SERVICE STREAM LIMITED — AGM Information 2007

Sep 23, 2007

SERVICE STREAM LIMITED ABN 46 072 369 870

NOTICE OF ANNUAL GENERAL MEETING AND EXPLANATORY STATEMENT

This is an important document. Please read it carefully. If you are in doubt as to what you should do, please contact the Company, your stockbroker or other professional adviser.

For an Annual General Meeting to be held on Thursday, 25 October 2007 at 11.30am at The Sebel Melbourne 394 Collins Street Melbourne Victoria 3000

Notice of annual general meeting and explanatory statement

Service Stream Limited ABN 46 072 369 870 (“ Company ”)

Notice of annual general meeting

Notice is given that the annual general meeting of members of the Company will be held at The Sebel Melbourne, 394 Collins Street, Melbourne on Thursday 25 October 2007 at 11:30am.

Annual financial and other reports

To receive the Company’s financial report, directors’ report and auditor’s report for the financial year ended 30 June 2007.

Resolution 1 – Adoption of remuneration report

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

“That the remuneration report of the Company presented at the meeting and signed by the chair for the purposes of identification, be received and adopted.”

Resolution 2 – Re-election of John Llewellyn Davies

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

“That John Llewelleyn Davies who retires by rotation in accordance with rule 7.1(d) of the Company’s constitution and, being eligible, stands for re-election, be re-elected as a director of the Company.”

Resolution 3 – Re-election of Michael Edward Doery

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

“That Michael Edward Doery who retires by rotation in accordance with rule 7.1(d) of the Company’s constitution and, being eligible, stands for re-election, be re-elected as a director of the Company.”

Resolution 4 – Re-election of Russell Andrew Small

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

“That Russell Andrew Small who retires by rotation in accordance with rule 7.1(d) of the Company’s constitution and, being eligible, stands for re-election, be re-elected as a director of the Company.”

Resolution 5 – Re-election of Adrian James Field

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

“That Adrian James Field who retires by rotation in accordance with rule 7.1(d) of the Company’s constitution and, being eligible, stands for re-election, be re-elected as a director of the Company.”

Resolution 6 – Re-election of Stephe Peter Wilks

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

“That Stephe Peter Wilks who retires by rotation in accordance with rule 7.1(f) of the Company’s constitution and, being eligible, stands for re-election, be re-elected as a director of the Company.”

Resolution 7 – Approval of issue of 20 million placement shares

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

“That the issue of 20 million fully paid ordinary shares in the Company on the terms set out in the explanatory statement accompanying the notice of this meeting, be approved for the purpose of rule 7.4 of the ASX Listing Rules.”

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Resolution 8 – Approval of Service Stream ESOP under ASX Listing Rules

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

“That the directors of the Company be authorised to establish and implement an employee share ownership plan to be known as the Service Stream employee share ownership plan 2007 (“ Service Stream ESOP ”), the terms of which are summarised in the explanatory statement accompanying the notice of this meeting, and the issue of securities of the Company under the Service Stream ESOP be approved as an exception to rule 7.1 of the ASX Listing Rules.”

Resolution 9 – Approval of Service Stream ESOP for all other purposes

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

“That the Service Stream ESOP be approved for all other purposes, including for the purposes of part 2J.2 of the Corporations Act 2001 to permit the Company taking security over shares in itself under the Service Stream ESOP and part 2J.3 of the Corporations Act 2001 to permit the Company to provide financial assistance to a person to acquire shares (or rights and interests in shares) in the Company under the Service Stream ESOP.”

Resolution 10 – Approval of Service Stream Exempt ESOP under ASX Listing Rules

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

“That the directors of the Company be authorised to establish and implement an exempt employee share ownership plan to be known as the Service Stream exempt employee share ownership plan 2007 (“ Service Stream Exempt ESOP ”), the terms of which are summarised in the explanatory statement accompanying the notice of this meeting, and the issue of securities of the Company under the Service Stream Exempt ESOP be approved as an exception to rule 7.1 of the ASX Listing Rules.”

Resolution 11 – Approval of Service Stream Exempt ESOP for all other purposes

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

“That the Service Stream Exempt ESOP be approved for all other purposes, including for the purposes of part 2J.2 of the Corporations Act 2001 to permit the Company taking security over shares in itself under the Service Stream Exempt ESOP and part 2J.3 of the Corporations Act 2001 to permit the Company to provide financial assistance to a person to acquire shares (or rights and interests in shares) in the Company under the Service Stream Exempt ESOP.”

Resolution 12 – Approval of issue of shares to John Llewellyn Davies under ASX Listing Rules

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

That the issue to John Llewellyn Davies (or an entity nominated by him that is his family trustee, controlled entity or superannuation fund) of 100,000 fully paid ordinary shares in the Company for no consideration, be approved for the purpose of rule 10.11 of the ASX Listing Rules.

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Resolution 13 – Approval of issue of shares to Patrick Joseph Flannigan under ASX Listing Rules

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

That in accordance with clauses 7.3 and 7.5 of the employment agreement between Service Stream Holdings Pty Ltd (formerly Service Stream Limited) and Mr Patrick Joseph Flannigan dated 26 October 2007 (as amended) (the relevant parts of which are summarised in the explanatory statement accompanying this notice of meeting), the issue to Mr Patrick Joseph Flannigan of up to 800,000 fully paid ordinary shares by the Company each year for no consideration (subject to completion of one or more milestone projects) in accordance with his employment agreement be approved (as the acquisition by a director to acquire securities under an employee incentive scheme) for the purpose of rule 10.14 of the ASX Listing Rules.

Resolution 14 – Approval of issue of shares to Michael Edward Doery under ASX Listing Rules

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

That in accordance with clauses 7.3 and 7.5 of the employment agreement between Service Stream Holdings Pty Ltd (formerly Service Stream Limited) and Mr Michael Edward Doery dated 26 October 2007 (as amended) (the relevant parts of which are summarised in the explanatory statement accompanying this notice of meeting), the issue to Mr Michael Edward Doery of up to 800,000 fully paid ordinary shares by the Company each year for no consideration (subject to completion of one or more milestone projects) in accordance with his employment agreement be approved (as the acquisition by a director to acquire securities under an employee incentive scheme) for the purpose of rule 10.14 of the ASX Listing Rules.

Resolution 15 – Increase in maximum remuneration payable to directors

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

That:

• (a) the amount which the remuneration of the directors for their services as directors may not exceed in total in any year under rule 7.3(b) of the Company’s constitution, be increased from $500,000 to $750,000; and

• (b) that increase be approved for the purpose of rule 10.17 of the ASX Listing Rules.”

By order of the board

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Stephen Campbell Company Secretary

Date: 24 September 2007

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Notes:

1. A member entitled to attend and vote at this meeting is entitled to appoint one proxy or, if the member is entitled to cast two or more votes at the meeting, two proxies to attend and vote on behalf and instead of the member.

2. Where two proxies are appointed, the proxies may vote only if each proxy is appointed to represent a specified proportion of the member’s voting rights.

3. A proxy need not be a member.

4. A proxy form accompanies this notice. To be valid the proxy form together with the power of attorney or other authority (if any) under which the form is signed, or a certified copy of that power or authority, must be:

5. (a) received by the Company’s share register at 452 Johnston Street, Abbotsford, Victoria 3067 before 11:30am on Tuesday 23 October 2007;

6. (b) received by the Company’s share register at GPO Box 242, Melbourne, Victoria 8060 before 11:30am on Tuesday 23 October 2007

7. (c) by facsimile to (03) 9473 2555 (international +61 3 9473 2555) before 11:30am on Tuesday 23 October 2007.

8. Regulation 7.11.37 determination: A determination has been made by the board of directors of the company under regulation 7.11.37 of the Corporations Regulations 2001 of the Commonwealth of Australia that those persons who are registered as the holders of shares in the company at 7:00pm on Tuesday 23 October 2007 will be taken to be the holders of shares for the purposes of determining voting entitlements at the meeting.

9. Resolution 1 is advisory only and does not bind the directors or the Company.

Voting exclusion statement

The Company will disregard any votes cast on:

• (a) resolution 7 (approval of issue of 20 million placement shares) by any person who participated in the issue or who obtained a benefit, except a benefit solely in the capacity of a holder of ordinary shares in the Company or an associate of any such person;

• (b) resolution 8 (approval of Service Stream ESOP under ASX Listing Rules) and resolution 10 (approval of Service Stream Exempt ESOP under ASX Listing Rules) by a director of the Company or an associate of a director;

• (c) resolution 12 (approval of issue of shares to John Llewellyn Davies) by John Llewellyn Davies or his family trust, controlled entity or superannuation fund, or an associate of theirs;

• (d) resolution 13 (approval of issue of shares to Patrick Flannigan) by Patrick Flannigan or his family trust, controlled entity or superannuation fund, or an associate of theirs;

• (e) resolution 14 (approval of issue of shares to Michael Doery) by Michael Doery or his family trust, controlled entity or superannuation fund, or an associate of theirs; and

• (f) resolution 15 (increase in maximum remuneration payable to directors) by a director of the Company or an associate of a director.

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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.

The chairman of the meeting intends to vote undirected proxies held by the chairman in favour of each resolution. Please refer to the proxy form accompanying the notice of meeting for more information.

Notice of annual general meeting and explanatory statement

Explanatory statement

1. General information

This explanatory statement is an important document and should be read carefully. It comprises part of, and should be read in conjunction with, the notice of the annual general meeting of Service Stream Limited (“ Company ”) to be held on Thursday 25 October 2007.

If you have any questions regarding the matters set out in this explanatory statement (or elsewhere in this notice of annual general meeting) please contact the Company, or your stockbroker or other professional adviser.

2. Resolution 1 – adoption of remuneration report

There will be an opportunity for shareholders at the meeting to comment on and ask questions about the remuneration report, which appears on pages 36 to 41 of the Company’s 2007 annual report.

The vote on the proposed resolution adopting the remuneration report is advisory only and will not bind the Company or its directors. However, the board will take the outcome of the vote into consideration when reviewing the Company’s remuneration policy and practices.

The directors recommend that shareholders vote in favour of resolution 1.

3. Resolution 2 – re-election of John Llewellyn Davies

Rule 7.1(d) of the Company’s constitution provides that any director appointed by the directors either to fill a casual vacancy or as an addition to the existing directors only holds office until the next general meeting of the Company and must then retire from office.

John Llewellyn Davies joined the former Service Stream Limited before the merger with Total Communications Infrastructure Limited (“ Merger ”) on 25 August 2005 as chairman. Upon completion of the Merger, he was appointed director and chairman of the Company. Mr Davies is also a member of the Company’s Audit and Governance Committee and is chairman of the Remuneration and Nomination Committee.

In accordance with the requirements of the Company’s constitution, Mr Davies retires at this year’s annual general meeting and, being eligible, he stands for re-election.

Mr Davies is a company director and a business consultant. He is a Fellow of the Australian Institute of Company Directors, a Fellow of the Australian Institute of Management and a Life Member of the Australian Institute of Agricultural Science and Technology.

Mr Davies is also chairman of Citywide Service Solutions Pty Ltd and is a director of Mackay Consolidated Industries Pty Limited and of ParaQuad Victoria.

He has previously been chairman of HRL Limited, The Nordia Group, Floriana Pty Limited and Collins Booksellers Group and was a director of Castle Bacon Pty Ltd. He was also chairman of the board of Yarra Valley Grammar.

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Mr Davies has acted as an advisor on commercial matters to boards in a wide range of industries and he brings highly developed commercial and corporate governance skills to the board of the Company.

His previous business experience includes more than 20 years at executive director level with Elders IXL Limited, Watties Limited and Goodman Fielder Limited. His qualifications include a Diploma of Agriculture and a Diploma from the Australian Institute of Company Directors.

The directors (other than Mr Davies) recommend that shareholders vote in favour of resolution 2.

4. Resolution 3 – re-election of Michael Edward Doery

Michael Edward Doery joined the former Service Stream Limited (now Service Stream Holdings Pty Ltd) in July 2004 and was appointed an executive director and the chief financial officer. Following the Merger, Mr Doery was appointed an executive director of the Company on 20 December 2006 and is the chief financial officer of the Company. He is also an ex officio member of the Audit and Governance Committee, the Environment and Safety Committee and the Investment and Strategy Committee.

Having been appointed by the directors, Mr Doery retires at this year’s annual general meeting in accordance with the requirements of the Company’s constitution and, being eligible, stands for re-election.

Mr Doery has a Bachelor of Financial Administration from the University of New England and is a Fellow of the Institute of Chartered Accountants in Australia with 24 years experience at KPMG, including 14 years as a partner.

Mr Doery’s focus has been in the telecommunications, information technology and services sectors with significant exposure to the areas of customer service, outsourcing and infrastructure projects. He has a wealth of experience in capital raisings, mergers and acquisitions, risk management, change management, corporate governance and general management. Mr Doery has also been involved in developing and managing corporate strategic, financial and operational activities.

Mr Doery has been instrumental in the management and integration of Service Stream’s acquisitions.

Mr Doery is also a Director of Bill Express Limited and aside from his corporate responsibilities, he is actively involved at director level with various charities including the Australian Drug Foundation.

The directors (other than Mr Doery) recommend that shareholders vote in favour of resolution 3.

5. Resolution 4 – re-election of Russell Andrew Small

Russell Andrew Small was a co-founding director of the former Service Stream Limited (now Service Stream Holdings Pty Ltd) when it listed in January 2004. Following the Merger, he was appointed a non-executive director of the Company on 20 December 2006. He is also chairman of the Company’s Audit and Governance Committee and the Investment and Strategy Committee and a member of the Remuneration and Nomination Committee.

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Notice of annual general meeting and explanatory statement

Having been appointed by the directors, Mr Small retires at this year’s annual general meeting in accordance with the requirements of the Company’s constitution and, being eligible, stands for re-election.

Mr Small has extensive experience in the telecommunications industry with over 20 years in the areas of business ownership, general management, operations management, sales and account management with Fujitsu, Honeywell, Skilled Communications Services Pty Ltd and Communications Services Australia Pty Ltd.

Mr Small co-founded Hyperion Capital, a private equity fund operating in the small cap market place.

Previously, Mr Small undertook a successful business venture within the banking industry as co-founder of Direct Cash Pty Ltd culminating in its sale to Cashcard Australia Limited.

Mr Small holds a Diploma of Business Studies (Valuations).

Aside from his corporate responsibilities, Mr Small is Chairman of the Australian National Water Polo League and a Director of Australian Water Polo Inc.

The directors (other than Mr Small) recommend that shareholders vote in favour of resolution 4.

6. Resolution 5 – re-election of Adrian James Field

Adrian James Field was a co-founding director of the former Service Stream Limited (now Service Stream Holdings Pty Ltd) when it listed in January 2004. Upon completion of the Merger, he was appointed a non-executive director of the Company on 20 December 2006. He is a member of the Investment and Strategy Committee and former Chairman of the Environment and Safety Committee. He is actively involved in the business development strategy of Service Stream.

Having been appointed by the directors, Mr Field retires at this year’s annual general meeting in accordance with the requirements of the Company’s constitution and, being eligible, stands for re-election.

Mr Field has extensive experience in the telecommunications, electrical and construction industries with over 20 years in the areas of business ownership, general management, operations management, sales and account management with Skilled Communications Services Pty Ltd and Communications Services Australia Pty Ltd.

Mr Field is chairman and a major shareholder of Star Services International Pty Ltd. Star Services operates in the industrial and retail packaging industry.

Mr Field co-founded Hyperion Capital, a private equity fund operating in the small cap marketplace.

Previously, Mr Field undertook a successful business venture within the banking industry as co-founder of Direct Cash Pty Ltd culminating in its sale to Cashcard.

The directors (other than Mr Field) recommend that shareholders vote in favour of resolution 5.

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7. Resolution 6 – re-election of Stephe Peter Wilks

Rule 7.1(f) of the Company’s constitution states that at every annual general meeting of the Company, one-third of the directors (rounded down, if necessary, to the nearest whole number) and any other director who, if he or she does not retire, will at the conclusion of the meeting have been in office for 3 more years, must retire from office. The director or directors to retire are those who have been longest in office since their last election but, as between persons who were last elected as directors on the same day, those to retire are to be determined by agreement amongst themselves or, in the absence of agreement, by lot. A retiring director is eligible for re-election.

In accordance with these requirements, Stephe Peter Wilks retires by rotation at this year’s annual general meeting and, being eligible, stands for re-election.

Stephe Peter Wilks joined the board of the Company (then Total Communications Infrastructure Limited) as a non-executive director in September 2005.

Following the Merger, Mr Wilks remained a director of the Company. He is chairman of the Environment and Safety Committee and is a member of the Audit and Governance Committee.

Mr Wilks has over 20 years hands on experience in the telecommunications industry both within Australia and overseas. Currently Mr Wilks holds non-executive directorships in Longreach Group Limited, Tel.Pacific Limited and People Telecom Limited. He is on the advisory board of the Network Insight Group and consults to a number of companies, offering advice in relation to the telecommunications, media and technology industries.

Mr Wilks has previously held senior executive positions with BT Asia Pacific, Optus, Hong Kong Telecom, Nextgen Networks and Personal Broadband Australia. He was also a consulting director with investment bank, NM Rothschild.

He holds degrees in science and laws from Macquarie University and a Master of Laws from the University of Sydney.

The directors (other than Mr Wilks) recommend that shareholders vote in favour of resolution 6.

8. Resolution 7 – approval of issue of 20 million placement shares

Rule 7.1 of the ASX Listing Rules requires the Company to obtain shareholder approval if it wishes to issue, or agrees to issue, shares in a 12 month period in excess of 15% of the ordinary shares in the Company on issue at the commencement of the 12 month period, subject to a number of exceptions set out in rule 7.2.

Rule 7.4 of the ASX Listing Rules states that shares issued without the approval of shareholders under listing rule 7.1 will be treated as having been made with the approval of shareholders if the issue of shares did not breach listing rule 7.1 and the holders of ordinary shares subsequently approve the issue.

The Company recently completed a placement of 20 million fully paid ordinary shares at an issue price of $2 per share to professional and sophisticated investors. In the circumstances, the Company is seeking under resolution 7, shareholder approval for the issue of those shares.

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The new shares represent approximately 12.43% of the total number of ordinary shares in the Company on issue following the placement (which is 160,851,382 shares).

The shares were issued on 11 September 2007 as fully paid ordinary shares having the rights, and subject to the restrictions, set out in the Company’s constitution, and from the date of issue ranked equally with all other fully paid ordinary shares in the Company then on issue (including that they will participate in the final fully franked dividend of the Company for the financial year ended 30 June 2007 of 4.5 cents per share which is payable on Friday 19 October 2007, and any subsequent dividends).

The shares were issued as follows:

Allottee	Shares
Maple-Brown Abbott Limited	1,600,000
Perpetual Fund Management	1,600,000
Citi Smith Barney	1,500,000
Thorney Pty Ltd	1,400,000
Colonial First State Investments	1,250,000
Gandel Group	1,134,339
Colonial First State Investments – Core Australian Equity	1,000,000
LFG Holdings	1,000,000
Challenger International Limited	900,000
Paradice Investment Management	750,000
Monterrey Investment Management Limited	500,000
Consolidated Press Holdings Limited	500,000
Wilson Asset Management	500,000
Barclays Global (BGI)	500,000
BlackRock Investment Management Australia	500,000
Goldman Sachs JB Were Asset Management	500,000
Suncorp Investment Management	500,000
SG Hiscock and Co	370,000
Opis Capital	300,000
Private Portfolio Managers Pty Limited	285,000
KWB	250,000
Manifest Capital	250,000
AFIC Group	250,000

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Notice of annual general meeting and explanatory statement

Karara Capital Limited	236,000
Greencape Capital Pty Ltd	200,000
Jabre Capital Partners	200,000
K2 Asset Management Limited	200,000
AMP Capital Investors	200,000
Citi Prop Desk	174,661
Agora Asset Management	150,000
JB Were Capital Markets	150,000
Acorn Capital	150,000
Evolution Capital Management	100,000
Accident Compensation Corporation	100,000
Diamond Head Capital	100,000
Adam Smith Asset Management	100,000
Fortitude Capital Pty Ltd	100,000
Pengana Capital Limited	100,000
Naos Asset Management	75,000
Regal Funds Management	75,000
Merlyn Asset Management Pty Ltd	50,000
Caledonia Investments Ltd	50,000
Edward Baillie Capital	50,000
Cardy Company Pty Limited	20,000
Henroth Investments Pty Ltd	20,000
River Capital	20,000
Warakirri Asset Management	20,000
Rockhampton Fund	20,000

The funds raised by the issue of the shares will be used by the Company for general working capital purposes, including funding organic growth opportunities and acquiring complementary businesses in Australia.

The directors recommend that shareholders vote in favour of resolution 7.

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9. Resolution 8 – Approval of Service Stream ESOP under the ASX Listing Rules

9.1 Background

The directors of the Company have determined to establish and implement an employee share ownership plan to be known as the Service Stream employee share ownership plan 2007 (“ Service Stream ESOP ”).

Subject to a number of exceptions, rule 7.1 of the ASX Listing Rules limits the number of securities that the Company can issue without shareholder approval in any 12 month period to 15% of its issued shares.

There is an exception to rule 7.1 where shareholders have approved the issue of securities under an employee incentive scheme within 3 years before the date of issue: rule 7.2 exception 9. Accordingly, shareholders are being asked to approve the issue of securities under the Service Stream ESOP as an exception to rule 7.1.

No shares, options or other securities of the Company have previously been issued under the Service Stream ESOP.

9.2 Objectives of Service Stream ESOP

The objectives of the Service Stream ESOP are:

• (a) to motivate and retain employees and directors of the Company and its subsidiaries (“ Group ”);

• (b) to attract quality employees and directors to the Group;

• (c) to create commonality of purpose between the employees and directors and the Group; and

• (d) to add wealth for all shareholders of the Company through the motivation of the Group’s employees and directors;

by allowing employees and directors to share the rewards of the success of the Group as holders of securities of the Company.

9.3 Summary of key terms

• (a) Participation: Any person who is:

• (1) an employee of the Company or any of its subsidiaries; or

• (2) a director of the Company or any of its subsidiaries who holds a salaried employment or office in the Company or a subsidiary;

(“ Eligible Person ”) will be eligible to participate in the Service Stream ESOP. Participation by an eligible director would currently require separate specific shareholder approval under rule 10.14 of the ASX Listing Rules except where the participation were by way of a purchase of securities on the stock market of ASX Limited by, or on behalf of, the eligible director. Participation is by invitation of the directors only.

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• (b) Acquisition of shares and options: The Service Stream ESOP provides for the acquisition by, or for the benefit of, Eligible Persons of ordinary shares in the Company, options over ordinary shares and/or rights or interests in such shares or options (“ Securities ”). The acquisition may be made directly by the Eligible Person (or his or her approved nominee) or the Company may arrange for a trust to be established for the benefit of Eligible Persons and for the trustee to acquire and hold the Securities on trust for the Eligible Persons.

• (c) Acquisition price: Securities may be offered for acquisition by, or for the benefit of, an Eligible Person under the Service Stream ESOP at any price determined by the board of directors of the Company, including for nil consideration. This will provide the Company with the greatest flexibility to reward Eligible Persons, including allowing the Company to provide shares to Eligible Persons for no consideration as a bonus. Payment for the acquisition of Securities may be provided by the Company through the provision of loans (see (q) and (r) below), by Eligible Persons or by a combination of both. An Eligible Person may also elect to fund the acquisition of Securities by way of salary sacrifice or sacrifice of cash bonuses and other equivalent entitlements.

• (d) Restrictions: Under the Service Stream ESOP, the directors of the Company may make the allocation or acquisition of Securities by, or on behalf of, an Eligible Person subject to satisfaction of performance, eligibility or other vesting criteria (“ Vesting Criteria ”) where failure to satisfy any Vesting Criteria may result in the forfeiture of the Eligible Person’s entitlement, in whole or in part. The application of Vesting Criteria (if any) is at the discretion of the directors. In addition, the directors may impose restrictions on dealing in Securities which are acquired under the Service Stream ESOP, eg by prohibiting them from being sold, transferred, mortgaged, charged or otherwise disposed of or encumbered for a period of time or until the Vesting Criteria are satisfied. Such restrictions may apply regardless of whether the Securities are subject to Vesting Criteria.

• (e) Control of Securities: Where an Eligible person participates in the Service Stream ESOP and Securities are acquired by, or for the benefit of, the Eligible Person, the terms of participation may authorise the Company to do all that is necessary or appropriate for the Company to ensure the Securities are not disposed of or encumbered prior to the satisfaction of any Vesting Criteria or the cessation of any restrictions on dealing including by applying a holding lock in respect of the Securities (if they are uncertificated) or by retaining the certificates in respect of the Securities (if they are certificated).

• (f) Nomination: If approved by the Company, an Eligible Person may nominate an associate to take up or apply for any Securities or loan that the Eligible Person is offered, allocated or invited to apply for under the Service Stream ESOP.

• (g) No limit on issues: There is no maximum limit on the number of Securities that may be acquired by Eligible Persons under the Service Stream ESOP.

• (h) Ranking of shares: Unless the board of directors of the Company otherwise provides, all new fully paid ordinary Securities issued to, or for the benefit of, Eligible Persons under the Service Stream ESOP will rank from the date of issue equally with the other fully paid ordinary shares in the Company then on issue

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(although they will not participate in any dividends the record date for which occurred before the date of issue). Further, the Company will apply to ASX for the quotation of any fully paid ordinary shares issued under the Service Stream ESOP, except if they are subject to restrictions on disposal, in which case quotation may not be applied for unless and until required under the ASX Listing Rules.

• (i) Nature of options: Each option acquired under the Service Stream ESOP will, when the option becomes exercisable, entitle the holder, on payment of the exercise price, to have issued to the holder 1 ordinary share in the Company (subject to adjustment for any bonus issue, rights offer or reconstruction of the share capital of the Company in accordance with the ASX Listing Rules).

