PERTH – Suite 2, Level 2, 1160 Hay Street, WEST PERTH WA 6005 | PO Box 92 West Perth WA 6872 Tel +61 8 6145 0700 SYDNEY - Level 35, Tower One, 100 Barangaroo Towers, SYDNEY NSW 2000 Tel +61 2 8114 4400

ABN 34 799 701 147

Liability limited by a scheme approved under Professional Standards Legislation.

4 February 2021 To creditor as addressed Dear Sir/Madam AEGES PTY LTD (in Liquidation) ACN 008 839 272 (the Company) Formerly trustee of the FJ (Angus) Horwood Trust I refer to my appointment as Liquidator of the Company on 31 July 2020. You have been sent this circular because you are listed as a creditor of the Company.

1 Report on progress of the liquidation

As you would be aware, the Company was a defendant in a number of court proceedings at the time of my appointment. One of those proceedings was in relation to replacing the Company as trustee of the FJ (Angus) Horwood Trust (the Trust). As liquidator, I did not object to the Company being replaced and Paralo Pty Ltd was appointed as the new trustee of the Trust (the New Trustee). On 9 December 2020, in CIV 2457/2019, the Court made orders that I, as liquidator, deliver up to the New Trustee all documents and information which relate to the administration of the Trust. In complying with these orders, a substantial amount of work was done by my staff to separate, scan and catalogue a large volume of documents, distinguishing between the Company records, Trust records and liquidation records. The task of scanning and cataloguing documents prior to delivering them was necessary for the liquidator to retain records he may require in the event they are needed to defend the Company’s position in the court proceedings currently on foot. The alternative would have been to provide the documents without cataloguing them, however, there was no assurance that I would obtain the documents again in the future and I also would not know what I did not know in terms of what documents existed. Further complications arose because there are documents which should otherwise be delivered to the New Trustee, but the liquidator is currently having difficulties releasing them. Those documents relate to the various court proceedings commenced by the beneficiaries of the Trust which are still active. Legal professional privilege attaches to documents used in those proceedings, such as legal advice and correspondence between the Company and its lawyers. Generally, legal professional privilege cannot be used as a reason to withhold such documents from a new trustee (i.e. the new trustee would be entitled to legal advice given to the old trustee if the advice relates to the administration of the trust), however, in this instance, given that the court proceedings were commenced by the beneficiaries, who are also directors of the New Trustee, releasing those documents to the New Trustee would

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jeopardise the Company’s ability to properly defend its position, should those proceedings be continued by the beneficiaries. A large amount of the documents has been released to the New Trustee, and I am currently working with my solicitors in relation to the rest as to whether or not (and on what basis) they should be delivered. Further documents will be released as appropriate. This task is very unusual in liquidations and was not anticipated at the time of my previous correspondence. However, my duties under the Corporations Act require that I retain the records which will allow me to defend the Company’s position should it be required. This task is the single most significant reason for this update and the accompanying remuneration request. My team and I spent in excess of 160 hours, over $46,000, in time attending to scanning, cataloguing and reviewing the correspondence for handing over to the New Trustee.

2 Finalisation of the liquidation

Until all the court proceedings to which the Company is a party are resolved, I will be unable to finalise the liquidation. I will also need to retain adequate funds in the liquidation to be able to properly defend the Company’s interests in such proceedings. I am considering a partial dividend to creditors of the Company, but the final dividend may be delayed until all court matters are settled, or the Company is removed as a party to those matters.

3 Remuneration proposal

As outlined in section 1 of this report, significant time was spent by my team on the review and cataloguing of the books and records. This task was not anticipated in my previous remuneration approval requests. The subject matter of the documents also meant that the task could not be assigned to a service provider. Notable time was also spent on adjudicating the creditors’ claims and attending to the challenge of my adjudications filed in the court. Details of those tasks are in the enclosed remuneration approval request report. I am asking creditors to approve my fees in relation to these and other tasks. Recent changes in insolvency legislation1 enable a liquidator to put forward a proposal to creditors without calling a meeting. This mechanism improves the efficiency of the winding up process as it avoids the time and expense of holding a creditors’ meeting in order to consider resolutions such as the proposals enclosed. I enclose with this letter the following documents in relation to the remuneration proposals:

1 Section 75 - 40 of the Insolvency Practice Schedule (Corporations) of the Corporations Act 2001

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Document Description

Remuneration Approval Request Report

• To cover the Liquidator’s costs in relation to completing the winding up of the Company, for the period 6 November 2020 to finalisation of the liquidation, in the estimated amount of $101,289 (excluding GST), being $79,764 (excluding GST) for work already completed and $21,525 (excluding GST) for work yet to be completed.

