ORICA LIMITED — AGM Information 2011

Nov 13, 2011

Orica Limited ABN 24 004 145 868 Registered Office: Level 3, 1 Nicholson Street East Melbourne Vic 3002 Australia

Notice of Meeting

Notice is hereby given that the 2011 Annual General Meeting of Orica Limited will be held in The Auditorium, Level 2, Melbourne Exhibition Centre, 2 Clarendon Street, South Wharf, Vic, 3006 on Thursday, 15 December 2011 at 10.30am.

Ordinary Business

1 Financial Report, Directors’ Report and Auditor’s Report

To receive and consider the financial report, directors’ report and auditor’s report for the year ended 30 September 2011.

2 Election of Director

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

That Noel Meehan, who retires by rotation in accordance with Rule 58.1 of the Company’s Constitution, being eligible and offering himself for re-election, is re-elected as a Director.

3 Adoption of Remuneration Report

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

To adopt the remuneration report for the year ended 30 September 2011.

The Remuneration Report is set out on pages 29 to 43 of the Annual Report.

By order of the Board

Annette Cook

Company Secretary 7 November 2011

Voting Entitlement

The Board has determined that a shareholder’s voting entitlement at the meeting will be taken to be the entitlement of that person shown in the register of members as at 7.00pm on Tuesday, 13 December 2011.

Explanatory Notes to Shareholders

Item 1 – Financial Statements and Results

The Corporations Act 2001 (Cth) (“Corporations Act”) requires the financial report (which includes financial statements, notes to the financial statements and directors’ declaration), the directors’ report and the auditor’s report to be laid before the Annual General Meeting. The Constitution of Orica Limited (“Orica”) provides for these reports to be received and considered at the Meeting. There is no requirement either in the Corporations Act or the Constitution for shareholders to approve the financial report, the directors’ report or the auditor’s report. Shareholders will be given a reasonable opportunity to ask questions and make comments on these reports, and on the business, operations and management of Orica.

Item 2 – Election of Director

The Board has considered the performance of Mr Meehan and believes, based on his skills, knowledge and experience, that it is in the interests of shareholders that he be re-elected as a Director.

The profile of Mr Meehan is set out below.

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Noel Meehan B Sc (Hons), FCPA

Executive Director Finance since September 2005 and Chief Financial Officer since May 2005. Member of the Corporate Governance & Nominations Committee.

Mr Meehan joined Orica in April 1999 as Corporate Reporting Manager. Since then, he has held a number of other senior finance roles within the Group, including CFO for Chemicals and Orica Group Investor Relations Manager.

Prior to joining Orica, Mr Meehan held a variety of finance roles both within Qantas Airways Limited and Australian Airlines Limited.

Mr Meehan is seeking re-election for a three year term.

Item 3 – Remuneration Report

Shareholders will be given the opportunity to comment on and ask questions about the Remuneration Report which is included in Orica’s Annual Report 2011.

The Remuneration Report discusses the following:

• The remuneration policy adopted by the Board;

• The links between the Board’s policy and Orica’s performance;

• The remuneration details of each Director and the Group Executive team; and

• The performance conditions that must be met prior to Executives’ deriving any value from the ‘at risk’ components of their remuneration.

The vote on this item is advisory only and will not bind the Directors or the Company. The Board will take into account the discussion on this resolution and the outcome of the vote when considering the future remuneration arrangements of the Company.

As a result of amendments to the Corporations Act known generally as the “two strikes rule”, shareholders should note that the result of the vote on this item may affect next year’s Annual General Meeting – if 25% or more of the votes cast on this resolution are “against”, a resolution to spill the Board will be included on the 2012 Notice of AGM as required by the Corporations Act.

The Board recommends that you vote in favour of this non-binding ordinary resolution.

Voting exclusion statement – Corporations Act

The Corporations Act prohibits any votes being cast on this resolution by or on behalf of a person who is disclosed in the Remuneration Report as a member of the key management personnel of the Company (which includes the Directors and the Chairman) or a closely related party of that member. However, such a person may cast a vote on this resolution if they do so as a proxy for a person who is permitted to vote, in accordance with a direction on the Proxy Form.

• Arriving by taxi: Drop off point 2 Clarendon Street, South Wharf at entrance of the Melbourne Exhibition Centre

• Arriving by tram: Tram numbers 96, 112 and 109 travel down Spencer/Clarendon Streets and stop opposite 2 Clarendon Street at entrance of the Melbourne Exhibition Centre

Tram numbers 48 and 70 stop at the end of Flinders Street. Walk towards the Yarra River, across the new pedestrian bridge

• Arriving by train: Take the train to Southern Cross Station. Tram numbers 96, 109 and 112 travel past Southern Cross Station down Spencer/Clarendon Streets and stop opposite 2 Clarendon Street at entrance the Melbourne Exhibition Centre www.metlinkmelbourne.com.au

• Arriving on foot: Pedestrian access is along Southbank or across the new pedestrian bridge

Parking: Parking is available at the Melbourne Exhibition Centre and adjacent car parks

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