WISETECH GLOBAL LIMITED — AGM Information 2021

Oct 13, 2021

ASX Announcement: 2021/72

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14 October 2021

WiseTech Global 2021 Annual General Meeting

WiseTech Global’s 2021 AGM will be held on Friday, 19 November 2021, commencing at 10.00am (Sydney time) as a virtual meeting, online at https://agmlive.link/WTC21

Attached are the Notice of AGM and the Voting Form.

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Authorised for release to ASX by David Rippon, Corporate Governance Executive and Company Secretary.

Contact information

Investor Relations and Media

INVESTOR RELATIONS: MEDIA Ross Moffat +61 412 256 224 Helen Karlis +61 419 593 348

About WiseTech Global

WiseTech Global is a leading developer and provider of software solutions to the logistics execution industry globally. Our customers include over 18,000[1] of the world’s logistics companies across more than 165 countries, including 41 of the top 50 global third-party logistics providers and 24 of the 25 largest global freight forwarders worldwide[2] . Our flagship platform, CargoWise, forms an integral link in the global supply chain and executes over 72 billion data transactions annually.

Our mission is to change the world by creating breakthrough products that empower those that own, enable and operate the supply chains of the world. At WiseTech, we are relentless about innovation, adding over 4,300 product enhancements to our global platform in the past five years while bringing meaningful continual improvement to the world’s supply chains. Our breakthrough software solutions are renowned for their powerful productivity, extensive functionality, comprehensive integration, deep compliance capabilities, and truly global reach. For more information about WiseTech Global or CargoWise, please visit wisetechglobal.com and cargowise.com

1 Includes customers on CargoWise and platforms of acquired businesses whose customers may be counted with reference to installed sites

2 Armstrong & Associates: Top 50 Global 3PLs & Top 25 Global Freight Forwarders ranked by 2020 logistics gross revenue/turnover and freight forwarding volumes

WiseTech Global Limited ABN 41 065 894 724 Unit 3a, 72 O’Riordan Street Alexandria NSW 2015

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WiseTech Global Limited Notice of 2021 Annual General Meeting 10am on Friday, 19 November 2021

Registered office: WiseTech Global Limited, Unit 3a, 72 O’Riordan Street Alexandria NSW 2015 1

Notice of Annual General Meeting

Notice of Annual General Meeting of shareholders of WiseTech Global Limited (WiseTech or Company) ABN 41 065 894 724

WiseTech’s 2021 Annual General Meeting ( AGM ) will be held on Friday, 19 November 2021, commencing at 10.00am (Sydney time) as a virtual meeting, online at

https://agmlive.link/WTC21 for the purposes of transacting the business set out in this Notice. Further details regarding the virtual AGM are set out in the ‘How to vote – instructions’ section of this Notice.

Items of Business

1. Financial Statements and Reports To receive and consider the Financial Report, the Directors’ Report and Independent Auditor’s Report for the Company for the financial year ended 30 June 2021.

Shareholders will be asked to consider and, if thought fit, to pass the items of business below as ordinary resolutions.

1. Adoption of Remuneration Report

To adopt the Remuneration Report for the financial year ended 30 June 2021.

1. Election of Director

To re-elect Mr Andrew Harrison as a Director, who, in accordance with the Company’s Constitution, retires and, being eligible, offers himself for reelection.

1. Election of Director

To re-elect Ms Teresa Engelhard as a Director, who, in accordance with the Company’s Constitution, retires and, being eligible, offers herself for re-election.

1. Election of Director

To re-elect Mr Charles Gibbon as a Director, who, in accordance with the Company’s Constitution, retires and, being eligible, offers himself for re-election.

1. Non-Executive Directors’ Remuneration

2. To increase the maximum aggregate annual remuneration pool that may be paid to the Non-Executive Directors in

any financial year from $1,500,000 to $1,800,000.

