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LGI LIMITED AGM Information 2025

Oct 16, 2025

65230_rns_2025-10-16_268b2f7c-8d1d-4aa1-a0cd-7c2b6607ebca.pdf

AGM Information

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LGI LIMITED ACN 138 085 551

NOTICE OF 2025 ANNUAL GENERAL MEETING

Annual General Meeting of the Company to be held on Wednesday, 19 November 2025 at 11:00 am (Brisbane Time) at 57 Harvey Street N, Eagle Farm, QLD 4009 and by virtual meeting technology.

LGI Limited 2025 AGM – Notice of Meeting and Explanatory Notes

LGI LIMITED ACN 138 085 551

NOTICE OF ANNUAL GENERAL MEETING

Notice is hereby given that the 2025 Annual General Meeting of LGI Limited (the Company ) will be held at LGI Limited, 57 Harvey Street N, Eagle Farm, QLD 4009 and online, on Wednesday, 19 November 2025, commencing at 11:00 am (Brisbane Time) ( Meeting or Annual General Meeting ).

The AGM will be held as a hybrid meeting, allowing shareholders to attend either online or in person.

Shareholders may attend the online at https://meetnow.global/MKVADHP using a compatible web browser on their computer, tablet or smartphone. Further instructions on how to attend online are contained in the Online Meeting Guide in this notice.

Alternatively, shareholders may attend the meeting in person at LGI Limited, 57 Harvey Street N, Eagle Farm, QLD 4009 . If you plan to attend the meeting in person, please confirm your attendance by emailing [email protected] before 11:00 am (Brisbane Time) on Monday, 17 November 2025.

This Notice is an important document and should be read in its entirety. The Explanatory Notes to this Notice provide additional information on matters to be considered at the Annual General Meeting. The Proxy Form and Explanatory Notes form part of this Notice.

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BUSINESS OF THE MEETING

Item 1: Financial Statements and Reports

To receive and to consider the Annual Financial Report of the Company for the financial year ended 30 June 2025 together with the declaration of the Directors, the Directors’ Report, the Remuneration Report and the Auditor’s Report for that financial year.

Note: This item of ordinary business is for discussion only and is not a resolution.

Pursuant to the Corporations Act, Shareholders will be given a reasonable opportunity at the Meeting to ask questions about, or make comments in relation to, each of the aforementioned reports during consideration of these items.

Item 2: Remuneration Report (Non-binding resolution)

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

“That, for the purpose of Section 250R(2) of the Corporations Act and for all other purposes, approval is given for the adoption of the Remuneration Report as contained in the Company’s Annual Financial Report for the financial year ended 30 June 2025.”

Note:

  • The vote on this Resolution is advisory only and does not bind the Directors or the Company.

  • A voting prohibition applies to this Resolution (see Explanatory Notes for details).

Item 3: Re-election of Director – Ms Abigail Cheadle

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

“That Ms Abigail Cheadle, a Director who retires by rotation in accordance with the Company’s Constitution and ASX Listing Rule 14.5, and being eligible offers herself for re-election as a Director of the Company, effective immediately.”

Item 4: Re-election of Director – Mr Timothy McGavin

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

“That Mr Timothy McGavin, a Director who retires by rotation in accordance with the Company’s Constitution and ASX Listing Rule 14.5, and being eligible offers himself for re-election as a Director of the Company, effective immediately.”

Item 5: Amendments to Constitution

To consider and, if thought fit, pass the following as a special resolution of the Company:

“That, for the purposes of section 136(2) of the Corporations Act and for all other purposes, the Constitution of the Company be amended in the manner set out in the accompanying Explanatory Notes with effect from the end of the Meeting.”

Item 6: Renew the Proportional Takeover Provisions

To consider and, if thought fit, pass the following as a special resolution of the Company:

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“That pursuant to Section 648G of the Corporations Act 2001 (Cth), the proportional takeover provisions in the form contained in the clause 75 of the Constitution of the Company be reinserted for a period of three years from the date of the meeting.”

Item 7: Approval of the Omnibus Incentive Plan

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

“That the Shareholders approve the amended Omnibus Incentive Plan for the purposes of ASX Listing Rule 7.2 Exception 13(b) and for all other purposes and on the terms and conditions set out in the Explanatory Memorandum.”

Note: A voting prohibition and voting exclusion applies to this Resolution (see Explanatory Notes for details)

ENTITLEMENT TO VOTE

The Directors have determined pursuant to regulations 7.11.37 of the Corporations Regulations 2001 (Cth) and rule 5.6.1 of the ASX Settlement Operating Rules that the persons eligible to vote at the Meeting are those registered as Shareholders of the Company at 7.00 pm (Sydney time) on Monday, 17 November 2025 ( Entitlement Time ).

If you are not the registered holder of a Share at the Entitlement Time, you will not be entitled to attend and vote at the Meeting.

ANNUAL REPORT

  • Copies of the Company’s 2025 Annual Report may be accessed on our website at https://lgi.com.au/for investors/ and via the ASX market announcements platform.

VOTING OPTIONS AND PROXIES

Shareholders who are unable to join the Meeting are encouraged to appoint a proxy on their behalf, by completing and returning the Proxy Form that accompanies this Notice of Annual General Meeting.

Voting by Proxy

A member entitled to attend, and vote is entitled to appoint a proxy to attend and vote in their stead. A proxy need not be a Shareholder of the Company and can be a natural person over the age of 18 years or a body corporate. A body corporate appointed as a Shareholder’s proxy may appoint a representative to exercise any of the powers the body may exercise as a proxy at the Meeting.

The representative should bring to the Meeting evidence of his or her appointment, including any authority under which the appointment is signed, unless it has previously been given to the Company. A Shareholder who is entitled to attend and vote at this Meeting is entitled to appoint not more than two proxies to attend and vote in place of a Shareholder.

If the Shareholder appoints two proxies, the Shareholder may specify the proportion or number of votes each proxy is entitled to exercise. If no proportion or number of votes is specified, each proxy may exercise half of the Shareholder’s votes. If the specified proportion or number of votes exceeds that which the Shareholder is entitled to, each proxy may exercise half of the Shareholder’s votes. Any fractions of votes brought about by the apportionment of votes to a proxy will be disregarded.

Subject to the specific proxy provisions applying to Item 2 (Remuneration Report) (see the Explanatory Notes below):

  • If a Shareholder has not directed their proxy how to vote, the proxy may vote as the proxy determines; and

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  • If a Shareholder appoints the Chair of the Meeting as proxy and does not direct the Chair how to vote on an item of business, the Chair will vote in accordance with his voting intention as stated in this Notice of Meeting, namely in favour of each of the proposed Resolutions set out in this Notice of Meeting.

