CHALLENGER LIMITED — AGM Information 2007

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Challenger Financial Services Group Limited Notice of Annual General Meeting 2007

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Challenger Financial Services Group Limited (ABN 85 106 842 371)

NOTICE is hereby given that the Annual General Meeting of shareholders of Challenger Financial Services Group Limited (‘the Company’ or ‘Challenger’) will be held at the Hilton Hotel Sydney, 488 George Street, Sydney NSW, Ballroom A on Thursday, 22 November 2007 at 10.30am

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Business

Financial Statements and Reports

1. To receive and consider the Financial Report, Directors’ Report and Independent Auditor’s Report for the Company and its controlled entities for the financial year ended 30 June 2007.

Election of Directors

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

2. That Mr Peter Polson who retires by rotation in accordance with clause 6.1 of the Constitution of the Company, be re-elected as a Director of Challenger.

3. That Mr Graham Cubbin, who retires by rotation in accordance with clause 6.1 of the Constitution of the Company, be re-elected as a Director of Challenger.

4. That Mr Russell Hooper, who retires by rotation in accordance with clause 6.1 of the Constitution of the Company, be re-elected as a Director of Challenger.

Remuneration Report

To consider and, if thought fit, to pass the following resolution as a non-binding shareholders’ resolution:

5. That the Remuneration Report for the year ended 30 June 2007 be adopted.

Non-Executive Directors’

Remuneration

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

Challenger Performance Plan

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

7. That for all purposes under the Corporations Act and Listing Rules of ASX Limited, including the purposes of Listing Rule 7.2 (Exception 9), approval be given to the equity-based reward plan called the Challenger Performance Plan for the provision of long term incentives to Executive Directors, executives and employees of Challenger and its subsidiaries and the granting of options in accordance with the terms of the Challenger Performance Plan.

The terms of the Challenger Performance Plan are summarised in the Explanatory Notes that accompany this Notice of Meeting.

Ratification of the issue of options under the Challenger Performance Plan

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

8. That the issue of 15,575,000 options to participants under the Challenger Performance Plan be approved for all purposes, including under ASX Listing Rule 7.4.

Details of the options issued under the Challenger Performance Plan, together with the terms of the options and other details required by the ASX Listing Rules are summarised in the Explanatory Notes that accompany this Notice of Meeting.

6. That the maximum aggregate amount of remuneration available to be paid to Non-Executive Directors be increased by $500,000 per annum from $1,500,000 per annum to $2,000,000 per annum.

Challenger Financial Services Group Limited Notice of Annual General Meeting 2007 1

Business

Voting Exclusion Statement

In accordance with the ASX Listing Rules, Challenger will disregard a vote on:

• Resolution 6 (Non-Executive Directors’ remuneration) by all Directors of the Company and their associates.

• Resolution 7 (Challenger Performance Plan) by any Executive Director of the Company and their associates.

• Resolution 8 (Ratification of the issue of options under the Challenger Performance Plan) by any person who participated in the issue of the options and their associates.

However, Challenger need not disregard a vote if it is cast by a person as proxy for a person who is entitled to vote, in accordance with the directions on the proxy form, or cast by the Chairman as proxy for a person who is entitled to vote, in accordance with a direction on the proxy form to vote as the proxy decides.

By order of the Board.

Christopher John Robson

Company Secretary 17 October 2007

2 Challenger Financial Services Group Limited Notice of Annual General Meeting 2007

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Information for shareholders

Appointing a Proxy

A member is entitled to attend and vote at a meeting of members and may appoint not more than two people as the member’s proxy to attend and vote for the member at the meeting. A proxy need not be a shareholder of the Company, and can be either an individual or a body corporate. A proxy form is included with this Notice of Meeting.

If the member appoints two proxies, the proxy form must specify the proportion of voting rights each proxy is appointed to exercise. If no proportions are specified, each proxy may exercise half the available votes. If you require a second proxy form, please contact Computershare on 1800 780 782.

