PRAEMIUM LIMITED — AGM Information 2021

Oct 14, 2021

2021 Annual General Meeting

15 October 2021: Praemium is pleased to advise that its 2021 Annual General Meeting will be held on Wednesday 17 November 2021 commencing at 11am (Melbourne time).

Due to the restrictions imposed by the Australian and State Governments as a result of the COVID-19 pandemic, the meeting will be held as a virtual-only meeting. The Praemium Board's goal remains to ensure investor engagement and encourage investor participation in our AGM and technology will enable this.

All Praemium shareholders can participate in the AGM through the online platform at https://agmlive.link/PPS21.

Further details on how to participate in the AGM online are set out in the attached Notice of Meeting and in the Online Platform Guide. The Online Platform Guide provides details about how to ensure your browser is compatible with the online platform, as well as a step by step guide to successfully log in and navigate the site.

The Notice of Meeting and Online Platform Guide will also available on our website at: https://www.praemium.com/au/about-us/shareholders/corporate-governance/.

Proxy Forms should be completed and returned no later than 11am (Melbourne time) on Monday 15 November 2021 in one of the ways specified in the Notice of Meeting and on the Proxy Form.

Enclosed is the Notice of Meeting that sets out the business of the AGM, an example Proxy Form and Online Platform Guide.

Document approved by the Company Secretary of Praemium Limited

For further information: Paul Gutteridge, Company Secretary Ph: 1800 571 881

About Praemium (ASX: PPS): Praemium is a global leader in the provision of technology platforms for managed accounts, investment administration and financial planning. Praemium services in excess of 300,000 investor accounts covering over $170 billion in funds globally for more than 1,000 financial institutions and intermediaries, including some of the world's largest financial institutions.

Praemium Limited (ABN 74 098 405 826), Level 19, 367 Collins Street, Melbourne VIC 3000 Australia

Praemium Limited Notice & Agenda 2021 Annual General Meeting

Notice is given that Praemium Limited, ACN 098 405 826 ("Praemium" or "the Company") will hold its Annual General Meeting (AGM) as a virtual meeting at 11:00am (Melbourne time) on 17 November 2021 online at https://agmlive.link/PPS21.

We recommend logging in to our online platform at least 15 minutes prior to the scheduled start time for the Meeting using the instructions below:

Enterhttps://agmlive.link/PPS21 into a web browser on your computer or online device:

• Shareholders will need their Shareholder Reference Number (SRN) or Holder Identification Number (HIN) printed at the top of the Voting Form; and
• Proxyholders will need their proxy code which Link Market Services will provide via email no later than 48 hours prior to the Meeting.

Further details on how to participate in the AGM online are set out in the Notice of Meeting and in the Online Platform Guide. The Online Platform Guide provides details about how to ensure your browser is compatible with the online platform, as well as a step by step guide to successfully log in and navigate the site. The Online Platform Guide will be released to the ASX and is also available on our website at https://www.praemium.com/au/aboutus/shareholders/corporate-governance/.

If you are unable to attend the meeting, you are encouraged to complete and return the enclosed voting form which allows you to lodge your vote directly or appoint a proxy to vote on your behalf. You may also lodge your direct vote or appoint a proxy online. The completed voting form must be received by Link Market Services no later than 11:00am on 15 November 2021.

Business

Praemium Financial Report

To receive the Financial Statements, Directors' Report and the Independent Auditor's Report for Praemium and its controlled entities for the year ended 30 June 2021.

Note: There is no requirement for shareholders to approve these reports.

Resolution 1 - Adoption of Remuneration Report

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

"That, the Remuneration Report for the financial year ended 30 June 2021 (set out in the 2021 Annual Report) be adopted."

Note: Voting restrictions apply to this Resolution. Details of the restrictions are set out in the Explanatory Statement.

Resolution 2 – Re-election of Director – Stuart Robertson

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

"To re-elect Stuart Robertson, who retires by rotation in accordance with clause 9.1(d) of the Constitution, and being eligible, offers himself for re-election as a director of Praemium Limited."

Resolution 3 – Election of Claire Willette as Director

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

"To elect Claire Willette who has been nominated by the Directors for election in accordance with clause 9.1(k)(2) of the Constitution, and being eligible, offers herself for election as a director of Praemium Limited.