Notice of Proposal 1 to Creditors

• This form contains the details of the proposal to creditors relating to the Liquidator’s remuneration for the period 6 November 2020 to 2 February 2021, in the sum of $79,764 (excluding GST).

Notice of Proposal 2 to Creditors

• This form contains the details of the proposal to creditors relating to the Liquidator’s remuneration for the period 3 February 2021 to finalisation, in the sum of $21,525 (excluding GST).

Proof of Debt form • This form is used to document a creditor’s claim and must be provided in order to vote on the proposal.

Information sheet: Proposals without meetings

• A publication by the ARITA containing information on approving remuneration without a meeting.

Kindly give these documents your attention. Please complete the proposal document and return it with any supporting documents by no later than 5pm Thursday, 25 February 2021 for your vote to be counted. Should you have any queries, please do not hesitate to contact my office. Yours faithfully For the Company

Dermott McVeigh Liquidator Contact person: Eve Switka Phone: +61 8 6145 0700 Email: eswitka@aviorconsulting.com.au Encl.

PERTH – Suite 2, Level 2, 1160 Hay Street, WEST PERTH WA 6005 | PO Box 92 West Perth WA 6872 Tel +61 8 6145 0700 SYDNEY - Level 35, Tower One, 100 Barangaroo Towers, SYDNEY NSW 2000 Tel +61 2 8114 4400

ABN 34 799 701 147

Liability limited by a scheme approved under Professional Standards Legislation.

AEGES PTY LTD (in Liquidation) ACN 008 839 272 (the Company) Formerly trustee of the FJ (Angus) Horwood Trust Remuneration Approval Report Schedule 2 to the Corporations Act 2001, Section 70-50 Insolvency Practice Rules (Corporations) 2016, Section 70-45

1 Declaration

I, Dermott McVeigh of Avior Consulting, have undertaken a proper assessment of this remuneration claim for my appointment as Liquidator of the Company in accordance with the Corporations Act 2001 (Cth) (the Act), the Australian Restructuring Insolvency & Turnaround Association (ARITA) Code of Professional Practice (the Code) and applicable professional standards. I am satisfied that the remuneration claimed is in respect of necessary work, properly performed, or to be properly performed, in the conduct of the liquidation.

2 Executive summary

I am asking creditors to approve my remuneration of $101,289. Creditors have previously approved my remuneration of: Past approvals (ex GST) Remuneration ($) Liquidation 136,885 Previous voluntary administration 108,930 Total 245,815

The Company had no trading activities and its remaining assets were straight forward in terms of realisation. These factors alone would be expected to enable an uncomplicated wind-up of the Company’s affairs. The lack of complexity, however, ended there. The Company’s affairs; the legal disputes it is party to; the adversarial conduct of the Trust’s beneficiaries (including posing numerous queries); and complexities regarding the accounts of the Trust and the partnerships it was involved in contributed to a substantial level of costs, as shown in the table above. The legal disputes needed to be understood in order to determine the existence and likelihood of successful claims against the Company, which may in turn impact planned dividends. The beneficiaries’ conduct and litigious background necessitated careful record keeping, including detailed minutes of disruptive creditors meetings. The Act sets out creditors rights and includes a positive obligation on my part to respond to reasonable queries. The Trust’s accounts, in particular accounting for unrealised gains, were not straight forward and required repeated enquiries to clarify the circumstances of the entries. These enquiries were also necessary to enable proofs of debt to be correctly adjudicated.

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More recently, and as set out in this remuneration proposal, pursuant to court orders, I have been required to hand over the Company’s records to the Trust’s new trustee, Paralo Pty Ltd. Even this task has not been straight forward due to the legal proceedings that remain on foot and my duties under the Act to be diligent and retain such documents that may be required to protect the Company moving forward. Whilst I am hopeful that a strategy will shortly be developed that enables me to accelerate the Company’s wind-up, the matters documented in this proposal could not be avoided, were necessary and are directly related to the liquidation. The approved remuneration has been exhausted and exceeded. Please refer to section 4 of this report for details of the remuneration approval sought.

