FUTURE GENERATION AUSTRALIA LIMITED — AGM Information 2013

Jun 20, 2013

Hastings Funds Management Limited ABN 27 058 693 388 AFSL No. 238309 Australian Infrastructure Fund Limited ABN 97 063 935 553

Total pages: 23

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Level 27, 35 Collins Street Melbourne VIC 3000 Australia T +61 3 8650 3600 F +61 3 8650 3701 www.hfm.com.au Melbourne, London, New York, Sydney

ASX Announcement

Australian Infrastructure Fund (AIX)

21 June 2013

General Meeting

In accordance with Listing Rule 3.13.3, attached is the prepared presentation and address to be given at the General Meeting of the Australian Infrastructure Fund Limited, by its Chairman Paul Espie, to be held on Friday 21 June 2013, commencing at 11:00am (AEDT), to consider the proposed equal capital return by AIFL.

For further enquiries, please contact:

Simon Ondaatje Head of Investor Relations Hastings Funds Management Tel: +61 3 8650 3600 Fax: +61 3 8650 3701 Email: investor_relations@hfm.com.au Website: www.hfm.com.au/aix

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Jane Frawley Company Secretary Australian Infrastructure Fund

Unless otherwise stated, the information contained in this document is for informational purposes only. It does not constitute an offer of securities and should not be relied upon as financial advice. The information has been prepared without taking into account the investment objectives, financial situation or particular needs of any particular person or entity. Before making an investment decision you should consider, with or without the assistance of a financial adviser, whether any investments are appropriate in light of your particular investment needs, objectives and financial circumstances. Neither Hastings, nor any of its related parties including Westpac Banking Corporation ABN 33 007 457 141, guarantees the repayment of capital or performance of any of the entities referred to in this document and past performance is no guarantee of future performance. Hastings, as the Manager or Trustee of various funds, is entitled to receive management and performance fees.

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Australian Infrastructure Fund Limited General Meeting

21 June 2013

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Important information and disclaimer

This presentation has been prepared by Hastings Funds Management Limited ABN 27 058 693 388 (HFML), holder of Australian Financial Services Licence number 238309, as manager of Australian Infrastructure Fund Limited (Company or AIFL). HFML is a subsidiary of Westpac Banking Corporation ABN 33 007 457 141 (Westpac).

The information contained in this presentation is for informational purposes only and does not constitute an offer to issue or arrange to issue, financial products. The information contained in this presentation is not financial product advice. This presentation has been prepared without taking into account the investment objectives, financial situation or particular needs of any particular person. Before making an investment decision, you should read the publicly available information carefully and consider, with or without the assistance of a financial adviser, whether an investment is appropriate in light of your particular investment needs, objectives and financial circumstances. Past performance is no guarantee of future performance.

Neither HFML, Westpac nor any other member of the Westpac Group gives any guarantee or assurance as to the performance of AIFL or the repayment of capital. Investments in AIFL are not investments, deposits or other liabilities of HFML, Westpac or other members of the Westpac Group. Members of the Westpac Group may invest in or lend or provide other services to AIFL and may be paid fees and expenses in relation to HFML’s role as manager.

All data in this presentation has been calculated using the most accurate sources available, however any rates or totals manually calculated may differ from those shown due to rounding.

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Agenda

Welcome Chairman’s address Formal business of the meeting Resolution 1 – Equal capital return by AIFL Conclusion

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Welcome and meeting opening

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Chairman’s address

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Summary of events since EGM of 15 January 2013

The Transaction

• At EGM of 15 January, the Proposed Transaction to sell AIX’s assets and return substantially all of AIX’s cash reserves to securityholders was approved

• AIX entered into individual sale and purchase deeds with Future Fund Board of Guardians (or its nominee) for each asset

• Asset sales completed over the course of March and April 2013, with the final asset sale completing on 15 April

The Cash Return

• AIX confirmed an expected Cash Return of $3.1925 per AIX security comprising a Main Return of $3.018576 per security and a Residual Return of $0.173924 per security

