FEAL ANNUAL GENERAL MEETING WEDNESDAY 16 NOVEMBER 2016 ATTACHMENTS. 1. Notice and Agenda of Annual General Meeting

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1 FEAL ANNUAL GENERAL MEETING WEDNESDAY 16 NOVEMBER 2016 ATTACHMENTS 1. Notice and Agenda of Annual General Meeting 2. Annual General Meeting draft Minutes 3. Proxy Form 4. Notice of Annual Elections 2016/17 5. Nomination form for the Office of Director 6. Draft Annual Report as at 30 June 2016 (Subject to Board Approval) (Please visit the FEAL website to view)

2 ATTACHMENT 1 NOTICE AND AGENDA OF ANNUAL GENERAL MEETING ACN Notice is hereby given that the 18th Annual General Meeting of Fund Executives Association Limited will be held at the PIMCO office, Level 19, 5 Martin Place, Sydney, on Wednesday 16 November, 2016 at 12.00pm for the following purposes: AGENDA FOR ANNUAL GENERAL MEETING 1. Welcome 2. Approval of Minutes from previous Annual General Meeting The Year in Review: 2015/16 4. Retirement of Directors from Office 5. Annual Election of Directors (2016/17) 6. Financial Matters 7. General Business 8. Close By Order of the Directors Level 7, 50 Clarence Street Sydney NSW October 2016

3 ATTACHMENT 2 FUND EXECUTIVES ASSOCIATION LTD ANNUAL GENERAL MEETING 2015 MINUTES Minutes of the 17th Annual General Meeting of Fund Executives Association Limited, held in the Essex Rooms, Level 3, Shangri-La Hotel, 174 Cumberland Street, The Rocks Sydney on Wednesday, 18 November 2015 at pm PRESENT: Directors: Members: Neil Cochrane Chairman Debby Blakey Michael Dwyer, AM Robyn Petrou* Graeme Arnott Donna Heffernan Michelle Hopwood Peter Lambert Melissa Baker Debby Blakey Noel Daniell Damian Graham Jack Sullivan Tracee Mulvihill* Spiros Deftereos Mark Abramovich Joe Farrugia* Julie Lander* Bruce Watson Simon Mather Allan Murphy Gerard Parlevliet Nathan Bell Neil Cochrane Scott Hartley Connie Letizia* Rob Fowler* Paul Watson* Steve Rowbottom* Jordan Kraiten Present: Apologies:, FEAL Pauline Bowland, FEAL Nicole Hibberd-Smith FEAL David Elia Dascia Bennett Andrew Reeves, KPMG Gabriel Ruggeri, KPMG Doug Carmichael Mary Murphy Proxies: Nicole Killen Peter Murphy Tom Sammann Michelle Wade David O Sullivan Linh Nguyen * attending by telephone 1. Welcome Neil Cochrane welcomed guests present to the 17 th AGM of FEAL and declared the meeting open. 2. Approval of Minutes from previous Annual General Meeting The Chairman moved that the minutes from the previous meeting held in the Whiteley Room, Amora Hotel, Jamison Street, Sydney on Wednesday 19 November, 2014 at 12.05pm. The motion was proposed by Debby Blakey, HESTA and seconded by Jack Sullivan, AMIST. The meeting unanimously resolved that the Minutes be accepted.

4 3. Year in Review The Chairman invited the FEAL CEO to address the meeting and provide an overview of FEAL s activities over the prior 12 months. 4. Retirement of Directors from office In accordance with constitution article 42 Directors R Petrou and B Watson retired from office and are standing for re-election. Leeanne Turner was appointed a Director in June 2015 upon the resignation of John O Flaherty, in accordance with article 7.5 of the constitution. Leeanne Turner is also now standing for election. 5. Annual Elections of Directors (2015/16) The Chairman advised that three nominations had been received for the office of Director: Robyn Petrou Leeanne Turner Bruce Watson Energy Super MTAA Super Mine Wealth & Wellbeing There being an equal number of vacancies for the nominations received there was no requirement to hold a ballot. The Chairman declared Robyn Petrou, Bruce Watson and Leeanne Turner duly elected as Directors of the company and congratulated them. 6. Financial Matters The Chairman invited questions in relation to the Annual Report and Financial Accounts for year ended 30 June There being no questions raised, the Chairman moved that the Annual Financial Report for the year ended 30 June 2015 be accepted by the membership. The motion was proposed by Peter Lambert, LGSuper and seconded by Allan Murphy, BOC Limited. It was unanimously resolved that the accounts for the year ended 30 June 2015 be accepted. 7. Revised Changes to the Constitution A revised draft constitution was circulated with the Notice of AGM. This revised version is based on a template supplied by King & Wood Mallesons. Legal advice was received from the legal team at First State Super. Following extensive discussions by the directors the revised draft version was put to the membership for their adoption., CEO, FEAL highlighted the significant changes. The motion was proposed by Gerard Parlevliet, CBA Group Super and seconded by Graeme Arnott, First State Super. It was unanimously resolved that the revised changes to the Constitution be adopted. 8. General Business The Chairman acknowledged the significant contribution made by KPMG who draft the FEAL Annual Financial Report and provide ongoing consultation to FEAL on a pro bono basis. The Chairman expressed the board s indebtedness to KPMG Superannuation Partner Andrew Reeves and Gabriel Ruggeri, Lianne Graff, Robyn Langsford and other members of the Middle Market Advisory team at KPMG for their ongoing support. There being no further comments, the Annual General Meeting was closed at 12.25pm. Signed as a true record Jane Perry, Chair

5 ATTACHMENT 3 PROXY FORM In respect of the Annual General Meeting to be held at the PIMCO office Level 19, 5 Martin Place, Sydney, on Wednesday 16 November, 2016 at 12.00pm; I (please print)... of... being a Member of FEAL, hereby appoint: (Name)... (Address)... the Chair of the Annual General Meeting as my proxy to vote for me on my behalf at the Annual General Meeting to be held Wednesday 16 November, 2016 at 12.00pm and at any adjournment of the Meeting. Signed this...day of Signature of Member Please return by fax or to: Fax: joanna.davison@feal.asn.au

6 ATTACHMENT 4 NOTICE OF ANNUAL ELECTIONS 2016/17 There are currently eight Directors of the company, two (2) of whom are required to retire at the 2016 Annual General Meeting of the Association in accordance with Article 42 of the Constitution. The three retiring Directors are: Debby Blakey HESTA NSW Joe Farrugia Catholic Superannuation Fund VIC Paul Watson Hostplus VIC It is the intention of Debby Blakey, Joe Farrugia and Paul Watson to re-nominate as Directors. Additional nominations are also invited. Paul Watson, Hostplus was appointed in May 2016 upon the resignation of David Elia, in accordance with article 7.5 of the constitution. Paul Watson is now standing for re-election. Any Member who wishes to nominate another Member to stand for election as a Director may do so by completing the following nomination form and returning it to the Company Secretary by fax (02) , or joanna.davison@feal.asn.au or at the address below by 5pm (AEDST) 4th day of November By Order of the Directors Level 7, 50 Clarence Street Sydney NSW October 2016

7 NOMINATION FORM FOR THE OFFICE OF DIRECTOR I,....., being a member of FEAL, hereby (proposer) nominate the FEAL Member,.... to be a Director (nominee) of FEAL. This nomination is seconded by..... who is also (seconder) a Member of FEAL. Signature of proposer.... Signature of nominee. Signature of seconder. Please return by 5pm (AEDST) 4 November 2016 by fax or to: Fax: joanna.davison@feal.asn.au