• (j) Terms of options: The number of options to be issued, any consideration for the issue of options, the exercise period and the exercise price will be determined by the board of directors of the Company. The board is also given the power to specify vesting conditions which must be satisfied before options can be exercised.

• (k) Ordinary shares issued on exercised of options: The ordinary shares issued on the exercise of options under the Service Stream ESOP will from the date of the their issue rank equally with the other fully paid ordinary shares in the Company then on issue (although they will not participate in any dividends the record date for which occurred before the date of issue). Further, the Company will apply to ASX for the quotation of shares issued following the exercise of options, except if they are subject to restrictions on disposal, in which case quotation may not be applied for unless and until required under the ASX Listing Rules.

• (l) Variation to number and exercise price of options: The holder of options under the Service Stream ESOP will, in accordance with the ASX Listing Rules, be entitled to have the number of options, the exercise price of the options and/or the number of shares underlying the options varied in the event of a bonus issue, rights offer or reconstruction of the share capital of the Company.

• (m) Termination of options: Options which are not exercised by their expiry date will terminate. Options the subject of a vesting condition will also terminate if the vesting condition is not met or cannot be met. Further, the Company may impose any other termination event for any options at the time of acquisition, and will also have the power to waive a termination event or vesting condition, or to postpone termination.

• (n) Amendments to the rules of the Service Stream ESOP: The Company may amend the rules of the Service Stream ESOP, subject to any requirements of the Corporations Act and subject to obtaining any approval of shareholders required under the ASX Listing Rules.

• (o) Suspension or termination of Service Stream ESOP: The Company may suspend the operation of the Service Stream ESOP or terminate it at any time. Suspension or termination would not prejudice the existing rights of any person who previously acquired Securities under the plan.

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• (p) Provision of loans: The Service Stream ESOP also allows the Company to provide loans to Eligible Persons to fund:

• (1) the subscription for, or other acquisition of, Securities offered or allocated to, or for the benefit of, Eligible Persons; and/or

• (2) the exercise of options or other rights issued to, or for the benefit of, Eligible Persons.

• (q) Terms of loans: The loans that may be provided to Eligible Persons to fund the acquisition of Securities or exercise of options or other rights that are Securities are to be on such terms as are determined by the board of directors of the Company. Further, the Service Stream ESOP specifically provides that a loan provided to an Eligible Person may be:

• (1) interest free;

• (2) non-recourse or limited recourse;

• (3) satisfied by payment to the Company of the proceeds of the sale of the Eligible Person’s Securities or by the transfer of those Securities to the Company or its nominee; and

• (4) secured (including by the Company taking security over the shares in the Company acquired by the Eligible Person under the Service Stream ESOP) or unsecured.

Further, where a loan is provided to fund the acquisition of Securities, subject to the terms of the relevant loan agreement, the Securities may not, without the prior written consent of the Company, be sold, transferred, mortgaged, charged or otherwise disposed of or encumbered prior to repayment of the loan.

9.4 Inspection

A copy of the Service Stream ESOP may be inspected at the Company’s office at Level 12, 555 Lonsdale Street, Melbourne, Victoria, 3000. Please contact the company secretary, Stephen Campbell, on (03) 9677 8888 if you have any questions or wish to make arrangements to inspect the plan.

9.5 Directors’ recommendation

The directors recommend that shareholders vote in favour of resolution 8.

10. Resolution 9 – Approval of Service Stream ESOP for all other purposes

Subject to certain exceptions, part 2J.2 of the Corporations Act 2001 prohibits a company from taking security over shares in itself. However, a company is able to take security over shares in itself under an employee share scheme (such as the Service Stream ESOP) that has been approved by an ordinary resolution of shareholders.

Accordingly, if the Service Stream ESOP is approved by shareholders pursuant to resolution 9, the Company will be able to take security over shares in itself where those shares (or rights or interests in them) are acquired by Eligible Persons under the Service Stream ESOP.

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The provision of loans by the Company to persons to, or for the benefit of, Eligible Persons to enable them to acquire shares (or rights or interests in them) in the Company (including by the exercise of options over shares, the issue of new shares or the acquisition of existing shares) will be the provision of financial assistance by the Company for the acquisition of shares (or rights or interests in shares) in the Company. Under part 2J.3 of the Corporations Act, the general rule is that a company may financially assist a person to acquire shares (or rights or interests in shares) in the company only if:

• (a) approved by a special resolution of shareholders; or

• (b) giving the assistance does not materially prejudice the interests of the company or its shareholders or the company’s ability to pay its creditors.

However, financial assistance given under an employee share scheme (such as the Service Stream ESOP) is specifically authorised under section 260C(4) of the Corporations Act provided the scheme has been approved by an ordinary resolution of shareholders.

Accordingly, if the Service Stream ESOP is approved by shareholders pursuant to resolution 9, the Company will be able to provide financial assistance under the Service Stream ESOP for the acquisition of shares (or rights or interests in shares) in the Company (including by the exercise of options over shares in the Company) by making loans available for that purpose, in accordance with the terms of the Service Stream ESOP.

The directors recommend that shareholders vote in favour of resolution 9.

11. Resolution 10 – Approval of Service Stream Exempt ESOP under the ASX Listing Rules

The directors have also determined to establish and implement an employee share ownership plan to be known as the Service Stream exempt employee share ownership plan 2007 (“ Service Stream Exempt ESOP ”), which is designed to qualify for the $1,000 tax-free threshold concession under Australian tax law.

In summary, where shares or rights to acquire shares are acquired under an employee share scheme, the relevant employee must include in their assessable income the amount of any discount in the price of the shares or rights acquired (ie, the difference between their market value and the consideration (if any) paid for them). An employee can elect to have the discount included in their assessable income in the year in which the shares or rights are acquired, or defer the inclusion of the amount of the discount in their assessable income for up to 10 years after the shares or rights are acquired.

If the employee elects to have the discount included in their assessable income in the year in which the shares or rights are acquired, the employee may claim a reduction in the total amount otherwise assessable in that year in respect of the shares or rights acquired under the employee share scheme of up to $1,000. However, this tax exempt threshold is only available if certain conditions are met (see below).

The reasons for seeking approval of the Service Stream Exempt ESOP under the exception to ASX Listing Rule 7.1 and the objectives of the Service Stream Exempt ESOP are the same as the reasons set out in the explanatory statement to resolution 8 above.

The key terms of the Service Stream Exempt ESOP are broadly the same as the Service Stream ESOP as summarised in the explanatory statement to resolution 8 above, except that

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Notice of annual general meeting and explanatory statement

the Service Stream Exempt ESOP will have the following additional terms which are necessary for employees who acquire shares or rights under the Service Stream Exempt ESOP to be eligible for the tax exempt threshold:

• (a) There are no conditions in the Service Stream Exempt ESOP which could result in an employee forfeiting their ownership of shares or rights acquired under the plan.

