State Super Investment Fund

State Super Investment Fund Consolidated Trust Deed State Super Financial Services Australia Limited (Trustee) This is an unexecuted consolidated working copy of the Trust Deed for the State Super Investment Fund, which consists of separate constitutions for each Fund, as at 9 May 2013. It consists of the Trust Deed dated 22 November 1991 as amended by: Supplemental Deed dated 19 May 1992; Supplemental Deed dated 30 March 1993; Supplemental Deed dated 14 October 1993; Supplemental Deed dated 25 October 1995; Supplemental Deed dated 24 April 1997; Supplemental Deed dated 18 October 1999; Supplemental Deed dated 3 October 2001; Supplemental Deed dated 26 March 2003; Supplemental Deed dated 23 May 2003; Supplemental Deed dated 16 February 2004; Supplemental Deed dated 29 June 2005; Supplemental Deed dated 27 October 2006; Supplemental Deed dated 27 March 2007; Supplemental Deed dated 19 December 2008; Supplemental Deed dated 4 August 2009; Supplemental Deed dated 21 April 2011; Supplemental Deed dated 18 May 2011; Supplemental Deed dated 30 October 2012; and Supplemental Deed dated 21 March 2013. MinterEllison L A W Y E R S AURORA PLACE, 88 PHILLIP STREET, SYDNEY NSW 2000, DX 117 SYDNEY TEL: +61 2 9921 8888 FAX: +61 2 9921 8123 www.minterellison.com

Table of Contents 1. Interpretation 1 2. Establishment of the Trusts 9 3. Creation of initial Units 11 4. Creation of additional Units 11 5. Application for and issue of Units 13 6. Deposit advices 14 7. Minimum applications and holdings 15 8. Redemption of Units and switching Units 15 9. Investment of the Trust Funds 21 10. Investment register 23 11. Management of the Trusts 23 12. Period of Trusts and termination 24 13. Income of the Trusts 25 14. Valuation of the Trust Funds 30 15. Auditor 31 16. Accounts and audit 32 17. Register of Unit Holders 32 18. Branch registers 33 19. Transfer and transmission of Units 34 20. Trustee's powers and indemnities 35 21. Covenants by the Trustee 39 22. DELETED 40 23. DELETED 40 24. Retirement of Trustee 40 25. Remuneration of Trustee 41 26. Meetings of Unit Holders 43 27. Notices 47 28. Payments to Unit Holders 47 29. Amendment to Trust Deed 48 Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page i

30. Documents to be retained by Trustee 49 31. Unit Holder bound by Deed 49 32. Inspection of Deed 49 33. Trustee's indemnity 49 34. Limitation of liability of Unit Holders 50 35. Governing law 50 36. Power of Trustee to obtain information as to beneficial ownership of Units 50 37. DELETED 52 38. Complaints 52 First Schedule - State Super Investment Fund Cash Fund 53 Second Schedule - State Super Investment Fund Capital Stable Fund 54 Third Schedule - State Super Investment Fund Balanced Fund 55 Fourth Schedule - State Super Investment Fund Growth Fund 56 Fifth Schedule - State Super Investment Fund Growth Plus Fund 57 Sixth Schedule - State Super Investment Fund Moderate Fund 59 Seventh Schedule - State Super Investment Fund Australian Equities Fund 61 Eighth Schedule - State Super Investment Fund International Equities Fund 63 Ninth Schedule - State Super Investment Fund Fixed Interest Fund 65 Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page ii

Consolidated Trust Deed for the State Super Investment Fund 1. Interpretation 1.1 The following words have these meanings in this deed, its recitals, the present and any future Schedules and any Certificates or Transaction Advices issued under this deed unless the contrary intention appears: Accounts means the accounts the Trustee is obliged to prepare under the Corporations Act. Adviser Services includes the following services: (c) (d) advice (including general and personal financial product advice); dealing or arranging (including transaction or execution related) services; reporting services; and administration services, that may be provided by a person in respect of a Unit Holder's Units in a Trust. Application Price means the issue price of a Unit in a Trust being: in relation to the first application for a class of Unit in a Trust, as calculated in accordance with clause 3.3 and clause 3.4; and otherwise, in the case of the State Super Investment Fund - Cash Fund the sum of $1.00 and in the case of each other Trust being a price calculated by the Trustee from time to time in accordance with the provisions of the Schedule relating to that Trust or, if the Schedule makes no provision, the Application Price of a Unit is calculated in accordance with the following formula: (NAV + X) U Where: NAV = The Net Asset Value of the relevant Trust as at: X = if an application for Units in a Trust is received by the Trustee before the Prescribed Time on a Business Day or on a day which is not a Business Day, the next Valuation Time following receipt of the application; or if an application for Units in a Trust is received by the Trustee after the Prescribed Time on a Business Day, the second Valuation Time following receipt of the application, if the application is accepted by the Trustee; an amount which the Trustee determines in accordance with generally accepted accounting principles to be the aggregate of all costs, charges, stamp duties, expenses, disbursements, commissions, brokerage and other usual fees which would be incurred if the Assets of that Trust held as at the applicable Valuation Time, were acquired at that time; and Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 1

