Annual General Meeting 2005. Chairman’s Speech Ray Schoer.

Annual General Meeting 2005

Annual General Meeting 2005

Chairman’s SpeechRay Schoer

3

Agenda

• Chairman’s Report

• Chief Executive’s Report

• Formal Resolutions

• General Business

• Questions

• Close of Meeting and Afternoon Tea

4

Chairman’s Address

• Another excellent financial year

• Financial metrics

• Corporate Governance

• The Community

• Going Forward

5

Excellent year - financial metrics

• Net profit increased by 58% to 65.1m

• NPAT excluding EMVONA increased 84% to $18.3m

• Total shareholder return of 43%

• Fully franked dividends of 22 cents per share

• Special distribution of 8 cents per share

6

Governance and Regulation

• Listing December 2003

• Good corporate governance

• ASX Principles

• ICT Governance

• Governance Framework

• Strong results within this framework

7

IOOF in the Community

• IOOF Foundation

• 2005 – Grants over $475,000

• Staff Giving Program

8

Going Forward

• Significant change

• Increasing demands

• Well positioned

• Commitment of Board, management and staff

• Shareholder support

Annual General Meeting 2005

CEO’s SpeechRon Dewhurst

10

Agenda

• High level results - another strong year

• Business performance

• Financial performance

• Strategic direction

• IOOF’s future outlook

11

Another strong year

Strong result, with focus on future sustainable growth

• Strong growth in cash earnings

• Operating efficiency improved to 68%

• Strong growth in all areas of FUMA

• Established the foundations for sustainable growth

12

41% growth in FUMA

Funds growth driving earnings

Funds under Management and Administration ($bn) (“FUMA”)

41%

$2.6b $3.2b

$8.8b$10.5b

$3.0b

$5.4b

$2.9b

$22.4b

$12.1b

$10.3b

$3.9b

$11.8b

$15.9b

2000/01 2001/02 2002/03 2003/04 2004/05

Wholesale FUM

Retail FUMA

W/Sale FUM

Retail FUMA

13

Retail Funds Management

Highlights

• 2005 ASSIRT/S&P Fund Manager of the Year (“FMOY”)

• IOOF / Perennial Capital Stable Trust– Conservative category (Aug 2005)

• Finalist in 2005 Morningstar FMOY awards

• IOOF / Perennial - Overall Fund Manager of the Year

• IOOF / Perennial - Multi-Sector

• IOOF / Perennial - Australian Equities

• Recommended rating by Morningstar

• IOOF MIMs Australian Equities

• Development of new platform offering

• Launch of Term Allocated Pension

14

Perennial Investment Partners

Continued Momentum in FUM growth

Total FUM

Note:* IOOF’s retail FUM managed by Perennial, is excluded from IOOF’s FUMA consolidation.

$3.0b

$5.4b

$0.7b

$10.3b

$1.8b $1.9b$2.5b

$4.9b

$13.6b

$8.1b

2000 2001 2002 2003 2004 2005

Wholesale FUMIOOF retail FUM managed by Perennial*

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Financial Performance

• Strong growth in underlying earnings

• Significant contribution from Perennial

• Disciplined cost management has resulted in flat cost base

Cash Earnings

Delivering operating leverage

Year ending June FY05 FY04Change

(%)

Gross margin 98.2 87.9 12%

Non operating income 5.7 4.8 19%

Share of Net profits from PVM 5.1 2.2 Large

Operating Expenses (74.1) (76.1) -3%

Cash earnings 34.9 18.8 86%

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105% 109%

96%

80%

68%

2001 2002 2003 2004 2005 2006e

Financial Performance

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

Working towards 66% (AGAAP)69% (IFRS*)

17

Setting IOOF’s strategic direction

IOOF’s Strategic Statement (Dec 2004)

Focused provider of best of breed solutions• Best of breed alpha generator

• Best practice solutions and service

• Commitment to depth, as well as breadth, of relationships

• Creator of value – not simply gatherer of assets

Delivering a rewarding experience to stakeholders

18

Setting the strategic foundations

Foundations for sustainable growth

IOOF’s ‘brand DNA’• Aligning Mission, Values and Visual Identity

• Consistent framework for communication and decision making

Focus on developing and engaging talent• E-induction program / Code of conduct

• Established talent review and training processes

• Work flexibility provisions

• New remuneration policy

19

Best of breed alpha generator

Broadening asset management capabilities• Non correlated asset classes

Foster Perennial’s high performing culture

Attract best of breed talent

20

Best practice solutions and service

IPS Phase II• Provide an independent alternative

• Develop a platform to meet adviser’s business needs

Development of innovative investment solutions

Client service initiative• Listen to our clients

Understanding and improving our service delivery

21

Commitment to relationships

Development of holistic adviser value proposition

Developing depth as well as breadth of relationships• Leverage off the value proposition of OutScope

Launch of new Winchcombe Carson dealership model• Enhancing dealer practices and value proposition

Increase IOOF’s relevance as a business partner

22

Looking forward

Strong growth in areas of comparative advantage

Refining our value proposition in the platform space• Increasing our relevance to advisers