3 Statement on remuneration

3.1 Remuneration methods There are four basic methods that can be used to calculate the remuneration charged by an insolvency practitioner as follows:

3.1.1 Time Based (hourly rates) This is the most common method. The total fee charged is calculated by reference to the hourly or time unit rate charged for each person who carries out the work multiplied by the number of hours spent by each person on necessary work properly performed.

3.1.2 Fixed fee The total fee charged is normally quoted at the commencement of the liquidation and is the total cost for the liquidation. Sometimes, a practitioner will finalise the liquidation for a fixed fee.

3.1.3 Percentage The total fee charged is based on a percentage of a particular variable, such as the gross proceeds of asset realisations.

3.1.4 Contingency The insolvency practitioner’s fee is contingent on achieving a particular outcome.

3.2 Remuneration method chosen Given the nature of this liquidation, I propose that the remuneration of the Liquidator be calculated using the time-based method. Time based remuneration is appropriate in this liquidation given:

• it ensures actual time is billed at an hourly rate applicable to staff experience; • it ensures that remuneration claimed is only for necessary work properly performed in

the liquidation; and

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• it covers tasks required to be undertaken in the liquidation which not only relates to asset realisations but also to reporting requirements and other tasks of an administrative or statutory nature.

3.3 Explanation of hourly rate The hourly rates for my remuneration calculation are set out in the following table, together with a general guide showing the qualifications and experience of staff engaged in the liquidation and the role they take. The hourly rates encompass the total cost of providing professional services and should not be compared to an hourly wage. Schedule of Hourly Rates & General Guide to Staff Experience:

Title Rate ($) Experience

Partner / Appointee 600 The Partner/Appointee is likely a registered liquidator and member of the CAANZ and the ARITA, bringing specialist skills to the administration or insolvency task.

Head of Department/ Director

520

Generally, more than 9 years’ experience with at least 4 years as a Manager. University degree; member of the CAANZ and, generally, the ARITA; very strong knowledge of relevant insolvency legislation.

Senior Manager 475

Generally, more than 7 years’ experience with at least 2 years as a Manager. University degree; member of the CAANZ and, generally, the ARITA; very strong knowledge of relevant insolvency legislation and issues.

Manager 400

4-7 years’ experience with well-developed technical and commercial skills. University degree; member of CAANZ and, generally, the ARITA; strong knowledge of relevant insolvency legislation and issues. Controls 2-4 staff.

Senior Analyst 330

Generally, 2-4 years’ chartered accounting or insolvency management experience. University degree; completing the CAANZ’s CA program. Good knowledge of basic insolvency legislation and issues.

Analyst 220 Generally, 2-3 years’ chartered accounting or insolvency management experience. University degree, CAANZ’s CA program commenced.

Personal Assistant/ Administration 180 Appropriate skills, including books and records management and

accounts processing particular to the administration.

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4 Remuneration

The remuneration I am asking creditors to approve is as follows: For Period Amount ($) Rates to apply When it will be drawn Work already done (Resolution 1)

6 November 2020 to 2 February 2021

79,764 See section 3.3 of this report

Immediately, when funds are available or at the end of the liquidation

Future work (Resolution 2)

3 February 2021 to finalisation

21,525 See section 3.3 of this report

Monthly, as costs are incurred.

TOTAL 101,289 Details of the work already done and future work that I intend to do are included at Appendix A. Appendix B includes a breakdown of time spent by staff members on each major task for work already done. Actual resolutions being proposed to creditors are included at Appendix C for your information. These resolutions also appear in the proposal forms provided to you.

5 Previous remuneration approvals

The following remuneration approvals have previously been provided by creditors:

Period For Amount

approved ($) Amount Paid ($)

Voluntary Administration 26 June 2020 to 23 July 2020 Work already done 98,780 98,780 24 July 2020 to 31 July 2020 Work already done 10,150 10,150 Total remuneration approved for Voluntary Administration 108,930 108,930 Liquidation

31 July 2020 to 10 August 2020 Future work (now complete) 50,120 50,120

11 August 2020 to 17 September 2020 Work already done 56,735 56,735 18 September 2020 to 6 November 2020

Future work (now complete) 30,030 30,030

Total remuneration previously approved for Liquidation 136,885 136,885 TOTAL combined remuneration previously approved 245,815 245,815

I am now seeking approval of a further $101,289 in remuneration which will bring the total remuneration claimed in this liquidation to $238,174.