Proxy Voting by the Chair

For Item 2 (Remuneration Report), where the Chair is appointed as a Shareholder’s proxy and that Shareholder has not specified the way in which the Chair is to vote on Item 2, the Shareholder is directing the Chair to vote in accordance with the Chair’s voting intentions for this item of business, even though Item 2 is connected to the remuneration of Key Management Personnel.

The Chair intends to vote all undirected proxies in FAVOUR of all Resolutions in the Notice of Meeting.

Proxy Forms

To be effective, the Proxy Form must be completed, signed and lodged (together with the relevant original power of attorney or a certified copy if the proxy is signed by an attorney) with the Computershare, as an original or by facsimile, no later than 11.00 am (Brisbane Time) on Monday, 17 November 2025 ( Proxy Deadline ). Proxy forms received later than this time will be invalid.

Proxy forms may be submitted in one of the following ways:

  • (a) Online: At https://www.investorvote.com.au/Login and by following the instructions on your personalised Proxy Form to submit a Proxy Form online.

  • (b) By submitting a printed Proxy Form: Proxy Forms can be submitted:

  • by mail to Computershare Investor Services Pty Limited ( Computershare ) at GPO Box 242, Melbourne VIC 3001. Please allow sufficient time so that it reaches Computershare by the Proxy Deadline;

  • by fax to Computershare on 1800 783 447 (if sent from inside Australia) or +61 3 9473 2555 (if sent from outside Australia); or

  • (c) Custodians may lodge their Proxy Forms online by visiting www.intermediaryonline.com

JOINT HOLDERS

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

CORPORATE REPRESENTATIVES

Where a shareholding is registered in the name of a corporation, the corporate shareholder may appoint a person to act as its representative to attend the meeting by providing that person with:

  • (i) a letter or certificate authorising him or her as the corporation’s representative, executive in accordance with the corporation’s constitution; or

  • (ii) a copy of the Resolution appointing the representative, certified by a secretary or director of the corporation.

Shareholders and corporate representatives are encouraged to provide the documentation evidencing the appointment to Computershare by 11:00 am (Brisbane Time) on Monday, 17 November 2025.

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A suitable form of authorisation may be obtained by calling Computershare on 1300 850 505 (within Australia) or +61 3 9415 4000 (outside Australia) or online at www.investorcentre.com/au (select “Printable Forms”).

LODGING A QUESTION PRIOR TO THE AGM

If you wish to submit a question in writing to the Company in advance of the Meeting, please submit your questions to the Company Secretary via email to [email protected] by 11.00 am (Brisbane Time) on Monday, 17 November 2025, to allow time to collate questions and prepare answers. The Company will not provide written answers to individual questions, however during the meeting, the Chairman or the CEO or Managing Director will seek to address as many of the more frequently raised topics as possible.

Written Questions directed to the Auditor must be received at least five business days prior to the Meeting (that is, by 5:00 pm (Brisbane Time) on Wednesday, 12 November 2025). The Auditor or their representative will address any questions relevant to the conduct of the audit; and the preparation and content of the auditor’s report; and the accounting policies adopted by the company in relation to the preparation of the financial statements; and the independence of the auditor in relation to the conduct of the audit.

BY ORDER OF THE DIRECTORS

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Ms Pia Rasal Company Secretary

Dated: 17 October 2025

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EXPLANATORY NOTES

________________

These Explanatory Notes to this Notice provide additional information on matters to be considered at the Annual General Meeting. The Proxy Form and Explanatory Notes form part of this Notice. Terms defined in the Explanatory Notes have the same meaning when used in this Notice or as otherwise defined in the Glossary.

ITEM 1 – FINANCIAL STATEMENTS AND REPORTS

In accordance with the Constitution and the Corporations Act, the business of the Annual General Meeting will include receipt and consideration of the Annual Financial Report of the Company for the financial year ended 30 June 2025 together with the declaration of the Directors, the Director’s Report, the Remuneration Report and the Auditor’s Report.

In accordance with the amendments to the Corporations Act, the Company is no longer required to provide a hard copy of the Company’s Annual Financial Report to Shareholders unless a Shareholder has specifically elected to receive a printed copy.

Whilst the Company will not provide a hard copy of the Company’s Annual Financial Report unless specifically requested to do so, Shareholders may view the Company Annual Financial Report on its website at https://lgi.com.au/for-investors/#financial-reports .

No resolution is required for this item, but Shareholders will be given the opportunity to ask questions and to make comments on the management and performance of the Company.

The Company’s auditor will be present at the Meeting. During the discussion of this item, the auditor will be available to answer questions on the:

  • Conduct of the audit;

  • Preparation and content of the 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.

Written questions of the auditor

If you would like to submit a written question about the content of the Auditor’s Report or the conduct of the audit of the Annual Financial Report of the Company’s auditor, please send your question to the Company Secretary at [email protected].

ITEM 2 – REMUNERATION REPORT (RESOLUTION 1)

In accordance with section 250R(2) of the Corporations Act, the Company is required to present to its Shareholders the Remuneration Report as disclosed in the Company’s Annual Financial Report.

The vote on the Resolution is advisory only and does not bind the Directors or the Company. The Remuneration Report is set out in the Company’s Annual Financial Report and is also available on the Company’s website at https://lgi.com.au/for-investors/#financial-reports

However, if at least 25% of the votes cast are against the adoption of the Remuneration Report at the Meeting (subject of this Notice of Meeting), and then again at the 2026 Annual General Meeting ( 2026 AGM ), the Company will be required to put to the vote a resolution ( Spill Resolution ) at the 2026 AGM to approve the calling of a further meeting ( Spill Meeting ). If more than 50% of Shareholders vote in favour of the Spill Resolution, the Company must convene the Spill Meeting within 90 days of the 2026 AGM. All of the Directors who were in office when the 2026 Directors’ Report was approved, other than the Managing Director, will (if desired) need to stand for re-election at the Spill Meeting.

The Remuneration Report explains the Board’s policies in relation to the nature and level of remuneration paid to KMPs (including Directors) and sets out remuneration details, service agreements and the details of any share-based compensation.

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Voting

Note that a voting prohibition applies to Resolution 1. In particular, the Directors and other Restricted Voters must not vote on this Resolution and must not cast a vote as proxy, unless the appointment gives a direction on how to vote, or the proxy is given to the Chair and you submit the Proxy Form, authorising the Chair to exercise the proxy even though Resolution 1 is connected directly or indirectly with the remuneration of a KMP and that in doing so you will be taken to have directed the Chair to vote in accordance with the Chair’s stated intention to vote in favour of Resolution 1.

Shareholders are urged to carefully read the Proxy Form and to provide a direction to the proxy on how to vote on this Resolution.