For an appointment of a proxy to be effective, the Company must receive the proxy form duly completed and signed by no later than 10.30am on Tuesday, 20 November 2007; and if signed by the appointer’s attorney, the authority under which the appointment was signed or a certified copy of the authority.

You can send your proxy form to Computershare by doing one of the following:

• lodging it online at Computershare’s website www.computershare.com/au/proxy/cgf as instructed there (you will have been taken to have signed your proxy form if you lodge it in accordance with the instructions given on the website); or

• faxing it to (03) 9473 2118; or

• posting it by using the reply paid envelope to: Computershare Investor Services Pty Limited GPO Box 242, Melbourne Vic 8060; or

• delivering it to: Computershare Investor Services Pty Limited, Level 2, 60 Carrington Street, Sydney NSW 2000.

Appointing a proxy does not mean you cannot attend the meeting, however, under the Challenger Constitution, if you vote on any resolution, the proxy is not entitled to vote, and must not vote, as the appointer’s proxy on the resolution.

Corporate Shareholders

Corporate shareholders wishing to appoint a representative to attend the meeting on their behalf must provide that person with a properly executed authorisation confirming that they are permitted to act as the company’s representative. Such authorisation may be for this meeting only or for all meetings of the Company.

Eligibility

The Board has determined that for the purposes of the meeting, those members registered as holding shares at 7.00pm on Tuesday, 20 November 2007, will have voting entitlements for the meeting.

Registration

If you are attending the meeting in person, please bring the personalised proxy form enclosed with this Notice of Meeting with you. The bar code at the top of the proxy form will facilitate registration. If you do not bring the proxy form with you, you will still be able to attend the meeting, but at registration, representatives from Computershare will need to verify your identity. Registration will be available from 9.30am Sydney time on the day of the meeting.

Undirected Proxies

The Chairman of Challenger will chair the meeting. The Chairman will vote undirected proxies in favour of all of the resolutions. Challenger recommends that all shareholders who submit proxies direct their proxy how to vote on each resolution.

If you do not wish to direct your proxy how to vote, you should mark the appropriate box on the proxy form.

By doing this, you acknowledge that the Chairman may exercise your proxy even if he has an interest in the outcome of the resolution and votes cast by him other than as proxy holder would otherwise be disregarded because of that interest.

Challenger Financial Services Group Limited Notice of Annual General Meeting 2007 3

Information for shareholders

Questions and Comments by Shareholders at the meeting

In accordance with the Corporations Act, a reasonable opportunity will be given to shareholders – as a whole – to ask questions about or to make comments on Challenger’s management or its Remuneration Report at the meeting. Similarly, a reasonable opportunity will be given to shareholders – as a whole – to ask Challenger’s auditor, Ernst & Young, questions about:

• the conduct of the audit;

• the preparation and content of the auditor’s report;

• the accounting policies adopted by the Company in relation to the preparation of its financial statements; and

• the independence of the auditor in relation to the conduct of the audit.

Shareholders may also provide written questions to the auditor concerning the content of the audit report or the conduct of the audit of the Company’s financial report for the financial year ended 30 June 2007 in advance of the meeting. Written questions must be submitted to the Company no later than 5.00pm on Thursday, 15 November 2007, and should be addressed as follows:

The Company Secretary Challenger Financial Services Group Limited Level 15, 255 Pitt Street Sydney NSW 2000

A question list will be prepared by Ernst & Young and will be made available to members at the Annual General Meeting.

4 Challenger Financial Services Group Limited Notice of Annual General Meeting 2007

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Explanatory notes on the resolutions

Item 1 – Financial statements

The Financial Report, Directors’ Report and Independent Auditor’s Report for the Company and its controlled entities for the year ended 30 June 2007 will be laid before the meeting in accordance with the requirements of the Corporations Act 2001 (Cwlth) (‘Corporations Act’). Shareholders will be provided with the opportunity to ask questions about the reports or the Company generally but there will be no formal resolution put to the meeting in relation to Item 1.