This estimate differs to the estimate of costs provided in the Remuneration Approval Request Report dated 6 October 2020, which estimated the cost of the liquidation to be $136,885 (excluding GST), due to the substantial additional time spent attending to legal

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matters that the Company was, and continues to be, a party to. Specifically, I was required to attend to the matter of the Company being replaced as a trustee and its consequences, in particular the Court order on 9 December 2020 which required me, as liquidator, to deliver to the new trustee all documents and information which relate to the administration of the Trust. In complying with these orders, significant time costs were incurred in separating, scanning and cataloguing the Company’s records in my possession. Please refer to the correspondence to creditors accompanying this report for more details on this task. In preparing this Remuneration Approval Report, I have made a general estimate of what I believe the liquidation will cost to complete. It is a general estimate only, because of the uncertainty that remains on how the liquidation will progress. I am developing a strategy, which if acceptable by different parties, will accelerate the winding up. My estimate assumes this strategy will be implemented, however, it is very possible that the strategy is not feasible because of forces I cannot control. In that circumstance, I will advise creditors, explain the unplanned events that have transpired and seek approval of further remuneration, as required.

6 Likely impact on dividend

A liquidator is entitled to be remunerated for work that is necessary and properly performed. The work carried out by a liquidator may produce funds that are available for distribution to a company’s creditors. If the remuneration is approved, I will draw these funds from the funds available in the liquidation. If insufficient funds are available, I will not be remunerated fully. I will receive payment prior to the payment of most creditors in the liquidation; this will reduce the dividend payable (if any) to creditors of the Company. The payment of a dividend requires additional necessary work to be performed, in order to correctly adjudicate claims and distribute any available funds. Failure to approve the remuneration via the proposals enclosed with this report will result in a meeting of creditors being called to seek the remuneration approval. This will result in additional time and costs being incurred in the liquidation, for which further remuneration will be sought.

7 Remuneration recoverable from external sources

A liquidator is entitled to receive funding from external sources in respect of remuneration. If applicable, I am entitled to receive funding from the Attorney-General’s Department in respect of work conducted to assist the Commonwealth in administering the Fair Entitlements Guarantee Act 2012. I may also receive funding from ASIC. Tasks associated with these external sources are separate and distinct from normal liquidation tasks, and I am not required to seek creditor approval when accepting such funding.

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8 Disbursements

Disbursements are divided into three types:

• External professional services - these are recovered at cost. An example of an externally provided professional service is legal fees.

• External non-professional costs – these are recovered at cost. Examples of external non-professional expenses include travel, accommodation and search fees.

• Firm non-professional costs – such as photocopying, printing and postage. These costs, if charged to the administration, would be recovered at cost.

I am not required to seek creditors’ approval for costs paid to third parties or for disbursements where I am recovering a cost incurred on behalf of the liquidation. However, I must account to creditors for such expenditure and I must be satisfied that those disbursements are appropriate, justified and reasonable. Details of these disbursements are included in the receipts and payments, please refer to section 9 of this report.

9 Summary of receipts and payments

A summary of the receipts and payments for the liquidation as at 2 February 2021 is enclosed at Appendix D.

10 Queries

If you require further information in respect of the above, or have other questions, please contact Eve Switka of this office on 08 6145 0700.

11 Information available

I am a professional member of the ARITA and Avior Consulting follows the ARITA Code. A copy of the Code may be found on the ARITA website at www.arita.com.au. You can also access information which may assist you on the following websites:

• ARITA at www.arita.com.au/creditors • ASIC at www.asic.gov.au (search for INFO 85).