Please read the Explanatory Statement

Information regarding the Resolutions, including important information regarding voting exclusions and prohibitions where applicable, may be found in the accompanying Explanatory Statement, which form part of this notice of meeting.

By Order of the Board

Paul Gutteridge - CFO & Company Secretary 15 October 2021

EXPLANATORY STATEMENT

This Explanatory Statement has been prepared for the information of shareholders of the Company (Shareholders) in relation to the business to be conducted at the Company's 2021 Annual General Meeting.

The purpose of the Explanatory Statement is to provide Shareholders with information that is reasonably required by Shareholders to decide how to vote on the Resolutions. The Directors recommend that Shareholders read this Explanatory Statement before determining whether or not to support the Resolutions.

All of the Resolutions to be voted on are ordinary resolutions. An ordinary resolution requires a simple majority of votes cast by Shareholders entitled to vote on a Resolution. This includes voting via proxies.

Questions and Comments

The Chairman will give Shareholders a reasonable opportunity to ask questions about or comment on the management of the Company.

The Chairman will also give Shareholders a reasonable opportunity to ask the Auditor questions relevant to:

• the conduct of the audit;
• the preparation and content of the Independent Audit Report;
• 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.

Shareholders who would like to submit a written question to the Company's auditor, should send questions to the Company Secretary at paul.gutteridge@praemium.com. Written questions must relate to the content of the auditor's report to be considered at the Annual General Meeting or the conduct of the audit. All qualifying questions will be addressed at the Annual General Meeting. Please note that all questions must be received at least five business days before the Annual General Meeting; that is by no later than 10 November 2021. Although the meeting with be held virtually, Shareholders will still be afforded the opportunity to ask questions during the meeting. Please refer the Online Platform Guide.

Unless the Company's Share Registry has been notified otherwise, Shareholders will not be sent a hard copy of the Annual Report. All Shareholders can download the Annual Report, which contains the Financial Statement for the year ended 30 June 2021, from the Company's website at https://www.praemium.com/au/about-us/shareholders/financial-reports/

Resolution 1 – Remuneration Report

Section 250R(2) of the Corporations Act 2001 (Cth) requires Shareholders to vote on an advisory resolution that the Remuneration Report (Remuneration Report) be adopted.

The Remuneration Report details the remuneration policies for Praemium Limited and each of its subsidiaries, including those incorporated in the United Kingdom, Jersey, Armenia, Hong Kong and China (the 'Group') and reports the remuneration arrangements for Directors and Key Management Personnel (identified for the purposes of the Accounting Standards). The Remuneration Report is set out on pages 21- 28 of the 2021 Annual Report to Shareholders.

The vote on Resolution 1 is advisory only and does not bind the Directors or the Company. The Board will however, consider the outcome of the vote and comments made by Shareholders on the Remuneration Report at the meeting when reviewing the Company's remuneration policies.

Under the Corporations Act 2001, if 25% or more of votes that are cast at the meeting are voted against the adoption of the Remuneration Report at two consecutive AGMs, Shareholders will be required to vote at the second of those AGMs on a further resolution (a "Spill Resolution") that another meeting be held within 90 days, at which meeting, all of the Company's Directors (other than any Managing Director) must go up for re-election.

Shareholders will recall that at the 2020 AGM, not more than 25% of the votes cast were cast against the 'remuneration resolution' and therefore, there will be no requirement for a Spill Resolution at this AGM.

The Chair will give Shareholders a reasonable opportunity to ask questions about or make comments on the Remuneration Report.

Special voting restrictions apply in relation to this Resolution (see Other Information below).

The Directors make no recommendation to Shareholders on this Resolution 1.

Re-election of Stuart Robertson

Stuart Robertson was appointed to the Board by the Directors in May 2017 and elected by Shareholders at the Company's 2018 AGM.

Mr Robertson has broad experience in business advisory, investment banking, wrap platforms, alternative investments and funds management. He held senior roles at BT Funds Management, KBC Investments Limited and Zurich Financial Services in Australia, London and New York.

Mr Robertson is currently the Head of Private Investments, Advisory & Distribution at Ellerston Capital Limited.