Voting Prohibition Statement

In accordance with the Corporations Act, the Company will disregard any votes cast on Resolution 1 by or on behalf of a member of the Company’s key management personnel (including the Directors), whose remuneration details are included in the Remuneration Report (KMP), or any of that person’s Closely Related Parties (such as close family members and any controlled companies of those persons) (collectively referred to as Restricted Voter). However, the Company need not disregard a vote if:

  • (a) it is cast by a person as a proxy appointed in writing that specifies how the proxy is to vote on Resolution 1; and

  • (b) it is not cast on behalf of a Restricted Voter.

If you appoint the person chairing the Meeting ( Chair ) and you are not a Restricted Voter, by submitting the Proxy Form you authorise the person chairing the Meeting to exercise the proxy even though Resolution 1 is connected directly or indirectly with the remuneration of a KMP, and you will be taken to have directed the Chair to vote in accordance with his or her stated intention to vote in favour of Resolution 1. If you do not want your vote exercised in favour of Resolution 1, you should direct the person chairing the Meeting to vote “against”, or to abstain from voting on, this Resolution.

Directors’ Recommendation

The Directors recommend that Shareholders vote IN FAVOUR of this non-binding Resolution.

ITEM 3 – RE- ELECTION OF DIRECTOR – MR ABIGAIL CHEADLE (RESOLUTION 2)

Under the ASX Listing Rules and the Company’s Constitution, all Directors (except the Managing Director) are required to retire at the third Annual General Meeting after their appointment by members and may resubmit themselves for re-election as they were all appointed by the Board of Directors.

ASX Listing Rule 14.5 also provides that an entity which has Directors must hold an election of Directors

at each annual general meeting.

Ms Abigail Cheadle who was appointed as a non-executive director on 12 April 2021 and was last reelected as a Director at the 2022 AGM.

Under this Resolution Ms Cheadle has elected to retire by rotation, and being eligible, seeks re-election as a Director of the Company at this AGM.

Non-Executive Director (NED) and Audit & Risk Committee (ARC) Chair

Abigail is currently Chair and NED of Shriro Holdings Ltd (ASX: SHM), ARC Chair and NED of Reef Casino Trust (ASX: RCT), and ARC Chair and NED of AIS Ltd. She has also served as a member of the Audit & Risk Committee of the Queensland Department of Transport and Main Roads, as a NED of six other ASX-listed companies (holding positions as Chair, ARC Chair, and Remuneration & Nominations Committee Chair) and on large unlisted public companies and government owned companies.

Her industry expertise spans technology, renewable energy, infrastructure, finance, professional services, and consumer products.

Abigail brings 30 years of international experience across Australia, Asia, Russia, and Jordan. She has held senior executive roles (including partner) with Kroll, KordaMentha, Deloitte, and Ernst & Young, where she built and grew practices across Asia in corporate finance and risk management—most

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notably driving the more than tenfold increase in market capitalisation of BFI Finance Tbk Plc (Indonesia) during her tenure.

Abigail holds a Bachelor of Business (Accountancy) from the Queensland University of Technology, is a Chartered Accountant (CA ANZ) and graduate of the Singapore Institute of Directors course.

The Board believe that Ms Cheadle’s depth of experience and knowledge will continue to help LGI to create shareholder value.

Director’s Recommendation

The Directors (excluding Ms Cheadle) recommend that Shareholders vote IN FAVOUR of this Resolution.

ITEM 4 – RE-ELECTION OF DIRECTOR – MR TIMOTHY MCGAVIN (RESOLUTION 3)

Under the ASX Listing Rules and the Company’s Constitution, all Directors (except the Managing Director) are required to retire at the third Annual General Meeting after their appointment by members and may resubmit themselves for re-election as they were all appointed by the Board of Directors.

ASX Listing Rule 14.5 also provides that an entity which has Directors must hold an election of Directors at each annual general meeting.

Mr Timothy McGavin was appointed as a non-executive director of the Company on 18 May 2011 and was last re-elected as a Director at the 2023 AGM.

Under this Resolution, Mr McGavin has elected to retire by rotation, and being eligible, seeks re-election as a Director of the Company at this AGM.

Non-Executive Director (not independent) and Chair of the Remuneration & Nominations Committee

Tim invested into LGI Ltd in 2011 as the cornerstone investor, backing Adam to execute the simple strategy of contracting as many landfills as possible, for as long as possible, to monetise the biogas to the highest value and best use and focus on generating renewable power and carbon abatement. He was appointed Chair of the Board from January 2018 – March 2021.

Tim is Founder and Chairman of Laguna Bay, one of the world’s largest privately owned agricultural funds managers. Laguna Bay is an institutional investment management firm specialising in Australian agriculture. The firm has a strong history of originating large agricultural deals, accessing top decile operators and generating superior returns for its clients.

Tim is a founding shareholder of Cobram Estate Olives Ltd (ASX:CBO), now the largest producer of extra virgin olive oil in the Southern Hemisphere and ranks in the top 10 largest single olive producers in the world. Tim holds an MBA from Macquarie University, Sydney.

The Directors believe that Mr McGavin’s depth of experience and knowledge will continue to help LGI create shareholder value.

Director’s Recommendation

The Directors (excluding Mr McGavin) recommend that Shareholders vote IN FAVOUR of this Resolution.

ITEM 5 – AMENDMENTS TO CONSTITUTION (RESOLUTION 4)

Under Section 136(2) of the Corporations Act, a company can modify its constitution by special resolution.

A special resolution requires 75% of the votes cast by Shareholders present and eligible to vote (in person, online, by proxy, or in the case of a corporate shareholder, by a corporate representative).

Accordingly, the Company seeks Shareholder approval to amend its Constitution to ensure flexibility in it managing its meetings through the use of hybrid and virtual general meetings

The proposed amendments to the Constitution are available in full as Annexure A to this Notice of Meeting.

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Virtual meetings

Temporary amendments were made to the Corporations Act to permit the use of virtual technology to facilitate the holding of General Meetings using virtual technology during the COVID-19 pandemic. These temporary amendments expired on 31 March 2022. Permanent amendments were made to the Corporations Act following the expiry of the temporary amendments. These amendments:

  • permit hybrid meetings; and

  • allow virtual-only meetings only if this is expressly required or permitted under the Company’s constitution.

The constitutions of many ASX listed companies expressly facilitate the use of technology at General Meetings, and the Company considers that the use of virtual technology is a valuable tool to facilitate investor engagement in meetings. The proposed amendment to the Constitution includes a new provision to allow a general meeting to be held at two or more venues, and to the extent permitted by law, to hold virtual meetings, using any form of technology, provided that Shareholders are given a reasonable opportunity to participate in the meeting. This will enable Shareholders participating in the meeting through the use of technology to be taken to be present in person at the meeting and the provisions of the Constitution currently relating to meetings of Shareholders shall continue to apply, so far as they can and with such changes as are necessary, to meetings of the Shareholders held using that technology.

