KMP. BY MOBILE DEVICE QR Code VOTES ON ITEMS OF BUSINESS – PROXY APPOINTMENT Our voting website is designed specifically You may direct your proxy how to vote by placing a mark in one of the boxes for voting online. You can now lodge opposite each item of business. All your shares will be voted in accordance your proxy by scanning the QR code with such a direction unless you indicate only a portion of voting rights are adjacent or enter the voting link to be voted on any item by inserting the percentage or number of shares you www.linkmarketservices.com.au into wish to vote in the appropriate box or boxes. If you do not mark any of the your mobile device. Log in using the boxes on the items of business, your proxy may vote as he or she chooses. Holder Identifier and postcode for your If you mark more than one box on an item your vote on that item will be invalid. shareholding. If you wish to appoint a Director (other than the Chairman) or other member To scan the code you will need a QR code reader application of the KMP or their closely related parties as your proxy, you must specify which can be downloaded for free on your mobile device. how they should vote on Resolution 1 by marking the appropriate box (either for/against/abstain). If you do not specify how your proxy should vote, your  BY MAIL proxy will not be able to exercise your vote for Resolution 1. Energy Action Limited C/- Link Market Services Limited APPOINTMENT OF A SECOND PROXY Locked Bag A14 You are entitled to appoint up to two persons as proxies to attend the Meeting Sydney South NSW 1235 and vote on a poll. If you wish to appoint a second proxy, an additional Proxy Australia Form may be obtained by telephoning the Company’s share registry or you may copy this form and return them both together.  BY FAX To appoint a second proxy you must: +61 2 9287 0309 (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  BY HAND delivering it to Link Market Services Limited* form. If the appointments do not specify the percentage or number of votes that each proxy may exercise, each proxy may exercise half your 1A Homebush Bay Drive votes. Fractions of votes will be disregarded; and Rhodes NSW 2138

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

• (b) return both forms together.

Level 12 680 George Street Sydney NSW 2000

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.

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

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.

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.