Mr Robertson is the Non-Executive Chairman of Money3 Corporation Limited (since November 2018, director since January 2016) and Non-Executive Director of Ellerston Global Investments Limited (since June 2014), Ellerston Asian Investments Limited (since July 2015).

Mr Robertson chairs the Group's Audit, Risk & Compliance Committee and is a member of the Group's Remuneration & Nomination Committee. He is a qualified CA, Fellow of FINSIA and graduate of the AICD, and holds an MBA from the MGSM.

Information about the experience, skills and qualifications of all of the Directors, including Mr Robertson, are set out in the Company's 2021 Annual Report. Copies of the Annual Report can be downloaded from the Company's website at https://www.praemium.com/au/about-us/shareholders/financial-reports/.

Recommendation

The Directors, with Mr Robertson abstaining, recommend that Shareholders vote in favour of Resolution 2.

Resolution 3 - Election of Director

Election of Claire Willette

Claire Willette was originally appointed to the Board on 28 August 2017 and ceased to be a Non-Executive Director on 23 November 2020. From this time, Ms Willette has performed an advisory role to the Board, in particular in the areas of risk and governance.

Ms Willette has been nominated by the Directors to stand again for election as a Non-Executive Director of the Company.

Ms Willette continues to bring a wealth of experience as a senior management executive in the United States Department of Defence, the Australian Department of Defence and in the private sector, most recently with Boeing. Her career has spanned national security, emerging technologies and critical infrastructure sectors, with a focus on developing governance frameworks, planning, risk management and performance/program management. Ms Willette has managed a wide variety of projects both in scale and complexity, including whole-of-government initiatives and national projects.

Ms Willette is an Associate of, and sat on the Board of Directors for, the Australian Risk Policy Institute and is a Senior Expert Advisor to the International Standards Committee in the areas of Risk, Resilience and Business Continuity. She has a BA from George Mason University (US) and a Masters of International Relations from Cambridge University (UK).

Upon her successful appointment to the Board, Ms Willette will become a member of the Group's Audit, Risk & Compliance Committee and Remuneration & Nomination Committee.

Recommendation

The Directors, recommend that Shareholders vote in favour of Resolution 3.

OTHER INFORMATION

Entitlement to attend and vote

In accordance with Reg 7.11.37 of the Corporations Regulations 2001 (Cth), the Board has determined that persons who are registered holders of Shares in the Company as at 7:00pm (Melbourne time) on 15 November 2021 will be entitled to attend and vote at the AGM as a Shareholder.

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

Attending the AGM and live voting online

Praemium Shareholders can participate in the Annual General Meeting virtually via Computer or a Mobile device – by entering the following URL in your browser https://agmlive.link/PPS21. The Meeting will be viewable from desktops, laptops, tablets and mobile devices.

To participate and vote online you will need your shareholder number and postcode. Proxy holders will need their proxy number which will be provided by Link Market Services no later than 24 hours prior to the meeting and following lodgement of the proxy appointment. Online participants should register at least 15 minutes before the AGM.

You will be able to live vote during the meeting when invited by the Chair. You will be able to vote for, against or abstain on each item through the online platform.

Further details on how to participate in the AGM online are set out in the attached Notice of Meeting and in the Online Platform Guide. The Online Platform Guide provides details about how to ensure your browser is compatible with the online platform, as well as a step by step guide to successfully log in and navigate the site. The Online Platform Guide will be released to the ASX and is also available on our website at https://www.praemium.com/au/about-us/shareholders/corporate-governance/.

Technical difficulties

Technical difficulties may arise during the course of the Annual General Meeting. The Chair has discretion as to whether and how the meeting should proceed in the event that a technical difficulty arises. In exercising his discretion, the Chair will have regard to the number of shareholders impacted and the extent to which participation in the business of the meeting is affected. Where he considers it appropriate, the Chair may continue to hold the meeting and transact business, including conducting a poll and voting in accordance with valid proxy instructions. For this reason, shareholders are encouraged to lodge a Direct Vote or Proxy by 11:00am (Melbourne time) on Monday, 15 November 2021 even if they plan to attend the Meeting online.

