Class : Scheme Meeting Chairmans address

For personal use only

31 January 2022

SCHEME MEETING - CHAIRMAN'S ADDRESS

Class Limited (ASX:CL1) (Class) refers to the proposed acquisition of all of the issued shares in Class by HUB24 Limited (ASX:HUB) (HUB24) by way of a recommended court-approved Scheme of Arrangement (Scheme).

In accordance with ASX Listing Rule 3.13.3, attached to this announcement are the following documents to be presented at the Scheme Meeting of Class commencing at 10:00am (Sydney time) today:

• a copy of the address to be delivered by the Chairman at the Scheme Meeting; and
• the Scheme Meeting presentation slides.

Class shareholders (or their proxies, attorneys or corporate representatives) will be able to attend and vote at the Scheme Meeting through an online platform available at https://meetings.linkgroup.com/CL122

or via telephone (for those Class shareholders who have obtained a unique PIN for verification purposes from Link Market Services).

The voting results of the Scheme Meeting will be communicated to the ASX shortly after the conclusion of the Scheme Meeting.

ENDS

Enquiries

For further information please contact:

Zoe Wise

Investor Relations Assistant

Email investor@class.com.au

For personal use only

SCHEME MEETING - CHAIR'S ADDRESS

INTRODUCTION

Good morning everyone and welcome to the Scheme Meeting of Class Limited. My name is Matthew Quinn and I have the pleasure of being the Chairman of your company. I will be chairing today's meeting.

As a quorum is present, I declare the Class Scheme Meeting open. I propose to take the Notice of Scheme Meeting as read.

On behalf of the Class Board and the management team, I would like to welcome our shareholders, or their proxies, attorneys or representatives present - thank you all for attending today.

This meeting has been convened in accordance with the orders made by the Supreme Court of New South Wales on 15 December 2021 and the Constitution of Class. The purpose of this meeting is for shareholders to vote on the proposed scheme of arrangement in relation to the acquisition of Class by HUB24 Limited, who I will refer to during this meeting as HUB24. HUB24 is an ASX-listed financial services company that was established in 2007 and is a leading provider of wealth management superannuation investment platforms, technology and data solutions to the Australian market.

Given the ongoing health risks associated with the COVID-19 pandemic, in the same manner as our 2021 Annual General Meeting, today's Scheme Meeting is being held via an online platform. Joining me today include fellow Class Board members together with our Class CEO and Managing Director, Andrew Russell and Company Secretary, Jasmin Chew. Representatives of Class' share registry, Link Market Services, are also present online to assist in the poll process of the Scheme Meeting. For the purpose of the Scheme Meeting, I appoint Aaron Calder as the Returning Officer. Mr Calder has agreed to act in that capacity. All other attendees are currently listening to a live webcast of the meeting, and you are also able to ask questions and submit votes through the platform.

If we experience any technical issues during today's meeting that results in a significant number of shareholders being unable to reasonably participate, I will adjourn this meeting. We would hope that any technical issues could be resolved quickly, and the reconvened meeting held later today. Please check the ASX if this eventuates.

For personal use only

Voting is now open. I will now provide an overview of the online platform, including how to ask questions and vote.

ONLINE PLATFORM

If at any stage you have difficulties with the platform, there is a helpline number displayed at the top of the page which you can call. That number is 1800 990 363.

Today's presentation slides were lodged with the ASX this morning and are available on the ASX website.

At the bottom of the online platform there are three boxes:

• get a voting card;
• ask a question; and
• downloads.

In the downloads section you will see three documents, being:

• the Scheme Booklet;
• the Notice of Meeting; and
• the Scheme Meeting Online Guide, which provides detailed guidance on how to use the online platform.

HOW TO ASK A QUESTION BY PHONE

If you have joined this meeting via telephone and would like to ask a question, when I call for questions on the Scheme Resolution, you will be asked to press *1 on your keypad to raise your hand. When it is time to ask your question, the moderator will introduce you to the meeting and your line will be unmuted. If you no longer wish to ask your question, you can lower your hand by pressing *2 on your keypad.

Note that only Class shareholders and proxy holders will be eligible to ask questions.

HOW TO ASK A QUESTION ONLINE

If you have joined this meeting via the online platform and did not submit a question prior to the meeting, but would like to ask a question online you can do so through the following process:

1. Click the 'Ask a Question' button either at the top or bottom of the webpage;

For personal use only

1. In the 'Regarding' section, click on the drop down arrow and select the category for your question;
2. Click in the 'Question' section and type your question and click 'Submit'.

A 'View Questions' box will appear where you can view your questions at any point. Only you can see the questions you have asked.

If your question has been answered and you would like to submit another question, please click 'Submit Another Question'.

If you have yet to obtain a voting card, you will be prompted to enter your shareholder number or proxy details before you can ask a question.

Please note that while you can submit questions via the online platform at any time, the Chair will only address questions at the relevant time in the meeting. Questions must be relevant to the business of today's meeting, being the approval of the Scheme. Please also note that if we receive multiple questions on one topic they may be amalgamated. But we will be very conscious to try to answer everyone's questions throughout the course of today's meeting.

Once again, if you experience any difficulties on the online platform, the helpline number is displayed at the top of the webpage. That number again is 1800 990 363 within Australia and overseas.

HOW TO VOTE

I will now briefly summarise the voting procedures which apply to this meeting.

As outlined in the Scheme Booklet, the vote on the Scheme Resolution will be conducted by a poll.

Shareholders or their proxy holders, attorneys and corporate representatives are entitled to vote on the Scheme Resolution.

Shareholders had the option in advance of today's meeting to appoint a proxy or to submit a direct vote. If you did not do this, you may also vote via the online platform during the meeting using the 'Get a Voting Card' button. Instructions on how to do this are displayed on the slides now.

Please note that if you cast a live vote at today's Scheme Meetings any direct vote or proxy previously submitted will be overridden.

On implementation of the Scheme, Class Shareholders are expected to own approximately 14.29% of the Combined Group with existing HUB24 Shareholders owning the remaining approximately 85.71% of the Combined Group.