1. Amendments to Constitution

To amend the constitution of the Company as set out in the amended Constitution tabled at the AGM and signed by the Chair of the Meeting for the purposes of identification in accordance with section 136(2) of the Corporations Act.

A marked up version of the amended Constitution is available on the Company’s website www.wisetechglobal.com/investors/annual - - general meetings/

Items 2 to 6 are ordinary resolutions, and each will be passed if more than 50% of the votes cast at the AGM by members entitled to vote are in favour of the resolution.

Item 7 is a special resolution and will be passed if more than 75% of the votes cast at the AGM by members entitled to vote are in favour of the resolution.

The proposed items of business should be read in conjunction with the Explanatory Notes for Items of Business.

Explanatory Notes for Items of Business

Item 1 – Financial Statements and Reports

The Directors’ Report, Financial Statements and Independent Auditor’s Report for the financial year ended 30 June 2021 are set out in WiseTech’s 2021 Annual Report, available at - www.wisetechglobal.com/investors/annual reports/

Shareholders will be provided with a reasonable opportunity to ask questions and comment on these reports or about the business operations and management of WiseTech generally. Shareholders also have the right to question the auditor in connection with such matters as the content of the auditor’s report or the conduct of the audit. Note: there is no requirement for shareholders to approve these reports so there will be no formal resolution for this item.

Item 2 – Adoption of Remuneration Report

The Board presents the Remuneration Report to shareholders for consideration and adoption.

Registered office: WiseTech Global Limited, Unit 3a, 72 O’Riordan Street Alexandria NSW 2015

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The Remuneration Report contains

information about WiseTech’s remuneration policy and practices, including arrangements for our Founder CEO, Directors and other Key Management Personnel ( KMP ). Remuneration for WiseTech’s executive team is delivered through a cash element of fixed remuneration, deferred equity element of fixed remuneration and performance equity incentives. Our executive team’s performance incentive framework is focused on annual financial targets and operational Key Performance Indicators ( KPIs ) that are lead measures for long-term strategic outcomes. In any year, our financial outcomes reflect the successful execution of deliverables over many prior years. Conversely, the operational and strategic actions undertaken this year are expected to deliver shareholder value for many years into the future. Product development deliverables are examples of operational KPIs designed to support longterm strategy and deliver sustainable, longterm financial value. To ensure alignment with shareholders’ interests, we aim for 100% of performance incentives to be paid in deferred equity (other than for Executive Director Maree Isaacs, due to the size of her cofounder equity holding).

Our remuneration framework for our people is explained in the Remuneration Report (pages 68 to 86 of our 2021 Annual Report) available at - www.wisetechglobal.com/investors/annual reports/

During this item, shareholders will be given a reasonable opportunity to ask questions about, and make comments on, the report.

In accordance with the Corporations Act 2001 (Cth) , shareholders will be asked to vote on the adoption of the Remuneration Report. This vote will be advisory only and will not bind the Directors or WiseTech. Nonetheless, the Board will take the outcome of the vote and any discussion into consideration when reviewing the remuneration policy for Directors and senior executives.

As outlined in the ‘Voting exclusions’ section on page 6, the Company’s KMP (including Directors) are not permitted to vote on this resolution except in specific circumstances.

Directors' recommendation:

The Board, with co-founders and Executive Directors Richard White and Maree Isaacs abstaining, recommends shareholders vote in favour of adopting the Remuneration Report. The Chair of the Meeting intends to vote all available proxies in favour of the adoption of the Remuneration Report.

Item 3 – Election of Director

In accordance with Article 47 of WiseTech’s constitution, Andrew Harrison, having last been reelected by shareholders at the 2018 AGM, retires from the Board and offers himself for re-election to the Board. Andrew Harrison’s skills and experience are set out below.

The Board undertook an annual review of its performance and considered the results of that review in determining its endorsement of the Director standing for re-election.

Andrew Harrison joined the Board in 2015 and was appointed Chair in September 2018. Prior to his appointment as Chair, he served as Chair of the Audit and Risk Management Committee and Chair of the Related Party Committee.