Voting restrictions

Corporations Act

Special voting restrictions in relation to Resolution 1

Key Management Personnel (KMP) and their closely related parties are not permitted to vote on Resolution 1 in any capacity. KMPs of Praemium are the Directors of Praemium and those other persons having authority and responsibility for planning, directing and controlling the activities of Praemium, directly or indirectly. The Remuneration Report identifies Praemium's KMPs for the financial year ending 30 June 2021. 'Closely related parties' are defined in the Corporations Act 2001, and include certain of their family members, dependents and companies they control.

Pursuant to 250BD a vote may not be cast on Resolution 1 by a KMP or their closely related parties who are appointed as proxy where the Shareholder has not specified in writing how the proxy is to vote. However, a KMP may cast a vote as proxy (other than a proxy cast on behalf of the above persons) if:

• (a) it specifies in writing how the KMP is to vote; or
• (b) it is cast by the Chair who is permitted to vote undirected proxies where the shareholder expressly authorises the chair to exercise the proxy even if the resolution is connected directly or indirectly to with the remuneration of a KMP. You must tick the box on the proxy form expressly authorising the Chair to vote undirected

Accordingly, if you have appointed the Chair (either directly or by default) as your proxy and you have not directed him how to vote, you are authorising the Chair to exercise the proxy in respect of Resolution 1 notwithstanding that the Chair or KMP may benefit.

The Chair intends to vote in favour of Resolution 1.

Direct Voting

In accordance with rule 8.7(j) of the Company's Constitution, where a Shareholder is entitled to vote, and cannot attend personally and does not wish to appoint a proxy, the Shareholder may vote directly on Resolutions to be considered at the AGM by mailing their vote(s) to the Company's share registry, Link Market Services Limited, by 11:00am (Melbourne time) on Monday, 15 November 2021.

The direct voting form may be mailed / delivered to the Company's share registry, Link Market Services Limited at:

Street Address: Level 12, 680 George Street, Sydney, NSW 2000

Postal Address: Locked Bag A14, SYDNEY SOUTH, NSW 1235

Faxed to Link Market Services Limited on Fax: 02 9287 0309

Online Direct Voting – Direct votes can be lodged online at www.linkmarketservices.com.au by using the following steps.

• Step 1 Select 'Investor Login';
• Step 2 Click on the 'Single Holding' section (unless you have set up a 'Portfolio', in which case proceed to access online voting through that login process);
• Step 3 At 'Issuer Name' enter 'PPS' or ' Praemium Limited';
• Step 4 Enter your HIN or SRN;
• Step 5 Enter the postcode (or Country Code if outside Australia) relevant to each shareholding;
• Step 6 Enter the security code as displayed;
• Step 7 Read and agree to the terms and conditions by selecting the tick box;
• Step 8 Select 'Voting' from the top menu bar; and
• Step 9 Select 'Vote' under the heading "Action" and follow the prompts to lodge your direct vote.

You will be taken to have signed your direct vote form if you lodge it in accordance with the instructions given on the website.

Corporate Representatives

A corporation may elect to appoint an individual to act as its representative in accordance with section 250D of the Corporations Act 2001 (Cth) in which case the Company will require a Certificate of Appointment of Corporate Representative executed in accordance with the Corporations Act 2001 (Cth) to be provided. The Certificate must be lodged with the Company before the AGM or with the share registry by 11:00am (Melbourne time) on Monday, 15 November 2021. The Company will retain the certificate. A form of this certificate may be obtained from the Company's share registry.

Proxies

In accordance with section 249L(d) of the Corporations Act 2001 (Cth) a member who is entitled to attend and vote at the AGM may appoint a proxy. A proxy can be either an individual or a body corporate. Should you appoint a body corporate as your proxy, that body corporate will need to ensure that it:

• appoints an individual as its corporate representative to exercise its powers at meetings, in accordance with section 250D of the Corporations Act 2001 (Cth); and
• provides satisfactory evidence of the appointment of its corporate representative prior to commencement of the AGM.

If satisfactory evidence of appointment as corporate representative is not received before the meeting, then the body corporate (through its representative) will not be permitted to act as your proxy.

If a Shareholder is entitled to cast two or more votes the Shareholder may appoint two proxies and may specify the percentage of votes each proxy is appointed to exercise. If the proxy appointments do not specify the proportion of the member's voting rights that each proxy may exercise, each proxy may exercise half of the member's votes.

