APA : Nominations for Position of Director

TO: APA SECURITYHOLDERS

This notice is given by Australian Pipeline Limited ('Company'), in its capacity as responsible entity of Australian Pipeline Trust ('Trust'), to the unitholders of the Trust who, by virtue of the units in the Trust being stapled to the units in APT Investment Trust, are also unitholders in APT Investment Trust ('APA Securityholders').

At the Company's next annual general meeting, Steven Crane and John Fletcher, both independent, non-executive Directors, will retire pursuant to Rule 7.1(g) of the Company's Constitution and, being eligible, will offer themselves for election.

Pursuant to the deed poll entered into by the Company on 28 June 2004 and amended with the approval of APA Securityholders on 27 October 2011 ('Deed Poll'), APA Securityholders may (but are not obliged to) nominate candidates for the two positions on the Company's Board of Directors that will become vacant on the retirement of Mr Crane and Mr Fletcher.

An APA Securityholder wishing to nominate a person ('Nominee') for that position must send to the Company, at the postal address or email address specified below, the following forms ('Nomination Documents'):

• a board candidate nomination form, which must be completed and signed by both the APA Securityholder making the nomination and the Nominee; and
• a nominee's consent to act as Director of the Company, which must be completed and signed by the Nominee.

The Nomination Documents may be obtained by contacting Link Market Services on 1800 992 312 (or +61 1800 992 312, if calling from outside Australia) or by sending an email to the email address noted below.

Both Nomination Documents, fully completed and signed, must be received by the Company at the following postal or email address no later than 5.00pm (Sydney time) on 28 August 2016:

Nominations that do not satisfy all those requirements will be invalid.

The 2016 Annual Meeting of APA Securityholders ('Securityholders' Meeting') will be held at 10.30am on Thursday, 27 October 2016 at City Recital Hall, Angel Place, Sydney, NSW.

Formal notice of the Securityholders' Meeting will be sent to APA Securityholders in late September 2016. Information about Nominees contained in valid Nomination Documents will be included in the notice of meeting, except to the extent the Company determines, in its discretion, that the information is misleading or otherwise inappropriate.

Pursuant to the Deed Poll, APA Securityholders will be given the opportunity at the Securityholders' Meeting to vote on the nominations of Mr Crane, Mr Fletcher and any Nominees nominated by APA Securityholders in accordance with the procedure described above. If APA Securityholders approve (by ordinary resolution) the nominations of more than two candidates, the two nominations with the highest majority of votes will be taken to be approved.

Following the close of the Securityholders' Meeting, the Company may convene an annual general meeting ('AGM') to consider the election of directors taking into account the candidates approved by APA Securityholders. Alternatively, as the Company currently has only one member, APT Pipelines Limited, it is not obliged to hold an AGM under the Corporations Act 2001, in which case in place of the 'physicaL' AGM, the resolutions which would have been put to the AGM may be recorded and signed by the sole member.

APA Securityholders and Nominees should be aware that, in line with the ASX Corporate Governance Principles and Recommendations, the Company may (itself or through an external agent) undertake certain background checks on Nominees and may contact Nominees in this regard.

An APA Securityholder who nominates a person for the position of Director according to the procedures described above, or the Nominee, may withdraw that nomination by written notice sent to the Company at the above address at any time before the Securityholders' Meeting.