

| FOSTER`S GROUP LTD | 29/04/2011 AGM | |
|---|---|---|
| 1 | That, conditional upon the Scheme becoming Effective, the share capital of the Company be reduced by AUD 1,248,161,682, and be applied equally against each ordinary share of the Company on issue as at the Record Date, to be satisfied by the Company agreeing to pay to its subsidiary, Foster's Australia Limited ABN 76004056106 (Foster's Australia), an amount equal to AUD 1,248,161,682 so as to procure the transfer by Foster's Australia of the Demerger Shares in the manner set out in the Scheme | For |