A proxy need not be a member.

The Proxy Form (and, if the appointment is signed by the appointer's attorney, the authority under which it was signed or a certified copy of the authority) must be received by the Company's share registry, Link Market Services Limited, by 11:00am (Melbourne time) on Monday, 15 November 2021.

If you choose to appoint a proxy, you are encouraged to direct your proxy how to vote by marking either "For" "Against" or "Abstain" for that item of business. If you sign the enclosed voting form and do not mark Box A or Box B, you will have appointed the Chairman of the meeting as your proxy.

The completed proxy form may be mailed / delivered to the Company's share registry using the enclosed envelope, to Link Market Services Limited at:

Street Address: Level 12, 680 George Street, Sydney, NSW 2000

Postal Address: Locked Bag A14, SYDNEY SOUTH, NSW 1235

Faxed to Link Market Services Limited on Fax: 02 9287 0309

Online Proxy Appointment - Proxies can be lodged online at www.linkmarketservices.com.au by the following steps.

• Step 1 Select 'Investor Login';
• Step 2 Click on the 'Single Holding' section (unless you have set up a 'Portfolio', in which case proceed to access online voting through that login process);
• Step 3 At 'Issuer Name' enter 'PPS' or ' Praemium Limited;
• Step 4 Enter your HIN or SRN;
• Step 5 Enter the postcode (or Country Code if outside Australia) relevant to each shareholding;
• Step 6 Enter the security code as displayed;
• Step 7 Read and agree to the terms and conditions by selecting the tick box;
• Step 8 Select 'Voting' from the top menu bar; and
• Step 9 Complete the steps to lodge your proxy.

You will be taken to have signed your proxy form if you lodge it in accordance with the instructions given on the website. To be valid, a proxy must be received by the Company in the manner stipulated above. The Company reserves the right to declare invalid any proxy not received in this manner.

LODGE YOUR VOTE
------------------------

ONLINE www.linkmarketservices.com.au

BY MAIL Praemium Ltd C/- Link Market Services Limited Locked Bag A14 Sydney South NSW 1235 Australia

BY FAX

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+61 2 9287 0309

BY HAND Link Market Services Limited Level 12, 680 George Street, Sydney NSW 2000

ALL ENQUIRIES TO $\circ$ Telephone: +61 1300 554 474

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VOTING FORM

I/We being a member(s) of Praemium Ltd and entitled to attend and vote hereby appoint:

$\mathsf{STEP}$ 1 Please mark either A or B	VOTE DIRECTLYAelect to lodge my/ourvote(s) directly (mark box)in relation to the Annual General$\bigcirc$Meeting of the Company to beheld at 11:00am onWednesday, 17 November2021, and at any adjournment orpostponement of the Meeting.You should mark either "for" or"against" for each item. Do notmark the "abstain" box.	APPOINT A PROXYBOROR if you are NOT appointing the Chairman ofthe Chairmanthe Meeting as your proxy, please write the Nameof the Meetingname and email of the person or body corporate(mark box)you are appointing as your proxy. An email willbe sent to your appointed proxy with details on Emailhow to access the virtual meeting.or failing the person or body corporate named, or if no person or body corporate is named, the Chairman of the Meeting,as my/our proxy to act on my/our behalf (including to vote in accordance with the following directions or, if no directionshave been given and to the extent permitted by the law, as the proxy sees fit) at the Annual General Meeting of theCompany to be held at 11:00am (Melbourne time) on Wednesday, 17 November 2021 (the Meeting) and at anypostponement or adjournment of the Meeting.The Meeting will be conducted as a virtual meeting and you can participate by logging in online at https://agmlive.link/PPS21 (refer to details in the Notice of Meeting).Important for Resolution 1: If the Chairman of the Meeting is your proxy, either by appointment or by default, and youhave not indicated your voting intention below, you expressly authorise the Chairman of the Meeting to exercise the proxyin respect of Resolution 1, even though the Resolution is connected directly or indirectly with the remuneration of a memberof the Company's Key Management Personnel (KMP).The Chairman of the Meeting intends to vote undirected proxies in favour of each item of business.
STEP	VOTING DIRECTIONSPlease read the voting instructions overleaf before marking any boxes with an $\boxtimes$ResolutionsAdoption of Remuneration Report1Re-election of Director -$\overline{2}$Stuart Robertson3Election of Claire Willette as Director$\bigcirc$in computing the required majority on a poll.	Proxies will only be valid and accepted by the Company if they are signed and received no later than 48 hours before the Meeting.For Against Abstain** If you mark the Abstain box for a particular Item, you are directing your proxy not to vote on your behalf on a poll and your votes will not be counted
3STEPS	Shareholder 1 (Individual)Sole Director and Sole Company Secretary	SIGNATURE OF SHAREHOLDERS - THIS MUST BE COMPLETEDJoint Shareholder 2 (Individual)Joint Shareholder 3 (Individual)Director/Company Secretary (Delete one)Director$\mathbf{r} = \mathbf{r} \cdot \mathbf{r} + \mathbf{r} \cdot \mathbf{r} + \mathbf{r} \cdot \mathbf{r} + \mathbf{r} \cdot \mathbf{r} + \mathbf{r} \cdot \mathbf{r} + \mathbf{r} \cdot \mathbf{r} + \mathbf{r} \cdot \mathbf{r} + \mathbf{r} \cdot \mathbf{r} + \mathbf{r} \cdot \mathbf{r} + \mathbf{r} \cdot \mathbf{r} + \mathbf{r} \cdot \mathbf{r} + \mathbf{r} \cdot \mathbf{r} + \mathbf{r} \cdot \mathbf{r} + \mathbf{r} \cdot \mathbf{r} + \mathbf$