Andrew is an experienced company director and corporate adviser. He has previously held executive roles and non-executive directorships with both public and private companies. He was the CFO of Seven Group Holdings and group finance director of Landis+Gyr, and has been a director of ASXlisted companies Estia Health Limited, IVE Group Limited, Xenith IP Limited, Bapcor Limited, as well as of Alesco Limited, Moorebank Intermodal Company Ltd and Vend Ltd.

Andrew was a senior manager at Ernst & Young (Sydney and London) and Gresham Partners Limited, and an Associate at Chase Manhattan Bank (New York).

Directors' recommendation :

The Board considers that Andrew’s financial expertise and extensive listed company experience are invaluable to WiseTech. The Board has undertaken a review of Andrew’s performance and, with Andrew abstaining, unanimously recommends shareholders vote in favour of his re-election to the Board.

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Item 4 – Election of Director

In accordance with Article 47 of WiseTech’s constitution, Teresa Engelhard, having last been re-elected by shareholders at the 2018 AGM, retires from the Board and offers herself for reelection to the Board. Teresa Engelhard’s skills and experience are set out below.

The Board undertook an annual review of its performance and considered the results of that review in determining its endorsement of the Director standing for election.

Teresa Engelhard joined the Board in March 2018. She is Chair of the Nomination Committee and the People & Remuneration Committee.

Teresa has more than 20 years’ international experience as a director, executive and venture capitalist in the technology, software and energy sectors.

Teresa is currently the CEO and Founder of stealth-stage startup StickyTek Pty Ltd and a non-executive director of non-profit organization LaunchVic. She is also a former director of ASX-Listed Origin Energy Limited and Redbubble Limited.

Directors' recommendation :

The Board considers that Teresa’s significant experience in innovation and technology, together with her ASX-listed company and governance experience are invaluable to WiseTech. The Board has undertaken a review of Teresa’s performance and, with Teresa abstaining, unanimously recommends shareholders vote in favour of her election to the Board.

Item 5 – Election of Director

In accordance with Article 47 of WiseTech’s constitution, Charles Gibbon, having last been re-elected by shareholders at the 2018 AGM, retires from the Board and offers himself for reelection to the Board. Charles Gibbon’s skills and experience are set out below.

The Board undertook an annual review of its performance and considered the results of that review in determining its endorsement of the Director standing for election.

Charles Gibbon joined the Board in 2006, served as Chair from 2006 to 2018, and has been a shareholder since 2005.

Charles is currently a director of Shearwater Capital Pty Ltd and has previously been a director of Monbeef Pty Ltd, Photolibrary Pty Ltd and the ASX-listed Health Communication Network Limited.

Charles has more than 20 years of experience in institutional funds management. He was a member of the Investment Committee of Quadrant Capital Funds I, II and III for Quadrant Private Equity, and has held roles as the CEO of Russell Private Equity, CEO of Risk Averse Money Managers Pty Ltd, a director of Morgan Grenfell Australia and an associate director of Schroders Australia.

Directors' recommendation :

The Board considers that Charles’ corporate knowledge and experience are a valuable asset to WiseTech. The Board has undertaken a review of Charles’ performance and, with Charles abstaining, unanimously recommends shareholders vote in favour of his election to the Board.

Item 6 – Non-Executive Directors’ remuneration

ASX Listing Rule 10.17 and Article 50 of WiseTech’s constitution require shareholder approval for any increase in the total aggregate amount of directors’ fees that may be paid to all of WiseTech’s Non-Executive Directors each financial year ( NED Remuneration Limit ). The current NED Remuneration Limit of $1,500,000 was approved by shareholders at the 2018 Annual General Meeting. The Board of WiseTech is entitled to pay remuneration to Non-Executive Directors as they see fit provided they do not exceed the NED Remuneration Limit. The resolution in this item proposes to increase the NED Remuneration Limit to $1,800,000 per financial year, an increase of $300,000 (20%).