Dated 4 February 2021

Dermott McVeigh Liquidator

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Appendix A – Details of work

Task Area General Description

Tasks Work already done

Resolution 1: 6 November 2020 to 26 January 2021 Future work

Resolution 2: 27 January 2021 to finalisation

Cred

itors

Creditor enquiries, requests and directions

• Receiving and responding to creditor enquiries • Considering reasonableness of creditor requests • Obtaining legal advice on requests • Documenting reasons for complying or not complying with

requests or directions • Compiling information requested by creditors

• Receiving and responding to creditor enquiries • Considering reasonableness of creditor requests • Obtaining legal advice on requests • Documenting reasons for complying or not complying with

requests or directions • Compiling information requested by creditors

Dealing with court proceedings brought by creditors

• Liaising with the Company’s accountant in preparation for court hearing

• Liaising with lawyers and Senior Counsel with regards to strategy and legal advice

• Reviewing court documents, submissions and affidavits • Considering counsel briefs • Considering court decisions

• Attending to court proceedings for which the Company is party to, as required

• Liaising with lawyers, as required • Preparing court documents, submissions and affidavits • Reviewing Plaintiffs’ court documents, submissions and

affidavits

Reports to creditors • Preparing updates and reports to creditors regarding the progress of the liquidation

• Preparing updates and reports to creditors regarding the progress of the liquidation, as required

Dealing with Proofs of Debts

• Attending to creditors’ claim adjudication challenges • Meeting with the Company’s accountants to discuss the UPEs • Meetings with lawyers to discuss the adjudication challenges

• Attending to dividend process, including preparation of statutory notices, dividend file, payments and correspondence to creditors to accompany the dividend (subject to funds remaining in the liquidation)

Proposals to creditors • Preparing proposal notices and remuneration reports • Forwarding notice of proposals to all known creditors

• Reviewing votes and determining outcome of proposals • Preparation and lodgement of proposal outcomes with ASIC

TOTAL Creditors 55.9 hours $28,152

29 hours $11,250

Inve

stig

atio

n

Conducting investigations • Meeting with the Company’s accountants to discuss the Company’s dealings and partnership’s distributions

• Investigations into the trust distributions

• Conducting investigations of potential breach of directors duties, breach of trust and other alleged offences

• Reviewing Company’s books and records • Preparing investigation file • Analysing, assessing and pursuing recovery of potential claims

against directors for breaches of duties, if applicable ASIC reporting • Preparing a report to ASIC outlining findings from investigations

TOTAL Investigation 2.1 hours $722

15 hours $5,090

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Task Area General Description

Tasks Work already done

Resolution 1: 6 November 2020 to 26 January 2021 Future work

Resolution 2: 27 January 2021 to finalisation

Adm

inist

ratio

n

Correspondence • General correspondence • Notifying relevant agencies, service providers and other authorities of the liquidation’s finalisation

Document maintenance, file review, checklist

• Completing administration reviews • Filing of documents • Conducting file reviews • Updating checklists

• Completing administration reviews • Filing of documents • Conducting file reviews • Updating checklists

Bank account administration

• Preparing and processing payments • Preparing correspondence for closing accounts • Bank account reconciliations • Receipting funds • Preparing payments

ASIC forms and lodgements

• Preparing and lodging statutory ASIC forms • Correspondence with ASIC regarding statutory forms

ATO and other statutory reporting

• Preparing and lodging Busines Activity Statements • Preparing and lodging Busines Activity Statements

Finalisation • Notifying ATO of finalisation • Cancelling ABN / GST / PAYG registration • Completing checklists

Planning / Review • Discussions regarding status of administration • Discussions regarding status of administration Books and records / storage

• Scanning hard copy records to produce a digital copy of all physical books and records to comply with court order

• Cataloguing digital copy of the Company’s books and records

• Liaising with relevant parties in regards to delivering the Company’s books and records to the new trustee

TOTAL Administration 174.1 hours $50,891

16 hours $5,185

TOTAL All tasks 232.1 hours $79,764

60 hours $21,525

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Appendix B – Time spent by staff on each major task