This form should be signed by the shareholder. If a joint holding, either shareholder may sign. If signed by the shareholder's attorney, the power of attorney must have been previously noted by the registry or a certified copy attached to this form. If executed by a company, the form must be executed in accordance with the company's constitution and the Corporations Act 2001 (Cth).

PPS PRX2101N

YOUR NAME AND ADDRESS

This is vour name and address as it appears on the Company's share register. If this information is incorrect, please make the correction on the form. Shareholders sponsored by a broker should advise their broker of any changes. Please note: you cannot change ownership of your shares using this form.

VOTING UNDER BOX A

If you ticked the box under Box A you are indicating that you wish to vote directly. Please only mark either "for" or "against" for each item. Do not mark the "abstain" box. If you mark the "abstain" box for an item, your vote for that item will be invalid

If no direction is given on all of the items, or if you complete both Box A and Box B, your vote may be passed to the Chairman of the Meeting as your proxy.

Custodians and nominees may, with the Share Registrar's consent, identify on the Voting Form the total number of votes in each of the categories "for" and "against" and their votes will be valid.

The Chairman's decision as to whether a direct vote is valid is conclusive.

VOTING UNDER BOX B - APPOINTMENT OF PROXY

If you wish to appoint the Chairman of the Meeting as your proxy, mark the box in Step 1. If you wish to appoint someone other than the Chairman of the Meeting as your proxy, please write the name and email address of that individual or body corporate in Step 1. A proxy need not be a shareholder of the Company.

DEFAULT TO CHAIRMAN OF THE MEETING

Any directed proxies that are not voted on a poll at the Meeting will default to the Chairman of the Meeting. who is required to vote those proxies as directed. Any undirected proxies that default to the Chairman of the Meeting will be voted according to the instructions set out in this Voting Form, including where the Resolutions are connected directly or indirectly with the remuneration of KMP.

VOTES ON ITEMS OF BUSINESS - PROXY APPOINTMENT

You may direct your proxy how to vote by placing a mark in one of the boxes opposite each item of business. All your shares will be voted in accordance with such a direction unless you indicate only a portion of voting rights are to be voted on any item by inserting the percentage or number of shares you wish to vote in the appropriate box or boxes. If you do not mark any of the boxes on the items of business, your proxy may vote as he or she chooses. If you mark more than one box on an item your vote on that item will be invalid.

APPOINTMENT OF A SECOND PROXY

You are entitled to appoint up to two persons as proxies to attend the Meeting and vote on a poll. If you wish to appoint a second proxy, an additional Voting Form may be obtained by telephoning the Company's share registry or you may copy this form and return them both together.