• Main Return was paid on 30 May 2013, following:

• de-stapling of AIFL shares and AIFT units; and

• cancellation of all listed AIFT units

• Residual Return expected to be paid on 8 July 2013

Value Creation

• In the month prior to the announcement of the Future Fund transaction, AIX traded at between $2.50 and $2.65 per security, compared to the Cash Return of $3.1925

• An annualised return of approximately 11.5 per cent was achieved over the life of AIX

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Retention of cash

Forecast cash to be retained

• After payment of the Residual Return, it is expected that AIFL and its wholly-owned entities will hold a remaining cash balance of approximately $12 million

• The Boards of AIFL and HFML undertook detailed analysis before determining the amount of cash that it was prudent to retain at this time

• Includes administrative, legal and other contingencies of approximately $9.8 million

Additional cash received

• In addition, AIX has also received approximately $3.5 million as additional cash consideration from the sale of one of its assets

• It was originally anticipated that this value would be received in the form of franking credits rather than cash

• If franking credits are subsequently received from the relevant asset, AIX will need to repay the equivalent value in cash back to the buyers

• The final position may not be known until end of October 2013

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Retention of cash (cont)

Further review

• The Boards will review the cash balance in early November. This will allow for:

• the end of AIFL’s tax year and completion of the year end audit process;

• calculation of the final position of the additional consideration referred to previously; and

• review of circumstances then prevailing regarding any other further costs of the AIFL group, including its liquidation

• Subject to the outcome of the review, the AIFL group will return as much cash to shareholders in November as is deemed prudent and move towards the commencement of a voluntary winding up of the AIFL group

• A further general meeting will be necessary to approve any return of cash and the winding up of the AIFL group

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Management of AIX

• Jim Evans, Robert Humphries and Robert Tsenin resigned from the AIFL Board after payment of the Main Return

• Paul Espie, Mike Hutchinson and John Harvey currently propose to retire as Directors of AIFL following consideration of the cash balance in November

• Jeff Pollock retires as CEO of AIX, however Hastings will continue to act as trustee of AIFT and manager of AIFL

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Recommendation

Recommendation

• The AIFL Directors unanimously recommend that AIFL shareholders vote in favour of the residual return resolution

• All of the AIFL Directors intend to vote all shares held or controlled by them in favour of the Residual Return Resolution

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Formal business of the meeting

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The Resolution

1[THAT AIFL be authorised to reduce its share capital by payment ] to each AIFL shareholder of up to $0.173924 per AIFL share

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Proxy Votes Received

• 1[THAT AIFL be authorised to reduce its share capital by payment ] to each AIFL shareholder of up to $0.173924 per AIFL share

The Resolution must be passed by more than 50% of votes cast

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Conclusion of meeting

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General Meeting SCRIPT – Friday 21 June 2013

General Meeting of Australian Infrastructure Fund Limited

Meeting date – Friday 21 June 2013, commencing at 11.00am (AEDT)

1. [SLIDE 1] AIFL General Meeting title page

2. [SLIDE 2] Disclaimer

3. [SLIDE 3] Agenda

4. [SLIDE 4] Welcome and meeting opening

Good morning ladies and gentlemen. My name is Paul Espie, the Chairman of the

Australian Infrastructure Fund Limited (AIFL) and it is my pleasure to welcome you to

this general meeting of AIFL. I will be the Chairman for this morning’s meeting. At this general meeting you will be asked to consider, and if thought fit, approve a resolution to reduce the share capital of AIFL by the payment of up to 17.3924 cents per AIFL Share to each AIFL Shareholder.

The Residual Return of 17.3924 cents per AIFL Share and the Main Return of $3.018576 per AIX Security paid on 30 May 2013, together constitute the Cash Return of $3.1925 per AIX Security announced on 13 May 2013.

A notice of general meeting and an explanatory booklet for the Residual Return Resolution was sent to shareholders on 22 May 2013.