The proposed amendment to the Constitution relates to virtual meetings and consists of the insertion of the following wordings in clause 22.2 to the existing Constitution.

22.2 Use of technology at general meeting

  • (a) meetings of Shareholders, includes a reference to that meeting being held wholly or partly online, virtually or electronically but does not include any live stream, recording or broadcast of that meeting which does not permit attendees as a whole a reasonable opportunity to engage and participate in the meeting;

  • (b) the presence of an individual at a meeting of Shareholders, includes a reference to that individual's presence physically in person or electronically or virtually through the use of any technology; and

  • (c) the attendance of an individual at a meeting of Shareholders, includes a reference to that individual attending a meeting, venue or any other applicable place physically in person or electronically or virtually through the use of any technology.

  • (d) If the technology referenced in this Constitution encounters a technical difficulty, whether before or during the meeting, which results in a Shareholder not being able to participate in the meeting, the chairperson may, subject to the Corporations Act and this Constitution, allow the meeting to continue or may adjourn the meeting either for such reasonable period as may be required to fix the technology or to such other time and location as the chairperson deems appropriate. For the avoidance of doubt, where the chairperson has allowed the meeting to continue, any resolution passed at that meeting is valid.

Director’s Recommendation

The Directors recommend that Shareholders vote IN FAVOUR of this Resolution.

ITEM 6 – RENEW THE PROPORTIONAL TAKEOVER PROVISIONS (RESOLUTION 5)

The Company’s constitution contains proportional takeover bid approval provisions (Proportional Takeover Provisions) which enable the Company to refuse to register securities acquired under a Proportional Takeover Bid unless a resolution is passed by shareholders in general meeting approving the offer.

Under the Corporations Act, proportional takeover provisions expire after three years from adoption or renewal and may then be renewed. The Proportional Takeover Provisions in the current constitution is expired. Resolution 5 seeks the approval of shareholders to modify the constitution by renewing the Proportional Takeover Provisions for three years under section 648G(4) of the Corporations Act.

The proposed Proportional Takeover Provisions set out in clause 75 are identical to those previously contained in clause 75 of the constitution (despite the amendments proposed under Resolution 5).

The Corporations Act requires the Company to provide shareholders with an explanation of the Proportional Takeover Provisions as set out below.

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What is a proportional takeover bid?

‑ A proportional off market takeover bid ( Proportional Takeover Bid ) is a takeover offer sent to all shareholders but only for a specified portion of each shareholder’s securities. Accordingly, if a shareholder accepts in full the offer under a Proportional Takeover Bid, it will dispose of the specified portion of its securities in the Company and retain the balance of the Securities.

Effect of renewal

If renewed and if a Proportional Takeover Bid is made to shareholders of the Company, pursuant to clause 75 of the constitution, the Board of the Company shall convene a meeting of shareholders to vote on a resolution to approve the proportional takeover. The resolution is taken to have been passed if the proportion that the number of votes in favour of the resolution bears to the total number of votes on the resolution is greater than 50%, excluding the bidder and its associates. Where the resolution approving the Proportional Takeover Bid is passed, transfers of securities resulting from accepting the Proportional Takeover Bid are registered provided they otherwise comply with the Corporations Act, the ASX Listing Rules, the ASX Operating Rules and the Company’s constitution. If the resolution is rejected, then under the Corporations Act the Proportional Takeover Bid is deemed to be withdrawn.

The directors consider that shareholders should have the opportunity to renew the Proportional Takeover Provisions. Without the Proportional Takeover Provisions applying, a Proportional Takeover Bid for the Company may enable effective control of the Company to be acquired without shareholders having the opportunity to dispose of all of their Securities to the bidder.

Shareholders could be at risk of passing control to the bidder without payment of an adequate control premium for all their securities whilst leaving themselves as part of a minority interest in the Company.

Reasons for renewing the provisions

If the provisions do not apply under the constitution, a Proportional Takeover Bid may enable control of the Company to pass without shareholders having the opportunity to sell all of their shares to the bidder. Shareholders may therefore be exposed to the risk of being left as a minority in the Company and the risk of the bidder being able to acquire control of the Company without payment of an adequate control premium for their shares. The proposed Proportional Takeover Provisions decrease this risk because they allow shareholders to decide whether a Proportional Takeover Bid is acceptable and should be permitted to proceed.

No knowledge of present acquisition proposals

As at the date of this notice, no director is aware of a proposal by any person to acquire or increase the extent of a substantial interest in the Company.

Potential advantages and disadvantages

The renewal of the Proportional Takeover Provisions will enable the directors to formally ascertain the views of shareholders about a Proportional Takeover Bid. Without these provisions, the directors are dependent upon their perception of the interests and views of shareholders. Other than this advantage, the directors consider that renewal of the Proportional Takeover Provisions has no potential advantages or potential disadvantages for them, as they remain free to make a recommendation on whether a Proportional Takeover Bid should be accepted.

The Directors consider that renewing the Proportional Takeover Provisions benefits all shareholders in that they will have an opportunity to consider a Proportional Takeover Bid and then attend or be represented by proxy at a meeting of shareholders called specifically to vote on the proposal. Accordingly, shareholders are able to prevent a Proportional Takeover Bid proceeding if there is sufficient support for the proposition that control of the Company should not be permitted to pass under the Proportional Takeover Bid. Furthermore, knowing the view of shareholders assists each individual shareholder to assess the likely outcome of the Proportional Takeover Bid and whether to accept or reject that bid.

As to the possible disadvantages to shareholders renewing the Proportional Takeover Provisions, potentially, the proposal makes a Proportional Takeover Bid more difficult and a Proportional Takeover Bid will therefore be discouraged. This may reduce the opportunities which shareholders may have to sell all or some of their Securities at a premium to persons seeking control of the Company and may reduce any takeover speculation element in the Company’s share price. The Proportional Takeover

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Provisions may also be considered an additional restriction on the ability of individual shareholders to deal freely with their Securities.

The Directors consider that there are no other advantages or disadvantages for directors or shareholders which arose during the period during which the Proportional Takeover Provisions were in effect, other than those discussed in this section.

On balance, the Directors consider that the possible advantages outweigh the possible disadvantages so that the renewal of the Proportional Takeover Provisions is in the interest of shareholders.

Director’s Recommendation

The Directors recommend that Shareholders vote IN FAVOUR of this Resolution.

ITEM 7 – APPROVAL OF THE OMNIBUS INCENTIVE PLAN (RESOLUTION 6)

A summary of the new Omnibus Incentive Plan ( 2025 Plan ) is attached as Annexure B .

