L1 GROUP LIMITED — AGM Information 2013

Sep 26, 2013

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ABN 13 050 064 287

All Correspondence to: Computershare Investor Services Pty Limited GPO Box 2975 Melbourne Victoria 3001 Australia Enquiries (within Australia) 1300 850 505 (outside Australia) +61 3 9415 4000 Facsimile +61 3 9473 2500 www.investorcentre.com/contact www.computershare.com.au

T 000001 000 PTM MR SAM SAMPLE FLAT 123 123 SAMPLE STREET THE SAMPLE HILL SAMPLE ESTATE SAMPLEVILLE VIC 3030

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Dear Shareholder

I am pleased to invite you to the Annual General Meeting ("AGM") of Platinum Asset Management Limited (the "Company"), which will take place at 10.00am (AEDT) on Thursday, 31 October 2013 at The Menzies Hotel (Sydney Room), 14 Carrington Street, Sydney, NSW .

Enclosed is the Notice of Meeting, Explanatory Memorandum, important Voting Information and Proxy Form. The Board advises shareholders that there are a number of important resolutions to be considered at the AGM and recommends that shareholders read the Notice of Meeting carefully. In particular, shareholders will be asked to vote on the adoption of the 2013 Remuneration Report. A summary of the remuneration paid to the Directors is outlined in the Explanatory Memorandum on page 4.

If you decide to attend the meeting, please bring this letter with you to facilitate registration prior to the meeting.

If you are unable to attend the meeting, you may appoint a proxy. You can do so by completing the enclosed Proxy Form and returning it in the enclosed reply paid envelope (for Australian residents only) or faxing it (+61 3 9473 2555) to the Company’s Share Registrar. Alternatively, you can appoint a proxy online at www.investorvote.com.au. You must appoint your proxy (online or by returning the Proxy Form to the Company’s Share Registrar) so that it can be received no later than 10:00am (AEDT) on Tuesday, 29 October 2013 .

Corporate shareholders may appoint an individual representative to attend the AGM on the corporate entity’s behalf. Such representatives must bring their authority of appointment to the AGM. An “Appointment of Corporate Representative” form is available from the Company’s Share Registrar or print the form from www.investorcentre.com.

You may submit questions in advance of the meeting by emailing invest@platinum.com.au.

Yours faithfully

P Howard Company Secretary 27 September 2013

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NOTICE OF MEETING

Notice is given that the Annual General Meeting (“AGM”) of Platinum Asset Management Limited (the “Company”) will be held in the Sydney Room at The Menzies Hotel, 14 Carrington Street, Sydney, NSW on Thursday, 31 October 2013 commencing at 10:00am (AEDT) . The business to be considered at the AGM is set out below. The Notice of Meeting should be read in conjunction with the accompanying Explanatory Memorandum.

ORDINARY BUSINESS

A. Consideration of Financial and Statutory Reports

To consider the Financial Report of the Company and the entities it controls (the “consolidated group”) and the Directors’ Report and Auditor’s Report for the year ended 30 June 2013.

B. Re-appointment of Directors

Resolution 1 Re-appointment of Margaret Towers as a Director

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

'That Margaret Towers, retiring from the office of Director in accordance with rule 3.6(a) of the Company’s Constitution and being eligible, be re-appointed as a Director of the Company.'

Resolution 2 Re-appointment of Andrew Clifford as a Director

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

'That Andrew Clifford, retiring from the office of Director in accordance with rule 3.3 of the Company’s Constitution and being eligible, be re-appointed as a Director of the Company.'

Resolution 3 Re-appointment of Elizabeth Norman as a Director

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

'That Elizabeth Norman, retiring from the office of Director in accordance with rule 3.3 of the Company’s Constitution and being eligible, be re-appointed as a Director of the Company.'

C. Remuneration Report

Resolution 4 Adoption of the Remuneration Report

To consider and, if thought fit, to pass the following resolution:

'That the Remuneration Report of the Company for the year ended 30 June 2013 be adopted.'

