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ASX Announcement

28 January 2022

2022 Scheme Meeting - Chair's Address

AusNet Services Ltd (AusNet) refers to the proposed acquisition of AusNet by Australian Energy Holdings No 4 Pty Ltd (a company controlled by Brookfield Asset Management, Inc.) by way of a scheme of arrangement.

In accordance with ASX Listing Rule 3.13.3, attached to this announcement are the following documents to be presented at the Scheme Meeting of AusNet commencing at 11:00am (Melbourne time) today:

  • a copy of the address to be delivered by the Chair at the Scheme Meeting; and
  • the Scheme Meeting presentation slides.

AusNet shareholders (or their proxies, attorneys or corporate representatives) will be able to attend and vote at the Scheme Meeting through an online platform available at http://www.meetnow.global/AST2022.

The results of the vote at the Scheme Meeting will be available later today on the ASX and on our website, as soon as practicable after the end of the meeting.

AusNet is being advised by Adara Partners and Citigroup as financial advisers, and by Allens as legal adviser.

This announcement was authorised for release by the Board of AusNet Services Ltd.

Investor Relations Enquiries

Media Enquiries

Adrian Hill

Jim Kelly

General Manager

Domestique Consulting

Strategy & Corporate Development

+61 412 549 083

+61 438 533 193

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CHAIR'S ADDRESS

28 January 2022

  1. SLIDE 1: Scheme Meeting Cover Slide
  2. SLIDE 2: Disclaimer
  3. SLIDE 3: Chair's Address
    Welcome ladies and gentlemen to the Scheme Meeting of AusNet Services Ltd. My name is Peter Mason and I have the pleasure of being the Chairman of your company and will be chairing today's Scheme Meeting.
    As the COVID-19 pandemic still poses ongoing health risks, our Scheme Meeting is being held online and live via Computershare's Virtual Meeting platform.
    Our Company Secretary has informed me that a quorum is present and therefore I declare the AusNet Scheme Meeting open.
    I wish to begin by acknowledging the Wurundjeri ('were-un-juri') people of the Kulin nation as the Traditional Custodians of the land on which AusNet's corporate office is situated. I pay respect to their Elders, past, present and emerging and extend this respect to other Aboriginal and Torres Islander people from other communities who are joining us today.
    On behalf of the AusNet Board of Directors, I'd like to welcome our Shareholders, or their proxies, attorneys or representatives present - thank you for attending today.
    I propose to take the Notice of Meeting as read.
    I'd like to welcome my fellow Board members joining us on the webcast today:
    • Alan Chan Heng Loon - who joined the Board in 2018;
    • Ralph Craven - who joined the Board in 2014;
    • Sally Farrier - who joined the Board in 2014;
    • Robert Milliner - who joined the Board in 2015;

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  • Tony Narvaez - AusNet's Managing Director, who joined AusNet in November 2019;
  • Nora Scheinkestel - who joined the Board in 2016;
  • Tan Chee Meng - who joined the Board in 2016; and,
  • Li Lequan - who joined the Board in 2018.

Naomi Kelly, our Company Secretary, is also with us on the webcast, as are members of the AusNet Executive Leadership Team. Also with us is Adrian Hill, General Manager Strategy and Corporate Development, who will be assisting me with your questions today.

Finally, we have representatives from Citi, Adara and Allens joining us.

I will shortly talk you through how this meeting and voting process will be conducted, but before I get to that, I would like to speak briefly about when the results of the meeting will be available. You will be able to see the proxies lodged prior to the meeting on the slide when we turn to the formal business of the meeting, being the Scheme Resolution. The slides have also been uploaded to the ASX prior to this meeting. As is their right, not every shareholder has chosen to appoint a proxy and this includes State Grid. In addition, shareholders retain the discretion to vote in person, rather than by an appointed proxy and it is important that certain validation procedures are undertaken after the polls close. Accordingly, the results of the vote on the Scheme Resolution will not be available until later today on the ASX and on our website and as soon as practicable after the end of the meeting.