Details of WiseTech’s approach and the amount of remuneration paid to Non-Executive Directors are disclosed in the Remuneration Report contained in WiseTech’s 2021 Annual Report which is available at - www.wisetechglobal.com/investors/annual reports/

Non-Executive Directors are remunerated via Board and Committee fees (including statutory superannuation) which are reviewed periodically. Market practices and benchmarking data are considered when determining the appropriate level of fees for

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Non-Executive Directors. While there was no fee increase from FY20 to FY21, the fees were increased with effect from 1 July 2021 after the People & Remuneration Committee benchmarked the Non-Executive Director fee levels against those of comparable companies in two comparator groups, the ASX200 and ASX technology peers (based on market capitalisation). The fee increase was to ensure that our fee levels continue to reflect the workload and responsibilities of Directors and do not hamper the recruitment of additional Non-Executive Directors.

WiseTech continues to progress the evolution of the Board and is seeking additional Non-Executive Directors to further diversify the Board composition as we expand our technology leadership and grow our global reach. The proposed increase to the NED Remuneration Limit would allow flexibility for market increases in the future for existing Non-Executive Directors and provide the Board with the capacity to appoint additional Non-Executive Directors to support our business objectives and longterm growth strategy. It will also allow for better succession planning and continuity by facilitating the appointment of new NonExecutive Directors before the retirement of existing Non-Executive Directors.

The table below sets out details of securities issued to Non-Executive Directors under Listing Rule 10.14 as approved by shareholders at WiseTech’s 2020 Annual General Meeting. The securities were issued under the Non-Executive Director Fee Sacrifice Share Acquisition Plan ( NED Share Plan ) introduced in October 2020 to provide a mechanism for the Non-Executive Directors to build their equity holding in the Company using their pre-tax Director fees. Under the NED Share Plan, Non-Executive Directors can elect to voluntarily sacrifice all, or a portion, of their pre-tax Director fees over the relevant financial year to receive a grant of share rights. Each share right is a conditional entitlement to acquire one ordinary share in the Company.

Rights granted1	Fair value atgrant date2 Shares issued3
Andrew Harrison 1,218 Teresa Engelhard 804 Michael Gregg 756 Arlene Tansey 2,010	$37,478 1,218 $24,740 804 $23,262 756 $61,848 2,010

1. The number of share rights granted was calculated using an allocation price based on the 5-day VWAP for the period immediately following the Company’s AGM in November 2020. 2. Fair value at grant was determined based on $30.77, the closing share price on the grant date, 4 December 2020.

2. Share rights vested in two equal tranches on 25 February 2021 and 26 August 2021. On vesting, share rights converted to ordinary shares with disposal restrictions nominated by the Non-Executive Directors.

Other than the securities in the table above, no securities have been granted to Non-Executive Directors under ASX Listing Rules 10.11 or 10.14 in the three year period preceding the date of this Notice.

Directors' recommendation :

Given the interest in this matter of each Non-Executive Director, each Executive Director recommends shareholders vote in favour of the resolution. The Chair of the Meeting intends to vote all available proxies in favour of the resolution.

Item 7 – Amendments to Constitution The Company’s Constitution is being amended to clarify that the Board may, but is not required to, hold a meeting of shareholders using or with the assistance of any technology that gives shareholders as a whole a reasonable opportunity to participate. This may include but is not limited to electronic participation facilities or linking separate meeting places together by technology. Updates have also been made to clarify and simplify the direct voting provisions.

These amendments to clause 33 of the Constitution provide the Board with greater flexibility to hold ‘hybrid’ meetings (where the meeting is held both at a physical location and using virtual meeting technology to enable online participation) and ‘virtual’ meetings using online meeting technology. These provisions facilitate shareholder attendance, participation and voting without the need to physically attend or appoint a proxy. The amendments will give the Board flexibility in holding meetings of shareholders, particularly in light of the COVID-19 pandemic.

