Dear Shareholder

NOTICE OF ANNUAL GENERAL MEETING

I have pleasure in inviting you to the 2011 Annual General Meeting which will be held at The Arts Centre, 100 St Kilda Road, Melbourne, located in the ANZ Pavilion, on Tuesday 29 November 2011 at 10.00am.
At the meeting we will present to you Biota's results for the year ended 30 June 2011, and CEO, Peter Cook, will present a review of the Group's operations and future outlook. Please refer to the attached Notice of Meeting for a full list of the items of business and explanatory notes.
If you are unable to attend and vote at the meeting, we encourage you to still participate by lodging the proxy form included with this Notice of Meeting. The proxy form can be lodged online at www.linkmarketservices.com.au under 'Voting Online' or by returning the enclosed proxy form by mail or fax. We also invite shareholders to lodge questions in advance of the meeting by completing the question form enclosed with this letter or using the email address provided.
On behalf of the Directors of Biota, I sincerely hope that you can join us at the meeting and take advantage of the opportunity to meet and talk to Directors and Senior Executives.
Yours sincerely

Jim Fox

Chairman
1

NOTICE OF MEETING

NOTICE IS GIVEN that the Annual General Meeting of Biota Holdings Limited (the "Company") will be held on Tuesday 29 November 2011 at the Arts Centre, in the ANZ Pavillion, 100 St Kilda Road, Melbourne, at 10.00am.

BUSINESS OF THE MEETING

1. FINANCIAL STATEMENTS AND REPORTS

To receive the Directors' Report, Financial Statements and Independent Audit Report for the financial year ended 30 June 2011.

2. ELECTION OF DIRECTOR

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

"That Mr Paul Bell, a Director retiring from office by rotation, in accordance with Rule 58.1 of the Constitution, being eligible, is re-elected as a Director of the Company."

3. ADOPTION OF REMUNERATION REPORT

To adopt the Remuneration Report for the financial year ended 30 June 2011.

(The vote on this item is advisory only).

A proxy form accompanies this Notice of Annual General Meeting.

BY ORDER OF THE BOARD

Damian Lismore

Company Secretary
21 October 2011
2

EXPLANATORY NOTES

ITEM 1: FINANCIAL STATEMENTS AND REPORTS

There will be an opportunity for shareholders at the meeting to ask questions and comment on the
Directors' Report, Financial Statements and Independent Audit Report for the financial year ended
30 June 2011. There is no requirement in the Corporations Act or in the Company's Constitution for shareholders to approve the financial reports. Accordingly there will be no formal resolution put to the Annual General Meeting.

ITEM 2: ELECTION OF DIRECTOR

The Board of Directors of the Company currently includes five (5) non-executive Directors.
At least one of the non-executive Directors are required by the Company's Constitution to retire at this meeting. Mr Paul Bell, being the non-executive Director longest in office since last being elected retires and is now eligible for re-election.
Details of Mr Bell are set out below.

MR PAUL BELL (NON-EXECUTIVE DIRECTOR)

BA MA Hons

Paul Bell was appointed a director in September 2006. He has had an extensive executive career with the international pharmaceutical company Merck & Co Inc. Paul is a former member of Merck's Management Committee and was President of their Asia Pacific Human Health Division between 1997 and 2002. Prior to that, he was Managing Director of Merck Sharp & Dohme Australia Pty Ltd.
He's currently a non-executive director of Cochlear Ltd and of the Westmead Millennium Institute of Medical Research. Prior directorships include Gropep Ltd (2003-2006) and Bio-Link Partners Ltd (2005-2009).
Mr Bell is Chair of the Remuneration and Nominations Committee and provides invaluable pharmaceutical industry experience to the Board.

The Directors (other than Mr Bell who makes no recommendation in respect of his own re-election) support the re-election of Mr Bell to the Board of Directors of the Company.

ITEM 3: ADOPTION OF REMUNERATION REPORT

The Directors' Report for the year ended 30 June 2011 contains the Remuneration Report. The
Remuneration Report: