Board of Directors and Company Secretary

Significant Changes in the state of affairs

On 5 October 2021 Milton Corporation Limited (Milton) merged with Washington H. Soul Pattinson and Company Limited (WHSP) where WHSP acquired 100% of the share capital of Milton not already owned via a Scheme of Arrangement (Scheme).

In accordance with the Scheme:

a each Scheme Participant was issued their Scheme

Consideration (being 0.1863 New WHSP Shares for each Milton Share they own) and had their names entered on the WHSP Register; a fully franked Special Dividend of $0.37 per Milton Share was paid to each Milton Shareholder who held Milton

Shares as at the Special Dividend Record Date on 22 September 2021.

Trading in Milton Shares on the ASX was suspended at the close of trading on 21 September 2021 and was removed from the official list of the ASX with effect from close of trading on Wednesday, 6 October 2021.

Milton is now a fully owned subsidiary of WHSP.

The financial year was changed to 31 July to align with WHSP, resulting in 2022 comprising 13 months (Refer to Note 16).

On 22 July 2022, Milton transferred its total quoted investments at market value to WHSP. Consideration for the transfer was fully offset by a payment of a special dividend and return of capital to WHSP (refer to Notes 3 and 9).

Directors

The directors of Milton at any time during or since the end of the financial period are:

Robert D. Millner FAICD

Independent non-executive chairman Director of Milton Corporation Limited since 1998 and appointed chairman in 2002. Chairman of the Investment and Remuneration Committees. Extensive experience in the investment industry.

Brendan J. O’Dea B.Ec, M.Bus, CA, MAICD Managing Director Managing Director of Milton Corporation Limited with effect from 1 August 2018. Member of the Investment Committee. A Chartered Accountant and has extensive investing and business management experience with over 22 years at a global investment bank as a Managing Director.

Todd J. Barlow B.Bus (LLB Hons), A Fin Director (Appointed 5 October 2021) Mr Barlow is CEO and Managing Director of Washington H. Soul Pattinson and Company Limited. He has extensive experience in corporate finance including advice on and implementation of mergers and acquisitions, financial structuring, capital raising and stock exchange listings.

David Grbin

Director (Appointed 5 October 2021) Mr Grbin is the CFO of Washington H. Soul Pattinson and Company Limited. He is chartered accountant with over 20 years’ experience as an ASX listed CFO, operating in high growth or turnaround situations, across diverse industries.

Graeme L. Crampton B.Ec, FCA, FAICD

Independent non-executive director (Resigned 5 October 2021) Director of Milton Corporation Limited since 2009. Chairman of the Audit & Risk Committee and a member of the Remuneration Committee. A Chartered Accountant and former partner of a major firm of Chartered Accountants for more than 28 years and has extensive experience in the investment industry.

Kevin J. Eley CA, F Fin, FAICD Independent non-executive director (Resigned 5 October 2021) Director of Milton Corporation Limited since 2011. Member of the Investment and Audit & Risk Committees.

A Chartered Accountant and has extensive experience in the investment industry.

Justine E. Jarvinen BE(Chem), F Fin, GAICD Independent non-executive director (Resigned 5 October 2021) Member of the Investment Committee. An Engineer with experience in equity markets and strategy development.

Ian A. Pollard BA (Macq), MA (Oxon), D Phil (IMC), FIAA, FAICD Independent non-executive director (Resigned 5 October 2021) Director of Milton Corporation Limited since 1998. Member of the Audit & Risk and Remuneration Committees. An Actuary and over 44 years of involvement in the investment industry.