Resolution 1: 6 Nov 2020 to 2 Feb 2021Employee Position Rate $ Hours Cost $ Hours Cost $ Hours Cost $ Hours Cost $ Dermott McVeigh Appointee 600 28.7 17,220 - - 6.6 3,960 35.3 21,180 Kelly Meyn Partner 600 1.8 1,080 - - 0.5 300 2.3 1,380 Eve Switka Senior Manager 475 15.3 7,268 0.2 95 6.7 3,183 22.2 10,545 Miriam Schmidt Manager 400 1.4 560 - - 1.0 400 2.4 960 Miriam Schmidt Senior Analyst 330 1.0 330 - - 62.3 20,559 63.3 20,889 Terrence Chong Senior Analyst 330 - - 1.9 627 10.7 3,531 12.6 4,158 Ben Moody Analyst 220 7.7 1,694 - - 85.6 18,832 93.3 20,526 Arlene Rivera Administration 180 - - - - 0.7 126 0.7 126 Total 55.9 28,152 2.1 722 174.1 50,891 232.1 79,764

Resolution 2: 3 Feb 2021 to finalisationEmployee Position Rate $ Hours Cost $ Hours Cost $ Hours Cost $ Hours Cost $ Dermott McVeigh Appointee 600 5.0 3,000 1.0 600 - - 6.0 3,600 Eve Switka Senior Manager 475 6.0 2,850 2.0 950 3.0 1,425 11.0 5,225 Miriam Schmidt Manager 400 8.0 3,200 5.0 2,000 5.0 2,000 18.0 7,200 Ben Moody Analyst 220 10.0 2,200 7.0 1,540 8.0 1,760 25.0 5,500 Total 29.0 11,250 15.0 5,090 16.0 5,185 60.0 21,525

Administration Total

Creditors Investigation Administration Total

Creditors Investigation

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Appendix C – Resolutions

Resolution 1: 6 November 2020 to 2 February 2021 That the remuneration of the Liquidator for the period 6 November 2020 to 2 February 2021, calculated at hourly rates as detailed in the Remuneration Approval Report dated 4 February 2021, is approved for payment in the sum of $79,764 (excluding GST), and that the Liquidator can draw the remuneration immediately if funds are available or as required. Resolution 2: 3 February to finalisation That the future remuneration of the Liquidator from 3 February 2021 to the finalisation of the liquidation is determined at a sum equal to the cost of time spent by the Liquidator and their partners and staff, calculated at the hourly rates as detailed in the Remuneration Approval Report dated 4 February 2021, up to an amount of $21,525 (excluding GST), and that the Liquidator can draw the remuneration on a monthly basis or as required.

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Appendix D – Summary of receipts and payments

For the period 31 July 2020 to 2 February 2021: Description Amount ($) RECEIPTS Transfer from Voluntary Administrator 466,358 Deepdale Partnership distribution 32,000 GST refund 30,178 Total receipts 528,536 PAYMENTS Remuneration - Voluntary Administrator 119,823 Remuneration - Liquidator 150,574 Legal fees 66,012 Accounting fees 2,329 Appointee - disbursements 380 Total payments 339,118 Cash at bank as at 2 February 2021 189,418

Notice of Proposal to Creditors Corporations Act 2001 Insolvency Practice Rules (Corporations) 2016 Division 75-130 AEGES PTY LTD (In Liquidation) ACN 008 839 272 (the Company) Formerly trustee of the FJ (Angus) Horwood Trust

PROPOSAL 1 for creditor approval – Liquidator’s remuneration

That the remuneration of the Liquidator for the period 6 November 2020 to 2 February 2021, calculated at hourly rates as detailed in the Remuneration Approval Report dated 4 February 2021, is approved for payment in the sum of $79,764 (excluding GST), and that the Liquidator can draw the remuneration immediately if funds are available or as required.

Reasons for the proposal and the likely impact on creditors if passed

The proposal is a request to creditors to approve the Liquidator’s remuneration for tasks already completed. If the remuneration is approved, the Liquidator will draw these funds from the funds available in the liquidation. This will reduce the dividend payable (if any) to creditors of the Company. Failure to approve the Liquidator’s remuneration via this proposal will result in a meeting of creditors being called to seek the remuneration approval. This will result in additional time and costs being incurred in the liquidation, for which further remuneration will be sought by the Liquidator.