The amendments reflect the Government’s proposed changes to the Corporations Act to allow the use of virtual or hybrid meetings, and developments in market practice as virtual meetings become more common.

Consistent with market practice, the Constitution is also being updated to clarify that the Board can change the venue for, postpone or cancel a general meeting, except in certain circumstances including where the meeting is called in accordance with a shareholder requisition under

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the Corporations Act.

Clause 81 has been introduced to update the Constitution to reflect the requirements of ASX Listing Rule 15.12 in relation to restricted securities and some flow on changes have been made in other clauses to remove duplication.

Directors' recommendation :

The Board unanimously recommends that shareholders vote in favour of the resolution. The Chair of the Meeting intends to vote all available proxies in favour of this resolution.

How to vote - instructions

Due to the current COVID-19 restrictions on movement and public gatherings, the AGM will be held virtually utilising video conference technology operated by the Company's share registry, Link Market Services Limited.

Recent temporary changes to the

Corporations Act 2001 (Cth) provide for the holding of a meeting via video or audio conference technology provided it gives all shareholders a reasonable opportunity to participate without being physically present in the same place.

Shareholders participating in the meeting through the online platform will be taken to be present at the AGM.

Shareholders wishing to join the AGM must register by following the link to the AGM prior to 10.00am on Friday, 19 November 2021. Information on how to ask questions and vote will be provided at this point. Further information on how to register is set out in the "How to watch and participate live online" section on page 7 of this Notice.

Who may vote The Board has determined that you will be entitled to attend and vote at the virtual AGM if you are a registered shareholder of ordinary shares in the Company as at 10.00am (Sydney time) on Wednesday, 17 November 2021. Voting on all items of business at the AGM will be conducted by poll. Shareholders have one vote for each fully paid ordinary share held.

Live voting online – during the AGM

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

Appointment of proxy A shareholder who is entitled to vote at the AGM may appoint a proxy to attend and vote at the AGM on their behalf. A proxy does not need to be a WiseTech shareholder. If a shareholder is entitled to cast two or more votes at the AGM, the shareholder may appoint two proxies to attend the AGM and vote on a poll and may specify the percentage or number of votes each proxy can exercise. If the proxy form does not specify the percentage or number of the shareholder’s votes that each proxy may exercise, each proxy may exercise half of the shareholder’s votes on a poll (fractions will be disregarded). Completed voting forms (and any necessary supporting documents) must be received by WiseTech no later than 10.00am (Sydney time) on Wednesday, 17 November 2021.

We encourage you to consider directing your proxy how to vote by marking the appropriate box for each resolution on the voting form.

Submitting your voting form You can submit your voting form in the following ways:

Online by visiting

www.linkmarketservices.com.au on your computer or smartphone. Login to the Link website using the details as shown on your 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) or Holder Identification Number (HIN) as shown on the front of the voting form or your holding statement).

By post using the envelope provided or by posting it to:

WiseTech Global Limited C/- Link Market Services Limited Locked Bag A14 Sydney South NSW 1235 Australia

By fax to +61 (0)2 9287 0309

By hand delivery to:

Link Market Services Limited 1A Homebush Bay Drive Rhodes NSW 2138

Any voting form received after 10:00am (Sydney time) on Wednesday, 17 November 2021 will not be valid for the AGM.

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Chair of the Meeting as proxy If you appoint the Chair of the Meeting as your proxy (or the Chair becomes your proxy by default) and you do not direct your proxy how to vote, then you will be giving express authority to the Chair of the Meeting to vote on each resolution in accordance with the Chair’s stated intention (even though Item 2 concerns the remuneration of members of the KMP and Item 6 concerns the remuneration of the Non-Executive Directors). The Chair of the Meeting intends to vote all available proxies in favour of each resolution.

