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BOARD OF DIRECTORS

Sydney Markets Limited Board

		John Pearson Chairman of the Board

	Colin Gray Expertise Director	William Lynch Expertise Director	David Hynes Independent Director

Billy Lee Nominee Director Growers	David Whiteman Nominee Director Warehouses	Shaun McInerney Nominee Director Wholesale Market	Alvisio (John) Olivieri Nominee Director Flower Market	Mario Messina Nominee Director Retail Markets

Information on Directors

John C. PEARSON Non-Executive Director & Chairman	Experience: Chairman since May 2005 Experienced and successful finance executive with significant banking, building society and management exposure at senior levels. Director of Balmain Leagues Club Director of Tigers Advisory Group Pty Ltd Director of R.P. Cricket Pty Ltd – T/A Randwick Petersham Foundation SML Committees: Finance & Audit, Remuneration, Master Plan, Retail Markets Sub committee Interest in shares: Nil



Colin H. GRAY Non-Executive Expertise Director	Qualifications: Fellow, CPA Australia (FCPA) Qualified Accountant (CPA) Associate Fellow, Australian Institute of Management (AFAIM) Member, Australian Institute of Training and Development (MAITD) Associate Fellow, Australian Society of Association Executives (AFSAE) Graduate, Australian Army Command and Staff College (the Army's highest training institution) Member, Australian Institute of Company Directors (MAICD) Experience: Board Member since 1997 Worked as an accountant in private industry More than 20 years service with the Australian Army in command, training and operational appointments in Australia, South East Asia and Europe and with the United Nations in the Middle East. Achieved the rank of Lieutenant Colonel Over 18 years experience in the Fruit & Vegetables Industry Past Chairman, Sydney Markets Industries Group Chief Executive Officer, The NSW Chamber of Fruit and Vegetable Industries Inc. Secretary, Chamber (Holdings) Pty Ltd Secretary, NSW Chamber (Services) Pty Ltd Secretary, Sydney Markets Foundation Inc. SML Committees: Finance & Audit, Fresh for Kids, Master Plan, Retail markets Sub Committee



William L. LYNCH Non-Executive Expertise Director	Experience: Board Member since 1998 Director of several companies in the flower industry, including: W & D Lynch Pty Ltd Carismatic Pty Ltd Past President, Australian Flower Growers Association Past President, Flower Growers Group of NSW Inc Associate Member, NSW Chamber of Fruit and Vegetable Industries Inc. Over 54 years experience in the Australian Horticulture Industry as a grower, wholesaler & retailer. SML Committees: Remuneration, Finance & Audit Interest in shares: 10 Retail Markets Ordinary; and 7 Flower Market Ordinary Shares



David W. HYNES Non-Executive Independent Director	Qualifications: B.Ec / LL.B (Sydney Uni) Experience: Board Member since 2005 Executive Director of Winston Langley Pty Limited, a property development and property advisory organisation President of the Australian Baseball Federation SML Committees: Remuneration, Master Plan, Retail Markets Sub Committee Interest in shares: Nil



Billy W.B. LEE Non-Executive Nominee Director – Growers	Experience: Board Member since 26 October 2011 Over 51 years experience in the growers industry SML Committees: Nil Interest in shares: 1 Warehouse Ordinary Share; 2 Growers Ordinary Shares; and 3 Retail Ordinary Shares



David J. WHITEMAN Non-Executive Nominee Director – Warehouses	Qualifications: BA (Macquarie University) majoring in Economics & Financial Studies Experience: Board Member since 2004 Over 44 years experience in the fruit and vegetable industry Director of several companies in the fruit and vegetable industry, including: C J Lewis Pty Ltd C J Lewis Aust Pty Ltd Mount View (Batlow) Pty Ltd Davic Investments Pty Ltd Chamber (Holdings) Pty Ltd NSW Chamber (Services) Pty Ltd Vice President, The NSW Chamber of Fruit and Vegetable Industries Inc. Vice President, Australian Chamber of Fruit and Vegetable Industries SML Committees: Chairman, Environment Management Interest in shares: Nil



Shaun MCINERNEY Non-Executive Nominee Director – Wholesale	Experience: Board Member since 2011 Over 30 years experience in the fruit and vegetable industry Director of Fresh Fellas Pty Ltd SML Committees: Environment Management Interest in shares: 2 Wholesale Ordinary Shares; 1 Warehouse Ordinary Share; 6 Retail Markets Ordinary Shares; and 1 Growers Ordinary Share



A lvisio (John) OLIVIERI Non-Executive Nominee Director – Flower Market	Experience: Board Member since 2008 Over 33 years involvement in the commercial cut flower industry Director of A & L Property Developments Pty Ltd. Former President of the NSW Flower Growers Group Interest in shares: 4 Flower Ordinary Shares



Mario MESSINA Non-Executive Nominee Director – Retail Markets	Qualifications: Diploma - Marketing Experience: Board Member since 18 July 2012 Representative, Paddy’s Advisory Committee SML Committees: Environment Management Interest in shares: 8 Retail Markets Ordinary Shares

Council of Market Representatives

The Board of Sydney Markets Limited (SML) were of the view that there should be continuous and meaningful dialogue between SML and people who:

conduct business activities at the Markets or regularly use the facilities of the Markets: and
are members of an industry group specified in accordance with the articles of association

In this way, SML’s management is able to understand first-hand the goals, objectives and priorities of the people most directly involved in day to day business at the Markets. In order to ensure that dialogue is created and maintained, the articles of association provide for the establishment of the Council of Market Representatives. The Council acts as an advisory panel to the Directors. The Council is chaired by SML’s Chairman.

Specific issues on which the Council may deliberate and report to the Directors are:

the operation and efficiency of the Markets;
the development of initiatives to ensure optimal operation of the Markets is achieved and maintained;
the interaction between the Tenants and other users of the Markets and the concerns of both groups;
ensuring all users have proper and reasonable access to the facilities of the Markets;
the promotion of the Markets and all its activities;
the degree of customer satisfactions with the wholesale and retail activities of the Markets; and
recommendations in respect of the industry groups specified in SML’s articles of association.

SML Chairman convenes meetings at such times as he and other members of the Council consider fit provided that meetings of the Council will be comprised of Market Participants nominated by their respective Industry Groups and confirmed by the Directors

The Council has no authority to bind Sydney Markets Limited.

Shareholders

Sydney Markets Limited is an unlisted public company with approximately 2,000 shareholders. Shares are divided into 5 classes, reflecting the different areas of the Market: Flowers, Growers, Retail Markets, Warehouse & Wholesalers. The class into which the Share is divided depends on the location within the Markets of the Tradeable Space to which the relevant share is stapled.

Share Trading

Once a Share is issued to a tenant, whenever that Tradeable Space is transferred, the Share to which it is stapled must be transferred with it. The future holder of the Tradeable Space will succeed to the right to participate as a shareholder in Sydney Markets Limited.