U = and: (i) (ii) Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 2 the aggregate of the number of Units in Issue in that Trust as at the applicable Valuation Time; for Units that are issued as a class of Units pursuant to clause 3A, NAV, X and U are each that proportion of those variables that the Trustee determines is properly referable to the class of Unit for which the Application Price is being calculated; and if the calculation results in a fraction of a cent, the Application Price of a Unit is adjusted downwards to the second decimal place of a cent. ASIC means the Australian Securities and Investments Commission. Assets in respect of a Trust include: (c) (d) (e) Cash on hand or at a bank in any currency in accounts of that Trust; investments of that Trust; amounts owing to the Trust by debtors, having made proper provision for any bad or doubtful debts; income accrued to that Trust from investments of the Trust to the extent not included in the preceding paragraphs of this definition; and any prepayment of expenditure for that Trust. Auditor means the auditor or auditors for the time being of a Trust appointed under clause 15. Bank Account means an account which is maintained by a person with a Banking Corporation. Banking Corporation has the meaning contained in the Corporations Act. Branch Register has the meaning contained in clause 18. Business Day means a day (not being a Saturday and Sunday) on which the Trustee is open for Business and on which Banking Corporations generally are open for banking business in Sydney. Capital Reserve Account has the meaning contained in clause 13.15. Cash includes cheques. Certificate means a certificate issued or to be issued to a Unit Holder in respect of a Trust under the provisions of this deed. Commonwealth means the Commonwealth of Australia. Corporation has the meaning contained in the Corporations Act and includes, but is not limited to, corporations formed or incorporated outside the Commonwealth and not recognised in the Commonwealth. Corporations Act means the Corporations Act 2001 (Cth). Corporations Regulations means the Corporations Regulations 2001 (Cth). Cost means, in relation to an Asset, the total cost of the Asset to a Trust including, without limitation, all stamp duty, brokerage, commission, valuation and legal fees incurred directly in connection with the acquisition of the Asset. CPI Adjustment means an adjustment (whether up or down) in the same proportion as the Consumer Price Index All Groups weighted average for the 8 capital cities last published before the date on which the relevant determination is to be made bears to the Consumer Price Index All

Groups weighted average for the 8 capital cities published by the Australian Bureau of Statistics for the quarter ended 30 June 1993 PROVIDED THAT if the Consumer Price Index All Groups weighted average for the 8 capital cities ceases to be published quarterly or ceases to be calculated by the Australian Bureau of Statistics in a manner substantially similar to the manner in which it is calculated as at the quarter ended 30 June 1993, the Consumer Price Index All Groups weighted average for the 8 capital cities is to be replaced by the nearest equivalent index (as determined by the Trustee) and any necessary consequential amendments are to be made. Disclosure Document means a Product Disclosure Statement (as defined in the Corporations Act) and any other disclosure document contemplated by the Corporations Act describing the features of a Trust. Distribution Account has the meaning contained in clause 13.7. Distribution Reinvestment means the reinvestment of income in a Trust pursuant to clause 13.20. Dollars, A$, AUD and $ means the lawful currency of the Commonwealth. Facility Application means a request by a Unit Holder for the Trustee to redeem Units in accordance with the Monthly Withdrawal Facility. Financial Year means in respect of a Trust the period of 12 months ending on 30 June in any year except that the first Financial Year of a Trust is the period from the date of commencement of the Trust and ending on the next 30 June inclusive and the last Financial Year of a Trust is the period to the date of termination of the Trust from the immediately preceding 1 July inclusive. gross up of an amount means: Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 3 an additional amount being included in a calculation in respect of a franking credit, a foreign income tax offset or payment of foreign income tax; or the inclusion of any other amount otherwise properly included in a calculation but not actually received by the Trustee in cash or equivalent. Half Year means in respect of a Trust: the period from the date of commencement of the Trust and ending on the next 30 June or 31 December, inclusive, whichever first occurs; and each following period of 6 Months during the continuance of the Trust from the day following the last day of the preceding Half Year and ending at the expiry of 6 Months, save that the last Half Year of the Trust is the period to the date of termination of the Trust from the preceding 1 July or 1 January, whichever last occurred. Holding in relation to a Unit Holder means the Units registered in the name of the Unit Holder in relation to a Trust shown on the Register for that Trust and includes all Units in Issue which the Unit Holder is entitled to have registered in the name of the Unit Holder after acceptance of its application by the Trustee. Income Distribution Period means: in relation of the State Super Investment Fund - Cash Fund, a Quarter or any other period of time determined by the Trustee from time to time; and in relation to all other Trusts, the Income Entitlement Period. Income Entitlement Period means: in relation to the State Super Investment Fund - Cash Fund, a day, or any other period of time determined by the Trustee from time to time; and

