THIS NOTICE CONTAINS IMPORTANT INFORMATION REGARDING YOUR RIGHTS AS A UNIT HOLDER -

PLEASE TAKE THE TIME TO READ IT CAREFULLY AND FOLLOW THE INSTRUCTIONS SO THAT YOUR VOTE
CAN BE CONSIDERED AT THE CREDITORS’ MEETING

Prime Trust Action Group Unitholder Update No. 10 – 17 November 2011

Creditors’ Meeting

As previously advised, the Creditors’ Meeting will be held in Melbourne on Wednesday 23 November 2011. For unitholders unable to attend in Melbourne, the meeting will also be available via video-conference facilities in Brisbane, Sydney and Perth. The Meeting times and locations area as follows:

We would strongly encourage all unitholders to attend the Creditors’ Meeting. Please note that we understand that the Meeting is likely to run for at least several hours and, as a matter of convenience, we would advise unitholders attending in the eastern states to perhaps consider an early lunch beforehand. We understand that ample time will be afforded to unitholders in each of the four locations to ask questions and raise issues about the Trust.

Voting Entitlements

As previously advised, unitholders are able to vote as unsecured creditors at the Meeting and have a collective voting entitlement of $330 million.

We would like to record our appreciation of the many unitholders who have already lodged Proxy and Proof of Debt Forms. For those who have not yet done so, we would strongly encourage you to immediately lodge your forms so that your vote will count. There are two ways of completing the forms, manually or online.

Completing the Forms Manually

For those who wish to manually complete the Proxy Form and Proof of Debt Forms, we attach both blank forms and some sample completed forms for your reference.

In completing the Appointment of Proxy Form, we would suggest that unitholders appoint:

• “Mr Steve O’Reilly, PTAG Principal, of 10 Coonah Parade, Riverview NSW”, or in his absence;

• “Mr Roger Pratt, PTAG Principal, of 134 Main Street, Osborne Park WA”.

We also suggest that unitholders:

• provide a “general” proxy by deleting the word “special” from the Proxy Form;

• leave the “Voting Directions” blank so that PTAG can exercise your vote on your behalf based on our assessment of the best interests of all unitholders.
The Informal Proof of Debt Form is self-explanatory but we suggest that unitholders should tick all five boxes relating to the losses sustained by unitholders.

Manually completed forms must be sent to Lawler Draper Dillon (not PTAG):

• By mail to Lawler Draper Dillon, Level 12, 440 Collins St, Melbourne, VIC 3000
• By fax to (03) 9679 2299
• By email to prime@lawlerdd.com.au

Completing the Forms Online

Proxies may also be lodged online via the following link:

http://insolvency.linkmarketservices.com.au/PTN/

If lodging online, please use the SRN/HIN that applied to your unitholding at the time that the Trust was listed (and ensure that you include the "I" or "X" that precedes the number).

In completing the Forms online, we would suggest that unitholders should:

• choose “Prime Trust Action Group” as their proxy
• choose a “General Proxy” (not “Special Proxy”)
• ignore the voting directions (which unfortunately cannot be left blank) as these will be disregarded for General Proxies and PTAG will be able to vote at the meeting on your behalf
tick all five boxes on the Proof of Debt Form.

If you plan on attending the meeting, we would encourage you to submit your Forms nominating yourself as your proxy (or the Prime Trust Action Group should you so wish) in order to facilitate calculation of voting entitlements at the meeting. If you attend the Meeting without previously having provided your details, it may be difficult for your voting entitlements to be verified at the Meeting.

Deadline for Submission of Appointment of Proxy Form and Proof of Debt Form

Importantly, please note that, in order to be valid, the two Forms must be received by the Administrator by 12 noon (AEDT) on Tuesday 22 November 2011.

In order that we can monitor the number of unitholders who have appointed us as proxy, it would be appreciated if, after submitting your proxy, you could confirm via a brief email to primetrustactiongroup@gmail.com or primetrustactiongroup2@gmail.com

Prime Action Support Group

Further to our recent updates, the Prime Action Support Group Inc continues to build a fighting fund to strengthen the legal claims that can be made against various parties whose acts we believe contributed to the demise of the Trust. To date, we have raised in excess of $100,000 but need considerably more to best represent the interests of unitholders. We would like to record our sincere thanks to all those who have contributed to date. For those that have not yet done so, we would encourage you to make a contribution (which we would expect would be tax deductible) as soon as possible. The attached document (“Prime Trust Action Group Request for Contributions”) gives details of payment options.

We suggest that all unitholders consider making a contribution of $100 and we would encourage larger unitholders to consider a larger contribution. We would also suggest that financial advisers consider a contribution of $100 for each client invested in the Trust.

Administrators’ Report

We are in the process of reviewing the Administrators’ Report dated 15 November 2011 and will be making some comments about the Report at the forthcoming Creditors’ Meeting.

Please note that the Administrators’ Report, inclusive of the Remuneration Report and some other documents, is very lengthy, quite detailed in places and runs to some 66 pages. There is no Executive Summary provided to assist unitholders digest the contents of the Administrators’ Report but we will endeavour to produce a concise summary and make this available following the Creditors’ Meeting.

Please note that the Administrators’ Report has not been sent out to all unitholders, in order to minimise costs, but copies are available from the Administrator upon request. We do not expect unitholders to read the entire Administrators’ Report but unitholders may access the Report from the link below should they wish to do so:

http://www.lawlerdd.com.au/assets/PDF-Documents/Section-439A-report-15th-November-2011.pdf

Media Coverage

There have been some recent articles in the press about the Trust and copies are attached for your information. These articles refer to the upcoming Creditors’ Meeting and also describe attempts by Lend Lease Primelife, the current holder of the management rights to the Prime Trust villages, to avoid being publicly examined.

Representatives of the Prime Trust Action Group will be attending the Creditors’ Meeting in Melbourne, Sydney and Perth. We would strongly encourage you to attend and look forward to seeing and meeting as many of you as possible at the Meeting.

Thank you for your continued support of the Prime Trust Action Group.

Prime Trust Action Group
17 November 2011

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