If you do not want the Chair of the Meeting to vote as your proxy in favour of any proposed item of business, you need to direct your proxy to vote against, or to abstain from voting on, the relevant item of business by marking the appropriate box on the proxy form.

If you appoint someone else as your proxy (other than the Chair of the Meeting) and direct them how to vote, the Chair must cast those proxy votes on your behalf on a poll in accordance with your direction if your proxy does not do so.

Other KMP as proxy If you appoint a Director (other than the Chair of the Meeting) or another member of the KMP (or a closely related party of a member of the KMP) as your proxy, you should direct them how to vote on Items 2 and 6 by marking the appropriate box. If you do not do so, WiseTech will disregard those proxy votes on Items 2 and 6.

Body corporate representatives A WiseTech shareholder who is a body corporate and who is entitled to attend and vote at the AGM, or a proxy who is a body corporate and who is appointed by a shareholder of WiseTech, may appoint a person to act as its representative at the AGM by providing that person with:

• a letter or certificate, executed in accordance with the body corporate's constitution, authorising the person as the representative; or

• a copy of the resolution, certified by the secretary or a director of the body corporate, appointing the representative.

Power of attorney If a shareholder of the Company has appointed an attorney to attend and vote at the AGM, or if the voting form is signed by an attorney, the power of attorney (or a certified copy of the power of attorney) must

be received by WiseTech or Link Market Services by the voting deadline, unless that document has been previously lodged with WiseTech’s share registry for notation. Powers of attorney may be submitted by post or by hand delivery at the addresses shown above.

Voting exclusions

Item 2 : A vote on this resolution must not be cast and WiseTech will disregard any votes cast on this resolution by or on behalf of:

• a member of the KMP whose remuneration details are included in the Remuneration Report for the year ended 30 June 2020 or a closely related party (as defined under the Corporations Act 2001 (Cth) ) of such KMP, regardless of the capacity in which the vote is cast; or

• as a proxy by a member of the KMP as at the date of the AGM or a closely related party of such KMP, unless the vote is cast as proxy for a person who is entitled to vote on the resolution and the vote is cast:

• in accordance with the directions on the proxy form specifying how the proxy is to vote; or

• by the Chair of the Meeting as proxy for a person entitled to vote, in accordance with the direction on the proxy form expressly authorising them to vote as they decide.

Item 6 : WiseTech will disregard any votes cast in favour of the resolution, by or on behalf of any Director or any associate of such Director, unless the vote is cast as proxy for a person who is entitled to vote on the resolution and the vote is cast:

• in accordance with the directions on the proxy form specifying how the proxy is to vote; or

• by the Chair of the Meeting as proxy for a person entitled to vote, in accordance with the direction on the proxy form expressly authorising them to vote as they decide.

Please read the information under the heading ‘Chair of the Meeting as proxy’ which specifies how the Chair will vote proxies.

By order of the Board David Rippon Company Secretary 11 October 2021

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Questions from shareholders

We welcome questions from shareholders before and during the AGM. Questions should relate to matters relevant to the business of the meeting, including the Financial Report, Directors’ Report (including the Remuneration Report) and the Independent Auditor’s Report, as well as general questions regarding the performance, business or management of WiseTech, and relevant questions to the auditor.

You can ask WiseTech or the auditor a question in the following ways:

During the meeting:

• Shareholders and proxyholders will be given an opportunity to ask questions in real time via the online platform once they have registered; and

• Shareholders and proxyholders will be given an opportunity to ask questions in real time by telephone. A personalised PIN will be needed to ask questions by telephone. To receive a personalised PIN, please contact Link Market Services before the meeting. Dial-in details for the AGM and contact details for Link Market Services are included in the Virtual Meeting Online Guide. If you plan to ask questions by telephone, you will also need to log into the online platform if you wish to vote during the meeting.

In advance of the meeting:

• online through the online voting service at www.linkmarketservices.com.au ; or

• in writing, to the Company Secretary at WiseTech Global Limited PO Box 6390 Alexandria NSW 2015

Your questions to the auditor (other than questions you ask during the AGM) must be received by no later than Friday, 12 November 2021.