Refer to the Explanatory Memorandum for further information on the resolutions.

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EXPLANATORY MEMORANDUM

Introduction

The Explanatory Memorandum is intended to provide shareholders with important background information in relation to each item of business. It should be read in conjunction with the Notice of Meeting.

Financial and Statutory Reports (Not voted on)

The financial report and the reports of the Directors and the auditor for the financial year ended 30 June 2013 will be laid before the AGM, as required by section 317 of the Corporations Act 2001 . The Corporations Act 2001 does not require a vote of shareholders on these reports.

The consolidated group’s 2013 Annual Report (which includes the Directors’, Auditor’s and financial reports) is available on the Company’s website at www.platinum.com.au/Shareholder-information/#FinancialStatements

During this item of business, shareholders will be given reasonable opportunity to ask questions and make comments in relation to the financial and statutory reports, and the business and management of the Company and consolidated group.

Shareholders will also be given a reasonable opportunity to ask a representative of the Company’s auditor, PricewaterhouseCoopers, questions relevant to the conduct of the audit, the preparation and content of the auditor’s report, the accounting policies adopted by the Company and consolidated group in relation to the preparation of financial statements or the independence of the auditor in relation to the conduct of the audit.

Resolution 1: Retirement and Re-election of Director

Rule 3.6(a) of the Company’s Constitution provides a Director may not hold office for a continuous period (without re-election) past the longer of three years and the third Annual General Meeting following a Director’s appointment (last election). Upon retirement and where eligible, a Director may stand for re-election.

Margaret Towers is retiring from office, in accordance with rule 3.6(a) of the Company’s Constitution, and offers herself for re-election. A summary of Margaret Tower’s qualifications and experience is detailed below.

Margaret Towers CA, GAICD

Independent Non-Executive Director, Chair of the Audit, Risk & Compliance Committee and member of the Nomination & Remuneration Committee since 10 April 2007.

Ms Towers is a Chartered Accountant with over 31 years experience in financial markets. She was formerly an Executive Vice President at Bankers Trust Australia and worked at Price Waterhouse. Ms Towers acts as an independent consultant to a number of Australian Financial Institutions. Ms Towers is a Non-Executive Director of IMB Limited and Opportunity International Australia Limited.

Recommendation

The Directors (other than the relevant Director in relation to her re-election) recommend that shareholders vote in favour of Resolution 1.

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Resolution 2: Retirement and Re-election of Director

Rule 3.3 of the Company’s Constitution provides that the Board may appoint a person to be a Director at any time except during a general meeting (of shareholders). Any Director so appointed automatically retires at the next annual general meeting and is eligible for election by that general meeting.

Andrew Clifford was appointed as a Director by the Board on 8 May 2013. Andrew Clifford is retiring from office, in accordance with rule 3.3 of the Company’s Constitution, and offers himself for reelection. A summary of Andrew Clifford’s qualifications and experience is detailed below.

Andrew Clifford BCom (Hons)

Director and Chief Investment Officer since 8 May 2013.

Mr Clifford joined Platinum as a co-founding member in 1994 in the capacity of Deputy Chief Investment Officer. Mr Clifford is a Director of Platinum Investment Management Limited and Platinum Capital Limited. Previously Mr Clifford was a Vice President at Bankers Trust (BT) Australia covering Asian equities and managing the BT Select Market Trust - Pacific Basin Fund. Mr Clifford is the portfolio manager for the Platinum Asia Fund and a sub-manager for the Platinum International Fund.

Recommendation

The Directors (other than the relevant Director in relation to his re-election) recommend that shareholders vote in favour of Resolution 2.

Resolution 3: Retirement and Re-election of Director

Rule 3.3 of the Company’s Constitution provides that the Board may appoint a person to be a Director at any time except during a general meeting (of shareholders). Any Director so appointed automatically retires at the next annual general meeting and is eligible for election by that general meeting.