Items 2, 3 and 4 – Election of Directors by rotation

In accordance with Challenger’s Constitution, it is necessary for one-third of the directors, excluding the Chief Executive Officer (rounded down to the nearest whole number), to retire by rotation each year.

The directors have determined that the basis for determining which of them shall stand for re-election will be alphabetical order.

Accordingly, Messrs Polson, Cubbin and Hooper will retire by rotation at the 2007 Annual General Meeting (AGM) and, being eligible, each offers himself for re-election as a director at the meeting. Mr Service and Ms Shanahan will not be offering themselves for re-election.

The Board is accountable to shareholders for the activities and performance of Challenger. Board members have been selected for their experience and knowledge of the financial markets in which Challenger operates, their familiarity with Challenger’s stakeholders and their capacity to assist the Board to act cohesively and with integrity.

A brief description of each director follows.

Mr Polson was appointed to the Challenger Board on 6 November 2003. Mr Polson retired from the Commonwealth Bank in October 2002, where he held the position of Group Executive, Investment and Insurance Services, responsible for all investment and insurance services for the group. Mr Polson joined the Colonial group in 1994 prior to its acquisition by the Commonwealth Bank. Previously, Mr Polson was Managing Director of National Mutual Funds Management (International) Limited.

Committees

Mr Polson is Chairman of both the Remuneration Committee and the Nomination Committee.

Mr Cubbin was appointed to the Challenger Board on 6 January 2004. Mr Cubbin has previously been a senior executive of Consolidated Press Holdings Limited (CPH) from 1991 until September 2005, including Chief Financial Officer for 13 years. Prior to joining CPH, Mr Cubbin held senior finance positions with a number of major companies, including Capita Financial Group and Ford Motor Company.

Committees

Mr Cubbin is a member of the Group Audit and Compliance Committee and a member of the Nomination Committee.

Mr Hooper was appointed to the Challenger Board on 6 November 2003. Mr Hooper was previously a director and chairman of the audit committee for Commonwealth Insurance Limited, a subsidiary of the Commonwealth Bank. Mr Hooper was also previously Chief General Manager, Funds Management at St George Bank Limited and, prior to that, held various positions within the financial services group at St George Bank Limited and Advance Bank Limited for more than 13 years.

Committees

Mr Hooper is a member of the Group Audit and Compliance Committee, the Renumeration Committee and the Nomination Committee.

Recommendation

The Board has significantly benefited from the depth of the commercial and financial experience of Messrs Polson, Cubbin and Hooper and their background in the markets in which Challenger operates. The Board unanimously recommends that shareholders vote in favour of the re-election of Messrs Polson, Cubbin and Hooper.

Challenger Financial Services Group Limited Notice of Annual General Meeting 2007 5

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Item 5 – Remuneration report

The Annual Report for the year ended 30 June 2007 contains a Remuneration Report, which sets out Challenger’s remuneration policy and reports on the remuneration arrangements in place for Executive Directors, specified executives and Non-Executive Directors. A copy of the Report is set out on pages 24 to 31 of the Annual Report and can also be found on Challenger’s website at www.challenger.com.au.

This resolution, which is proposed pursuant to the requirements of section 250R (2) of the Corporations Act, proposes that shareholders adopt the Remuneration Report. Shareholders should note that the Corporations Act provides that the vote on this resolution is advisory only; it does not bind the Directors or the Company.

A reasonable opportunity will be provided for discussion of and questions relating to the Remuneration Report at the meeting.

Item 6 – Non-Executive Directors’ remuneration

Item 6 proposes an increase in the maximum amount of fees that can be paid to Non-Executive Directors each year from $1,500,000 per annum to $2,000,000 per annum, an increase of $500,000 per annum. The resolution for Item 6 is proposed for the purposes of ASX Listing Rule 10.17 and Challenger’s Constitution, which require shareholders to approve any increase in the total amount of Non-Executive Directors’ fees that can be paid each year.

