PRO-PAC PACKAGING LIMITED — AGM Information 2024

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Pro-Pac Packaging Limited
ABN: 36112971874
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ASX- For immediate release

28 October 2024

PRO-PAC PACKAGING LIMITED: DIRECTOR RETIREMENT AND SUPPLEMENTARY AGM MATERIALS

Pro-Pac Packaging Limited (ASX: PPG) today announces that non-executive director, Rupert Harrington, has announced his retirement from the board effective from the end of the 2024 annual general meeting (AGM), for personal reasons.

Chair John Cerini said, “On behalf of the Board, I would like to thank Rupert for his significant contributions to the board and the business over the past seven years, and wish him all the best in his retirement.”

Mark Blackburn will stand for re-election at the AGM instead of Rupert Harrington. A resolution to this effect (Resolution 4) and supporting information is attached. Resolution 3 (Election of a Director – Mr. Rupert Harrington) will not be put to the meeting.

The board also intends to appoint another director to replace Rupert Harrington in due course.

This announcement has been authorised for release by the Board of Directors.

For more information contact: Kathleen Forbes General Counsel & Company Secretary Phone: (61 3) 9474 4200

About Pro-Pac:

Pro-Pac Packaging Limited (ASX: PPG) is an innovative Flexibles and Industrial Specialty Packaging company with a diversified distribution and manufacturing network throughout Australia and New Zealand. Headquartered in Melbourne, Pro-Pac delivers bespoke packaging solutions for a broad group of blue-chip and SME clients in the industrial, food and beverage, health, agriculture and manufacturing sectors. For further information, please visit www.ppgaust.com.au

Tel: (03) 9474 4200 Fax: (03) 9269 5199 Web: www.ppgaust.com.au

83-85 Banbury Road Reservoir, 3073, VIC, Australia PO BOX 441, Reservoir, VIC, 3073

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PRO-PAC PACKAGING LIMITED ACN 112 971 874

2024 ANNUAL GENERAL MEETING- SUPPLEMENTARY RESOLUTION AND EXPLANATORY NOTES

Supplementary Resolution and Explanatory notes for the Annual General Meeting of Shareholders to be held at the offices of Herbert Smith Freehills, Level 24, 80 Collins Street, Melbourne, Victoria, 3000 on Thursday 21 November 2024, beginning at 1.00pm (Melbourne time).

Resolution 3 (Election of a Director – Mr. Rupert Harrington) will not be put to the meeting.

Additional Item of Business

Resolution 4 – Election of a Director – Mr. Mark Blackburn

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

"That, for the purposes of ASX Listing Rule 14.5 and for all other purposes, Shareholder approval is given to the re-election of Mr Mark Blackburn as a director of the Company."

Additional Explanatory Notes

Resolution 4 – Election of a Director – Mr. Mark Blackburn

The Constitution provides that no director (excluding the managing director) may hold office without re-election beyond the third AGM following the meeting at which the director was last elected or re-elected. Mr Blackburn was last re-elected to the board at the 2023 Annual General Meeting. Nonetheless the ASX Listing Rules require that at least one director stand for election or re-election at each annual general meeting.

Mr Mark Blackburn was first appointed to the board in November 2022 He is seeking re-election as Director at this AGM. Biographical details are set out below:

Mark Blackburn, Dipl of Business (Accounting), CPA and GAICD

Mark has extensive senior finance management experience with ASX and NYSE listed corporations and has held CFO roles at McMillan Shakespeare, iSelect, IOOF, Ausdoc Limited and the Laminex Group. Mark is currently a Non-executive Director, and Chair of the audit committee, of Lifestyle Communities Limited and a Non-executive Director of FleetPartners Group Limited.

Mark is a non-executive independent director. He is Chair of the Audit, Business risk and Compliance Committee, and a member of the Remuneration and Nomination Committee.

The Board supports the election of Mr. Blackburn and recommends that Shareholders vote in favour of this Resolution.

Tel: (03) 9474 4200 Fax: (03) 9269 5199 Web: www.ppgaust.com.au

83-85 Banbury Road Reservoir, 3073, VIC, Australia PO BOX 441, Reservoir, VIC, 3073

Shareholder Voting

A revised proxy form will be sent to shareholders via email, and post to those who have elected to receive hard copy. If you otherwise wish to be provided with a hard copy of the updated proxy form, please contact our share registry Boardroom Pty Limited at [email protected] or 1300 737 760 (within Australia) or +61 2 9290 9600 (outside Australia) between 8.30am and 5.30pm (AEST) Monday to Friday, to arrange a copy.

All electronic voting will be updated to reflect the proposed Resolution 4.

To the extent that a shareholder has already voted electronically or submitted a valid proxy form, these instructions will continue to stand. If a shareholder who has already voted electronically or submitted a valid proxy form wishes to vote on Resolution 4 (either electronically or by proxy), new instructions will need to be provided in accordance with the details set out in the Notice of Meeting. A new proxy form or electronic vote will override the directions that have previously been given.