The Company has previously adopted and approved employee share plans, the last shareholder approval being at the 2024 Annual General Meeting on 20 November 2024 ( 2024 Plan ). The 2024 Plan comprised the Australian Employee Share Plan to foster an ownership culture within the Company and to motivate senior management and Directors to achieve performance targets of the Company.

On 1 October 2022, amendments to the Corporations Act commenced, which simplified the process for incentivising participants under employee share schemes (ESS). Division 1A of Part 7.12 of the Corporations Act, provides a new regime for the making of offers in connection with an ESS where securities are offered for monetary consideration ( New Regime ). This New Regime operates alongside the previous relief afforded by ASIC Class Order 14/1000 ( Class Order ), which applies to the 2024 Plan.

To ensure that the Company’s employee incentive schemes can operate under the New Regime, the Company will adopt, subject to Shareholder approval, an amended employee incentive scheme called the ‘LGI Omnibus Incentive Plan’ ( 2025 Plan ), which permits an issue of securities to employees under the New Regime, including an issue of unlisted options and performance rights to plan participants.

1.1 ASX Listing Rules

Listing Rule 7.1 requires shareholder approval for an issue of equity securities if, over a rolling 12-month period, the amount of equity securities issued (without prior shareholder approval) is more than 15% of the number of ordinary shares on issue at the start of that 12-month period.

Listing Rule 7.2 Exception 13 provides that an issue of securities under an employee incentive scheme does not detract from the available 15% limit under Listing Rule 7.1 if the issue of securities is made under an employee incentive scheme and that employee incentive scheme was approved by shareholders no more than three years before the date of issue of the securities. The 2025 Plan is regarded as an employee incentive scheme for the purposes of Listing Rule 7.2.

The Company intends that any issue of shares under the 2025 Plan does not detract from the Company's Listing Rule 7.1 15% entitlement. Accordingly, the Company is seeking Shareholder approval of the 2025 Plan in order for the Company to be able to issue shares pursuant to the 2025 Plan and have those shares qualify under Exception 13 to Listing Rule 7.2.

1.2 Information required for Listing Rule 7.2 Exception 13(b)

As required by the provisions of Listing Rule 7.2, Exception 13(b):

Terms of Omnibus Incentive Plan

A summary of the LGI Omnibus Incentive Plan is attached as Annexure B to this Notice. In addition, a copy of the 2025 Plan is available for review by Shareholders at the registered office of the Company until the date of the Meeting. Shareholders are invited to contact the Company if they have any queries.

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Rights attaching to Plan Shares

The Shares issued under the 2025 Plan will rank equally with all other fully paid ordinary Shares on issue in the capital of the Company. Holders of 2025 Plan Shares will be entitled to exercise all voting rights attaching to the Shares in accordance with the Company's Constitution. In addition, holders of 2025 Plan Shares will be entitled to participate in dividends declared and paid by the Company in accordance with the Company's Constitution.

The Plan Shares may only be sold by a participant where vesting conditions (if any) have been satisfied.

Number of securities issued pursuant to the Plan

Since the approval of the 2024 Plan by the Board, the Company has issued the following Equity Securities:

Issue date Equity Security Number of Equity
Securities
5 September 2025 Fully paid ordinary
shares
10,000

If this Resolution is approved by Shareholders, the Company will issue up to a maximum of 4,440,939 Equity Securities (being 5% of the issued capital of the company) under the 2025 Plan during the threeyear period following approval (for the purposes of exception 13).

If this Resolution is not approved by Shareholders, the Company will be able to proceed with the issue of securities under the 2025 Plan to eligible participants, but any issues of securities will not fall within an exception under Listing Rule 7.2 and therefore will utilize the Company’s placement capacity under Listing Rule 7.1.

Voting Exclusion Statement:

The Company will disregard any votes cast in favour of Resolution 6 by or on behalf of:

  • a) a person who is eligible to participate in the 2025 Plan; or

  • b) an Associate of that person or those persons.

However, this does not apply to a vote cast in favour of Resolution 6 by:

  • a) a person as proxy or attorney for a person who is entitled to vote on the Resolution, in accordance with directions given to the proxy or attorney to vote on the Resolution in that way; or

  • b) the Chair of the Meeting as proxy or attorney for a person who is entitled to vote on the Resolution, in accordance with a direction given to the Chair to vote on the Resolution as the Chair decides; or

  • c) a holder acting solely in a nominee, trustee, custodial or other fiduciary capacity on behalf of a beneficiary provided the following conditions are met:

  • i. the beneficiary provides written confirmation to the holder that the beneficiary is not excluded from voting, and is not an associate of a person excluded from voting, on the Resolution; and

  • ii. the holder votes on the Resolution in accordance with directions given by the beneficiary to the holder to vote in that way.

Voting Prohibition Statement

In accordance with section 250BD of the Corporations Act, a person appointed as a proxy must not vote, on the basis of that appointment, on Resolution 6 if:

  • a) the proxy is either:

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  • i. a member of the Company’s Key Management Personnel; or

  • ii. a closely related party of a member of the Company’s Key Management Personnel; and

  • b) the appointment does not specify the way the proxy is to vote on the resolution.

However, the above prohibition does not apply if:

  • a) the proxy is the Chair of the Meeting; and

  • b) the appointment expressly authorises the Chair to exercise the proxy even if the Resolution is connected directly or indirectly with remuneration of a member of the Company’s Key Management Personnel.

Director’s Recommendation

The Directors recommend that Shareholders vote IN FAVOUR of this Resolution.

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GLOSSARY

Annual Financial Report means the 2025 Annual Report to Shareholders for the period ended 30 June 2025 as lodged by the Company with the ASX on 12 August 2025.

Annual General Meeting or AGM or Meeting means the meeting convened by the Notice. ASX means ASX Limited ACN 620 466 248.

ASX Listing Rules means the Listing Rules of the ASX.

Auditor means the Company’s auditor, BDO Audit Pty Ltd.

Auditor’s Report means the auditor’s report of BDO as included in the Annual Financial Report. BDO means the Company’s auditor, BDO Audit Pty Ltd.

Board means the current board of directors of the Company.

Closely Related Party has the meaning as defined in section 9 of the Corporations Act. Company means LGI Limited (ACN 138 085 551).

Computershare means the Company’s share registry, Computershare Investor Services Pty Limited. Constitution means the Company’s constitution.

Corporations Act means the Corporations Act 2001 (Cth).

Director means a current director of the Company.

Directors’ Report means the report of Directors as included in the Annual Financial Report. Entitlement Time means 7.00 pm (Sydney Time) on Monday, 17 November 2025.

Explanatory Notes means the Explanatory Notes accompanying this Notice.

Items means the resolutions set out in this Notice, or any one of them, as the context requires.

Key Management Personnel or KMP has the meaning as defined in section 9 of the Corporations Act.