We will not be sending individual replies, but the Chair of the Meeting will answer as many of the frequently asked questions as possible at the AGM.

How to watch and participate live

Shareholders and proxyholders can watch, vote, make comments and ask questions during the virtual AGM via the online platform at: https://agmlive.link/WTC21

To do this, you will need a computer or mobile/tablet device with internet access. Shareholders: When you log onto the online platform, you will need to provide your details (including SRN/HIN and postcode) to be verified as a shareholder. Shareholders with a registered address outside of Australia should click ‘Outside Australia’ and select the country of their registered address. Proxyholders: When you log onto the online platform, you will need your ‘Proxy Number’ which will be provided to you by Link Market Services by email before the AGM.

More information about how to use the AGM online platform is available in the Virtual Meeting Online Guide, which is available at - www.wisetechglobal.com/investors/annual - general meetings/

Viewing the webcast only

The AGM will be webcast live on https://agmlive.link/WTC21. An archive of the webcast will be available on our website shortly after the meeting concludes. You do not need to be a shareholder or proxyholder to view the webcast.

Contact the share registry

Share Registry

T: +61 1300 554 474

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

E: registrars@linkmarketservices.com.au

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ACN 065 894 724

LODGE YOUR VOTE

ONLINE 

www.linkmarketservices.com.au

BY MAIL  WiseTech Global Limited C/- Link Market Services Limited Locked Bag A14 Sydney South NSW 1235 Australia

 BY FAX +61 2 9287 0309

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

 ALL ENQUIRIES TO Telephone: +61 1300 554 474 X99999999999 X99999999999 VOTING FORM I/We being a member(s) of WiseTech Global Limited (the Company) and entitled to attend and vote at the Annual General Meeting of the Company hereby: A VOTE DIRECTLY OR B APPOINT A PROXY appoint the Chair OR if you are NOT appointing the Chair of the Name elect to lodge my/our of the Meeting Meeting as your proxy, please write the vote(s) directly (mark box) (mark box) name and email of the person or body Email corporate you are appointing as your proxy  in relation to the Annual General Meeting of the Company to be or failing the person or body corporate named, or if no person or body corporate is named, the Chair 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 held at 10:00am (Sydney time) directions have been given and to the extent permitted by the law, as the proxy sees fit) at the Annual General Meeting on Friday, 19 November 2021, of the Company to be held at 10:00am (Sydney time) on Friday, 19 November 2021 (the Meeting ) and at any postponement or adjournment of the Meeting. and at any adjournment or The Meeting will be conducted as a virtual meeting and you can participate by logging in online at postponement of the Meeting. https://agmlive.link/WTC21 (refer to details in the Virtual Annual General Meeting Online Guide and Notice of You should mark “For”, Meeting). “Against” or “Abstain” for each Important for Items 2 & 6: If the Chair of the Meeting is your proxy, either by appointment or by default, and you item under Step 2 below. have not indicated your voting intention below then by submitting this Voting Form, you expressly authorise the Chair of the Meeting to exercise the proxy in respect of Items 2 & 6, even though the Items are connected directly or indirectly with the remuneration of a member of the Company’s Key Management Personnel ( KMP ). The Chair of the Meeting intends to vote undirected proxies in favour of each item. VOTING DIRECTIONS Proxies and direct votes will only be valid and accepted by the Company if they are signed and received no later than 48 hours before the Meeting. Please read the voting instructions overleaf before marking any boxes with an T Items of Business For Against Abstain * For Against Abstain * 2 Adoption of Remuneration Report 6 Non-Executive Directors’ Remuneration 3 Election of Director – 7 Amendments to Constitution Mr Andrew Harrison 4 Election of Director – Ms Teresa Engelhard

• 5 Election of Director – Mr Charles Gibbon



• 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 in computing the required majority on a poll.