Vote on proposal

Creditors have the option of approving, not approving or objecting to the proposal being resolved without a meeting of creditors. Please select the appropriate Yes, No or Object box referred to below: Yes ☐ I approve the proposal No ☐ I do not approve the proposal Object ☐ I object to the proposal being resolved without a meeting of creditors Your claim against the Company must be admitted for the purposes of voting by the Liquidator for your vote to count. Please select the option that applies: ☐ I have previously submitted a Proof of Debt and supporting documents ☐ I have enclosed a Proof of Debt and supporting documents with this form

Creditor details

Name of creditor: _________________________________ ACN/ABN: __________________

☐ I am not a related party creditor of the Company ☐ I am a related party creditor of the Company, relationship: ____________________________

Address: _______________________________________________________________________

Name of authorised person: ________________________________________________________

Signature: _____________________________________________ Date: ___________________

Please complete this document and return with any supporting documents by no later than 5pm Thursday, 25 February 2021 for your vote to be counted, to eswitka@aviorconsulting.com.au or c/- Avior Consulting, PO Box 92, WEST PERTH WA 6872.

Notice of Proposal to Creditors Corporations Act 2001 Insolvency Practice Rules (Corporations) 2016 Division 75-130 AEGES PTY LTD (In Liquidation) ACN 008 839 272 (the Company) Formerly trustee of the FJ (Angus) Horwood Trust

PROPOSAL 2 for creditor approval – Liquidator’s remuneration

That the future remuneration of the Liquidator from 3 February 2021 to the finalisation of the liquidation is determined at a sum equal to the cost of time spent by the Liquidator and their partners and staff, calculated at the hourly rates as detailed in the Remuneration Approval Report dated 4 February 2021, up to an amount of $21,525 (excluding GST), and that the Liquidator can draw the remuneration on a monthly basis or as required.

Reasons for the proposal and the likely impact on creditors if passed

The proposal is a request to creditors to approve the Liquidator’s remuneration for tasks to be completed in the future. If the remuneration is approved, the Liquidator will draw these funds from the funds available in the liquidation. This will reduce the dividend payable (if any) to creditors of the Company. Failure to approve the Liquidator’s remuneration via this proposal will result in a meeting of creditors being called to seek the remuneration approval. This will result in additional time and costs being incurred in the liquidation, for which further remuneration will be sought by the Liquidator.

Vote on proposal

Creditors have the option of approving, not approving or objecting to the proposal being resolved without a meeting of creditors. Please select the appropriate Yes, No or Object box referred to below: Yes ☐ I approve the proposal No ☐ I do not approve the proposal Object ☐ I object to the proposal being resolved without a meeting of creditors Your claim against the Company must be admitted for the purposes of voting by the Liquidator for your vote to count. Please select the option that applies: ☐ I have previously submitted a Proof of Debt and supporting documents ☐ I have enclosed a Proof of Debt and supporting documents with this form

Creditor details

Name of creditor: _________________________________ ACN/ABN: __________________

☐ I am not a related party creditor of the Company ☐ I am a related party creditor of the Company, relationship: ____________________________

Address: _______________________________________________________________________

Name of authorised person: ________________________________________________________

Signature: _____________________________________________ Date: ___________________

Please complete this document and return with any supporting documents by no later than 5pm Thursday, 25 February 2021 for your vote to be counted, to eswitka@aviorconsulting.com.au or c/- Avior Consulting, PO Box 92, WEST PERTH WA 6872.

FORMAL PROOF OF DEBT FORM FORM 535

Corporations Act 2001 Regulation 5.6.49(2) Insolvency Practice Rules (Corporations) 2016 Sections 75-85, 75-86, 75-87 AEGES PTY LTD (in Liquidation) ACN 008 839 272 (the Company)

To the Liquidator of Aeges Pty Ltd 1. This is to state that the Company was on 26 June 2020, and still is, justly and truly indebted to ……………………………………………………………………………………………………… (name of creditor) for ……………………………………dollars and ……………………………cents (amount) (amount) Particulars of the debt are:

Date Consideration Amount ($) Remarks

(state how the debt arose) (include details of voucher substantiating payment)

2. To my knowledge or belief the creditor has not, nor has any person by the creditor’s order, had or received any satisfaction or security for the sum or any part of it except for the following: (insert particulars of all securities held. If the securities are on the property of the Company, assess the value of those securities. If any bills or other negotiable securities are held, show them in a schedule in the following form).