Notice or Notice of Meeting or Notice of Annual General Meeting means this notice of annual general meaning and the Explanatory Notes accompanying it and the Proxy Form.

Ordinary Resolution means a resolution that only needs to be passed by at least 50% of the total votes cast by Shareholders entitled to vote on that resolution.

Proxy Deadline means 11.00am (Brisbane Time) on Monday, 17 November 2025.

Proxy Form means the proxy form accompanying this Notice.

Remuneration Report means the remuneration report set out in the Directors’ Report section of the Company’s Annual Financial Report.

Resolutions means the resolutions set out in this Notice, or any one of them, as the context requires.

Share(s) means a fully paid ordinary share in the capital of the Company.

Shareholder means a registered holder of a Share.

Special Resolution means a resolution that needs to be passed by at least 75% of the total votes cast by Shareholders entitled to vote on that resolution.

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Annexure A – Amendment to the Constitution

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Annexure B - Summary of New Omnibus Incentive Plan (New Plan)

A summary of the material terms of the New Plan is as follows:

  • (a) ( Eligible Participant ): Eligible Participant means a person that has been determined by the Board to be eligible to participate in the New Plan from time to time and is an “ESS participant” (as that term is defined in Part 7.12, Division 1A of the Corporations Act) in relation to the Company or an associated entity of the Company. This relevantly includes, amongst others:

  • (i) an employee or director of the Company or an individual who provides services to the Company;

  • (ii) an employee or director of an associated entity of the Company or an individual who provides services to such an associated entity;

  • (iii) a prospective person to whom paragraphs (i) or (ii) apply;

  • (iv) a person prescribed by the relevant regulations for such purposes; or

  • (v) certain related persons on behalf of the participants described in paragraphs (i) to (iv) (inclusive).

  • (b) ( Maximum allocation ): The Company must not make an offer of Securities under the New Plan in respect of which monetary consideration is payable (either upfront, or on exercise of convertible securities) where:

  • (i) the total number of Plan Shares (as defined in paragraph (m) below) that may be issued or acquired upon exercise of the convertible securities offered; plus

  • (ii) the total number of Plan Shares issued or that may be issued as a result of offers made under the New Plan at any time during the previous 3-year period,

would exceed 5% of the total number of Shares on issue at the date of the offer ( Issue Cap ) or such other limit as may be specified by the relevant regulations or the Company’s Constitution from time to time.

The maximum number of equity securities proposed to be issued under the New Plan for the purposes of Listing Rule 7.2, Exception 13 will be as approved by Shareholders from time to time ( ASX Limit ). This means that, subject to the following paragraph, the Company may issue up to the ASX Limit under the New Plan without seeking Shareholder approval and without reducing its placement capacity under Listing Rule 7.1.

The Company will require prior Shareholder approval for the acquisition of equity securities under the New Plan to Directors, their associates and any other person whose relationship with the Company or a Director or a Director’s associate is such that, in ASX’s opinion, the acquisition should be approved by Shareholders. The issue of Securities with Shareholder approval will not count towards the ASX Limit.

  • (c) ( Purpose ): The purpose of the New Plan is to:

  • (i) assist in the reward, retention and motivation of Eligible Participants;

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  • (ii) link the reward of Eligible Participants to Shareholder value creation; and

  • (iii) align the interests of Eligible Participants with shareholders of the Group (being the Company and each of its Associated Bodies Corporate), by providing an opportunity to Eligible Participants to receive an equity interest in the Company in the form of Securities.

  • (d) ( Plan administration ): The New Plan will be administered by the Board. The Board may exercise any power or discretion conferred on it by the New Plan rules in its sole and absolute discretion, subject to compliance with applicable laws and the Listing Rules. The Board may delegate its powers and discretion.

  • (e) ( Eligibility, invitation and application ): The Board may from time to time determine that an Eligible Participant may participate in the New Plan and make an invitation to that Eligible Participant to apply for Securities on such terms and conditions as the Board decides. An invitation issued under the New Plan will comply with the disclosure obligations pursuant to Part 7.12, Division 1A of the Corporations Act.

On receipt of an invitation, an Eligible Participant may apply for the Securities the subject of the invitation by sending a completed application form to the Company. The Board may accept an application from an Eligible Participant in whole or in part. If an Eligible Participant is permitted in the invitation, the Eligible Participant may, by notice in writing to the Board, nominate a party in whose favour the Eligible Participant wishes to renounce the invitation.

A waiting period of at least 14 days will apply to acquisitions of Securities for monetary consideration as required by the provisions of Part 7.12, Division 1A of the Corporations Act.

  • (f) ( Grant of Securities ): The Company will, to the extent that it has accepted a duly completed application, grant the successful applicant ( Participant ) the relevant number of Securities, subject to the terms and conditions set out in the invitation, the New Plan rules and any ancillary documentation required.

  • (g) ( Terms of Convertible Securities ): Each ‘Convertible Security’ represents a right to acquire one or more Shares (for example, under an option or performance right), subject to the terms and conditions of the New Plan.

Prior to a Convertible Security being exercised a Participant does not have any interest (legal, equitable or otherwise) in any Share the subject of the Convertible Security by virtue of holding the Convertible Security. A Participant may not sell, assign, transfer, grant a security interest over or otherwise deal with a Convertible Security that has been granted to them. A Participant must not enter into any arrangement for the purpose of hedging their economic exposure to a Convertible Security that has been granted to them.

  • (h) ( Vesting of Convertible Securities ): Any vesting conditions applicable to the grant of Convertible Securities will be described in the invitation. If all the vesting conditions are satisfied and/or otherwise waived by the Board, a vesting notice will be sent to the Participant by the Company informing them that the relevant Convertible Securities have vested. Unless and until the vesting notice is issued by the Company, the Convertible Securities will not be considered to have vested. For the avoidance of doubt, if the vesting conditions relevant to a Convertible Security are not satisfied and/or otherwise waived by the Board, that Convertible Security will lapse.

  • (i) ( Exercise of Convertible Securities and cashless exercise ): To exercise a Convertible Security, the Participant must deliver a signed notice of exercise and, subject to a cashless exercise of Convertible Securities (see below), pay the exercise price (if any) to or as directed

18

by the Company, at any time prior to the earlier of any date specified in the vesting notice and the expiry date as set out in the invitation.

At the time of exercise of the Convertible Securities, and subject to Board approval, the Participant may elect not to be required to provide payment of the exercise price for the number of Convertible Securities specified in a notice of exercise, but that on exercise of those Convertible Securities the Company will transfer or issue to the Participant that number of Shares equal in value to the positive difference between the Market Value of the Shares at the time of exercise and the exercise price that would otherwise be payable to exercise those Convertible Securities.