An amount not exceeding the amount approved by shareholders is divided each year among the Non-Executive Directors, as they agree.

It should be noted that the aggregate amount of fees paid to Non-Executive Directors does not include any amount paid or applied to a superannuation fund for a Director, nor does it include any premium paid on an insurance policy for Directors’ liability.

The proposal to increase the maximum remuneration payable to Non-Executive Directors to a maximum amount of $2,000,000 per annum is necessary, in the opinion of the Board, in order to:

• ensure that Challenger can offer Non-Executive Directors a competitive level of remuneration having regard to the remuneration paid by peer companies;

• ensure that Challenger is able to recompense NonExecutive Directors for their increased workload both at Board level and on Board committees; and

• enable Challenger to attract other Non-Executive, independent board members, as required, whose skills and experience will complement the skills and experience of existing Board members.

Item 7 – Challenger performance plan

The Company’s remuneration framework offers a mix of short-term employment benefits (such as fixed remuneration and short-term incentive), post-employment benefits (superannuation) and equity-based reward plans.

The Board believes that equity-based rewards are a key tool in enabling the achievement of superior and sustainable performance for shareholders by providing direct alignment between the interests of executives, key employees and shareholders.

Under the Challenger Performance Plan (‘Plan’) the Board may at any time make an offer of options (‘Performance Options’) and/or an offer of rights (‘Performance Rights’) to any Executive Director, senior executive or employee of the Company or of a subsidiary of the Company (‘eligible participants’). The terms and conditions of the offer, including the exercise price of the options and any vesting conditions, are in the sole discretion of the Board.

The Board seeks shareholder approval of:

• the Plan (to replace existing Long Term Incentive Plan previously approved by shareholders (‘LTIP’)); and,

• the grant of Performance Rights and Performance Options under the Plan for all purposes under the Corporations Act and the Listing Rules of ASX Limited (‘Listing Rules’).

The Plan is a flexible scheme that provides for the award of either or both Performance Options or Performance Rights to each eligible participant. Directors other than Executive Directors are not eligible to participate in the Challenger Performance Plan.

At the date of this Notice of Annual General Meeting, the Company has issued 15,575,000 Performance Options and 4,731,063 Performance Rights to eligible participants of the Plan.

The Board believes that the Plan;

• aligns the interests of Executive Directors, senior executives, key employees and shareholders;

• is of a contemporary design and is in line with market best practice;

• is simple for participants to value as part of their annual remuneration;

6 Challenger Financial Services Group Notice of Annual General Meeting 2007

Explanatory Notes on the Resolutions

• acts as an effective reward, motivation and retention mechanism for key employees across the business; and

• in relation to Performance Options awards, represents a pay for performance component of executive remuneration.

Key features of the Challenger Performance Plan

The Board is responsible for administering the Plan in accordance with the Challenger Performance Plan Rules (‘Plan Rules’) and the terms and conditions of the specific grants to participants in the Plan. The Plan Rules include the following provisions:

• 1 Executive Directors, executives, full-time and part-time employees of the Company or any of its subsidiaries and any other person determined by the Board may be offered the opportunity to participate in the Plan by the Board (‘Participants’).

• 2 The Plan Rules permit the Board to award either or both:

• a) ‘Performance Options’, which are options to acquire either an issued share or an unissued share in the Company. If shares are issued they will be fully-paid ordinary shares which rank equally in all respects with issued ordinary shares in the capital of the Company; and/or

• b) ‘Performance Rights’, which are conditional rights to acquire a share in the Company by transfer.