Elizabeth Norman was appointed as a Director by the Board on 8 May 2013. Elizabeth Norman is retiring from office, in accordance with rule 3.3 of the Company’s Constitution, and offers herself for reelection. A summary of Elizabeth Norman’s qualifications and experience is detailed below.

Elizabeth Norman BA, Graduate Diploma in Financial Planning

Director of Investor Services and Communications since 8 May 2013.

Ms Norman joined Platinum in February 1994 in the role of Investor Services and Communications Manager. Previously Ms Norman worked at Bankers Trust Australia in new product development and within the retail funds management team. Ms Norman's role as Director of Investor Services and Communications reflects the widening of Platinum's client base and the Company's greater commitment to supporting retail and institutional clients with dedicated investment specialists.

Recommendation

The Directors (other than the relevant Director in relation to her re-election) recommend that shareholders vote in favour of Resolution 3.

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Resolution 4: Adoption of Remuneration Report for the year ended 30 June 2013

The Remuneration Report of the Company for the financial year ended 30 June 2013 forms part of the Directors’ Report and is set out on pages 21 to 32 of the Company’s 2013 Annual Report, which is available on the Company’s website at

www.platinum.com.au/Shareholder-information/#FinancialStatements

A summary of the Remuneration Report for the year ended 30 June 2013 is as follows:

• the Managing Director waived his right to receive a bonus in 2013 and this has been ratified by the Remuneration Committee;

• there has been no increase in base salary paid to any of the Key Management Personnel (KMP); and

• only three out of the seven KMP received a bonus in 2013. The aggregate amount in bonuses paid to these three KMP was significantly less in percentage terms than the increase in investment returns by the Platinum Trust Funds or the increase in the Platinum Group’s Funds Under Management.

Shareholders will be given reasonable opportunity at the Meeting to ask questions about, and comment on, the Remuneration Report.

Under the Corporations Amendment (Improving Accountability on Director and Executive Remuneration) Act 2011, if 25% or more votes are cast against adoption of the Remuneration Report at two consecutive AGM’s (“2 strikes”), shareholders will be required to vote at the second AGM on a resolution (referred to as a “Spill Resolution”) that another meeting be held within 90 days (“Spill Meeting”).

At its last AGM, the Company received a “no” vote of 1.34% of the total votes cast at the meeting. Despite this low “no” vote, the Company has taken the opportunity in its 2013 Remuneration Report to fully explain the basis and structure of remuneration paid to its Key Management Personnel.

Therefore, the Board encourages shareholders to read the 2013 Remuneration Report and vote on the important resolution.

Recommendation

The Directors recommend that shareholders vote in favour of Resolution 4.

Key Management Personnel and their closely-related parties are prohibited from voting on Resolution 4.

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VOTING INFORMATION

Entitlement to attend and vote at the AGM

The Company has determined that for the purposes of ascertaining entitlements to attend and vote at the AGM, the shares in the Company on issue as at 7:00pm (AEDT) on Tuesday, 29 October 2013 will be taken, for the purpose of the AGM, to be held by the persons who hold them as registered members (“shareholders”) at that time.

Voting Exclusion Statement

The Company will disregard any votes cast on Resolution 4 by Key Management Personnel and their closely-related parties.

The Key Management Personnel of the Company are set out in the Remuneration Report.

However, the Company need not disregard a vote if:

• it is cast by a person including Key Management Personnel as proxy for a person who is entitled to vote in accordance with the directions on the proxy form; or

• it is cast by the person chairing the meeting as proxy for a person who is entitled to vote, in accordance with the direction on the proxy form to vote as the proxy decides.

Proxies

A shareholder, who is entitled to attend and vote at the AGM, may appoint a proxy to attend and vote at the AGM on the shareholder's behalf. A proxy may be an individual or body corporate and is not required to be a shareholder of the Company. A shareholder, who is entitled to cast two or more votes at the AGM, may appoint two proxies and may specify the percentage or number of votes each proxy is appointed to exercise. Where a shareholder appoints two proxies, but does not specify the percentage or number of votes each proxy may exercise, each proxy may exercise half of the appointing shareholder’s votes. Fractions of votes will be disregarded.