During the proceedings, you will have the opportunity to ask questions of the directors of the Company.

Before moving to the formal part of the meeting, I propose to give a short address summarising, among other things, events since we last met at the Extraordinary General Meeting on 15 January 2013. First, however, I will introduce your Board.

With me today are my fellow directors now, John Harvey and Mike Hutchinson, together with our company secretary Jane Frawley and our retiring CEO Jeff Pollock.

I have been advised that a quorum is present and now formally open this general meeting for Australian Infrastructure Fund Limited.

The company secretary has advised me that over 2160 valid proxies have been received for today’s meeting, representing approximately 299 million or approximately 48 % of securities in relation to which votes may be cast at the meeting.

5. [SLIDE 5 ] Chairman’s Address

6. [SLIDE 6 ] Summary of events since EGM of 15 January 2013

At the AIX Extraordinary General Meeting on 15 January, AIX Securityholders passed a number of resolutions approving a Proposed Transaction involving the sale of AIX’s assets (the Asset Sale) and the return of substantially all of AIX’s cash reserves, inter alia from the net proceeds of the asset sales, to AIX Securityholders (the Cash Return).

Shortly thereafter AIX entered into individual sale and purchase deeds with the Future Fund Board of Guardians or its nominee (Future Fund) for the sale of each of AIX’s assets. The entry into these sale arrangements triggered pre-emptive rights in favour of asset-level co-investors at most of the AIX assets such that co-investors at these assets had the right to purchase the assets at the price offered by the Future Fund.

These asset sales were completed over the course of March and April 2013, with the final asset sale completing on 15 April. AIX then completed the special review and due diligence process, as contemplated in the explanatory booklet dated 7 December 2012, and on 13 May confirmed that the Cash Return to AIX securityholders was expected to amount to $3.1925 per AIX security. This Cash Return was comprised of an expected Main Return of $3.018576 per security and an expected Residual Return of $0.173924 per security.

The Main Return of $3.018576 per security was subsequently paid to investors on 30 May 2013 following the:

• de-stapling of AIFL Shares and Australian Infrastructure Fund Trust (AIFT) Units on 23 May 2013; and

• cancellation of all listed AIFT Units on 28 May 2013.

A special AIFT unit was also issued to each of AIFL and an AIFL subsidiary, resulting in AIFT becoming wholly owned by the AIFL group. Consequently, AIX securityholders continue to have an indirect ownership interest in AIFT in their capacity as shareholders of AIFL. Hastings Funds Management Limited (Hastings) will continue to act as responsible entity of AIFT and manager of AIFL.

Hastings, as responsible entity of AIFT, applied to the ASX on 31 May 2013 to de-list AIFT. This does not affect the ongoing listing of securities in AIFL. As stated in the Residual Return explanatory booklet dated 16 May 2013, it is intended that securities in AIFL will remain listed until after payment of the Residual Return. An application to the ASX to de-list AIFL will be lodged as soon as practicable after payment of the Residual Return.

In the month prior to the announcement of the Future Fund transaction, AIX traded at between $2.50 and $2.65 per security compared to the Cash Return of $3.1925. AIX has achieved an annualised return of approximately 11.5% since its inception.

We are now here today to consider, and if thought fit, approve a resolution to reduce the share capital of AIFL, which will allow AIFL to pay the Residual Return of $0.173924 per security as announced on 13 May. Should the resolution be approved, we expect to pay the Residual Return on 8 July 2013, after completion of the remaining administrative formalities.

7. [SLIDE 7] Retention of Cash

After payment of the Residual Return, it is expected that AIFL and its wholly-owned entities will hold a remaining cash balance of approximately $12 million.

Prior to the announcement of the Cash Return amount on 13 May, the Boards of AIFL and Hastings, as Responsible Entity for AIFT, undertook detailed analysis before determining the amount of the cash balance that it was prudent to retain at that time. The amount retained includes administrative, legal and other contingencies of approximately $9.8 million.

