FIRST AU LIMITED — AGM Information 2014

May 27, 2014

PUBLIC HOLDINGS (AUSTRALIA) LIMITED ABN 65 000 332 918

Chairperson’s Address

Annual General Meeting of the Company held at 2 pm on Wednesday 28 May 2014 at

RACV, Level 2, 501 Bourke Street, Melbourne

The first item on the agenda of the meeting is to receive and consider the 2013 Annual Financial Report, Directors' Report and Auditors' Report. Although no resolution or vote is required on this matter, shareholders are to be given the opportunity to raise questions and comments on the reports.

To assist in dealing with this item this afternoon, I’d like to present my report to shareholders on behalf of the Board. I will then ask Mr Bryan Frost to address the meeting on behalf of Peregrine Corporate Limited. I’ll then open the meeting for questions in relation to the Financial Statements, the Chairman’s Address and the matters raised by Mr Bryan Frost, before dealing with the other agenda items. When asking questions, the Shareholder should firstly state their name.

I will now cover my Chairman’s Address:

The Directors had been searching for new projects, but the proposals received over the past 2 to 3 years would not have been in the interests of shareholders,

At the last AGM of the Company, the minority shareholders voiced their concern on the future of the Company and suggested that the capital of the Company be returned or the Company be wound up. The Directors advised they would find a solution regarding the continuation of the Company before the 2014 AGM

During the year, the Board considered several investment proposals and following several Board meetings concluded that the proposal by Peregrine Corporate Limited would be most appropriate as it returned capital to the shareholders and the Company would be revitalised with a new investment project. On 22 May 2014, the Board accepted the Peregrine’s proposal and as a result, an announcement was made to the market on 22 May 2014. The key elements of this announcement are:

A capital return to shareholders of approximately $1.2 million. The exact amount of capital returned to shareholders will be dependent on a number of factors including the price at which PHA’s existing financial assets are sold and the funds required to maintain the operations of the Company.

Atlas Securities Pty Ltd has entered into a mandate with Peregrine pursuant to which, subject to completion of the capital return described above and the approval of independent shareholders of PHA, Peregrine has agreed to place all of Atlas’ PHA shares with third-party professional and sophisticated investors at a price per share which is not less than the net asset backing of those shares following completion of the capital return..

The Peregrine’s proposal will require the Company to convene an extraordinary general meeting to approve the following resolutions:

• Return of capital of approximately $1.2m;

• Approval by minority shareholders of the placement of Atlas shares under Section 611 item 7 of the Corporations Act 2001 .

• Prior to convening the extraordinary general meeting of PHA, the following tasks need to be undertaken:

  • An independent accounting firm named Nexia Melbourne Pty Ltd is currently preparing the independent Experts Report for shareholders.

  • A firm of lawyers named Quinert Rodda & Associates is

    • preparing the Notice of Meeting and Explanatory Memorandum.

  • When these documents are completed, they will be forwarded to the Australian Securities and Investments Commission and the Australian Stock Exchange for review and approval.

When the documents are approved by the ASX and ASIC for despatch to the shareholders, a general meeting of shareholders will be called. Following approval of the resolutions at the General Meeting, the current Board will resign and a new Board appointed.

In relation to the financial statements for the year ended 31 December 2013,

The net loss for the year of the Group decreased from $229,900 in 2012 to $47,500 in 2013 due to a continuous strategy of tight cost control.

Before I conclude, I would like to thank Mr David Chu and his staff at ShineWing Hall Chadwick for their assistance in the completion of the Financial Statements for the year ended 31 December 2013, and Mr David McBain for looking after the Company Secretarial function.

I will now ask Mr Bryan Frost to speak to the members present and to answer any questions in relation to the ASX announcement.