I would also like to point out that we have plans in place in the event we experience any technology issues at our end during the meeting. If that occurs and I am unable to Chair the meeting, Robert Milliner will step in and become Chair of the meeting. He will Chair the meeting until such time that I can resume as Chairman. If we experience technological difficulties that result in a significant number of shareholders being unable to reasonably participate, then it may be necessary to take a short break or to adjourn the meeting. Details of any adjournment will be announced to the ASX and made available on our website as soon as possible.

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I'd now like to briefly reflect on the journey that AusNet has been on over the past few years.

I was appointed Chairman of AusNet in May 2016. Since then, the Board's focus has been to oversee the operation of an economically, environmentally and socially sustainable business, with our key objectives of delivering safe and reliable energy to customers. AusNet has a strong mix of diverse regulated core networks, complemented by a growing contracted infrastructure portfolio which is leveraged to the energy transition. Facilitating a low carbon future and working closely with government, communities, and customers has been a key part of our strategy to deliver growth. Our growth aspirations have been supported by a disciplined approach to capital allocation underpinned by prudent financial metrics generating solid returns to shareholders.

I'd like to extend my sincere thanks to my colleagues on the Board, to the executive team and to every employee at AusNet for their efforts and contribution during this time. Their commitment to the Company, particularly during a global pandemic and recently some of the largest storm events ever experienced, is significant and much appreciated.

I'll now take a moment to explain our virtual meeting platform. All attendees participating live are able to ask questions and submit votes through the platform.

4 SLIDE 4: How to Ask a Question

Questions can be submitted at any time by using the online platform or via telephone. Instructions for how to ask a question are available on the screen. To ask a written question via the online platform, click on the Q&A 'speech bubble' icon. Once you have completed typing your question, please select the send button to submit your question.

To ask a question verbally, please click on the link at the bottom left of the screen underneath the webcast, as indicated on the slide. You'll need to register and will then be sent a unique access code and phone number to dial. Dial the number and enter the unique access code to speak to the operator. You will then need to remain on hold until you are informed by the operator that you may ask your question.

While you can submit questions online or click on the link to initiate the process to ask a question verbally from now on, I will address questions at the relevant time in the meeting. Questions must

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be relevant to the business of today's meeting, being the approval of the Scheme. Please note, I will not address questions that are unrelated to the Scheme. If we receive multiple questions on one topic they may be amalgamated. But we will be very conscious to try to answer all relevant questions throughout the course of today's meeting.

  1. SLIDE 5: How to Vote
    Voting today will be conducted by way of a poll. I appoint Christopher Dedrick from our Registry, Computershare Investor Services, to be the Returning Officer in regard to the poll.
    In order to provide you with enough time to vote, I will shortly open voting. Instructions for how to vote are available on the screen.
    If you are eligible to vote, once voting opens, press the vote icon and the resolution will be activated with voting options. To cast your vote simply select one of the options. There is no need to hit a 'submit' or 'enter' button, as the vote is automatically recorded. You will receive a vote confirmation notification on your screen.
    I now declare voting open. Please submit your votes at any time. I will give you a warning before I move to close voting.
    With that explanation, I will now move on to provide an overview of the Scheme.
  2. SLIDE 6: Overview of the Scheme
    The business of today's meeting is to consider, and if thought fit, approve a scheme of arrangement under which Australian Energy Holdings No 4 Pty Ltd, the Bidder, will acquire all of the Shares in AusNet. The cash amount payable by the Bidder for each AusNet Share under the Scheme is $2.6025. When this amount is added to AusNet's interim unfranked dividend for the half year ended 30 September 2021 of $0.0475 per AusNet Share which was paid on 16 December 2021 to the AusNet Shareholders who held their AusNet Shares as at the interim dividend record date of 17 November 2021, it represents a Total Cash Amount of $2.65 per AusNet Share.

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Disclaimer

AusNet Services Ltd. published this content on 27 January 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 27 January 2022 23:25:06 UTC.