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28 October 2024

Kathleen Forbes, Company Secretary

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All Correspondence to:

By Mail Boardroom Pty Limited GPO Box 3993 Sydney NSW 2001 Australia

By Fax: +61 2 9290 9655

Online: www.boardroomlimited.com.au

By Phone: (within Australia) 1300 737 760 (outside Australia) +61 2 9290 9600 YOUR VOTE IS IMPORTANT For your vote to be effective it must be recorded before 1:00pm (Melbourne time) on Tuesday, 19[th] November 2024 TO APPOINT A PROXY ONLINE BY SMARTPHONE STEP 1: VISIT https://www.votingonline.com.au/ppgagm2024 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 STEP 3: SIGN THE FORM Indicate who you want to appoint as your Proxy. The form must be signed as follows: If you wish to appoint the Chair of the Meeting as your proxy, mark the box. If you wish to Individual: This form is to be signed by the securityholder. appoint someone other than the Chair of the Meeting as your proxy, please write the full Joint Holding : where the holding is in more than one name, all the securityholders should name of that individual or body corporate. If you leave this section blank, or your named sign. proxy does not attend the meeting, the Chair of the Meeting will be your proxy. A proxy need Power of Attorney: to sign under a Power of Attorney, you must have already lodged it with not be a securityholder of the company. Do not write the name of the issuer company or the the registry. Alternatively, attach a certified photocopy of the Power of Attorney to this form registered securityholder in the space. when you return it. Companies: this form must be signed by a Director jointly with either another Director or a Appointment of a Second Proxy Company Secretary. Where the company has a Sole Director who is also the Sole Company You are entitled to appoint up to two proxies to attend the meeting and vote. If you wish to Secretary, this form should be signed by that person. Please indicate the office held by appoint a second proxy, an additional Proxy Form may be obtained by contacting the signing in the appropriate place. company’s securities registry or you may copy this form. STEP 4: LODGEMENT To appoint a second proxy, you must: Proxy forms (and any Power of Attorney under which it is signed) must be received no later (a) complete two Proxy Forms. On each Proxy Form state the percentage of your voting than 48 hours before the commencement of the meeting, therefore by 1:00pm (Melbourne rights or the number of securities applicable to that form. If the appointments do not specify time) on Tuesday, 19[[th]] November 2024. Any Proxy Form received after that time will not the percentage or number of votes that each proxy may exercise, each proxy may exercise be valid for the scheduled meeting. half your votes. Fractions of votes will be disregarded. (b) return both forms together in the same envelope. Proxy forms may be lodged using the enclosed Reply-Paid Envelope or: STEP 2: VOTING DIRECTIONS TO YOUR PROXY Online https://www.votingonline.com.au//ppgagm2024 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 By Fax + 61 2 9290 9655 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 By Mail Boardroom Pty Limited given item, your proxy may vote as he or she chooses. If you mark more than one box on GPO Box 3993, an item for all your securities your vote on that item will be invalid.

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.

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 1:00pm (Melbourne time) on Tuesday, 19[[th]] November 2024. Any Proxy Form received after that time will not be valid for the scheduled meeting.

Online https://www.votingonline.com.au//ppgagm2024 By Fax + 61 2 9290 9655 By Mail Boardroom Pty Limited GPO Box 3993, Sydney NSW 2001 Australia In Person Boardroom Pty Limited Level 8, 210 George Street Sydney NSW 2000 Australia

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.

Attending the Meeting

If you wish to attend the meeting, please bring this form with you to assist registration .

Pro-Pac Packaging Limited ACN 112 971 874 Your Address 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 using this form. PROXY FORM STEP 1 APPOINT A PROXY I/We being a member/s of Pro-Pac Packaging 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 at the offices of Herbert Smith Freehills, Level 24, 80 Collins Street, Melbourne, VIC 3000 and online at https://web.lumiagm.com/#/398115689 on Thursday, 21[st ] November 2024 at 1:00pm (Melbourne time) 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. The Chair of the Meeting is 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 2 , I/we expressly authorise the Chair of the Meeting to exercise my/our proxy in respect of this Item even though Resolution 2 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 2 ). 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. Resolution 3 will not be put to the Meeting. STEP 2 VOTING DIRECTIONS * If you mark the Abstain box for a particular item, you are directing your proxy not to vote on your behalf on a show of hands or on a poll and your vote will not be counted in calculating the required majority if a poll is called. For Against Abstain Resolution 2 To adopt the Remuneration Report RESOLUTION 3 WILL NOT BE PUT TO THE MEETING Resolution 3 Election of a Director – Mr. Rupert Harrington Resolution 4 Election of a Director – Mr. Mark Blackburn STEP 3 SIGNATURE OF SECURITYHOLDERS* This form must be signed to enable your directions to be implemented. Individual or Securityholder 1 Securityholder 2 Securityholder 3 Sole Director and Sole Company Secretary Director Director / Company Secretary Contact Name…………………………………………….... Contact Daytime Telephone………………………................................ Date / / 2024