• (b) No employee will be permitted to dispose of shares or rights acquired under the Service Stream Exempt ESOP before the earlier of three years from the date of acquisition or the date that the employee ceased (or first ceased) to be employed by the Company or its subsidiaries.

• (c) The Service Stream Exempt ESOP and any plan for the provision of financial assistance in respect of acquisitions of shares or rights under the Service Stream Exempt ESOP will be operated on a non-discriminatory basis. Generally speaking, this requires participation in the plan to be open to at least 75% of permanent employees and for offers under the plan to be on the same essential terms and conditions.

A copy of the Service Stream Exempt ESOP may be inspected at the Company’s office at Level 12, 555 Lonsdale Street, Melbourne, Victoria, 3000. Please contact the company secretary, Stephen Campbell, on (03) 9677 8888 if you have any questions or wish to make arrangements to inspect the plan.

The directors recommend that shareholders vote in favour of resolution 10.

12. Resolution 11 – Approval of Service Stream Exempt ESOP for all other purposes

The reasons for seeking approval of the Service Stream Exempt ESOP under the Corporations Act are the same as for the Service Stream ESOP as set out in the explanatory statement to resolution 9 above.

Accordingly, if the Service Stream Exempt ESOP is approved by shareholders pursuant to resolution 11, the Company will be able to:

• (a) take security over shares in itself where those shares (or rights or interests in them) are acquired by Eligible Persons under the Service Stream ESOP; and

• (b) provide financial assistance under the Service Stream ESOP for the acquisition of shares (or rights or interests in shares) in the Company (including by the exercise of options over shares in the Company) by making loans available for that purpose, in accordance with the terms of the Service Stream ESOP.

The directors recommend that shareholders vote in favour of resolution 11.

13. Resolution 12 – Approval of issue of shares to John Llewellyn Davies under the ASX Listing Rules

John Llewellyn Davies has been chairman of the board of directors of the Company since completion of the Merger, and before then he was chairman of the former Service Stream Limited (now Service Stream Holdings Pty Ltd). During his time as chairman he has steered the board through the challenges of managing the Service Stream group’s solid growth and emergence as a significant player in the telecommunications services market. The last 12

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months, in particular, have seen Mr Davies provide an extraordinary amount of time and effort on the Merger, which has been well beyond the expectations of his fellow directors. In recognition of this, the directors believe that it is appropriate to reward Mr Davies for his invaluable guidance and extraordinary efforts by issuing to him (or an entity nominated by him that is his family trust, controlled entity or superannuation fund) 100,000 fully paid ordinary shares in the Company for no consideration.

Rule 10.11 of the ASX Listing Rules provides that the Company must not issue shares to a related party without the approval of the holders of its ordinary shares. As Mr Davies is a director of the Company, he and his nominated entity are related parties of the Company. Accordingly, shareholder approval under rule 10.11 is required in order for him (or his nominee) to be able to be issued those shares.

The shares are to be issued to Mr Davies or an entity he nominates that is the trustee of his family trust, an entity he controls or the trustee of his superannuation fund.

No more than 100,000 fully paid ordinary shares in the Company will be issued under this approval. The shares will be issued as soon as reasonably practicable after the date of the meeting at which shareholders approve the issue, and in any event, within 1 month after the date of the meeting.

The shares are to be issued for no consideration, and on issue will rank equally with all other fully paid ordinary shares in the Company then on issue.

The directors (except Mr Davies) recommend that shareholders vote in favour of resolution 12.

14. Resolution 13 – Approval of issue of shares to Patrick Flannigan under the ASX Listing Rules

Rule 10.14 of the ASX Listing Rules provides that the Company must not permit a director to acquire securities under an employee incentive scheme without the approval of holders of ordinary shares of the acquisition. Mr Patrick Joseph Flannigan is a director of the Company.

At the 2006 annual general meeting of the former Service Stream Limited (now Service Stream Holdings Pty Ltd), the shareholders of that company approved the issue of securities by Service Stream Holdings Pty Ltd to Mr Flannigan under the terms of his employment agreement with that company.

Details of Mr Flannigan’s employment agreement were provided to the shareholders of Total Communications Infrastructure Limited (now the Company) prior to those shareholders approving the Merger.

Following the Merger, the employment agreement has been amended so that shares issued under the terms of Mr Flannigan’s employment agreement will be issued by the Company, not Service Stream Holdings Pty Ltd. The reason for this amendment is to ensure that Service Stream Holdings Pty Ltd remains a wholly owned subsidiary of the Company and to discharge Service Stream Holding Pty Ltd’s obligations to Mr Flannigan.

Accordingly, shareholder approval is required in order for him to be able to be issued those shares in the Company. Rule 10.14 also provides that the notice of meeting to obtain approval must comply with either rule 10.15 or 10.15A of the ASX Listing Rules. The Company has elected to prepare this notice of meeting so that it complies with rule 10.15A, and provides information below for that purpose.

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Under the terms of his employment agreement, Mr Flannigan is entitled to milestone incentives in the form of fully paid ordinary shares in the Company for no consideration.

The following is the information required by rule 10.15A of the ASX Listing Rules and some of the terms of Mr Flannigan’s employment agreement:

• (a) The board of directors of the Company may determine:

• (1) that a particular acquisition, development or project to be undertaken by or otherwise involving the Company will constitute a milestone project (“ Milestone Project ”);

• (2) the capital value of the Milestone Project (“ Milestone Value ”); and

• (3) certain criteria, the achievement of which will mean that the Milestone Project has been successfully completed.

• (b) Where a Milestone Project is successfully completed, Mr Flannigan will become entitled to the number of fully paid ordinary shares in the Company (to be issued to him for no consideration) set opposite the Milestone Value of the Milestone Project set out below:

Milestone Value of Milestone Project	Shares for completion of Milestone Project
$5 million to $10 million	40,000
$11 million to $50 million	100,000
$51 million to $100 million	200,000
$101 million to $200 million	400,000
$201 million and above	800,000

• (c) Half the shares are to be issued at the time of completion of the Milestone Project and the other half 6 months later (or if his employment is terminated in certain circumstances before then, at the time of termination of his employment).

• (d) The maximum number of shares that may be acquired by Mr Flannigan each year under clause 7.3 of his employment agreement is 800,000 fully paid ordinary shares in the Company. Previously, Mr Flannigan was entitled to an aggregate maximum of 2 million ordinary shares under his employment agreement, or such higher number approved by the shareholders of Service Stream Holdings Pty Ltd (ie, not an annual limit).