• 3 The Board shall determine the terms and conditions of any offer of Performance Options or Performance Rights. The terms and conditions of any offer will include:

• a) the number of Performance Options and/or Performance Rights offered,

• b) the amount payable on the grant of a Performance Option (if any),

• c) the amount payable on the exercise of a Performance Option (if any),

• d) the expiry date of the grant and the vesting conditions (if any), and

• e) the class of shares or any rights attaching to the class of shares in respect of the relevant Performance Options and/or Performance Rights.

At its discretion, the Board may impose additional terms and conditions on any offer.

• 4 Each Performance Option will only vest and become exercisable and each Performance Right will only vest if the applicable vesting conditions have been satisfied or waived by the Board. The Board shall determine whether the vesting conditions have been satisfied.

• 5 The vesting conditions (if any) may include performance requirements and/or time based conditions. Whilst the Plan provides that the expiry of the term set by the Board must not exceed 10 years from the date of the grant, the Board’s intention is that Performance Options should vest over 4 years, and Performance Options issued to date have all had 4 year vesting periods.

• 6 The Board has broad discretion to determine when a Performance Option or Performance Right shall lapse and when a Performance Option shall be incapable of exercise. Generally, unless the Board determines otherwise, this will occur:

• a) if a Participant was an employee, on the date the Participant ceases to be an employee;

• b) where Performance Options or Performance Rights have vested and have not been exercised, and a Participant voluntarily resigns, 60 days after the Participant ceases to be an employee;

• c) where Performance Options or Performance Rights have vested and have not been exercised, and a Participant retires, is retrenched, made redundant, dies or suffers permanent incapacity, 180 days after the Participant ceases to be an employee;

• d) where an employee is employed by or for a company which was, but ceases to be, a subsidiary of the Company, 180 days after the company ceases to be a subsidiary of the Company;

• e) the date a Participant who is an Executive Director (but is no longer an employee) ceases to hold office;

• f) where the Performance Option and/or Performance Right has vested and have not been exercised, and a Participant who was an Executive Director but not an employee retires, dies or suffers permanent incapacity, the date 180 days after the Participant ceases to hold office;

• g) the Board determining that the vesting conditions have not been satisfied on the date by which they are required to be satisfied or are incapable of being met;

Challenger Financial Services Group Limited Notice of Annual General Meeting 2007 7

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• h) a Participant committing an act of dishonesty, being deemed ineligible to hold office for the purposes of Part 2D.6 of the Corporations Act, being found to have acted in a manner that the Board considers to be gross misconduct or being dismissed with cause.

• 7 The Board may impose disposal restrictions on any share acquired upon exercise of a Performance Option and/or Performance Rights granted under the Plan.

• 8 If in the Board’s opinion there has been or will be a change of control in the Company, the Board may determine the manner in which the Performance Options and/or Performance Rights will be dealt with providing that any determination does not adversely affect the accrued rights of Participants. This may include acceleration of their vesting.

Effect of Resolution 7

If Resolution 7 is passed:

• a) any benefits received by a Participant under the Plan upon cessation of employment will not be prohibited under the retirement benefit provisions of section 200B of the Corporations Act. Benefits may include the early vesting of Performance Options or Performance Rights or the release of disposal restrictions on shares approved by the Board in limited circumstances set out in the rules of the Plan. The value of any such benefits cannot be ascertained at the time of issuing this Notice of Meeting. However, the calculation of the value of the benefits would be affected by the number of Performance Options or Performance Rights which are allowed to be exercised with the discretion of the Board and the market value of the Company’s shares at the time of exercise; and

• b) any Performance Options or Performance Rights issued under the Plan will be excluded under ASX Listing Rule 7.2 exception 9 from the calculation of the maximum number of securities that can be issued by the Company in any 12 month period under ASX Listing Rule 7.1 (currently 15% of shares previously on issue) for a period of 3 years from the date of this approval.

The Board considers that the Plan is in the best interests of shareholders, as the Plan strengthens the link between performance and remuneration and acts as a tool to assist in the retention of all employees critical to Challenger’s success.