A shareholder may direct the shareholder’s proxy on how to vote on the proposed resolutions by following the instructions on the Proxy Form that accompanies this Notice of Meeting. If the shareholder appointing the proxy directs the proxy on how to vote on a proposed resolution, then the proxy may only vote in the way directed. If the shareholder does not direct the proxy on how to vote on a proposed resolution, then the proxy may vote on that resolution as the proxy thinks fit.

Under the Corporations Amendment (Proxy Voting) Act 2012 , the Chair of the AGM is able to vote undirected proxies on the Remuneration Report resolution (Resolution 4) if:

• The vote is not cast on behalf of a member of the KMP whose remuneration details are included in the Remuneration Report, or a closely related party of such a member; and

• The proxy appointment expressly authorises the Chair to exercise the proxy.

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If you wish to appoint a proxy, you must complete the Proxy Form accompanying this Notice of Meeting and lodge your proxy based on one of the following methods:

By Mail: Computershare Investor Services Pty Limited (using reply paid envelope for GPO Box 242 Australian residents only) Melbourne VIC 3001 By Fax: Computershare Investor Services Pty Limited 1800 783 447 (within Australia) +61 3 9473 2555 (outside Australia) In Person: Computershare Investor Services Pty Limited Yarra Falls, 452 Johnston Street Abbotsford VIC 3067 Custodian Voting: For Intermediary Online subscribers only (custodians), please visit www.intermediaryonline.com to submit your voting intentions. Online: Vote online at www.investorvote.com.au by following the instructions.

The Proxy Form must be received by Computershare or the Company by no later than 10:00am (AEDT) on Tuesday, 29 October 2013. Proxies received after that time will not be effective for the AGM.

Corporate Representatives

A body corporate, which is a shareholder or has been appointed as a proxy of a shareholder, may appoint an individual to act as its representative at the AGM. The appointment must comply with the requirements of section 250D of the Corporations Act 2001 . An “Appointment of Corporate Representative” form is available from the Company’s Share Registrar (phone 1300 850 505 or +61 3 9415 4000) or online at www.investorcentre.com (select the “Downloadable Forms” section under the “Information” tab). The representative must bring to the AGM the completed form or evidence of his or her appointment (including the authority under which the appointment is signed).

Shareholder Questions

Questions that are relevant to the business of the AGM (as outlined in this Notice of Meeting) and to be addressed at the AGM can be emailed to invest@platinum.com.au.

By the order of the Board

P Howard Company Secretary 27 September 2013

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ABN 13 050 064 287

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Lodge your vote:

 Online:

www.investorvote.com.au



By Mail:

Computershare Investor Services Pty Limited GPO Box 242 Melbourne Victoria 3001 Australia

T 000001 000 PTM MR SAM SAMPLE FLAT 123 123 SAMPLE STREET THE SAMPLE HILL SAMPLE ESTATE SAMPLEVILLE VIC 3030

Alternatively you can fax your form to (within Australia) 1800 783 447 (outside Australia) +61 3 9473 2555

For Intermediary Online subscribers only (custodians) www.intermediaryonline.com

For all enquiries call:

(within Australia) 1300 850 505 (outside Australia) +61 3 9415 4000

Proxy Form



Vote online or view the annual report, 24 hours a day, 7 days a week:

www.investorvote.com.au

Your secure access information is: Cast your proxy vote Control Number: 999999 Access the annual report SRN/HIN: I9999999999 PIN: 99999  PLEASE NOTE: For security reasons it is important that you keep your Review and update your shareholding SRN/HIN confidential.

• For your vote to be effective it must be received by 10:00am (AEDT) on Tuesday, 29 October 2013.

How to Vote on Items of Business

All your shares will be voted in accordance with your directions.

