6 June 2011 Dear Member, Woolworths Group Superannuation Plan Policy Committee Election – Call for nominations Are you interested in representing your fellow members on the Woolworths Group Superannuation Plan (Woolworths Super) Policy Committee? If so, nominations for 1 vacant position for a Member Representative on the Policy Committee from the Trading Operations Electorate are now being called. Nominees must be Trading Operations employees and members of Woolworths Super as at 6 May 2011. How do I nominate someone or myself? If you qualify as a Trading Operations candidate, as defined below, and if you wish to be nominated, or wish to nominate someone else for the position of Member Representative for the Trading Operations electorate, please complete and return the enclosed Nomination Form to the Returning Officer. Before doing so, you should read the enclosed Election Rules. What is the purpose and function of the Policy Committee? The purpose of the Policy Committee is to assist the Trustee, AMP Superannuation Limited, with the management of Woolworths Super and to act as a forum for members to be involved in the decision making process and on-going administration of Woolworths Super. AMP Superannuation Limited, is fully responsible for the management of Woolworths Super and carries all liability. Notwithstanding this, being a Policy Committee representative is a responsible undertaking and nominees should be prepared to make the necessary commitment to the position. The function of the Policy Committee is to assist the Trustee, AMP Superannuation Limited, with the management of the Plan by: > > > > > Providing an avenue for Woolworths Super members to enquire (and give their views) about the investment strategy and performance of Woolworths Super. Providing an avenue for Woolworths Super members to enquire (and give their views) about the Plan’s operation and/or performance. Information needs and/or raising issues on behalf of members with the Trustee or the Employer. Assisting the Trustee in dealing with complaints or enquiries about the operation or management of Woolworths Super. Attend quarterly meetings of the Policy Committee. Page 1 of 3 Who else is on the Policy Committee and how long is the terms of office? The Woolworths Super Policy Committee consists of 4 representatives, 2 Employer Representatives appointed by Woolworths Limited and 2 Member Representatives elected by Woolworths Super members. The 2 Employer Representatives are: Leon L’Huillier Director Geraldine Rieper Rewards Manager, Corporate Human Resources The Trading Operations member representative is: Rod Stewart Regional Manager – Dan Murphy’s The Non-Trading Operations Member Representative is: Peter King General Manager Corporate Finance The term of appointment for the Trading Operations Member Representative will be 3 years, with the term of appointment ending on 31 July 2014. Electorates There are two electorates for Woolworths Super and at set periods nominations will be called, and elections conducted accordingly. Representatives are required from each electorate as follows: Electorate Number of Representatives Trading Operations One (1) Non-Trading Operations One (1) Trading Operations To be eligible to be classed as a Trading Operations candidate, the nominee must be directly concerned with retail operations so that his or her job responsibilities are discharged in a store or stores. Non-Trading Operations To be eligible to be classed as a Non-Trading Operations candidate, the nominee must not be eligible to be classed as a Trading Operations candidate in terms of Election Rule 16.2. This electorate includes retained, spouse and pension members The next election for the Non-Trading Operations Member Representative will be held in 2012. Page 2 of 3 Expenses incurred as a member of the Policy Committee The position of Member Representative is an honorary one. Member Representatives are not entitled to remuneration for their services as a Policy Committee member. A Member or Employer Representative will be reimbursed subject to prior approval by the Principal Employer, for reasonable out of pocket expenses incurred by them in carrying out their duties. Contact details for the Returning Officer are: Mr John De Fazio Returning Officer AMP Corporate Superannuation Mail: GPO Box 3875 Sydney NSW 2001 Phone: 02 9257 7196 Fax: 02 9257 3300 Email: john.defazio@amp.com.au When must I return my nomination forms by? Nominations Forms must reach the Returning Officer no later than 5.00 pm on 24 June 2011. Nominations received after 5.00 pm on 24 June 2011 will not be accepted. If only one valid nomination for the vacancy is received by 5.00pm on 24 June 2011, the candidate nominated will be declared the Member Representative. What happens if more than one nomination is received? In the event of more than 1 valid nomination being received for the Trading Operations electorate by the closing date, a secret ballot will be carried out. This ballot will be decided on a first-past-the-post basis. We will write to you again if this occurs. Where can I get more information? If you want more information or have any questions regarding this Policy Committee election, please call Mr John De Fazio, Returning Officer, on 02 9257 7196. Yours sincerely John De Fazio Strategic Account Manager AMP Corporate Superannuation Page 3 of 3