THORNEY OPPORTUNITIES LTD — AGM Information 2011

Dec 14, 2011

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WENTWORTH HOLDINGS LIMITED (WHL) EXTRAORDINARY GENERAL MEETING 15 December 2011

1. It is now 10.02 am. I declare this Extraordinary General Meeting of Shareholders open and welcome all shareholders and observers.

2. I draw your attention to the attendance register and ask you to please sign it if you haven’t already done so.

3. No apologies have been received.

4. I ask all to note that the shareholders’ register is available for inspection and that a summary of proxies affecting today’s resolution are tabled and also available for inspection.

I advise that a quorum is present.

1. Now the formal matters have been attended to, I will introduce myself. My name is Vaughan Webber and I have the privilege of being your Chairman for this meeting. I would also take the opportunity to introduce some of my fellow Directors, Colin Cowden, Hugh Robertson and Nigel Sharp. I note the apology of Charles Tarbey. I would also like to introduce the Company Secretary, Ron Hollands and from Deloitte, our engagement Partner and Director, Mark Stretton and Jiyoung Park.

2. We will now move onto the business of today’s meeting. Before I put the resolutions formally, I will announce details of the proxies which have been received and recorded. All Open Useable Proxies that have instructed the Chairman to vote on their behalf and have been voted in favour of the resolution.

	Detail	For	Against	Abstain	Excluded	Total
Resolution 1	Disposal of the Company’s main undertaking.	103,841,096	106,324	0	0	103,947,420
	Total of %	99.90%	0.10%	0%	0%	100.00%

1. Notice of Meeting

The Notice of Meeting containing the motion to put today has been sent to Wentworth Holdings Limited shareholders. Would a Wentworth Holdings Limited shareholder please move that the Notice of Meeting to be taken as read?

Will someone move the resolution as put?

Moved: Jim Gardiner Seconded: Brian Austin

Would those in favour please raise your hand?

Against? Nil

I declare the motion carried.

8. Resolution

I will now read the Resolution which is an Ordinary Resolution :

“That for the purposes of Listing Rules 10.1, 11.2, section 208(1) of the Corporations Act 2001 and for all other purposes, shareholders approve the disposal of the Company’s main undertaking, namely the following wholly owned subsidiaries of the Company (and their controlled entities):

• Wentworth Services Pty Ltd (ACN 085 359 119);

• Wentworth Real Estate Pty Ltd (ACN 119 055 971);

• Wentworth Property Management Pty Ltd (ACN 119 061 157); and

• Wentworth Mutual Investment Management Pty Ltd (ACN 099 896 876),

on the terms and conditions set out in the Explanatory Statement which accompanies and forms part of this notice of Extraordinary General Meeting.”

Does any shareholder have a question concerning this resolution? Yes. Question from George concerning why business is being sold to interests associated with Mr Tarbey.

Will someone move the resolution as put?

Moved: Jim Gardiner

Seconded: Brian Austin

Would those in favour please raise your hand?

Against? Nil

I declare the motion carried.

I now have the pleasure in declaring that the resolution has been carried. I now officially declare the meeting closed at 10.20 am and thank you for your attendance today