MyState : Notice of General Meeting/Proxy Form

ASX Compliance Pty Ltd Level 4 North Tower Rialto 525 Collins Street‌

Melbourne VIC 3000

23 September 2016

MYSTATE LIMITED (MYS) - 2016 Annual General Meeting

We attach the Chairman's Letter, 2016 Notice of Meeting and Proxy form which are being sent to shareholders in relation to the Company's Annual General Meeting to be held on 26 October 2016.

Yours faithfully

Scott Lukianenko Company Secretary

214599_Runons/000001/000001

Notice of

Annual General Meeting 2016 Table Of Contents

Notice of Annual General Meeting 2

Items of Business 2

Explanatory Memorandum 5

Location of the Annual General Meeting 10

Notice is hereby given that the

Annual General Meeting of the members of MyState Limited will be held at the at the Best Western Hotel, 156 Bathurst St, Hobart

on Wednesday 26 October 2016 commencing at 10.30 a.m. (Tasmanian summer time).

This document is important and requires your immediate attention.

MyState Limited is a non-operating holding company with MyState Bank Limited and Tasmanian Perpetual Trustees Limited as wholly owned subsidiaries. Registered Office: Level 2, 137 Harrington Street, Hobart, Tasmania, 7000.

Registered Office: Level 2, 137 Harrington Street, Hobart, Tasmania, 7000. Tel: 138 001 Fax: [phone]

Notice of Annual General Meeting

Notice is hereby given that the Annual General Meeting of the members of MyState Limited

will be held at the at the Best Western Hotel, 156 Bathurst St, Hobart on Wednesday 26 October 2016 commencing at 10.30 a.m. (Tasmanian summer time).

Business

1. Financial Statements and Reports

   To receive and consider the Financial Reports, the Directors' Report and the Auditor's report for the year ended 30 June 2016.

2. Election of Directors

   To consider and, if thought fit, pass each of the following resolutions separately as ordinary resolutions:

3. "THAT Brian Bissaker who retires from the office of Director in accordance with rule 61.2 of the

   Constitution, being eligible and offering himself for re-election, be re-elected as a Director of

   the Company."

4. "THAT Robert Gordon who retires from the office of Director by rotation in accordance with section 62 of the Constitution, being eligible and offering himself for re-election, be re-elected as a Director of

   the Company."

5. "THAT Sarah Merridew who retires from the office of Director by rotation in accordance with section 62 of the Constitution, being eligible and offering herself for re-election, be re-elected as a Director of

6. the Company."

7. Remuneration Report

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

   "THAT the Remuneration Report of the Company for the year ended 30 June 2016 be adopted."

   Voting Exclusion

   In accordance with Section 250R(4) of the Corporations Act, the Company will disregard any votes cast on this resolution by or on behalf of a member of the Company's key management personnel (KMP), details of whose remuneration are included in the Remuneration Report, or their closely related parties, whether as shareholder

   or proxy.

   However, a vote may be cast by a KMP or a closely related party if:

   • the vote is cast as a proxy in accordance with a direction by the shareholder as to how the proxy is to vote on the resolution; and,

   • the vote is not cast on behalf of a KMP or a closely related party of a KMP;

     or

   • the proxy is the chair of the meeting and the appointment of the Chairman as proxy does not specify the way the proxy is to vote on the resolution;

   • the appointment expressly authorises the Chairman to exercise the proxy even if the resolution

     is connected directly or indirectly with the remuneration of a KMP; and

   • the vote is not cast on behalf of a KMP or a closely related party of a KMP.

   Shareholders who intend to appoint the Chairman of the meeting as proxy (including an appointment by default) should have regard to the important information below under the heading "Important information concerning proxy votes on Resolutions 3 and 4".

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