INSIGNIA FINANCIAL LTD — Investor Presentation 2016

May 3, 2016

IOOF Holdings Ltd ABN 49 100 103 722 Level 6, 161 Collins St Melbourne VIC 3000

GPO Box 264 Melbourne VIC 3001 Phone: 13 13 69 www.ioof.com.au

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4 May 2016

IOOF HOLDINGS LIMITED Macquarie Australia Conference Presentation

Attached is the presentation to be given today by David Coulter, Chief Financial Officer, at the Macquarie Australia Conference in Sydney.

Ends

Enquiries

Rachel Scully Head of Corporate Affairs T: 03 8614 4530 E: rachel.scully@ioof.com.au

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IOOF Holdings Limited

David Coulter Chief Financial Officer

4 May 2016

Overview

IOOF is one of the largest independent financial services groups in Australia

Key Information

• At 31 March 2016

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IOOF operates a multi-brand strategy with nationwide distribution

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IOOF Regional Offices
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Staff numbers by state

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705
534
314 197
136 130
10 3
VIC NSW TAS SA QLD WA ACT NT
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Financial
advice and
distribution
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Platform
management
and
administration
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Investment
management
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Trustee
services
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Record performance

Underlying EPS

UNPAT

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+ 18%
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+ 11%
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$80.6m $95.4m
1H 14/15 1H 15/16
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28.7c 31.8c
1H 14/15 1H 15/16
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Operating Cashflow*

Dividend per share

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+ 10%
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+ 14%
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$104.0m $114.6m 25.0c 28.5c
1H 14/15 1H 15/16 1H 14/15 1H 15/16
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• Record 1H UNPAT of $95.4m

• Broadened earnings base has offset volatile market conditions

• Shadforth fully integrated

• Investment Management business reshaped

• Low net debt

• FUTURE FOCUS

• Well positioned to pursue future opportunities

* Pre-tax operating cash flow

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Servicing clients across the value chain

% FUMAS by segment

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37%
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Funds Under Advice: $48.6bn

• Provision of financial planning advice supported by investment research, training and compliance support services

• ~1,000 advisers aligned to IOOF

• Need for financial advice increasing

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26%
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Funds Under Administration: $33.7bn

• Administration and management services through master trust platforms, offering single access point to a range of investment products

• IOOF’s platforms are highly regarded – top 5 position in Wealth Insights adviser survey since 2010

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15%
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Funds Under Management: $19.2bn

• Multi-manager capabilities, utilising sector specialist fund managers with the aim of providing above median performance at low risk

• Top quartile performance in Multi-manager funds

• Award winning boutique fund manager

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22%
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Funds Under Supervision: $29.4bn

• Provision of estate planning, estate administration and fiduciary services

• Corporate trust business provides custodian, security trustee and agency services as well as acting in structured finance and staff equity transactions

• Leading participant in a consolidating industry

Note: FUMAS figures as at 31 March 2016

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Resilience across all businesses

UNPAT $40.6m  52% Benefiting from completed integration and full realisation of synergies Resilient and sustainable business model in the face of market volatility

UNPAT $42.7m  1% Gross margin stable, net operating margin up on 2H15 Reinvesting in the customer experience, including enhanced IT

UNPAT $16.4m  3% Focusing on a strong multi-manager offering, including Shadforth Reduced exposure to volatile institutional funds flow

UNPAT $3.4m  8% Investment in organic strategy paying dividends Strong long term sector growth prospects

The Corporate segment recorded an UNPAT of ( $9.8m ) 1H 15/16 , ( $10.2m ) 1H 14/15

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Creating shareholder value

Net funds flow* $1,285m

Advice $944m Platform $218m Inv Mgmt $123m

Cost to income ratio 55.5%

Reinvesting productivity savings in IT and member experience

Acquisition of Shadforth materially accretive - 4.1 cps $13m pre-tax cost synergies realised

Fully franked 28.5cps interim dividend 7% dividend yield**

Thirteenth

consecutive quarter positive net flows

• For 9 month period ended 31 March 2016

• ** Based on 20 day VWAP to 22 February 2016

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Funds and flows performance

	YTD 15/16*	YTD 14/15*	YTD 13/14*	URE FOCUS • Thirt quart • Fina simil busin • Flow platf outfl marg acco • Platf
Opening FUMA	$104,707m	$77,110m	$70,400m
Flagship Platform net flows	$365m	$1,249m	$990m
Platform (Transition) net flows	($147m)	($87m)	($343m)
Total Platform net flows	$218m	$1,162m	$646m
Investment Management net flows	$123m	$781m	$81m
Funds Under Advice net flows^	$944m	$1,447m	$442m
Acquired FUMA	-	$19,542m	-
Investment returns / Other	($4,483m)	$6,438m	~~FUT~~ $3,915m
Closing FUMA	$101,510m	$106,480m	$75,484m

