Annual General Meeting 2006

Annual General Meeting 2006

Annual General Meeting 2006 Chairman’s Speech Ian Blair

Agenda • Chairman’s Address • Chief Executive Officer’s Report • Formal Resolutions • General Business • Questions • Close of Meeting and Afternoon Tea

Chairman’s Address • 2005/06 excellent financial year • Delivered on commitment to shareholders • Service First • Community focus • Going forward • Board matters

2005/06 Excellent financial year • Net profit after tax $23.3 million • Cash earnings $44.4 million • Fully franked dividends of 27 cents per share • Total assets under management $29 billion • Total shareholder return of 32.4%

Our commitment to shareholders • Strong profit, higher dividend, solid capital position • Continued strong growth in FUMA • Delivered on strategic initiatives • Perennial Real Estate Investments • Perennial Investment Partners acquisition • A solid year in transition

Service First • 160 years old • 230,000 Australian investors • Top quartile service provider over next 3 years • Customer Care team • Constantly improve client service offering • Aim to be efficient, responsive, easy to deal with

Community Focus • IOOF Foundation • Established 2002 to perpetuate our history • Disadvantaged families, aged care, disadvantaged children and youth • Total grants now over $1.4 million

Going forward • The industry and the sharemarket • Changes to superannuation • Foundations of the last two years • Restructuring for growth

Board matters • Change and renewal • Governance • Strengthen industry knowledge • New director

2006 Annual General Meeting CEO’s Speech – Mr Ron Dewhurst

Outline • Overview • 2005/06 in review • Perennial acquisition • Strategic direction

Overview • Strong growth in underlying Funds under Management and Administration (“FUMA”) • Net profit growth of 54% for the year ending June 2006 • Perennial Investment Partners Ltd (“PIPL”) acquisition • Organisational restructure geared towards improving business accountability and transparency

2005/06 in review

2005/06 in review • FUMA ($bn) $29.0b 30% W/Sale FUM Retail FUMA 82% growth in FUMA since 2004

2005/06 in review Capitalising on operating leverage Note: Cash earnings is equivalent to Earnings before tax, net market value excess, depreciation and amortisation * Excludes consolidation of benefit funds

2005/06 in review • Objectives for 2005/06 Achievements • Best of breed alpha generator • Best Practice Services and Solutions • Commitment to depth as well as • breadth of relationships Perennial Real Estate Investments Development of ‘Pursuit’ ‘Service First’ Initiative Consultum Financial Advisers

2005/06 in review • Retail Funds Management Highlights • Launch of IOOF / Perennial Global Property Trust • Investment Grade rating by Morningstar • IOOF / Perennial International shares • Rainmaker Marketing Excellence award nomination • Best Website of the Year - Superannuation • Creation of Consultum Financial Advisers • Merger between Winchcombe Carson and Financial Partnership

2005/06 in review • Perennial Wholesale FUM Growth Diversification is successfully reducing volatility in growth

Continued growth in Gross Margin Increasing economic relevance from Perennial (including PVM) Continued cost control 2005/06 in review Cash Earnings Management of both revenue and costs are contributing to growth

2005/06 in review • Operating Efficiency Cash operating expenses to Gross Profit* Note: Gross Profit is inclusive of other operating income and the Group’s share of PVM. * Excludes the impact of Benefit fund consolidation

Acquisition of PIPL minorities

Acquisition of PIPL minorities • IOOF has announced the acquisition of PIPL minorities shareholding • This will make PIPL a wholly-owned subsidiary of IOOF • 100% ownership significantly improves the growth potential of IOOF’s investment in PIPL • Increases IOOF’s exposure to one of its core businesses • More closely aligns Perennial’s growth opportunities with IOOF’s access to capital • Improved clarity and understanding of Perennial’s value proposition PIPL’s relationship with underlying boutiques remains unchanged

Acquisition of PIPL minorities • Perennial success factors • Operational independence • Alignment of interests with investment professionals • Best of breed talent, both front and back office • Scalable business model • Cultural fit IOOF seeks to support these fundamental principles

Acquisition of PIPL minorities • Minority shareholders to receive an initial payment of $67.9m • Based on 100% valuation of PIPL of $320m (“Initial Valuation”) • IOOF will compensate certain other key PIPL executives in exchange for them relinquishing their claims to PIPL equity ($9.4m) • Both shareholders and key executives eligible for a potential deferred payment based on PIPL’s 2008/09 audited financial performance Represents a final acquisition multiple of 25 times NPAT with an initial payment based on a PIPL valuation of $320m