Market Value means, at any given date, the volume weighted average price per Share traded on the ASX over the 5 trading days immediately preceding that given date, unless otherwise specified in an invitation.

A Convertible Security may not be exercised unless and until that Convertible Security has vested in accordance with the New Plan rules, or such earlier date as set out in the New Plan rules.

  • (j) ( Delivery of Shares on exercise of Convertible Securities ): As soon as practicable after the valid exercise of a Convertible Security by a Participant, the Company will issue or cause to be transferred to that Participant the number of Shares to which the Participant is entitled under the New Plan rules and issue a substitute certificate for any remaining unexercised Convertible Securities held by that Participant.

  • (k) ( Forfeiture of Convertible Securities ): Where a Participant who holds Convertible Securities ceases to be an Eligible Participant or becomes insolvent, all unvested Convertible Securities will automatically be forfeited by the Participant, unless the Board otherwise determines in its discretion to permit some or all of the Convertible Securities to vest.

Where the Board determines that a Participant has acted fraudulently or dishonestly or wilfully breached his or her duties to the Group, the Board may in its discretion deem all unvested Convertible Securities held by that Participant to have been forfeited.

Unless the Board otherwise determines, or as otherwise set out in the New Plan rules:

  • (i) any Convertible Securities which have not yet vested will be forfeited immediately on the date that the Board determines (acting reasonably and in good faith) that any applicable vesting conditions have not been met or cannot be met by the relevant date; and

  • (ii) any Convertible Securities which have not yet vested will be automatically forfeited on the expiry date specified in the invitation.

  • (l) ( Change of control ): If a change of control event occurs in relation to the Company, or the Board determines that such an event is likely to occur, the Board may in its discretion determine the manner in which any or all of the Participant’s Convertible Securities will be dealt with, including, without limitation, in a manner that allows the Participant to participate in and/or benefit from any transaction arising from or in connection with the change of control event.

  • (m) ( Rights attaching to Plan Shares ): All Shares issued under the New Plan or issued or transferred to a Participant upon the valid exercise of a Convertible Security, ( Plan Shares ) will rank pari passu in all respects with the Shares of the same class. A Participant will be entitled to any dividends declared and distributed by the Company on the Plan Shares and may participate in any dividend reinvestment plan operated by the Company in respect of Plan Shares. A Participant may exercise any voting rights attaching to Plan Shares.

19

  • (n) ( Disposal restrictions on Securities ): If the invitation provides that any Plan Shares or Convertible Securities are subject to any restrictions as to the disposal or other dealing by a Participant for a period, the Board may implement any procedure it deems appropriate to ensure the compliance by the Participant with this restriction.

  • (o) ( Adjustment of Convertible Securities ): If there is a reorganisation of the issued share capital of the Company (including any subdivision, consolidation, reduction, return or cancellation of such issued capital of the Company), the rights of each Participant holding Convertible Securities will be changed to the extent necessary to comply with the Listing Rules applicable to a reorganisation of capital at the time of the reorganisation.

If Shares are issued by the Company by way of bonus issue (other than an issue in lieu of dividends or by way of dividend reinvestment), the holder of Convertible Securities is entitled, upon exercise of the Convertible Securities, to receive an allotment of as many additional Shares as would have been issued to the holder if the holder held Shares equal in number to the Shares in respect of which the Convertible Securities are exercised.

Unless otherwise determined by the Board, a holder of Convertible Securities does not have the right to participate in a pro rata issue of Shares made by the Company or sell renounceable rights.

  • (p) ( Participation in new issues ): There are no participation rights or entitlements inherent in the Convertible Securities and holders are not entitled to participate in any new issue of Shares of the Company during the currency of the Convertible Securities without exercising the Convertible Securities.

  • (q) ( Amendment of Plan ): Subject to the following paragraph, the Board may at any time amend any provisions of the New Plan rules, including (without limitation) the terms and conditions upon which any Securities have been granted under the New Plan and determine that any amendments to the New Plan rules be given retrospective effect, immediate effect or future effect.

No amendment to any provision of the New Plan rules may be made if the amendment materially reduces the rights of any Participant as they existed before the date of the amendment, other than an amendment introduced primarily for the purpose of complying with legislation or to correct manifest error or mistake, amongst other things, or is agreed to in writing by all Participants.

  • (r) ( Plan duration ): The New Plan continues in operation until the Board decides to end it. The Board may from time to time suspend the operation of the New Plan for a fixed period or indefinitely and may end any suspension. If the New Plan is terminated or suspended for any reason, that termination or suspension must not prejudice the accrued rights of the Participants.

If a Participant and the Company (acting by the Board) agree in writing that some or all of the Securities granted to that Participant are to be cancelled on a specified date or on the occurrence of a particular event, then those Securities may be cancelled in the manner agreed between the Company and the Participant.

20

ONLINE MEETING GUIDE

GETTING STARTED

If you choose to participate online you will be able to view a live webcast of the meeting, ask the Directors questions online and submit your votes in real time. To participate online visit https://meetnow.global/au on your smartphone, tablet or computer. You will need the latest versions of Chrome, Safari, Edge or Firefox. Please ensure your browser is compatible.

TO LOG IN, YOU MUST HAVE THE FOLLOWING INFORMATION:

Australian Residents

SRN or HIN and postcode of your registered address.

Overseas Residents

SRN or HIN and country of your registered address.

Appointed Proxies

Please contact Computershare Investor Services on +61 3 9415 4024 to request your unique email invitation link prior to the meeting day.

PARTICIPATING AT THE MEETING

To participate in the online meeting, visit https://meetnow.global/au. Then enter the company name in the ‘Filter’ field. Select and click on the displayed meeting.

Search for meeting

Australia

Filter Please enter Company or Meeting Name. Enter 3 or more characters. e.g. Computershare

To register as a shareholder Select ‘Shareholder’, enter your SRN or HIN and select your country. If Australia, also enter your post code.

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Shareholder Invitation Guest
If you are a shareholder or an appointed corporate representative,
please enter the required details below.
SRN/HIN
eg. X1234567890
Country
Australia
Post Code
eg. 0123
SIGN IN
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or To register as a proxyholder To access the meeting click on the link in the invitation e-mail sent to you. Or select ‘Invitation’ and enter your invite code provided in the e-mail.

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Shareholder Invitation Guest
If you are a received an email invitation for this meeting, please
enter your invite code below.
Invite Cod e
Enter your invite code. e.g. G-ABCDEFG or ABCD
SIGN IN
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or To register as a guest Select ‘Guest’ and enter your details.

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Shareholder Invitation Guest
If you would like to attend the meeting as a Guest please provide
your details below.
First Name
Last Name

Email
Company Name
SIGN IN
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1

The webcast will appear automatically once the meeting has started. If the webcast does not start automatically press the play button and ensure the audio on your computer or device is turned on.

