Notice of 2020 Annual General Meeting

futuregeninvest.com.au ABN 97 063 935 553

Notice is given that the Annual General Meeting (AGM) of Shareholders of Future Generation Investment Company Limited (the Company) will be held as follows

Date: 21 May 2020

Time: 2.45pm (AEST)

Access: https://web.lumiagm.com/

1. Business

Financial statements and Reports

To receive and consider the Company's financial statements, Directors' Report and Auditor's Report for the year ended 31 December 2019.

Resolution 1: Adoption of Remuneration Report

To consider, and if thought fit, to pass the following resolution as an ordinary resolution:

"That the Company adopt the Remuneration Report, as set out in the Directors' Report, for the year ended 31 December 2019 in accordance with Section 250R(2) of the Corporations Act"

Notes:

• a) The vote on this resolution is advisory only and does not bind the Directors or the Company.
• b) The Company's key management personnel and their closely related parties must not cast a vote on the Remuneration Report unless they are appointed in writing as a proxy for a member eligible to vote on the resolution and that proxy specifies how to vote on the resolution.
• c) The Chairman will vote all undirected proxies in favour of this resolution. If you wish to vote "against" or "abstain" you should mark the relevant box in the attached proxy form.

Resolution 2: Re-election of Geoff Wilson AO as a Director

To consider, and if thought fit, to pass the following resolution as an ordinary resolution:

"That Mr Wilson, who retires by rotation in accordance with the Company's constitution and, being eligible for re-election, be re-elected as a Director."

Information about Mr Wilson appears in the Explanatory Memorandum attached to this Notice of Meeting.

Resolution 3: Re-election of David Leeton as a Director

To consider, and if thought fit, to pass the following resolution as an ordinary resolution:

"That Mr Leeton, who retires by rotation in accordance with the Company's constitution and, being eligible for re-election, be re-elected as a Director."

Without limitation, Rule 35(c) of the Company's constitution is relevant to this resolution.

Information about Mr Leeton appears in the Explanatory Memorandum attached to this Notice of Meeting.

Resolution 4: Re-election of Gabriel Radzyminski as a Director

To consider and, if thought fit, to pass the following resolution as an ordinary resolution:

"That Mr Radzyminski, who retires by rotation in accordance with the Company's constitution and, being eligible for re-election, be re-elected as a Director"

Without limitation, Rule 35(c) of the Company's constitution is relevant to this resolution.

Information about Mr Radzyminski appears in the Explanatory Memorandum attached to this Notice of Meeting. Other business

Voting exclusions - Resolution 1

Resolution 1 is indirectly connected with the remuneration of members of the key management personnel of the Company (KMP Members). In accordance with the requirements of the Corporations Act 2001 (Cth) (Corporations Act) the Company will disregard any votes cast (in any capacity) on Resolution 1 by or on behalf of:

• a KMP Member other than the Chairman; and
• a closely related party of those persons (such as close family members and any companies the person controls), unless the vote is cast as proxy for a person entitled to vote in accordance with a direction on the proxy form.

In regard to votes cast by the Chairman as proxy for a person entitled to vote in accordance with a direction on the proxy form, the Company will not disregard such votes by the Chairman provided that the appointment expressly authorises the Chairman to exercise the proxy even though the Resolution is connected directly or indirectly with the remuneration of a KMP Member.

What this means for Shareholders: If you intend to appoint a KMP Member (such as one of the Directors) as your proxy, please ensure that you direct them how to vote on Resolution 1. If you appoint the Chairman as your proxy, and you do not direct your proxy how to vote on Resolution 1 on the proxy form, you will be expressly authorising the Chairman of the Meeting to exercise the proxy even if the resolution is connected, directly or indirectly, with the remuneration of the KMP which includes the Chairman.

The Chairman of the Meeting intends to vote undirected proxies in favour of Resolution 1.

Other information

An Explanatory Memorandum accompanies and forms part of this notice of AGM.

All Shareholders should read the Explanatory Memorandum carefully and in its entirety. Shareholders who are in doubt regarding any part of the business of the Meeting should consult their financial or legal adviser for assistance.

Voting by proxy

Any Shareholder entitled to attend the Meeting online and vote at this Meeting is entitled to appoint a proxy to attend and vote instead of that Shareholder. The proxy does not need to be a Shareholder of the Company.