Acquisition of PIPL minorities • Voting on Resolutions 4 and 5 • Details outlined in Explanatory Memorandum • Independent Expert considers the terms of the transaction ‘fair and reasonable’ • Amendment to original terms of the transaction • As a result of unintended accounting implications • Payment based on actual 2008/09 NPAT if Michael Crivelli or Anthony Patterson resign in the intervening period • Significant incentives exist for continued involvement in the business Independent Directors unanimously recommend that shareholders vote in favour of the resolutions

Strategic direction

Strategic direction • Expand scope of asset management capabilities • Re-invigorate client-centric culture • Focused approach to platforms • Deeper more meaningful relationships • Client Segmentation • Strategic Cornerstones Best of breed asset management Product innovation Commitment to relationships Creator of value…not simply gatherer of assets

2006/07 Building momentum 2005/06 Transitionary year 2004/05 Setting the foundations • Acquisition of PIPL minorities • Launch of ‘Pursuit’ platform • Establishment of Perennial Retail business model • More closely aligning IOOF’s business offerings to stakeholder needs • Establish Perennial Real Estate Investments • Development of Consultum value proposition • Reinvigorate product range • IOOF’s brand ‘DNA’ • Communicating and decision-making framework • Developing and engaging talent Strategic direction • Progress since 2004…

Strategic direction • Transforming IOOF - Creating end-to-end accountability • Asset Management • Perennial • Value • Growth • Real Estate • Fixed Interest • International • Asia • Adviser Services • Platforms • Pursuit • Strategic alliances • Employer Sponsored Superannuation • Multi-Investment Manager Solutions • Dealer Group Services • Consultum Financial Advisers • Strategic Alliances Understanding advisers’ needs Making ‘Service First’ Create, package and market investment performance

Guidance on 2006/07 • Adviser Services - Re-energising IOOF’s offerings to advisers • ‘Pursuit’ – A flexible approach to investment administration • Consultum – Maximising the value of adviser’s practices • Asset Management • Best of breed asset management • Intellectual property and cultural fit • Capability gaps

Guidance on 2006/07 • Financial outlook • Funds under Management and Administration • $30bn in FUMA at the end of September 2006 • FY07 earnings • 15% growth in normalised earnings (after minorities) • Assuming modest investment market returns • Excludes acquisition and restructuring related costs (after tax) • PIPL acquisition - $3.5m • Organisational restructure – up to $3.0m On track to meet earnings guidance on a normalised basis

Annual General Meeting 2006Resolutions

IOOF Holdings Ltd - 2006 AGM Resolution 2a - To re-elect Ian Blair to the Board Votes % FOR 10,839,545 52.77% AGAINST 100,701 .49% DISCRETIONARY* 9,599,649 46.74% *The number of the Chairman’s discretionary proxy votes are 43.12% Note: These figures relate to the proxies lodged 48 hours prior to the meeting

IOOF Holdings Ltd - 2006 AGM Resolution 2b - To re-elect Michael Crivelli to the Board Votes % FOR 10,748,949 52.35% AGAINST 171,518 .84% DISCRETIONARY* 9,611,691 46.81% *The number of the Chairman’s discretionary proxy votes are 43.21% Note: These figures relate to the proxies lodged 48 hours prior to the meeting

IOOF Holdings Ltd - 2006 AGM Resolution 2c - To re-elect Roger Sexton to the Board Votes % FOR 10,810,556 52.62% AGAINST 119,547 .58% DISCRETIONARY* 9,614,081 46.80% *The number of the Chairman’s discretionary proxy votes are 43.19% Note: These figures relate to the proxies lodged 48 hours prior to the meeting

Remuneration Report • What is covered in the Remuneration Report? • The board’s philosophy and approach to rewarding our employees, executives and directors • Largely set by the Corporations law, accounting standards and ASX Corporate Governance Guidelines

Remuneration Report • Why have a Remuneration Report? • To make it as clear as possible to shareholders: • how senior members of the company are paid • and on what basis

Remuneration Report • What is our approach to rewarding people at IOOF? • an approach to attract, recruit, motivate and keep high quality people • to give the desired performance outcome for shareholders

Remuneration Report • For executives • a fixed amount, a short term incentive amount and a long term incentive amount • conditional on the executives meeting a series of performance hurdles

Sample scorecard

Remuneration Report • For non executive directors • A single fee

Remuneration Report • Regular independent reviews …. • to understand the marketplace

Remuneration Report • A few changes …. • a more scaled method for rewarding performance in excess of the hurdle rates • increased focus on achieving the total operating cost target for executives • a simple, single fee, for all non executive directors

Remuneration Report • So what about the vote? • The IOOF Board takes notice of what our shareholders tell us

Annual General Meeting 2006

Annual General Meeting 2006

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