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MR JOHN CITIZEN 500 Votes
Clip Slides

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When the Chair declares the poll open, select the ‘Vote’ icon and the voting options will appear on your screen.

To vote, select your voting direction. A tick will appear to confirm receipt of your vote.

To change your vote, select ‘Click here to change your vote’ and press a different option to override.

Items of Business

2A Re-elect Mr John Brown as a Director

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FOR AGAINST ABSTAIN
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2B Re-elect Mr Peter Nolan as a Director

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FOR AGAINST ABSTAIN
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To ask a question select the ‘Q & A’ icon, select the topic your question relates to. Type your question into the chat box at the bottom of the screen and press ‘Send’.

To ask a verbal question, follow the instructions on the virtual meeting platform.

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Your questions(s)
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To view meeting documents select the ‘Documents’ icon and choose the document you wish to view.

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Notice of Meeting
Online User Guide
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You may enter a question using the field below.
3 Adoption of Remuneration Report 
Enter your question here Send
24 character(s)
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FOR ASSISTANCE

If you require assistance before or during the meeting please call +61 3 9415 4024.

2

Need assistance?

Phone:

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

Online:

www.investorcentre.com/contact

LGI

MR SAM SAMPLE FLAT 123 123 SAMPLE STREET THE SAMPLE HILL SAMPLE ESTATE SAMPLEVILLE VIC 3030

YOUR VOTE IS IMPORTANT

For your proxy appointment to be effective it must be received by 11:00 am (Brisbane Time) on Monday, 17 November 2025.

Proxy Form

How to Vote on Items of Business

Lodge your Proxy Form:

XX

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

Online:

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 or abstain as they choose (to the extent permitted by law). 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 securities 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 securities 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 securities for each in Step 1 overleaf.

Lodge your vote online at www.investorvote.com.au using your secure access information or use your mobile device to scan the personalised QR code.

Your secure access information is

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Control Number: 999999

SRN/HIN: I9999999999 PIN: 99999

For Intermediary Online subscribers (custodians) go to www.intermediaryonline.com

A proxy need not be a securityholder of the Company.

SIGNING INSTRUCTIONS FOR POSTAL FORMS

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

Joint Holding: Where the holding is in more than one name, all of the securityholders 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. Delete titles as applicable.

By Mail:

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

By Fax:

1800 783 447 within Australia or +61 3 9473 2555 outside Australia

PARTICIPATING IN THE MEETING

Corporate Representative

If a representative of a corporate securityholder or proxy is to participate in the meeting you will need to provide the appropriate “Appointment of Corporate Representative”. A form may be obtained from Computershare or online at www.investorcentre.com/au and select "Printable Forms".

PLEASE NOTE: For security reasons it is important that you keep your SRN/HIN confidential.

You may elect to receive meeting-related documents, or request a particular one, in electronic or physical form and may elect not to receive annual reports. To do so, contact Computershare.

Samples/000001/000002

MR SAM SAMPLE FLAT 123 123 SAMPLE STREET THE SAMPLE HILL SAMPLE ESTATE SAMPLEVILLE VIC 3030

I ND

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



I 9999999999

Proxy Form

Please mark

to indicate your directions

Step 1 Appoint a Proxy to Vote on Your Behalf

XX

I/We being a member/s of LGI Limited hereby appoint

the Chair OR of the Meeting

PLEASE NOTE: Leave this box blank if you have selected the Chair 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 Chair 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, and to the extent permitted by law, as the proxy sees fit) at the Annual General Meeting of LGI Limited to be held at 57 Harvey Street N, Eagle Farm, QLD 4009 and virtually via https://meetnow.global/MKVADHP on Wednesday, 19 November 2025 at 11:00 am (Brisbane Time) and at any adjournment or postponement of that meeting.

Chair authorised to exercise undirected proxies on remuneration related resolutions: Where I/we have appointed the Chair of the Meeting as my/our proxy (or the Chair becomes my/our proxy by default), I/we expressly authorise the Chair to exercise my/our proxy on Items 2 and 7 (except where I/we have indicated a different voting intention in step 2) even though Items 2 and 7 are connected directly or indirectly with the remuneration of a member of key management personnel, which includes the Chair.

Important Note: If the Chair of the Meeting is (or becomes) your proxy you can direct the Chair to vote for or against or abstain from voting on Items 2 and 7 by marking the appropriate box in step 2.

Step 2 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.

For Against Abstain

Item 2 Remuneration Report (Non-binding resolution) Item 3 Re-election of Director – Ms Abigail Cheadle Item 4 Re-election of Director – Mr Timothy McGavin Item 5 Amendments to Constitution Item 6 Renew the Proportional Takeover Provisions Item 7 Approval of the Omnibus Incentive Plan

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The Chair of the Meeting intends to vote undirected proxies in favour of each item of business. In exceptional circumstances, the Chair of the Meeting may change his/her voting intention on any resolution, in which case an ASX announcement will be made.

Step 3 Signature of Securityholder(s)

This section must be completed.

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Individual or Securityholder 1 Securityholder 2 Securityholder 3
/ /
Sole Director & Sole Company Secretary Director Director/Company Secretary Date
Update your communication details (Optional) By providing your email address, you consent to receive future Notice
Mobile Number Email Address of Meeting & Proxy communications electronically
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L G I

3 2 0 8 6 7 A

Need assistance?

Phone:

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

Online:

www.investorcentre.com/contact

LGI

MR SAM SAMPLE FLAT 123 123 SAMPLE STREET THE SAMPLE HILL SAMPLE ESTATE SAMPLEVILLE VIC 3030

LGI Limited Annual General Meeting

The LGI Limited Annual General Meeting will be held on Wednesday, 19 November 2025 at 11:00 am (Brisbane Time). You are encouraged to participate in the meeting using the following options:

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MAKE YOUR VOTE COUNT

To lodge a proxy, access the Notice of Meeting and other meeting documentation visit www.investorvote.com.au and use the below information:

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Control Number: 999999 SRN/HIN: I9999999999 PIN: 99999

For Intermediary Online subscribers (custodians) go to www.intermediaryonline.com

For your proxy appointment to be effective it must be received by 11:00 am (Brisbane Time) Monday, 17 November 2025.

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ATTENDING THE MEETING VIRTUALLY

To watch the webcast, ask questions and vote on the day of the meeting, please visit: https://meetnow.global/MKVADHP

For instructions refer to the online user guide www.computershare.com.au/virtualmeetingguide

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ATTENDING THE MEETING IN PERSON

The meeting will be held at:

57 Harvey Street N, Eagle Farm, QLD 4009

You may elect to receive meeting-related documents, or request a particular one, in electronic or physical form and may elect not to receive annual reports. To do so, contact Computershare.

Samples/000001/000002