Recommendation

The Non-Executive Directors unanimously recommend that shareholders vote in favour of the Plan and in favour of grants of Performance Options under the Plan.

Item 8 – Ratification of the issue of options under the Challenger performance plan

Under the Challenger Performance Plan (‘Plan’) the Board may at any time make an offer of options (‘Performance Options’) and/or offer of rights (Performance Rights) to any Executive Director, senior executive or employee of the Company or of a subsidiary of the Company (‘eligible participants’). The terms and conditions of the offer, including the exercise price of the options and any vesting conditions, are at the sole discretion of the Board.

Subject to the Board determining otherwise prior to an offer of Performance Options made under the Plan, and pending the satisfaction or waiver of any applicable vesting condition, each Performance Option entitles the holder to subscribe for one fully-paid ordinary share in the capital of the Company which will rank equally in all respects with the ordinary share capital of the Company.

Pursuant to the Plan, a total of 15,575,000 Performance Options have been, or will before the date of the meeting be, issued to eligible participants under the Plan[1] as follows:

• 1 This does not include 4 million Performance Options put for approval at the Extraordinary General Meeting of 19 October 2007 in favour of Chief Executive Officer, Mike Tilley.

• 2 Options granted in place of previous employment arrangements. Exercise price of $3.5545 being the relevant reference price in September 2006 pursuant to the then Challenger LTIP employee share scheme.

8 Challenger Financial Services Group Notice of Annual General Meeting 2007

Explanatory Notes on the Resolutions

Allotees under each tranche were determined by the Board on the basis of applying the Company’s renumeration policy which is designed to align the interest of key excutives and shareholders.

The Performance Options were issued for no consideration. The funds raised on any exercise of the Performance Options will be used for the Company’s general working capital purposes.

In relation to the Performance Options issued to date and listed above, the Board has imposed a vesting condition so that they do not vest until 4 years after the date of the offer of the Performance Option to the relevant person and only then after performance targets have been satisfied. The performance targets have been chosen by the Board in order to link remuneration to the important shareholder goals of Company performance and increase in shareholder value. Options must be exercised within 60 days of the 4 year vesting period, otherwise they lapse.

The exception to these vesting arrangements is that 2,000,000 of the Performance Options issued on 28 September 2007 will vest over 4 years, one third to vest on each of the second, third and fourth anniversary of offer to the Participant. These Performance Options were granted as part of a sign on arrangement for an executive. These Performance Options are otherwise subject to the same terms and vesting conditions as the other Performance Options granted on 28 September 2007, subject to performance conditions being assessed on the second, third and fourth anniversary of offer.

In order for 100% of the Performance Options issued to a person to vest, the Company must have experienced compound growth in the earnings per share of 10% per annum or more during the financial years between the date of issue of the Performance Option and the date four years after the offer.

If that target is not satisfied, but the ‘total shareholder return’ is greater than or equal to the 75th percentile of the total shareholder returns of other S&P ASX 100 companies for that period then 100% of those options will vest.

If neither of these targets are satisfied, but the ‘total shareholder return’ is greater than the 50th percentile of the total shareholder returns of other S&P ASX 100 companies, then 50% of those options will vest.

For these purposes ‘total shareholder return’ is determined by calculating the amount by which the sum of the 30 day volume weighted average price (‘VWAP’)

for the Company’s ordinary shares in the period up to and including the performance test date and the dividends paid on an ordinary share in the Company over the vesting period exceeds the 30 day VWAP for the Company’s ordinary shares in the period up to and including the date of offer, expressed as a percentage.

The ‘total shareholder return’ for the other S&P ASX 100 companies will be calculated in a similar manner.

If none of those performance targets have been reached at the end of the vesting period, the options will lapse. No re-testing is allowed.