• Thirteenth consecutive quarter positive net flows

• Financial Advice now has similar scale to Platform business

• Flows to flagship platforms impacted by outflows from large, low margin corporate super account

• Platform consolidation on track

* Perennial FUM and flows have been removed from these figures as IOOF is a non-controlling equity holder in the remaining business. ^ Shadforth Advice YTD 15/16 net flows $202m

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Shadforth embedded and accretive

Shadforth is a leading client focused advice and wealth management firm

Exceeded targeted annual $15m pretax recurring cost synergies

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FINANCIAL 4.1cps accretive in 1H 15/16
UNPAT up 57% on PCP
$13m pre-tax cost synergies
realised in the half
OPERATING Strong net advice flow of
$202m
New CEO and stable
management team
FUTURE FOCUSEnhanced scale
STRATEGIC
Diversified earnings base
Best Advice adopted across
group
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* For 9 month period ended 31 March 2016

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Growing and diversifying earnings

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5%
Key benefits of this shift
Higher quality earnings
Improved operating model
39%
Strengthened balance sheet
45%
Net Operating
Revenue
7% $292m
Strengthened
22% recurring
revenue base
Net Operating Shadforth 11%
Revenue
FUTURE FOCUS
$155m 58%
1H 15/16
13%
Platform
Investment Management
1H 09/10
Financial Advice
Trustee
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Strategy – Platform and IT

Positive industry fundamentals

Industry fundamentals underpinned by growing superannuation system

Total superannuation assets*

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$3,500b
$3,000b
$2,500b
$2,000b
$1,500b
$1,000b
$500b
$0b
Jun Jun Jun Jun Jun Jun Jun Jun Jun Jun Jun Jun Jun Jun
2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2018 2021 2025
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• Strong bi-partisan political support and increasing economic imperative for financial independence

• Compulsory superannuation regime has underpinned CAGR of 9.4% in Australian superannuation assets over past decade

• Ageing population

• High per capita wealth

• Increasing complexity drives need for advice

• Significant intergenerational wealth transfers occurring

* KPMG Supertrends, May 2015 and APRA statistics

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Foundation operating model

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These channels
CLIENTS
complement
each other
NEW
ADVISERS EMPLOYERS
CHANNELS
CHANNEL-CENTRIC IOOF Pursuit IOOF Employer Robo
Super
Platform Connect
OMNI-CHANNEL IOOF MultiMix IOOF WealthBuilder AET SAF
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Open architecture network effect

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1980’s 1990’s 2010’s
ADVISER
ADMIN
Manager A
Manager A Manager A
Manager A
Manager Z
Manager B
Term Deposits
Manager B
Manager C
Equities
Term Deposits
Insurance
Manager D
SMA
Equities
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Equities TD’s Insurance
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TODAY

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Manager A
Manager Z
Equities
Term Deposits x 2
Insurance x 3
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Manager A
Manager Z
Equities
Term Deposit
Insurance
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PLATFORM OPEN ARCHITECTURE Platform Connect

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OFF PLATFORM
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Information technology

To understand, look after and secure the future of our clients we are delivering an operating platform that is

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CONTEMPORARY SCALABLE
SECURE FLEXIBLE
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An evolutionary approach, an agile mindset, a nimble organisation

ATTITUDE

APTITUDE

ALIGNMENT

“Any intelligent fool can make things bigger, more complex , and more violent. It takes a touch of genius — and a lot of courage to move in the opposite direction.”

• Ernst F. Schumacher

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Key Platform strategy decisions

We have three core propositions underlying our business

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1 2 3
Client experience Flexibility in how Technology is
is key we deliver solutions important now and
is paramount into the future
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We believe we can best achieve the delivery of WHAT MATTERS to CLIENTS by building and owning our own technology platform and capability

• Change – it’s constant and we can manage the impact of change

• Ability to prioritise what is important to the client and IOOF on our clients and our business

• Buy mo ~~dules where appropriate~~ (e.g. unit pricing) but integrate in

• No long- ~~term, single-vendor, sin~~ gle technology lock-in

~~Who is the work for?~~ We have the SCALE to ~~Is there a better way?~~ deal with these ~~How do we know?~~ challenges