A Shareholder who is entitled to cast 2 or more votes may appoint 2 proxies and may specify the proportion or number of votes each proxy is appointed to exercise. If no proportion or number is specified, each proxy may exercise half of the Shareholder's votes.

Proxies can be appointed in one of three ways:

• online through the share registry's website at a) https://www.votingonline.com.au/fgxagm2020
• by posting the proxy form to the share registry $b)$ (address below); or
• c) by faxing the proxy form to the share registry (fax number below).

Proxies must be appointed no later than 48 hours before the AGM i.e. 2.45pm (AEST) on Tuesday. 19 May 2020.

Address (postal deliveries):

Boardroom Pty Limited GPO Box 3993, Sydney NSW 2001

Fax number for lodgement:

+612 9290 9655

The proxy form has been enclosed. Please read all instructions carefully before completing the proxy form.

Online voting procedures during the AGM

Shareholders who wish to participate in the AGM online may do so:

• $\partial$ From their computer, by entering the URL into their browser: https://web.lumiagm.com/304-145-560
• b) From their mobile device by either entering the URL in their browser: https://web.lumiagm.com/304-145-560 or by using the Lumi AGM app, which is available by downloading the app from the Apple App Store or Google Play Store

If you choose to participate in the AGM online or through the app, you can log in to the meeting by entering:

• 1. The meeting ID, which is 304-145-560
• 1. Your username, which is your Boardroom S number (located on any recent statement or documentation).
• 1. Your password, which is the postcode registered to your holding if you are an Australian

shareholder. Overseas shareholders should refer to the user quide for their password details.

1. If you have been nominated as a third party proxy, please contact Boardroom on 1300 737 760.

Attending the meeting online enables shareholders to view the AGM live and to also ask questions and cast direct votes at the appropriate times whilst the meeting is in progress. More information regarding participating in the AGM online can be found by visiting www.futuregeninvest.com.au or at the end of this Notice of Meeting.

Optional question for the Chairman or Auditor

We aim to provide Shareholders with the best opportunity to ask questions about the Company and its external audit at the AGM. If you would like to ask a question, please complete the optional question for the Chairman or Auditor on the enclosed proxy form and return it to Boardroom.

Entitlement to vote

In accordance with Section 1074E(2)(g)(i) of the Corporations Act and Regulation 7.11.37 of the Corporations Regulations, the Company has determined that for the purposes of the Meeting all shares will be taken to be held by the persons who held them as registered Shareholders at 7.00pm (AEST) on 19 May 2020. Accordingly, share transfers registered after that time will be disregarded in determining entitlements to attend and vote at the Meeting.

Voting intentions

Subject to any voting restrictions and exclusions, the Chairman intends to vote in favour of all resolutions on the agenda.

In respect of undirected proxies, subject to any voting restrictions and exclusions, the Chairman intends to vote in favour of all resolutions on the agenda.

By order of the Board:

Mark Licciardo Company Secretary

2. Explanatory Memorandum

This Explanatory Memorandum sets out further information regarding the proposed resolutions to be considered by Shareholders of Future Generation Investment Company Limited (the Company) at the 2020 Annual General Meeting (AGM) to be held commencing at 2.45pm (AEST) on 21 May 2020 via https://web.lumiagm.com/.

The Directors recommend that Shareholders read this Explanatory Memorandum before determining whether or not to support the resolutions.

Financial statements and Reports

The financial report and the reports of the Directors and of the auditor for the financial year ended 31 December 2019 will be laid before the AGM, as required by Section 317 of the Corporations Act. The Corporations Act does not require a vote of Shareholders on these reports.

The Company's 2019 Annual Report (which includes the Directors', auditor's and financial reports) is available on the Company's website: www.futuregeninvest.com.au.

Meeting attendees are invited to direct questions to the Chairman in respect of any aspect of the report they wish to discuss.

Representatives of the Company's auditor, Pitcher Partners, will be present for discussion purposes on matters of relevance to the audit.

Resolution 1 - Adoption of Remuneration Report

Resolution 1 provides Shareholders the opportunity to vote on the Company's Remuneration Report. The Remuneration Report for the year ended 31 December 2019 is set out on pages 27 to 28 of the 2019 Annual Report which is available at www.futuregeninvest.com.au. Under Section 250R(2) of the Corporations Act, the Company must put the adoption of its Remuneration Report to a vote at its AGM.