SIGNATURE OF SHAREHOLDERS – THIS MUST BE COMPLETED

Shareholder 1 (Individual) Joint Shareholder 2 (Individual) Joint Shareholder 3 (Individual) Sole Director and Sole Company Secretary Director/Company Secretary (Delete one) Director

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).

WTC PRX2101N

HOW TO COMPLETE THIS SHAREHOLDER VOTING FORM

YOUR NAME AND ADDRESS

LODGEMENT OF A PROXY FORM

This is your 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.

This Proxy Form (and any Power of Attorney under which it is signed) must be received at an address given below by 10:00am (Sydney time) on Wednesday, 17 November 2021, being not later than 48 hours before the commencement of the Meeting. Any Proxy Form received after that time will not be valid for the scheduled Meeting.

VOTING UNDER BOX A

If you marked the box under Box A you are indicating that you wish to vote directly. Please mark “For” , “Against” or “Abstain” for each item. Note, if you mark the “Abstain” box for an item, your vote for that item will not be counted. If no direction is given, or you do not Mark Box A or Box B, your vote will be passed to the Chair of the Meeting as your proxy.

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

ONLINE

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 proxy. To use the online lodgement facility, shareholders will need their “Holder Identifier” -Securityholder Reference Number (SRN) or Holder Identification Number (HIN).

If you Mark Box A and Box B, you will be taken not to have appointed a proxy and your direct votes will be counted.

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 Chair’s decision as to whether a direct vote is valid is conclusive. BY MOBILE DEVICE QR Code VOTING UNDER BOX B – APPOINTMENT OF PROXY Our website is designed specifically for lodgement of your proxy. You can now lodge If you wish to appoint the Chair of the Meeting as your proxy, mark Box B. If you your proxy by scanning the QR code adjacent wish to appoint someone other than the Chair of the Meeting as your proxy, o r e n t e r t h e v o t i n g l i n k please write the name and email of that individual or body corporate in www.linkmarketservices.com.au into your Step1. If your named proxy does not attend the Meeting, the Chair of the Meeting mobile device. Log in using the Holder will be your proxy. If your named proxy attends the Meeting but does not vote on a poll on a resolution in accordance with your directions, the Chair of the Identifier and postcode for your shareholding. Meeting will become your proxy in respect of that resolution. A proxy need not be a shareholder of the Company. PROXY VOTING BY THE CHAIR OF THE MEETING To scan the code you will need a QR code reader application which On a poll, the Chair of the Meeting will vote directed proxies as directed and can be downloaded for free on your mobile device. may vote undirected proxies as the Chair of the Meeting sees fit. If the Chair of the Meeting is your proxy or becomes your proxy by default, and you do not BY MAIL  provide voting directions, then by submitting the Voting Form you are expressly WiseTech Global Limited authorising the Chair of the Meeting to exercise your proxy on all Items, C/- Link Market Services Limited including where the Items are connected directly or indirectly with the remuneration of KMP. Locked Bag A14 Sydney South NSW 1235 VOTES ON ITEMS OF BUSINESS – PROXY APPOINTMENT Australia 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  BY FAX +61 2 9287 0309 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  BY HAND than one box on an item your vote on that item will be invalid. delivering it to Link Market Services Limited Level 12 APPOINTMENT OF A SECOND PROXY 680 George Street You may appoint up to two proxies. If you appoint two proxies, you should Sydney NSW 2000 complete two separate Voting Forms and specify the percentage or number each proxy may exercise. If you do not specify a percentage or number, each proxy may exercise half the votes. You must return both Voting Forms together. during business hours Monday to Friday (9:00am - 5:00pm) and If you require an additional Voting Form, contact Link Market Services on 1800 subject to public health orders and restrictions 170 502 or you may copy this form. 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.

To scan the code you will need a QR code reader application which can be downloaded for free on your mobile device.

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

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 admission 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.