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Key considerations

Important internal considerations

• Governance - decision making, priorities, risk management

• Capability - talent, education & learning, hiring

• Acquisitions

• Financial considerations

Broad industry challenges and opportunities

• Change – technology, disruption, client needs

• Cyber security

• Privacy

Leverage RiskVision, our integrated risk intelligence software platform

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Platform technology

Requirements for a quality platform

Ability to service various client needs

Ability to handle volume and scale

Ability to operate multiple products

Ability to integrate with other solutions and services

Is very stable to operate – provides maximum availability

Is highly secure

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Balance the range
of competing
priorities
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Is able to be changed quickly – provides flexibility and responsiveness

• Regulation

• Client needs

Is adaptable

• Environmental changes

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All with high levels of efficiency and effectiveness
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Platform technology - architecture

From…

Registry Platform

A ‘monolithic’ architecture

• less focus on external integrations

• can be difficult to change

• challenging to scale delivery teams

• harder to release

• increased chance of cascading failures

But

• easier to design

• commonly understood

• easier to test

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Platform technology - architecture

To…

Service oriented, using web technology

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FAMILY
BALANCE
GROUPING
ENGINE
SERVICE
APPROVED
FEES
PRODUCT
ENGINE
SERVICE
INCOME
DISTRIBUTION
SERVICE
RETAIL CALASTONE TAX
INSURANCE TRANSACTION SERVICE
SERVICE SERVICE
CALASTONE
CONFIRMATION
SERVICE
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A ‘microservice’ architecture

• easier to scale

• faster to change

• faults can be isolated

• easier to release

• easier to maintain

• mix-n-match technology

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Summary

IOOF continues to deliver

• Recurring EPS growth

• Strong cash flows

• Consistently strong dividend yield

• Low gearing Unique platform architecture and IT capability Well positioned for short term volatility Long term fundamentals remain strong Attractive M&A environment

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Questions

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Appendices

Management Team

	NAME AND TITLE	EXPERIENCE	COMMENTS
Christopher Kelaher Managing Director 25+ years • Chris has had a 25 year career in financial services and has been Managing director of the IOOF Group since 2009 • He also has extensive capital markets experience from his time with Citicorp
David Coulter Chief Financial Officer 25+ years • David has over 25 years’ experience having worked at JP Morgan, ANZ Bank, Colonial and PwC • He was appointed Chief Financial Officer in September 2009 and has played a pivotal role in subsequent restructuring and a series of acquisitions
Gary Riordan General Counsel Group General Manager, Trustee Services 25+ years • Gary has over 25 years’ experience in financial services, trustee and governance • He joined IOOF upon the acquisition of Australian Wealth Management in 2009. • Prior to this, Gary worked as a Partner at Holding Redlich and Cornwall Stodart and Principal with GR Financial Services and IFS Fairley.
Renato Mota Group General Manager, Wealth Management 18+ years • Renato has over 18 years’ experience in financial services with a particular focus on senior management and corporate strategy • He is responsible for the overall delivery of value to the group’s various client segments across advice and services • He joined IOOF in 2003 and has previously worked for Rothschild, NAB and ANZ, and is a CFA charterholder
Julie Orr Group General Manager, Corporate Development 20+ years • Julie has over 20 years’ experience in financial services gained in roles with Ernst & Young, Standard & Poor’s, Morningstar and Intech • Previously, Julie was IOOF’s General Manager Operations, and has played a key role in integrating several acquisitions, including AWM, Skandia and SFG
Andrew Todd Chief Information Officer 16+ years • Andrew joined IOOF in 2009, having held the same position with Australian Wealth Management since 2007 • Previously, he worked as Head of IT with Standard & Poor’s, and prior to that, he worked with Volkswagen Financial Services and PwC
Stephen Merlicek Chief Investment Officer 30+ years • Stephen has over 30 years’ experience and was appointed to the role of Chief Investment Officer at IOOF in October 2009 • Prior to joining IOOF, he was the Chief Investment Officer at Telstra Super for 10 years, during which time it was a top performing fund winning numerous investment awards
FUTURE FOCUS Frank Lombardo Group General Manager, Client and Process 20+ years • Over 20 years experience across the financial services sector • He previously held senior management roles at NAB and Aviva Australia
Ingrid Liepins Group General Manager, People & Culture 25+ years • Ingrid recently joined IOOF as Group General Manager, People and Culture. • Ingrid brings over 25 years of broad industry experience in Financial Services, Information and Communications Technology, Psychology and Education
Paul Vine Company Secretary Group General Manager, Legal, Risk and Compliance 20+ years • Paul joined the group in August 2014 • He previously held in-house legal and governance roles at AXA, Bell Potter and Telstra, following an early career in London and Melbourne