Shareholders should note that given the charitable nature of the Company, all directors agreed to forego the payment of fees for their services from 1 July 2014. At the Annual General Meeting held on 28 November 2014 the Company's Shareholders approved a reduction in the total aggregate annual remuneration amount payable to Non-Executive Directors of the Company to nil.

This vote is advisory only and does not bind the Directors or the Company. The Board will take the outcome of the vote into account when considering the future remuneration arrangements of the Company.

Shareholders will be given a reasonable opportunity at the AGM to ask questions about, and make comments on, the Remuneration Report.

Board Recommendation

The Directors unanimously recommend that Shareholders vote in favour of Resolution 1. The Chairman of the Meeting intends to vote undirected proxies in FAVOUR of Resolution 1.

Resolution 2 - Re-election of Geoff Wilson AO as a Director

Geoff Wilson AO has been a Director of the Company since July 2014 and is Chairman of the Investment Committee. Geoff Wilson has over 39 years' direct experience in investment markets having held a variety of senior investment roles in Australia, the UK and the US. Geoff founded Wilson Asset Management in 1997. Geoff created Australia's first listed investment companies to deliver both investment and social returns, Future Generation Investment Company and Future Generation Global Investment Company. Geoff holds a Bachelor of Science, a Graduate Management Qualification and is a Fellow of the Financial Services Institute of Australia and the Australian Institute of Company Directors (AICD).

Board Recommendation

The Directors (with Mr Wilson abstaining) strongly recommend the re-election of Mr Wilson and unanimously recommend that Shareholders vote in FAVOUR of Resolution 2.

Resolution 3 - Re-election of David Leeton as a Director

David Leeton has been a Director of the Company since April 2015 and is Chairman of the Audit and Risk Committee. David Leeton is a senior executive of the Victor Smorgon Group. Over the past 22 years David has been actively involved in all facets of the Groups' investments and philanthropy interests. David is the Managing Director for Victor Smorgon Partners, a coinvestment business branch of VSG plus the manager of direct family investments. David was formerly the CFO for the Victor Smorgon group for over 15 years and was responsible for the financial reporting, financing and treasury for the group. David holds a Bachelor of Business (Banking & Finance), a Graduate Diploma in Accounting and is a fully qualified CPA.

Board Recommendation

The Directors (with Mr Leeton abstaining) strongly recommend the re-election of Mr Leeton and unanimously recommend that Shareholders vote in FAVOUR of Resolution 3.

Resolution 4 - Re-election of Gabriel Radzyminski as a Director

Gabriel Radzyminski has been a Director of the Company since October 2013 and is a member of the Investment Committee. Gabriel Radzyminski is Managing Director of Sandon Capital Pty Limited, a firm specialising in activist investing. Sandon Capital Pty Limited is the investment manager of two wholesale managed investment schemes and a listed investment company. Gabriel has been involved in the financial services sector for more than 20 years.

Board Recommendation

The Directors (with Mr Radzyminski abstaining) strongly support the election of Mr Radzyminski, and unanimously recommend that Shareholders vote in FAVOUR of Resolution 4.

Online Voting User Guide

Getting Started

In order to participate in the meeting, you will need to download the App onto your smartphone device. This can be downloaded from the Google Play Store™ or the Apple® App Store by searching by app name "Lumi AGM".

Alternatively, Lumi AGM can be accessed using any web browser on a PC, tablet or smartphone device. To use this method, please go to web.lumiagm.com.

To log in to the portal, you will need the following information:

Meeting ID: 304-145-560

Australian Username (Boardroom internal S reference number) and Password (postcode of your Residents registered address).

Overseas Username (Boardroom internal S reference number) and Password (three character Residents country code e.g. New Zealand - NZL)

A full list of country codes can be found at the end of this guide.

To receive your Username and Password, please contact our share registry, Boardroom Pty Appointed Proxy Ltd on 1300 737 760 or +61 2 9290 9600 between 8:30am to 5:30pm (AEST) Monday to Friday the day before the meeting.

*Boardroom internal S Reference number can be located on the back of your proxy form or on your notice of meeting email.