To appoint a second proxy you must:

(a) on each of the first Voting Form and the second Voting Form state the percentage of your voting rights or number of shares applicable to that form. If the appointments do not specify the percentage or number of votes that each proxy may exercise, each proxy may exercise half your votes. Fractions of votes will be disregarded; and

(b) return both forms together

SIGNING INSTRUCTIONS

You must sign this form as follows in the spaces provided:

Individual: where the holding is in one name, the holder must sign.

Joint Holding: where the holding is in more than one name, either shareholder may sign

Power of Attorney: to sign under Power of Attorney, you must lodge the Power of Attorney with the registry. If you have not previously lodged this document for notation, 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 indicate the office held by signing in the appropriate place.

CORPORATE REPRESENTATIVES

If a representative of the corporation is to attend the Meeting virtually the appropriate "Certificate of Appointment of Corporate Representative" must be received at vote@linkmarketservices.com.au prior to the meeting in accordance with the Notice of Annual General Meeting. A form of the certificate may be obtained from the Company's share registry or online at www.linkmarketservices.com.au.

LODGEMENT OF A VOTING FORM

This Voting Form (and any Power of Attorney under which it is signed) must be received at an address given below by 11:00am (Melbourne time) on Monday, 15 November 2021, being not later than 48 hours before the commencement of the Meeting. Any Voting Form received after that time will not be valid for the scheduled Meeting.

Voting Forms may be lodged using the reply paid envelope or:

www.linkmarketservices.com.au

Login to the Link website using the holding details as shown on the Proxy Form. Select 'Voting' and follow the prompts to lodge your vote. To use the online lodgement facility shareholders will need their "Holder Identifier" (Securityholder Reference Number (SRN), Holder Identification Number (HIN) or Employee ID as shown on the front of the Proxy Form).

RY MAIL $\boxtimes$

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+61 2 9287 0309

Praemium Ltd C/- Link Market Services Limited Locked Bag A14 Sydney South NSW 1235 Australia

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delivering it to Link Market Services Limited* Level 12

680 George Street Sydney NSW 2000

*during business hours Monday to Friday (9:00am - 5:00pm) and subject to public health orders and restrictions

Virtual MeetingOnline Guide

Before you begin

Ensure your browser is compatible. Check your current browser by going to the website: whatismybrowser.com

Supported browsers are:

• Chrome Version 44 & 45 and after
• Firefox $-$ 40.0.2 and after
• Safari OS X v10.9 & OS X v10.10 and after
• Internet Explorer 9 and up
• Microsoft Edge 92.0 and after

To attend and vote you must have your securityholder number and postcode.

Appointed Proxy: Your proxy number will be provided by Link before the meeting.

Please make sure you have this information before proceeding.

Virtual Meeting Online Guide

Step 1

Open your web browser and go to https://agmlive.link/PPS21

Step 2

Log in to the portal using your full name, mobile number, email address, and participant type.

Please read and accept the terms and conditions before clicking on the blue 'Register and Watch Meeting' button.

• On the left a live video webcast of the Meeting
• On the right the presentation slides that will be addressed during the Meeting
• At the bottom buttons for 'Get a Voting Card', 'Ask a Question' and a list of company documents to download

Note: If you close your browser, your session will expire and you will need to re-register. If using the same email address, you can request a link to be emailed to you to log back in.

1. Get a Voting Card

To register to vote $-$ click on the 'Get a Voting Card' button.

This will bring up a box which looks like this.

	Please provide your Shareholder or Proxy details	Voting Card
	SHAREHOLDER DETAILS
Shareholder Number			Post Code
	SUBMIT DETAILS AND VOTE
	OR
		PROXY DETAILS
Proxy Number
	SUBMIT DETAILS AND VOTE

If you are an individual or joint securityholder you will need to register and provide validation by entering your securityholder number and postcode.

If you are an appointed Proxy, please enter the Proxy Number issued by Link in the PROXY DETAILS section. Then click the 'SUBMIT DETAILS AND VOTE' button.

Once you have registered, your voting card will appear with all of the resolutions to be voted on by securityholders at the Meeting (as set out in the Notice of Meeting). You may need to use the scroll bar on the right hand side of the voting card to view all resolutions.

Securityholders and proxies can either submit a Full Vote or Partial Vote.