Date Drawer Acceptor Amount Due Date

*3. (STRIKE OUT IF NOT APPLICABLE) I am employed by the creditor and authorised in writing by the creditor to make this statement. I know that the debt was incurred for the consideration stated and that the debt, to the best of my knowledge and belief, remains unpaid and unsatisfied. *3. (STRIKE OUT IF NOT APPLICABLE) I am the creditor’s agent authorised in writing to make this statement in writing. I know the debt was incurred for the consideration stated and that the debt, to the best of my knowledge and belief, remains unpaid and unsatisfied. Dated ________________________________ Signature _____________________________ Occupation ____________________________ Address_____________________________________________________________ *Do not complete if this proof is made by the creditor personally

I elect to receive all future correspondence from the Liquidator by electronic means to the following email address: ____________________________________________________

Specific queries should be directed to the external administrator’s office.

AUSTRALIAN RESTRUCTURING INSOLVENCY & TURNAROUND ASSOCIATION

Information sheet: Proposals without meetings

You may be a creditor in a liquidation, voluntary administration or deed of company arrangement

(collectively referred to as an external administration).

You have been asked by the liquidator, voluntary administrator or deed administrator (collectively

referred to as an external administrator) to consider passing a proposal without a meeting.

This information sheet is to assist you with understanding what a proposal without a meeting is and

what your rights as a creditor are.

Meetings of creditors were previously the only way that external administrators could obtain the views

of the body of creditors. However, meetings can be very expensive to hold.

A proposal without a meeting is a cost effective way for the external administrator to obtain the consent

of creditors to a particular course of action.

The external administrator is able to put a range of proposals to creditors by giving notice in writing to

the creditors. There is a restriction under the law that each notice can only contain a single proposal.

However, the external administrator can send more than one notice at any single time.

The notice must:

• include a statement of the reasons for the proposal and the likely impact it will have on creditors

if it is passed

• invite the creditor to either:

o vote yes or no to the proposal, or

o object to the proposal being resolved without a meeting, and

• specify a period of at least 15 business days for replies to be received by the external

administrator.

If you wish to vote or object, you will also need to lodge a Proof of Debt (POD) to substantiate your

claim in the external administration. The external administrator will provide you with a POD to complete.

You should ensure that you also provide documentation to support your claim.

If you have already lodged a POD in this external administration, you do not need to lodge another one.

The external administrator must also provide you with enough information for you to be able to make an

informed decision on how to cast your vote on the proposal. With some types of proposals, the law or

ARITA’s Code of Professional Practice sets requirements for the information that you must be provided.

What types of proposals can be put to creditors?

What information must the notice contain?

What is a proposal without a meeting?

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For example, if the external administrator is asking you to approve remuneration, you will be provided

with a Remuneration Approval Report, which will provide you with detailed information about how the

external administrator’s remuneration for undertaking the external administration has been calculated.

You can choose to vote yes, no or object to the proposal being resolved without a meeting.

A resolution will be passed if more than 50% in number and 50% in value (of those creditors who did

vote) voted in favour of the proposal, but only so long as not more than 25% in value objected to the

proposal being resolved without a meeting.

If the proposal doesn’t pass and an objection is not received, the external administrator can choose to

amend the proposal and ask creditors to consider it again or the external administrator can choose to

hold a meeting of creditors to consider the proposal.

The external administrator may also be able to go to Court to seek approval.

If more than 25% in value of creditors responding to the proposal object to the proposal being resolved

without a meeting, the proposal will not pass even if the required majority vote yes. The external

administrator will also be unable to put the proposal to creditors again without a meeting.

You should be aware that if you choose to object, there will be additional costs associated with

convening a meeting of creditors or the external administrator seeking the approval of the Court. This

cost will normally be paid from the available assets in the external administration.

This is an important power and you should ensure that it is used appropriately.

The Australian Restructuring Insolvency and Turnaround Association (ARITA) provides information to

assist creditors with understanding external administrations and insolvency.

This information is available from ARITA’s website at artia.com.au/creditors.

ASIC also provides information sheets on a range of insolvency topics. These information sheets can

be accessed on ASIC’s website at asic.gov.au (search for “insolvency information sheets”).

What are your options if you are asked to vote on a proposal without a meeting?

What happens if the proposal doesn’t pass?

What happens if I object to the proposal being resolved without a meeting?

Where can I get more information?

How is a resolution passed?

For more information, go to www.arita.com.au/creditors.

Specific queries should be directed to the external administrator’s office.