• (e) No shares may be issued to Mr Flannigan under clause 7.3 of his employment agreement after 3 years from the date of the Company’s 2007 annual general meeting at which the issue of shares to Mr Flannigan under that clause is approved by the shareholders of the Company in accordance with rules 10.14 and 10.15A of the ASX Listing Rules. Previously, Mr Flannigan could be issued shares within three years of the date of Service Stream Holdings Pty Ltd’s 2006 annual general meeting.

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• (f) Mr Flannigan is the only person entitled to receive securities under his employment agreement and at this stage he has not received any securities under the agreement.

• (g) Details of any securities issued under Mr Flannigan’s employment agreement will be published in each annual report of the Company relating to a period in which securities have been issued, and that approval for the issue of securities was obtained under rule 10.14 of the ASX Listing Rules.

• (h) No other person will be entitled to securities under Mr Flannigan’s employment agreement until approval of the issue of securities to that person is obtained under rule 10.14 of the ASX Listing Rules.

• (i) The directors (except Mr Flannigan) recommend that shareholders vote in favour of resolution 13.

15. Resolution 14 – Approval of issue of shares to Michael Doery under the ASX Listing Rules

Rule 10.14 of the ASX Listing Rules provides that the Company must not permit a director to acquire securities under an employee incentive scheme without the approval of holders of ordinary shares of the acquisition. Mr Michael Edward Doery is a director of the Company.

At the 2006 annual general meeting of the former Service Stream Limited (now Service Stream Holdings Pty Ltd), the shareholders of that company approved the issue of securities by Service Stream Holdings Pty Ltd to Mr Doery under the terms of his employment agreement with that company.

Details of Mr Doery’s employment agreement were provided to the shareholders of Total Communications Infrastructure Limited (now the Company) prior to those shareholders approving the Merger.

Following the Merger, the employment agreement has been amended so that shares issued under the terms of Mr Doery’s employment agreement will be issued by the Company, not Service Stream Holdings Pty Ltd. The reason for this amendment is to ensure that Service Stream Holdings Pty Ltd remains a wholly owned subsidiary of the Company and to discharge Service Stream Holding Pty Ltd’s obligations to Mr Doery.

Accordingly, shareholder approval is required in order for him to be able to be issued those shares in the Company. Rule 10.14 also provides that the notice of meeting to obtain approval must comply with either rule 10.15 or 10.15A of the ASX Listing Rules. The Company has elected to prepare this notice of meeting so that it complies with rule 10.15A, and provides information below for that purpose.

Under the terms of his employment agreement, Mr Doery is entitled to milestone incentives in the form of fully paid ordinary shares in the Company for no consideration.

The following is the information required by rule 10.15A of the ASX Listing Rules and some of the terms of Mr Doery’s employment agreement:

• (a) The board of directors of the Company may determine:

• (1) that a particular acquisition, development or project to be undertaken by or otherwise involving the Company will constitute a milestone project (“ Milestone Project ”);

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• (2) the capital value of the Milestone Project (“ Milestone Value ”); and

• (3) certain criteria, the achievement of which will mean that the Milestone Project has been successfully completed.

• (b) Where a Milestone Project is successfully completed, Mr Doery will become entitled to the number of fully paid ordinary shares in the Company (to be issued to him for no consideration) set opposite the Milestone Value of the Milestone Project set out below:

Milestone Value of Milestone Project	Shares for completion of Milestone Project
$5 million to $10 million	40,000
$11 million to $50 million	100,000
$51 million to $100 million	200,000
$101 million to $200 million	400,000
$201 million and above	800,000

• (c) Half the shares are to be issued at the time of completion of the Milestone Project and the other half 6 months later (or if his employment is terminated in certain circumstances before then, at the time of termination of his employment).

• (d) The maximum number of shares that may be acquired by Mr Doery each year under clause 7.3 of his employment agreement is 800,000 fully paid ordinary shares in the Company. Previously, Mr Doery was entitled to an aggregate maximum of 2 million ordinary shares under his employment agreement, or such higher number approved by the shareholders of Service Stream Holdings Pty Ltd (ie, not an annual limit).

• (e) No shares may be issued to Mr Doery under clause 7.3 of his employment agreement after 3 years from the date of the Company’s 2007 annual general meeting at which the issue of shares to Mr Doery under that clause is approved by the shareholders of the Company in accordance with rules 10.14 and 10.15A of the ASX Listing Rules. Previously, Mr Doery could be issued shares within three years of the date of Service Stream Holdings Pty Ltd’s 2006 annual general meeting.

• (f) Mr Doery is the only person entitled to receive securities under his employment agreement and at this stage he has not received any securities under the agreement.

• (g) Details of any securities issued under Mr Doery’s employment agreement will be published in each annual report of the Company relating to a period in which securities have been issued, and that approval for the issue of securities was obtained under rule 10.14 of the ASX Listing Rules.

• (h) No other person will be entitled to securities under Mr Doery’s employment agreement until approval of the issue of securities to that person is obtained under rule 10.14 of the ASX Listing Rules.

• (i) The directors (except Mr Doery) recommend that shareholders vote in favour of resolution 14.

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16. Resolution 15 – Increase in maximum remuneration payable to directors

Under rule 7.3(b) of the Company’s constitution, the maximum amount that the non-executive directors may be paid by way of remuneration for their services as directors of the Company in total in any year must not exceed $500,000 or such other sum fixed by the shareholders in general meeting for that purpose.

The annual maximum is currently fixed at $500,000, and the directors believe that it is appropriate for there to be an increase in the maximum to give the directors flexibility to increase directors’ remuneration and/or appoint additional directors, with a view to having high calibre people fulfil the role of director of the Company. The directors also note that, following the Merger, the total number of directors on the board has increased by one.

Accordingly, the Company seeks to increase the maximum aggregate remuneration that may be paid to non-executive directors of the Company for their overall board responsibilities from $500,000 each year to $750,000 each year.

Rule 10.17 of the ASX Listing Rules requires any increase in the total amount of directors’ fees payable by the Company to be approved by shareholders.

In the circumstances, the purpose of resolution 15 is to increase the maximum annual remuneration that may be payable to the non-executive directors under rule 7.3(b) of the Company’s constitution and to obtain shareholder approval of the increase under rule 10.17 of the ASX Listing Rules.

The directors (except the non-executive directors) recommend that shareholders vote in favour of resolution 15.

