Information for securityholders

Conduct of the meeting

Spark Infrastructure is the collective name for Spark Infrastructure 1, Spark Infrastructure 2, Spark Infrastructure Trust (for which Spark Infrastructure RE is the responsible entity) and Spark Infrastructure International, the securities of which are stapled together and trade as one on the Australian Securities Exchange. The meetings of the three companies and the trust will be conducted concurrently as if they were one meeting.

Eligibility to vote

Stapled Securities comprise an ordinary share in each of Spark Infrastructure 1 and Spark Infrastructure 2, an interest in an ordinary share in Spark Infrastructure International, a unit in Spark Infrastructure Trust and a Loan Note issued by Spark Infrastructure RE as trustee of Spark Infrastructure Trust. Registered holders of Stapled Securities are eligible to vote on the resolutions set out as items 2 to 7 of the business themselves or through their proxy.

For the purposes of the annual general meeting, Stapled Securities will be taken to be held by the persons who are registered as holders of Stapled Securities as at 7.00pm (Sydney time) on Tuesday 21 April 2009 and the entitlement of securityholders to vote at the meetings will be determined by reference to that time. Stapled Security transfers registered after that time will be disregarded in determining entitlements to attend and vote at the meetings.

Method of proxy voting

On all resolutions the vote will be taken by poll. On a poll:

for a resolution of Spark Infrastructure 1, Spark Infrastructure 2, or Spark Infrastructure International, a proxy has one vote for each fully paid share held by the security holder that the proxy represents; and
for a resolution of Spark Infrastructure Trust, a proxy has one vote for each dollar of the value of the unit held in Spark Infrastructure Trust by the security holder that the proxy represents.

Appointing a proxy

If you are entitled to attend and vote at the meeting, you have the right to appoint a proxy to attend and vote on your behalf. You may also appoint an attorney or representative.

A proxy need not be a securityholder of Spark Infrastructure and may be an individual or a body corporate. A personalised proxy form is included with this notice of meeting.

You may appoint up to two proxies and may specify the proportion or number of votes each proxy is appointed to exercise. If you do not specify a proportion or number, each proxy may exercise half of the votes. If you require a second proxy form, please contact Computershare Investor Services Pty Limited ("Computershare") using the contact details given below.

Lodging your proxy form

You can lodge your completed proxy form by:

mailing it to Computershare using the reply paid envelope enclosed with this notice;
mailing it to: Computershare Investor Services Pty Limited, GPO Box 242 Melbourne Victoria 3001;
lodging it online on Computershare's website at www.investorvote.com.au, using the control number 133591. You will be taken to have signed your proxy form if you lodge it in accordance with the instructions on the website;
faxing it to Computershare on +61 3 9473 2555; or
hand delivering it to Computershare at Level 2, 60 Carrington Street, Sydney NSW 2000.

Your completed proxy form (and any necessary supporting documentation) must be received by Computershare no later than 11.30am (Sydney time) on Tuesday, 21 April 2009.

If the proxy form is signed by an attorney, the original power of attorney under which the proxy form was signed (or a certified copy of the authority) must also be received by Computershare by 11.30am (Sydney time) on Tuesday, 21 April 2009 unless it has been previously provided to Computershare.

If you appoint a proxy, you may still attend the meeting. However, your proxy's rights to speak and vote are suspended while you are present. Accordingly, you will be asked to suspend your proxy if you register at the meeting.

How the Chair of the meeting will vote undirected proxies

The Chair of the meeting will vote undirected proxies addressed to him in favour of all of the resolutions. Spark Infrastructure encourages all securityholders who submit proxies to direct their proxy how to vote on each resolution.

Attending the meeting

If you attend the meeting, please bring your personalised proxy form with you. The bar code at the top of the form will help you to register. If you do not bring your form with you, you will still be able to attend the meeting but representatives from Computershare will need to verify your identity.

You will be able to register from 10.30 am (Sydney time) on the day of the meeting.

Corporate holders of Stapled Securities

Corporate holders of Stapled Securities who wish to appoint a representative to attend the meetings on their behalf must provide that person with a properly executed letter or other document confirming that they are authorised to act as the company's representative. The authorisation may be effective either for this meeting only or for all meetings of Spark Infrastructure.

Webcast

A live audio webcast of the meetings will be available on the website at www.sparkinfrastructure.com.

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