PPK GROUP LIMITED — AGM Information 2003

Nov 2, 2003

22 YALGAR ROAD KIRRAWEE NSW 2232 ALISTRALIA

TELEPHONE: (02) 9521 8444 FACSIMILE: (02) 9521 4561

PO ROX 297 IANNALI MSW 2226

Notice of Annual General Meeting

NOTICE is hereby given that the Annual General Meeting of the shareholders of Plaspak Group Limited ("the Company") will be held at The Westin Hotel, No 1 Martin Place, Sydney, New South Wales 2000, on Tuesday, 25 November 2003 at 3.30pm.

AGENDA

ORDINARY BUSINESS

$\mathbf{L}$ Financial Reports

To receive and consider the Financial Report, the Directors' Report and the Auditor's Report for the year ended 30 June 2003.

$\overline{2}$ To re-elect a director

lury Ivan Wowk retires by rotation in accordance with the Constitution and, being eligible, offers himself for re-election.

SPECIAL BUSINESS

3. Grant of Options to Managing Director

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

"That for the purposes of Listing Rule 10.11 and all other purposes, the Company approves the grant to David Hoff, the Managing Director of 200,000 options (each to subscribe for I share) exercisable at \$1.40 each at any time prior to 31 May 2007, which options are granted for nil consideration and in accordance with the terms of the Service Agreement. between the Company and David Hoff".

Increase in Aggregate Non-executive Directors' Fees $\ddot{a}$

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

"That for the purposes of Listing Rule 10.17, and all other purposes, the Company approves an increase in the aggregate total amount of directors' fees payable to non-executive directors of \$165,000 up to a maximum of \$275,000, effective from 1 July 2003."

5. Other business

To transact any other business which may be brought forward in conformity with the Constitution of the Company.

By Order of the Board.

JURY IVAN WOWK Company Secretary 16 October 2003

APPOINTMENT OF PROXIES

Please note that:

• a member entitled to attend and vote at this meeting of the Company is entitled to appoint a proxy to vote on their $\ddot{\tilde{z}}$ . behalf. A member who is entitled to cast two or more votes at the meeting may appoint not more than 2 proxies;
• $\overline{2}$ where more than one proxy is appointed, the proxy may be appointed to represent a specified proportion of the member's voting rights;
• $\overline{3}$ . a proxy need not be a member;
• $\overline{4}$ . to be effective, proxy forms must be received at the registered office of the Company, 22 Yalgar Road, Kirrawee, New South Wales 2232, or received by facsimile on (02) 9521 4561 by 3.30pm on 24 November 2003.

A form of proxy accompanies this Notice of Meeting and must be completed in accordance with the instructions 'How to complete the proxy form' provided with the Proxy Form.

ski.

(a)	Resolution 3 - Grant of Options to Managing Director Voting Exclusion Statement
	As required by Listing Rule 10.13, the Company will disregard any votes cast on Resolution 3 by David Hoff or any of his associates.
	However, the Company need not disregard a vote if:
	it is cast by David Hoff or an associate of his as proxy for a person who is entitled to vote, if the vote is cast 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.
	Issue of Securities was In accordance with Listing Rule 10.13.3, the Company confirms that it will issue the Options proposed to be granted pursuant. to Resolution 3 on or before 25 December 2003 (being one month after the date of the Annual General Meeting).
(b)	Resolution 4 - Increase in Aggregate Non-executive Directors' Fees Voting Exclusion Statement
	As required by Listing Rule 10.17, the Company will disregard any votes cast on Resolution 4 by the directors of the Company (namely Colin Ryan, David Hoff, Glenn Molloy, Ray Beath and Jury Wowk) or any of their associates.
	However, the Company need not disregard a vote if:
	it is cast by a person 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 a direction on the proxy form to vote as the proxy decides.