CHALLENGER LIMITED — Director's Dealing 2016

==> picture [101 x 26] intentionally omitted <==

Sydney

Level 2, 5 Martin Place Sydney NSW 2000 Australia GPO Box 3698 Sydney NSW 2001 www.challenger.com.au

Telephone 02 9994 7000 Facsimile 02 9994 7777

7 November 2016

Ms Stephanie Yong Senior Adviser, Listings Compliance ASX Exchange Centre Level 6, 20 Bridge Street Sydney, NSW 2000

Dear Stephanie,

Appendix 3Y – Change of Director’s Interest

Attached is an Appendix 3Y for Mr Brian Benari, Challenger’s Chief Executive Officer, for:

• the transfer of 536,167 Challenger shares to him upon vesting and allocation of:

• Deferred Performance Rights (i.e. deferred STI bonus) awarded in 2013, 2014 and 2015;

• a portion of Hurdled Performance Rights awarded in 2013, having exceeded the 12% per annum Total Shareholder Return hurdle and satisfied other vesting conditions;

• the sale of 436,167 of those shares;

• the new award of the following Performance Rights as part of his awarded remuneration in 2016:

• 152,005 Deferred Performance Rights; and

• 435,030 Hurdled Performance Rights, which are subject to deferral and other vesting conditions.

Mr Benari continues to maintain a Challenger shareholding in excess of the Company’s minimum shareholding requirements.

Yours sincerely,

==> picture [137 x 57] intentionally omitted <==

Michael Vardanega Company Secretary

Melbourne Level 19, 31 Queen Street PO Box 297, Flinders Lane, Melbourne VIC 3000 Telephone 02 9994 7000 Facsimile 02 9994 7777 Brisbane Level 9, 241 Adelaide Street GPO Box 3234, Brisbane QLD 4001 Telephone 07 3136 5400 Facsimile 07 3136 5407 Perth Level 5, 50 Georges Terrace, Perth WA 6000 Telephone 08 9261 7412 Facsimile 08 9321 5277 Adelaide Level 7, Suite 714, 147 Pirie Street Adelaide SA 5000 Telephone 08 7071 7042 Facsimile 08 8227 0395

Challenger Limited ABN 85 106 842 371 Challenger Group Services Pty Limited ABN 91 085 657 307 Challenger Life Company Limited ABN 44 072 486 938 AFSL 234670 Howard Commercial Lending Limited ABN 65 000 033 143 Challenger Management Services Limited ABN 29 092 382 842 AFSL 234 678 Challenger Retirement and Investment Services Limited ABN 80 115 534 453 AFSL295642 RSE Licence No. L0001304 Challenger Mortgage Management Pty Ltd ABN 72 087 271 109 Challenger Securitisation Management Pty Ltd ABN 56 100 346 898 AFSL 244593 Challenger Investment Solutions Management Pty Ltd ABN 63 130 035 353 AFSL 487354

==> picture [18 x 842] intentionally omitted <==

Appendix 3Y Change of Director’s Interest Notice

7Rule 3.19A.2

Appendix 3Y

Change of Director’s Interest Notice

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 30/09/01 Amended 01/01/11

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

Part 1 - Change of director’s relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.

• See chapter 19 for defined terms.

Appendix 3Y Page 1

01/01/2011

Appendix 3Y Change of Director’s Interest Notice

Part 2 – Change of director’s interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.

• See chapter 19 for defined terms.

Appendix 3Y Page 2

01/01/2011

Appendix 3Y Change of Director’s Interest Notice

• See chapter 19 for defined terms.

Appendix 3Y Page 3

01/01/2011