Decisions today, to position IOOF for tomorrow• Continually assess the relevance of our existing businesses

Building a business for long term sustainable growth

Annual General Meeting 2005Resolutions

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IOOF Holdings Ltd - 2005 AGM

Resolution 2a - To re-elect Ian Blair to the Board

Votes %

FOR 15,993,594 78.27%

AGAINST 94,107 .46%

DISCRETIONARY* 4,347,075 21.27%

*The number of the Chairman’s discretionary proxy votes are 20.56%Note: These figures relate to the proxies lodged 48 hours prior to the meeting

Annual General Meeting 2005Resolutions

26

IOOF Holdings Ltd - 2005 AGM

Resolution 2b - To re-elect Kate Spargo to the Board

Votes %

FOR 15,925,112 77.95%

AGAINST 158,101 .77%

DISCRETIONARY* 4,346,029 21.27%

*The number of the Chairman’s discretionary proxy votes are 20.58%Note: These figures relate to the proxies lodged 48 hours prior to the meeting

Annual General Meeting 2005Resolutions

28

IOOF Holdings Ltd - 2005 AGM

Resolution 2c - To re-elect Tony Hodges to the Board

Votes %

FOR 15,957,485 78.07%

AGAINST 131,120 .64%

DISCRETIONARY* 4,350,833 21.29%

*The number of the Chairman’s discretionary proxy votes are 20.61%Note: These figures relate to the proxies lodged 48 hours prior to the meeting

Annual General Meeting 2005Resolutions

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IOOF Holdings Ltd - 2005 AGM

Resolution 2d - To elect Jane Harvey to the Board

Votes %

FOR 15,790,682 77.43%

AGAINST 213,835 1.05%

DISCRETIONARY* 4,389,891 21.52%

*The number of the Chairman’s discretionary proxy votes are 20.84%Note: These figures relate to the proxies lodged 48 hours prior to the meeting

Annual General Meeting 2005Resolutions

32

IOOF Holdings Ltd - 2005 AGM

Resolution 2e - To elect Jim Pfeiffer to the Board

Votes %

FOR 15,551,476 76.37%

AGAINST 198,049 .97%

DISCRETIONARY* 4,613,154 22.65%

*The number of the Chairman’s discretionary proxy votes are 21.94%Note: These figures relate to the proxies lodged 48 hours prior to the meeting

Annual General Meeting 2005Resolutions

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Resolution 3 - Remuneration Report

Three main components:

• Remuneration framework

• Link between performance and pay

• The amounts and their ‘packaging’

35

Resolution 3 - Remuneration Report

Our aim:

• Attract and retain the best people

• Reward for performance

• Focus both short and long term

36

Resolution 3 - Remuneration Report

Non-executive Directors receive set fees only

37

Resolution 3 - Remuneration Report

Remuneration ‘packaging’:

• Fixed

• Short term incentive

• Long term incentive

38

Resolution 3 - Remuneration Report

Scorecard:

Financial 50%

Strategic 30%

People, culture and governance 20%

39

Resolution 3 - Remuneration Report

Remuneration structured to ensure

we attract and keep the people

who will create high shareholder value

Annual General Meeting 2005Resolutions

41

IOOF Holdings Ltd - 2005 AGM

Resolution 3 - Adoption of Director’s Remuneration Report (non-binding resolution)

Votes %

FOR 12,574,077 68.54%

AGAINST 1,242,217 6.77%

DISCRETIONARY* 4,529,050 24.69%

*The number of the Chairman’s discretionary proxy votes are 23.90%Note: These figures relate to the proxies lodged 48 hours prior to the meeting

Annual General Meeting 2005Resolutions

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Resolution 4

Increase in maximum fee:• Highly regulated industry

• Complex company structure and products

• Substantial growth in the business and associated risks

• Significant participation by Directors

• Consistent with market benchmarks

• Proposed following independent advice

• Capacity to appoint additional Directors

Annual General Meeting 2005Resolutions

45

IOOF Holdings Ltd - 2005 AGM

Resolution 4 - To increase the maximum aggregate remuneration to all non-executive directors

Votes %

FOR 13,380,296 77.62%

AGAINST 2,363,467 13.71%

DISCRETIONARY* 1,494,652 8.67%

*The number of the Chairman’s discretionary proxy votes are 7.89%Note: These figures relate to the proxies lodged 48 hours prior to the meeting

Annual General Meeting 2005

47

IOOF Holdings Ltd - 2005 AGM

Ian Blair

Incoming Chairman

48

Disclaimer

Issued by IOOF Holdings Ltd ABN 49 100 103 722. The information contained in this presentation is given in good faith and has been prepared from information believed to be accurate and reliable. The information presented does not take into account your individual financial circumstances and it is not designed to be a substitute for specific financial or investment advice or recommendations and should not be relied upon as such. You should consider talking to your financial adviser before making an investment decision. So far as the law allows, IOOF excludes all liability for any loss or damage whether direct, indirect or consequential.

Whole numbers have been rounded for presentation purposes. However, percentages have been calculated on numbers prior to rounding.

Annual General Meeting 2005