ASX Listing Rule 7.1 limits the maximum number of equity securities that can be issued in any 12 month period without shareholder approval to 15% of the number of fully paid ordinary shares on issue 12 months before the date of issue. The Performance Options are included for the purposes of calculating this limit because they are an option over an unissued security (being ordinary shares in the Company).

Resolution 8 is not a resolution as to whether to proceed with the issue of the Performance Options. The Company has already issued the Performance Options referred to in the table above to eligible participants under the Plan and did not require shareholder approval to do so because the issue of the Performance Options (taken together with the number of equity securities issued by the Company in the preceding 12 months without either shareholder approval or being issued under an exception to ASX Listing Rule 7.1), did not exceed the 15% limit under ASX Listing Rule 7.1. Resolution 8 relates to the Company’s ability to raise additional capital in the next 12 months without first obtaining shareholder approval.

Under ASX Listing Rule 7.4, the shareholders may ratify an issue of equity securities made without shareholder approval where the 15% limit has not been infringed.

Resolution 8 ratifies the issue by the Company of the Performance Options and would therefore provide the Company with greater flexibility in raising equity capital, which would be of benefit to the Company for the reasons discussed above.

Recommendation

The Board unanimously recommends that the shareholders approve the issue of the Performance Options under the Plan.

Challenger Financial Services Group Limited Notice of Annual General Meeting 2007 9

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Level 3 55 St Georges Terrace Perth WA 6000 telephone 08 9223 7800 facsimile 08 9221 2499

Level 15

255 Pitt Street Sydney NSW 2000 telephone 02 9994 7000 facsimile 02 9994 7777

Level 10 Level 1 101 Collins Street 212 Pirie Street Melbourne VIC 3000 Adelaide SA 5000 telephone 03 8616 1000 telephone 08 8228 3270 facsimile 03 8616 1111 facsimile 08 8212 1661

Level 9 175 Eagle Street Brisbane QLD 4000 telephone 07 3218 8000 facsimile 07 3220 3132

Investor services

13 35 66

Adviser services 1800 621 009

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www.challenger.com.au

challenger financial services group limited ABN 85 106 842 371

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Challenger Financial Services Group Limited ABN 85 106 842 371

to lodge a proXY form:

Computershare Investor Services Pty Limited GPO Box 242 Melbourne Victoria 3001 Australia Facsimile +61 3 9473 2188

for all enquiries call: (within Australia) 1300 850 505 (outside Australia) +61 3 9415 4000

for Your vote to be effective it must be received bY 10:30am tuesdaY 20 november 2007

yOur SeCurItyhOLder INFOrMAtION IS AVAILABLe ONLINe, SIMPLy VISIt: http://www.challenger.com.au/content/annualreports.asp

review your securityholding Your secure online access information

update your securityholding

srn/hin: post code:

FOr SeCurIty reASONS It IS IMPOrtANt thAt yOu keeP yOur SrN/hIN CONFIdeNtIAL.

how to complete this proXY form Please read these notes prior to completion of the Proxy Form.

votes on items of business

signing instructions

voting 100% of your holding. you may direct your proxy how to vote by placing a mark in one of the boxes opposite each item of business. All your securities will be voted in accordance with such a direction. If you do not mark any of the boxes on a given item, your proxy may vote as he or she chooses. If you mark more than one box on an item your vote on that item will be invalid.

voting a portion of your holding. you may indicate only a portion of voting rights are to be voted on any item by inserting the percentage or number of securities you wish to vote in the appropriate box or boxes. the sum of the votes cast on each item or the percentages for and against an item must not exceed your voting entitlement or 100%.

a proxy need not be a securityholder of the company.

appointment of a second proXY

you are entitled to appoint up to two proxies to attend the meeting and vote on a poll. If you appoint two proxies you must specify the proportion or number of votes each proxy may exercise, otherwise each proxy may exercise half of the votes. Fractions of votes will be disregarded. A separate Proxy Form should be used for each proxy. you can obtain additional forms by telephoning the company’s share registry or you may copy this form. If you lodge two proxies please lodge both forms together.

individual: where the holding is in one name, the holder must sign.