Appointment of Proxy

Voting 100% of your holding: Direct your proxy how to vote by marking one of the boxes opposite each item of business. If you do not mark a box, your proxy may vote as they choose. If you mark more than one box on an item, your vote will be invalid on that item.

Voting a portion of your holding: Indicate a portion of your voting rights by inserting the percentage or number of shares you wish to vote in the For, Against or Abstain box or boxes. The sum of the votes cast must not exceed your voting entitlement or 100%.

Appointing a second proxy: You are entitled to appoint up to two proxies to attend the meeting and vote on a poll. If you appoint two proxies, you must specify the percentage of votes or number of shares for each proxy, otherwise each proxy may exercise half of the votes. When appointing a second proxy, write both names and the percentage of votes or number of shares for each in Step 1 overleaf.

A proxy need not be a shareholder of the Company.

Signing Instructions for Postal Forms

Individual: Where the holding is in one name, the shareholder must sign.

Joint Holding: Where the holding is in more than one name, all of the shareholders should sign.

Power of Attorney: If you have not already lodged the Power of Attorney with the registry, 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 sign in the appropriate place to indicate the office held.

Attending the Meeting

Bring this form to assist registration. If a representative of a corporate shareholder or proxy is to attend the meeting, you will need to provide the appropriate “Certificate of Appointment of Corporate Representative” prior to admission. A form of the certificate may be obtained from Computershare or online at www.investorcentre.com under the "Information" tab "Downloadable Forms".

Comments & Questions: If you have any comments or questions for the company, please write them on a separate sheet of paper and return with this form or email invest@platinum.com.au.

GO ONLINE TO VOTE,  or turn over to complete the form

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Change of address. If incorrect, mark this box and make the correction in the space to the left. Shareholders sponsored by a broker (reference number commences with ’ X ’) should advise your broker of any changes.

I 9999999999 I ND

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Proxy Form

to indicate your directions

Please mark

Appoint a Proxy to Vote on Your Behalf

XX

I/We being a member/s of Platinum Asset Management Limited hereby appoint the Chairman OR of the Meeting

 PLEASE NOTE: Leave this box blank if you have selected the Chairman of the Meeting. Do not insert your own name(s).

or failing the individual or body corporate named, or if no individual or body corporate is named, the Chairman of the Meeting, as my/our proxy to act generally at the meeting on my/our behalf and to vote in accordance with the following directions (or if no directions have been given, as the proxy sees fit) at the Annual General Meeting of Platinum Asset Management Limited to be held at 10:00am (AEDT) on Thursday, 31 October 2013 in the Sydney Room at The Menzies Hotel, 14 Carrington Street, Sydney, NSW and at any adjournment of that meeting.

The Chairman of the Meeting intends to vote undirected proxies in favour of each item of business.

If the Chairman of the Meeting is your proxy (or becomes your proxy in the event of an undirected proxy), you expressly authorise the Chairman to exercise your proxy on Resolution 4 (Remuneration Report resolution) even though this Item is connected with the remuneration of a member of key management personnel, which includes the Chairman.

Important for Resolution 4 below: If the Chairman of the Meeting is your proxy and you have not directed him/her how to vote on Resolution 4 below, the Chairman of the Meeting will vote undirected proxies in favour of Resolution 4.

 Items of Business

PLEASE NOTE: If you mark the Abstain box for an item, you are directing your proxy not to vote on your behalf on a show of hands or a poll and your votes will not be counted in computing the required majority.

ORDINARY BUSINESS

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1	Re-appointment of Margaret Towers as a Director
2	Re-appointment of Andrew Clifford as a Director
3	Re-appointment of Elizabeth Norman as a Director
4	Adoption of the Remuneration Report

The Chairman of the Meeting intends to vote undirected proxies in favour of each item of business.

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SIGN
Signature of Shareholder(s) This section must be completed.
Individual or Shareholder 1 Shareholder 2 Shareholder 3
Sole Director and Sole Company Secretary Director Director/Company Secretary
Contact
Contact Daytime
Name Telephone Date / /
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