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Financial overview

	1H 15/16 1H 1 16	1H 14/15^ 1H 4/15		Change on pcp Change on pcp
Statutory NPAT	$134.0m	$61.5m		118%
Statutory Basic EPS (cents)	44.7cps	21.9cps		104%
Underlying EBITA	**$132.9m **	$113.2m		17%
Underlying NPAT	**$95.4m **	$80.6m		18%
Underlying EPS (cents)	31.8cps	28.7cps		11%
FUMA*	**$103.4b **	$100.4b		3%
Gross Margin %*	0.52%	0.54%		-2bps
Net Operating Margin %*	0.25%	0.23%		2bps
Cost to Income %*	55.5%	59.5%		-4.0%
Dividend per share (cents)	28.5cps	25.0cps		14%

^ Shadforth July 2014 Underlying EBITA $4.9m , Underlying NPAT $3.2m (Shadforth acquired 1 August 2014).

* FUMA and margin calculations exclude Perennial FUM and associated revenue & expenditure (see ASX announcement on 27/01/2016).

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Balance sheet strength provides opportunities for growth

	1H 15/16	1H 14/15
Gross Borrowings ($’M)	207.4	208.3
Net Debt ($’M)	29.0	73.9
Debt to Equity (%)	12.8%	13.3%
Net Debt to Underlying EBITDA (times)	0.1	0.3
Net Interest Cover (times)	97	38

• Surplus borrowing facility and substantial headroom in covenants

• Strength provides security and ability to capitalise on opportunities

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Segment performance

Financial Advice Platform

+ 52%

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$26.7m $40.6m
1H 14/15 1H 15/16
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Avg. FUA $50.5b + 13% Net Operating Margin 0.24% + 6bps

~~- 1%~~

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$43.0m $42.7m
1H 14/15 1H 15/16
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Avg. FUA $34.6b + 6% Net Operating Margin 0.37% - 2bps

• Enhanced performance in advice attributable to synergies extracted from the Shadforth acquisition combined with strong net inflows

• Timely acquisitions have broadened and

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Inv. Management
- 3%
$16.8m $16.4m
1H 14/15 1H 15/16
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Trustee

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+ 8%
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$3.2m $3.4m
1H 14/15 1H 15/16
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diversified our earnings, building resilience for periods of market FUTURE FOCUS volatility

• Reinvesting in core businesses

Avg. FUM $19.8b + 10% Avg. FUS $29.3b + 14% Net Operating Margin 0.21% - 2bps Net Operating Margin 0.03% - 1bps

* Investment Management segment results are shown exclusive of the divested Perennial business

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M&A complements organic growth

• Synergies realised through increased scale and removal of duplicated functions

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Total recurring cost synergies of $13.0m = $11.3m
$11.3m incremental synergies + $1.7m
synergies achieved 1H 14/15
$4.5m
$29.1m
$4.9m - SFG Underlying
EBITA Jul 14 (pre-acquisition)
$1.1m
$1.1m
($2.6m) ($0.7m) $24.2m - SFG Underlying
EBITA Aug – Dec 14
FUTURE FOCUS
Underlying Divested Gross Margin Opex Other Underlying SFG SFG Revenue SFG Underlying
EBITA Perennial Underlying EBITA Underlying Increase Cost Savings EBITA
ex SFG Business EBITA ex SFG EBITA 1H 15/16
1H 14/15 1H 15/16 1H 14/15
$132.9m
$89.0m $87.9m
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Operating costs

• Targeting organic growth through IT investment

• Labour cost increase below inflation

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SFG Opex Jul 14
Total recurring cost synergies of $13.0m =
$11.3m incremental synergies + $1.7m
$7.5m synergies achieved 1H 14/15
($3.6m)
$1.1m
$1.1m
$0.5m
($11.3m)
FUTURE FOCUS
Base Opex Divested SFG Cost Savings Labour I.T. Other Opex
1H 14/15 Perennial 1H 15/16
Business
$171.9m
$167.1m
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Platform profitability growth continues

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0.69% 0.68%
0.67%
0.65% 0.65%
$43.0m $42.7m
$41.0m $41.3m
$39.5m
0.39% 0.39% 0.39%
0.37%
0.36%
FUTURE FOCUS
1H 13/14 2H 13/14 1H 14/15 2H 14/15 1H 15/16
UNPAT Gross Margin % Net Operating Margin %
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• Profitability reinvested in IT to build a platform for future organic growth

• Margin is not simply about competition – newer products are more cost efficient

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Creating financial independence since 1846