Joint holding: where the holding is in more than one name, all of the securityholders should sign.

power of attorney: to sign under Power of Attorney, you must have already lodged this document with the registry. If you have not previously lodged this document for notation, please attach a certified photocopy of the Power of Attorney to this form when you return it.

companies: Where the company has a Sole director who is also the Sole Company Secretary, this form must be signed by that person. If the company (pursuant to section 204A of the Corporations Act 2001) does not have a Company Secretary, a Sole director can also sign alone. Otherwise this form must be signed by a director jointly with either another director or a Company Secretary. Please indicate the office held by signing in the appropriate place.

If a representative of a corporate securityholder or proxy is to attend the meeting the appropriate “Certificate of Appointment of Corporate representative” should be produced prior to admission. A form of the certificate may be obtained by telephoning the company’s share registry or at www.computershare.com.

lodgement of a proXY form. this form (and any power of attorney under which it is signed) must be received at an address given above not later than 48 hours before the commencement of the meeting at 10:30am, thursday 22 november 2007. any proxy form received after that time will not be valid for the scheduled meeting.

017980 - V4

proXY form

please mark to indicate Your directions

step 1

appoint a proXY to vote on Your behalf

i/we being a member/s of challenger financial services group limited hereby appoint

the chairman of the meeting[or]

please leave this box blank if you have selected the chairman of the meeting. do not insert your own name(s).

or failing the individual or body corporate named, or if no individual or body corporate is named, the Chairman of the Meeting, as my/our proxy to act generally at the meeting on my/our behalf and to vote in accordance with the following directions (or if no directions have been given, as the proxy sees fit) at the Annual General Meeting of Challenger Financial Services Group Limited to be held at Ballroom A, hilton Sydney, 488 George Street, Sydney NSW on thursday 22 November 2007 at 10:30am and at any adjournment of that meeting.

important: for item 6 below If the Chairman of the Meeting is your nominated proxy, or may be appointed by default, and you have not directed your proxy how to vote on Item 6 below, please place a mark in this box. By marking this box you acknowledge that the Chairman of the Meeting may exercise your proxy even if he has an interest in the outcome of that Item and that votes cast by him, other than as proxy holder, would be disregarded because of that interest. If you do not mark this box, and you have not directed your proxy how to vote, the Chairman of the Meeting will not cast your votes on Item 6 and your votes will not be counted in computing the required majority if a poll is called on this Item. the Chairman of the Meeting intends to vote undirected proxies in favour of Item 6.

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step 2 items of business
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please note: If you mark the abstain box for a particular item, you are directing your proxy not to vote on your
behalf on a show of hands or on a poll and your votes will not be counted in computing the required majority on a poll.
challenger performance plan
7 Approval of the equity-based
reward plan
for against abstain! for against abstain!
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election of directors

• 2 re-elect Mr Peter Polson as a 7 Approval of the equity-based director of Challenger reward plan

• 3 re-elect Mr Graham Cubbin as a director of Challenger ratification of the issue of options under the challenger performance plan

• 4 re-elect Mr russell hooper as a 8 Issue of options

• director of Challenger

• remuneration report 5 Adopt the remuneration report for the year ended 30 June 2007

remuneration report

non-executive directors’ remuneration

• 6 Increase the maximum aggregate amount of remuneration available to be paid

In addition to the intention advised above, the Chairman of the Meeting intends to vote undirected proxies in favour of each item of business.

sign

signature of securitYholder(s) This section must be completed.

individual or securityholder 1 securityholder 2 securityholder 3 sole director and sole company secretary director director/company secretary Change of name and/or address. If your name and/or address is incorrect, please mark this box and make the correction on this form. Securityholders sponsored by a broker (reference number commences with ‘ X ’) should advise your broker of any changes. Please note, you cannot change ownership of your securities using this form.

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