To join the meeting, you will be required to enter the above unique 9 digit meeting ID and select 'Join'. To proceed to registration, you will be asked to read and accept the terms and conditions.

If you are a Shareholder, select 'I have a login' and enter your Username (Boardroom internal S reference number) and Password (postcode or country code). If you are a Proxy holder you will need to enter the unique Username and Password provided by Boardroom and select 'Login'.

Navigating

Once you have registered, you will be taken to the homepage which displays your name and meeting information.

To activate the webcast, please click on the Broadcast bar at the bottom of the screen. If prompted you may have to click the play button in the window to initiate the broadcast.

Once you select to view the webcast from a smartphone it can take up to approximately 30 seconds for the live feed to appear on some devices. If you attempt to log into the app before the Meeting commences. a dialog box will appear.

NOTE: We recommend once you have logged in, you keep your browser open for the duration of the meeting. If you close your browser you will be asked to repeat the log in process.

To ask a question

If you would like to ask a question:

• Select the question icon $1.$
• Compose your question. $2.$
• Select the send icon $\geq$ $3.$
• You will receive confirmation that your question $\overline{4}$ . has been received.

The Chair will give all Shareholders a reasonable opportunity to ask questions and will endeavor to answer all questions at the Meeting.

To vote

If you would like to cast a vote:

• When the Chair declares the polls open, the $1.$ resolutions and voting choices will appear.
• $2.$ Press the option corresponding with the way in which you wish to vote.
• Once the option has been selected, the vote $3.$ will appear in blue.
• If you change your mind and wish to change 4. your vote, you can simply press the new vote or cancel your vote at any time before the Chair closes the polls.
• Upon conclusion of the meeting the home $5.$ screen will be updated to state that the meeting is now closed.

Need help? If you require any help using this system prior to or during the Meeting, please call 1300 737 760 or +61 2 9290 9600 so we can assist you.

Country Codes

For overseas shareholders, select your country code from the list below and enter it into the password field.

ABW Aruba AFG Afghanistan AGO Angola AIA Anguilla ALA Aland Islands ALB Albania AND Andorra ANT Netherlands Antilles ARE United Arab Emirates ARG Argentina ARM Armenia ASM American Samoa ATA Antarctica ATF French Southern ATG Antiqua & Barbuda AUT Austria AZE Azerbaijan BDI Burundi BEL Belgium BEN Benin BFA Burkina Faso BGD Bangladesh BGR Bulgaria BHR Bahrain BHS Bahamas BIH Bosnia & Herzegovina BLM St Barthelemy BLR Belarus BLZ Belize BMU Bermuda BOL Bolivia BRA Brazil BRB Barbados BRN Brunei Darussalam BTN Btn BUR Burma BVT Bouvet Island BWA Botswana CAF Central African Republic CAN Canada
CCK Cocos (Keeling) Islands IND India CHE Switzerland CHL Chile CHN China CIV Cote d'Ivoire CMR Cameroon COD Democratic Republic Of Congo COK Cook Islands COL Colombia COM Comoros CPV Cape Verde CRI Costa Rica CUB Cuba CYM Cayman Islands CYP Cyprus CXR Christmas Island CZE Czech Republic DEU Germany DJI Djibouti DMA Dominica DNK Denmark DOM Dominican Republic DZA Algeria

ECU Ecuador EGY Egypt ERI Eritrea ESH Western Sahara ESP Spain EST Estonia ETH Ethiopia FIN Finland FJI Fiji FLK Falkland Islands (Malvinas) FRA France FRO Faroe Islands FSM Micronesia GAB Gabon GBR United Kingdom GEO Georgia GGY Guernsey GHA Ghana GIB Gibraltar GIN Guinea GLP Guadeloupe GMB Gambia GNB Guinea-Bissau GNQ Equatorial Guinea GRC Greece GRD Grenada GRL Greenland GTM Guatemala GUF French Guiana GUM Guam GUY Guyana HKG Hong Kong HMD Heard & McDonald Islands HND Honduras
HRV Croatia HTI Haiti HUN Hungary IDN Indonesia IMN Isle Of Man IOT British Indian Ocean Territory IRL Ireland IRN Iran Islamic Republic Of OMN Oman
IRQ Iraq PAK Pakistan ISM British Isles ISL Iceland ISR Israel ITA Italy JAM Jamaica JEY Jersey JOR Jordan JPN Japan KAZ Kazakhstan KEN Kenya KGZ Kyrgyzstan KHM Cambodia KIR Kiribati KNA St Kitts And Nevis KOR Korea Republic Of KWT Kuwait LAO Lao Pdr LBN Lebanon LBR Liberia