SERVICE STREAM LIMITED ABN 46 072 369 870

SERVICE STREAM LIMITED

ABN 46 072 369 870

TO LODGE A PROXY FORM:

Computershare Investor Services Pty Limited GPO Box 242 Melbourne Victoria 3001 Australia Facsimile 61 3 9473 2555

000001 000 SSM MR JOHN SMITH 1 FLAT 123 123 SAMPLE STREET THE SAMPLE HILL SAMPLE ESTATE SAMPLEVILLE VIC 3030

FOR ALL ENQUIRIES CALL:

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

FOR YOUR VOTE TO BE EFFECTIVE IT MUST BE RECEIVED BY 11:30AM TUESDAY, 25 OCTOBER 2007

YOUR SECURITYHOLDER INFORMATION IS AVAILABLE ONLINE, SIMPLY VISIT: www.investorcentre.com\au

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LODGEMENT OF A PROXY FORM.This Form (and any Power of Attorney under which it is signed) must be received at an address given above no later than 48 hours before the commencement of the meeting at 11:30am, Thursday, 25 October 2007. Any Proxy Form received after that time will not be valid for the scheduled meeting.

SSM_PROXY_115622/000001/000001/i

I/We being a member/s of SERVICE STREAM LIMITED hereby

appoint

or failing the individual or body corporate named, or if no individual or body corporate is named, the Chairman of the Meeting, as my/our proxy to act generally at the meeting on my/our behalf and to vote in accordance with the following directions (or if no directions have been given, as the proxy sees fit) at the Annual General Meeting of SERVICE STREAM LIMITED to be held at The Sebel Melbourne, 394 Collins Street, Melbourne, Victoria 3000 on Thursday, 25 October 2007 at 11:30am and at any adjournment of that meeting.

IMPORTANT: FOR ITEMS 8, 10, 12 AND 15 BELOW If the Chairman of the Meeting is your nominated proxy, or may be appointed by default, and you have not directed your proxy how to vote on Items 8, 10, 12 & 15 below, please place a mark in this box. By marking this box you acknowledge that the Chairman of the Meeting may exercise your proxy even if he has an interest in the outcome of those items and that votes cast by him, other than as proxy holder, would be disregarded because of that interest. If you do not mark this box, and you have not directed your proxy how to vote, the Chairman of the Meeting will not cast your votes on Items 8, 10, 12 & 15 and your votes will not be counted in computing the required majority if a poll is called on these items. The Chairman of the Meeting intends to vote undirected proxies in favour of each of these items.

In addition to the intention advised above, the Chairman of the Meeting intends to vote undirected proxies in favour of each of the other items of business.

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SERVICE STREAM LIMITED ABN 46 072 369 870

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000002 000 SSMRM MR JOHN SMITH 1 FLAT 123 123 SAMPLE STREET THE SAMPLE HILL SAMPLE ESTATE SAMPLEVILLE VIC 3030

All correspondence to: Computershare Investor Services Pty Limited GPO Box 2975 Melbourne Victoria 3001 Australia Enquiries (within Australia) 1300 850 505 (outside Australia) 61 3 9415 4000 Facsimile 61 3 9473 2500 web.queries@computershare.com.au www.computershare.com

19 September 2007

Dear Securityholder,

We have been trying to contact you in connection with matters arising from your securityholding in SERVICE STREAM LIMITED. Unfortunately, our correspondence has been returned to us marked "Unknown at the current address". For security reasons we have flagged this against your securityholding which will exclude you from future mailings of items such as our annual report. However, we are required by law to continue mailing notices of meetings to you.

We value you as a securityholder and request that you supply your current address so that we can keep you informed about SERVICE STREAM LIMITED. Where correspondence has been returned to us in error, please let us know so we may correct our records. Upon notification of your new address, or receipt of your advice that an error has occurred, we will remove the flag against your securityholding, thus ensuring you receive all future mailings.

You are requested to include the following;

• Securityholder Reference Number (SRN) or Holder Identification Number (HIN);

• ASX trading code;

• Name of company in which security is held;

• Old address; and

• New address.

Please ensure that the notification is signed by all holders and forwarded to our Share Registry at:

Computershare Investor Services Pty Limited GPO Box 2975 Melbourne VIC 3001 Australia

In addition, if your holding is sponsored within the CHESS environment you need to advise your sponsoring participant (in most cases this would be your broker) of your change of address so that your records with CHESS are also updated.

Yours sincerely

Stephen Campbell Company Secretary

SSM SSM_PROXY_115622/000002/000002

SERVICE STREAM LIMITED ABN 46 072 369 870

SERVICE STREAM LIMITED ABN 46 072 369 870

TO LODGE A PROXY FORM:

Computershare Investor Services Pty Limited GPO Box 242 Melbourne Victoria 3001 Australia Facsimile 61 3 9473 2555

000002 000 SSMRM MR JOHN SMITH 1 FLAT 123 123 SAMPLE STREET THE SAMPLE HILL SAMPLE ESTATE SAMPLEVILLE VIC 3030

FOR ALL ENQUIRIES CALL:

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

FOR YOUR VOTE TO BE EFFECTIVE IT MUST BE RECEIVED BY 11:30AM TUESDAY, 25 OCTOBER 2007

YOUR SECURITYHOLDER INFORMATION IS AVAILABLE ONLINE, SIMPLY VISIT: www.investorcentre.com\au

LODGEMENT OF A PROXY FORM.This Form (and any Power of Attorney under which it is signed) must be received at an address given above no later than 48 hours before the commencement of the meeting at 11:30am, Thursday, 25 October 2007. Any Proxy Form received after that time will not be valid for the scheduled meeting.

SSM_PROXY_115622/000002/000003/i

I/We being a member/s of SERVICE STREAM LIMITED hereby

appoint

or failing the individual or body corporate named, or if no individual or body corporate is named, the Chairman of the Meeting, as my/our proxy to act generally at the meeting on my/our behalf and to vote in accordance with the following directions (or if no directions have been given, as the proxy sees fit) at the Annual General Meeting of SERVICE STREAM LIMITED to be held at The Sebel Melbourne, 394 Collins Street, Melbourne, Victoria 3000 on Thursday, 25 October 2007 at 11:30am and at any adjournment of that meeting.

IMPORTANT: FOR ITEMS 8, 10, 12 AND 15 BELOW If the Chairman of the Meeting is your nominated proxy, or may be appointed by default, and you have not directed your proxy how to vote on Items 8, 10, 12 & 15 below, please place a mark in this box. By marking this box you acknowledge that the Chairman of the Meeting may exercise your proxy even if he has an interest in the outcome of those items and that votes cast by him, other than as proxy holder, would be disregarded because of that interest. If you do not mark this box, and you have not directed your proxy how to vote, the Chairman of the Meeting will not cast your votes on Items 8, 10, 12 & 15 and your votes will not be counted in computing the required majority if a poll is called on these items. The Chairman of the Meeting intends to vote undirected proxies in favour of each of these items.

In addition to the intention advised above, the Chairman of the Meeting intends to vote undirected proxies in favour of each of the other items of business.

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