Full Votes

To submit a full vote on a resolution ensure you are in the 'Full Vote' tab. Place your vote by clicking on the 'For', 'Against', or 'Abstain' voting buttons.

Partial Votes

To submit a partial vote on a resolution ensure you are in the 'Partial Vote' tab. You can enter the number of votes (for any or all) resolution/s. The total amount of votes that you are entitled to vote for will be listed under each resolution. When you enter the number of votes it will automatically tally how many votes you have left.

Note: If you are submitting a partial vote and do not use all of your entitled votes, the un-voted portion will be submitted as No Instruction and therefore will not be counted.

Once you have finished voting on the resolutions scroll down to the bottom of the box and click on the 'Submit Vote' or 'Submit Partial Vote' button.

Note: You can close your voting card without submitting your vote at any time while voting remains open. Any votes you have already made will be saved for the next time you open up the voting card. The voting card will appear on the bottom left corner of the webpage. The message 'Not yet submitted' will appear at the bottom of the page.

You can edit your voting card at any point while voting is open by clicking on 'Edit Card'. This will reopen the voting card with any previous votes made.

At the conclusion of the Meeting a red bar with a countdown timer will appear at the top of the Webcast and Slide windows advising the remaining voting time. Please make any changes and submit your voting cards.

Once voting has been closed all submitted voting cards cannot be changed.

Virtual Meeting Online Guide

2. How to ask a question

Note: Only security holders are eligible to ask questions.

If you have yet to obtain a voting card, you will prompted to enter your securityholder number or proxy details before you can ask a question. To ask a question, click on the 'Ask a Question' button either at the top or bottom of the webpage.

The 'Ask a Question' box will then pop up with two sections for completion.

Ask a Question
	We welcome any questions that you may have and will endeavour toanswer all questions during the AGM. To submit a question, please selectwhat the question pertains to and type your question in the providedarea. If you have multiple questions please submit each individually.
Regarding	General Business
Question
	Type your question here
	Submit Question

In the 'Regarding' section click on the drop down arrow and select the category/resolution for your question.

Click in the 'Question' section and type your question and click on 'Submit'.

A 'View Questions' box will appear where you can view your questions at any point. Only you can see the questions you have asked.

If your question has been answered and you would like to exercise your right of reply, you can submit another question.

Note that not all questions are guaranteed to be answered during the Meeting, but we will do our best to address your concerns.

3. Downloads

View relevant documentation in the Downloads section.

4. Voting closing

Voting will end 5 minutes after the close of the Meeting.

At the conclusion of the Meeting a red bar with a countdown timer will appear at the top of the Webcast and Slide screens advising the remaining voting time. If you have not submitted your vote, you should do so now.

5. Phone Participation

What you will need

• a) Land line or mobile phone
• b) The name and securityholder number of your holding/s
• c) To obtain your unique PIN, please contact Link Market Services on +61 1800 990 363.

Joining the Meeting via Phone

Step 1

From your land line or mobile device, call: Conference Call Number: 1800 324 930 International Number: +61 2 9000 2114

Step2

You will be greeted with a welcome message and provided with instructions on how to participate in the Meeting. Please listen to the instructions carefully.

At the end of the welcome message you will be asked to provide your PIN by the moderator. This will verify you as a security holder and allow you to ask a question on the resolutions at the Meeting.

Step3

Once the moderator has verified your details you will be placed into a waiting room where you will hear music playing.

Note: If your holding cannot be verified by the moderator, you will attend the Meeting as a visitor and will not be able to ask a question.

Step 4

At the commencement of the Meeting, you will be admitted to the Meeting where you will be able to listen to proceedings.

Asking a Question

Step 1

When the Chairman calls for questions on each resolution, you will be asked to press *1 on your keypad should you wish to raise your hand to ask a question.

Step2

Please advise if your question relates to an item of business or General Business. The moderator will make a note and ask if you have any additional questions.

Step 3

When it is time to ask your question, the moderator will introduce you to the meeting, your line will be unmuted and you can then start speaking.

Note: If at any time you no longer wish to ask your question, you can lower your hand by pressing *2 on your key pad. If you have also joined the Meeting Online, we ask that you mute your laptop, desktop, tablet or mobile device while you ask your question.

Step 4

Your line will be muted once your question has been answered.

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