LCA St Lucia LIE Liechtenstein LKA Sri Lanka LSO Lesotho LTU Lithuania LUX Luxembourg LVA Latvia MAC Macao MAF St Martin MAR Morocco MCO Monaco MDA Republic Of Moldova MDG Madagascar MDV Maldives MEX Mexico MHL Marshall Islands MKD Macedonia MLI Mali MLT Mauritania MMR Myanmar MNE Montenegro MNG Mongolia MNP Northern Mariana Islands MOZ Mozambique MRT Mauritania MSR Montserrat MTQ Martinique MUS Mauritius MWI Malawi MYS Malaysia MYT Mayotte NAM Namibia NCL New Caledonia NER Niger NFK Norfolk Island NGA Nigeria NIC Nicaragua NIU Niue NLD Netherlands NOR Norway NPL Nepal NRU Nauru NZL New Zealand PAN Panama PCN Pitcairn Islands PER Peru PHL Philippines PLW Palau PNG Papua New Guinea POL Poland PRI Puerto Rico PRK Korea Dem Peoples Republic Of PRT Portugal PRY Paraguay PSE Palestinian Territory Occupied PYF French Polynesia QAT Qatar REU Reunion ROU Romania RUS Russian Federation RWA Rwanda

LBY Libyan Arab Jamahiriya SAU Saudi Arabia SDN Sudan SEN Senegal SGP Singapore
SGS Sth Georgia & Sth Sandwich Island SHN St Helena SJM Svalbard & Jan Mayen SLB Solomon Islands SCG Serbia & Outlying SLE Sierra Leone SLV El Salvador SMR San Marino SOM Somalia SPM St Pierre And Miquelon SRB Serbia STP Sao Tome And Principe SUR Suriname SVK Slovakia SVN Slovenia SWE Sweden SWZ Swaziland SYC Seychelles SYR Syrian Arab Republic TCA Turks & Caicos Islands TCD Chad TGO Togo THA Thailand TJK Tajikistan
TKL Tokelau TKM Turkmenistan
TLS East Timor TMP East Timor TON Tonga TTO Trinidad & Tobago TUN Tunisia TUR Turkey TWN Taiwan TZA Tanzania United Republic Of UGA Uganda UKR Ukraine UMI United States Minor URY Uruguay USA United States Of America UZB Uzbekistan VNM Vietnam VUT Vanuatu WLF Wallis & Futuna WSM Samoa YEM Yemen YMD Yemen Democratic YUG Yugoslavia Socialist Fed Rep ZAF South Africa ZAR Zaire ZMB Zambia ZWE Zimbabwe

All Correspondence to:

YOUR VOTE IS IMPORTANT

For your vote to be effective it must be recorded before 2:45pm (AEST) on Tuesday, 19 May 2020.

TO VOTE ONLINE BY SMARTPHONE

STEP 1: VISIT https://www.votingonline.com.au/fgxagm2020

STEP 2: Enter your Postcode OR Country of Residence (if outside Australia)

STEP 3: Enter your Voting Access Code (VAC):

. Scan QR Code using smartphone QR Reader App

TO VOTE BY COMPLETING THE PROXY FORM

STEP 1 APPOINTMENT OF PROXY

Indicate who you want to appoint as your Proxy.

If you wish to appoint the Chair of the Meeting as your proxy, mark the box. If you wish to appoint someone other than the Chair of the Meeting as your proxy please write the full name of that individual or body corporate. If you leave this section blank, or your named proxy does not attend the meeting, the Chair of the Meeting will be your proxy. A proxy need not be a securityholder of the company. Do not write the name of the issuer company or the registered securityholder in the space.

Appointment of a Second Proxy

You are entitled to appoint up to two proxies to attend the meeting and vote. If you wish to appoint a second proxy, an additional Proxy Form may be obtained by contacting the company's securities registry or you may copy this form.