In addition, AIX has also received approximately $3.5 million as additional cash consideration from the sale of one of its assets. It was originally anticipated that this value would be received in the form of franking credits rather than cash. If franking credits are subsequently received, AIX will need to repay the equivalent value of these franking credits in cash back to the buyers. The final position on this may not be known until the end of October 2013.

8. [SLIDES 8] Retention of Cash (cont.)

AIFL and Hastings, acting as responsible entity of AIFT, will review the cash balance in early November 2013, including all amounts referred to in the previous slide. This will allow for:

• the end of AIFL’s tax year and completion of the year end audit process;

• calculation of the final position of the additional consideration referred to above;

and

• review of circumstances then prevailing regarding any other further costs of the AIFL group, including its liquidation.

Subject to the outcome of that review, the AIFL group will return as much cash to shareholders as is deemed prudent and then move towards the commencement of a voluntary winding up. A further general meeting will be necessary to approve the return of any surplus cash and the winding up of the AIFL group. An estimate of the components of this cash distribution as between franked dividends, unfranked dividends and capital will be provided prior to the general meeting. To the extent that there is any cash left in the AIFL group at the time that AIFL is wound-up, AIFL shareholders will benefit from that remaining cash balance.

9. [SLIDE 9] Management of AIX through to winding up

Jim Evans, Robert Humphries and Robert Tsenin resigned from the Board after payment of the Main Return on 30 May and I join with John and Mike in thanking them for their considerable work and good counsel during their years of service to AIX, especially the energetic times of the last two years, whilst the strategy now executed was evolving. Each of Mike Hutchison, John Harvey and myself currently propose to

retire as Directors of AIFL following consideration of the cash balance in November, with fees payable to individual directors to be reduced by fifty percent during this period.

Jeff Pollock retires as CEO of AIX, taking with him our profound thanks for his hard and effective work on behalf of AIX investors and the Board.

Hastings will continue to act as responsible entity of AIFT and as manager of AIFL pursuant to the facilitation agreement described in the explanatory memorandum dated 7 December 2012.

10. [SLIDE 10] Recommendation and Resolution to be considered

Recommendation

We are here today to consider, and if thought fit, approve a resolution to reduce the share capital of AIFL, which will allow AIFL to pay the Residual Return of $0.173924 per security as announced on 13 May. Should the resolution be approved, we expect to pay the Residual Return on 8 July.

The AIFL Directors unanimously recommend that AIFL Shareholders vote in favour of the Residual Return Resolution.

11. [Slides 11] Formal Business of Meeting

12. [Slides 12] The Resolution

Behind me is the resolution that we will be considering in a moment.

I will shortly invite questions on the resolution to be put to the meeting. Anyone seeking

to speak will need to hold a valid green or yellow admission card. If you do not have

the correct admission card, please approach a representative of Computershare and they will assist you.

Please take this opportunity to ask any questions you may have on the resolution to be put to the meeting. I ask that you please limit questions and comments to no more than two at a time, and to the business before the meeting.

I ask that anyone holding a green or yellow card who wishes to raise a question or make a comment move to the seats adjacent to one of the microphones located in the aisles. Please give your name to a representative of Computershare, who will introduce you to the meeting.

Ladies and gentlemen, the meeting is now open for questions and comments.

(Q&A takes place)

If there are [no questions / no further questions] in relation to the resolution to be put to

the meeting, I will now move to the business of the meeting.

13. [Slide 13] Proxy Votes Received

Details of the proxies received in relation to this item of business are set out on the screen behind me.

I now put the motion regarding an equal capital return by AIFL:

“THAT AIFL be authorised to reduce its share capital by payment to each AIFL

Shareholder of up to $0.173924 per AIFL share.”

All in favour please raise your voting card.

All against the motion please raise your voting card.

Thank you. I declare the resolution passed.

The results of this meeting will be released to ASX and also displayed on the AIX

website later today.

14. [Slide 14] Conclusion

There being no further business, I thank you for your attendance, and now declare the General Meeting of AIFL closed.