To appoint a second proxy you must:

(a) complete two Proxy Forms. On each Proxy Form state the percentage of your voting rights or the number of securities applicable to that form. If the appointments do not specify the percentage or number of votes that each proxy may exercise, each proxy may exercise half your votes. Fractions of votes will be disregarded.

(b) return both forms together in the same envelope.

STEP 2 VOTING DIRECTIONS TO YOUR PROXY

To direct your proxy how to vote, mark one of the boxes opposite each item of business. All your securities will be voted in accordance with such a direction unless you indicate only a portion of securities are to be voted on any item by inserting the percentage or number that you wish to vote in the appropriate box or boxes. If you do not mark any of the boxes on a given item, your proxy may vote as he or she chooses. If you mark more than one box on an item for all your securities your vote on that item will be invalid.

Proxy which is a Body Corporate

Where a body corporate is appointed as your proxy, the representative of that body corporate attending the meeting must have provided an "Appointment of Corporate Representative" prior to admission. An Appointment of Corporate Representative form can be obtained from the company's securities registry.

STEP 3 SIGN THE FORM

The form must be signed as follows:

Individual: This form is to be signed by the securityholder.

Joint Holding: where the holding is in more than one name, all the securityholders should sign.

Power of Attorney: to sign under a Power of Attorney, you must have already lodged it with the registry. Alternatively, attach a certified photocopy of the Power of Attorney to this form when you return it.

Companies: this form must be signed by a Director jointly with either another Director or a Company Secretary. Where the company has a Sole Director, who is also the Sole Company Secretary, this form should be signed by that person. Please indicate the office held by signing in the appropriate place.

STEP 4 LODGEMENT

Proxy forms (and any Power of Attorney under which it is signed) must be received no later than 48 hours before the commencement of the meeting, therefore by 2:45pm (AEST) on Tuesday, 19 May 2020. Any Proxy Form received after that time will not be valid for the scheduled meeting.

Proxy forms may be lodged using the enclosed Reply-Paid Envelope or:

Attending the Meeting

Due to Covid-19 restrictions attendance will not be permitted at the meeting. To participate electronically, please refer to the Online User Guide appended to the Notice of Meeting.

Your Address

using this form.

This is your address as it appears on the company's share register. If this is incorrect, please mark the box with an "X" and make the correction in the space to the left. Securityholders sponsored by a broker should advise their broker of any changes. Please note, you cannot change ownership of your securities

PROXY FORM

STEP 1 APPOINT A PROXY

I/We being a member/s of Future Generation Investment Company Limited (Company) and entitled to attend and vote hereby appoint:

the Chair of the Meeting (mark box)

OR if you are NOT appointing the Chair of the Meeting as your proxy, please write the name of the person or body corporate (excluding the registered securityholder) you are appointing as your proxy below

or failing the individual or body corporate named, or if no individual or body corporate is named, the Chair of the Meeting as my/our proxy at the Annual General Meeting of the Company to be held on Thursday, 21 May 2020 at 2:45pm (AEST) and at any adjournment of that meeting, to act on my/our behalf and to vote in accordance with the following directions or if no directions have been given, as the proxy sees fit.

Chair of the Meeting authorised to exercise undirected proxies on remuneration related matters: If I/we have appointed the Chair of the Meeting as my/our proxy or the Chair of the Meeting becomes my/our proxy by default and I/we have not directed my/our proxy how to vote in respect of Resolution 1, I/we expressly authorise the Chair of the Meeting to exercise my/our proxy in respect of this Resolution even though Resolution 1 is connected with the remuneration of a member of the key management personnel for the Company.

The Chair of the Meeting will vote all undirected proxies in favour of all Items of business (including Resolution 1). If you wish to appoint the Chair of the Meeting as your proxy with a direction to vote against, or to abstain from voting on an item, you must provide a direction by marking the 'Against' or 'Abstain' box opposite that resolution.

STEP 3 SIGNATURE OF SECURITYHOLDERS This form must be signed to enable your directions to be implemented.

STEP 4 OPTIONAL QUESTIONS FOR THE CHAIRMAN OR AUDITOR

We aim to provide shareholders with the best opportunity to ask questions about the Company and its external audit at the Annual General Meeting. We will seek to respond to as many of the frequently asked questions as possible.