in relation to all other Trusts, a Quarter or any other period of time specified in the Schedule applicable to the relevant Trust or determined by the Trustee from time to time. Issue Date means the date on which a Unit is deemed to be issued under clause 5.4. Liabilities in respect of a Trust include: (c) (d) (e) (f) (g) unpaid administrative costs and expenses including fees of the Trustee; accrued charges in respect of or owing in relation to any Asset; amounts required to meet current liabilities; amounts of all borrowings; deposits or margin calls required to be paid under any futures contract or any put option or call option; any provisions for tax which in the opinion of the Trustee should be taken into account; and any other amounts required to meet liabilities or other expenditure which in accordance with generally accepted accounting principles should be taken into account and which have not otherwise been taken into account in determining the amount of the Liabilities in any of the preceding paragraphs of this definition. Managed Investment Scheme has the meaning given to that expression in the Corporations Act. Month means calendar month. Monthly Withdrawal Facility means a facility pursuant to which the Trustee automatically redeems a Unit Holder's Units on a monthly basis. Net Annual Income means the net income in relation to a Trust calculated under the provisions of the Tax Act for a year of income. Net Asset Value means in relation to a Trust the sum from time to time ascertained by the Trustee which is the aggregate of: the Value of all Assets of the Trust; and any other amounts which should be included in the aggregate for the purpose of making a fair and reasonable determination of the Value of the Trust Fund in accordance with generally accepted accounting standards and principles current from time to time and clause 1.2(f), less the aggregate of: (c) all Liabilities of the Trust; and all amounts credited to the Distribution Account; and any other amounts which should be included in the aggregate: (i) (ii) for the purpose of making a fair and reasonable determination of the Value of the Trust Fund in accordance with generally accepted accounting standards and principles from time to time and clause 1.2(f); and as a provision for income tax or capital gains tax which would be payable by the Trustee or the Unit Holders on the disposal of all or any of the Assets of the Trust. Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 4

Net Period Income means the net income in relation to a Trust calculated under the provisions of the Tax Act but assuming an Income Entitlement Period is a year of income for the purposes of that Act. Non-Resident Unit Holder has the meaning contained in clause 8.41. Prescribed Time means, for a Trust, such time or times as is determined by the Trustee from time to time. Quarter means in respect of a Trust: Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 5 the period from the date of commencement of the Trust and ending on the next 31 March, 30 June, 30 September or 31 December, inclusive whichever is the first to occur which is more than 90 days after the commencement of the Trust; and each following period of 3 Months during the continuance of the Trust from following the last day of the preceding Quarter and ending at the expiry of 3 Months save that the last Quarter of the Trust is the period to the date of termination of the Trust from the preceding 31 March, 30 June, 30 September or 31 December whichever last occurred. Redemption Notice means a notice containing the details required by clause 8.6. Redemption Price means, in relation to a Trust, a price per Unit calculated by the Trustee in accordance with the provisions in the Schedule relating to that Trust or if the Schedule makes no provision, a price per Unit calculated as follows: Where: (NAV - Y) U NAV = The Net Asset Value of the relevant Trust as at: Y = U = and: (i) (ii) if a request to redeem Units in a Trust or a Switching Notice is received by the Trustee before the Prescribed Time on a Business Day or on a day which is not a Business Day, the next Valuation Time following receipt of the request; or if a request to redeem Units in a Trust or a Switching Notice is received by the Trustee after the Prescribed Time on a Business Day, the second Valuation Time following receipt of the request, if the request is accepted by the Trustee; an amount which the Trustee determines in accordance with generally accepted accounting principles to be the aggregate of all costs, charges, stamp duties, expenses, disbursements, commissions, brokerage and other usual fees which would be incurred if the Assets of that Trust held as at the applicable Valuation Time, were sold at that time; the aggregate of the number of Units in Issue in that Trust as at the applicable Valuation Time; for Units that are redeemed from a class of Units created pursuant to clause 3A, NAV, Y and U are each that proportion of those variables that the Trustee determines is properly referable to the class of Unit for which the Redemption Price is being calculated; and if the calculation results in a fraction of a cent, the Redemption Price of a Unit is adjusted downwards to the second decimal place of a cent. Register means the registers referred to in clauses 17.2 and 18.1.

Related Corporation of a corporation means another corporation which is related to the first within the meaning of section 50 of the Corporations Act. Related Scheme means a Managed Investment Scheme operated by the Trustee or by an associate of the Trustee. Relief means any declaration made or exemption granted by ASIC that is applicable to a Trust and that is in force. Schedule means a schedule to this deed relating to a Trust. Special Resolution means a resolution which is a special resolution for the purposes of the Corporations Act. Subsidiary has the meaning contained in the Corporations Act. Switching Fee means the fee referred to in clause 25.2. Switching Notice means a request made to the Trustee by a Unit Holder under clause 8.29 that the Trustee cause Units in one Trust to be redeemed and apply the proceeds toward the subscription of Units in another Trust. Tax includes all income tax, withholding tax, goods and services tax, stamp, financial institutions, registration and other duties, bank accounts debits tax and other taxes, levies, imposts, deductions and charges whatsoever (including, in respect of any duty imposed on receipts or liabilities of financial institutions, any amounts paid in respect of them to another financial institution) together with interest on them and penalties with respect to them (if any) and charges, fees or other amounts made on or in respect of them. Tax Act means the Income Tax Assessment Act 1936 or the Income Tax Assessment Act 1997, whichever applies in the context used. Termination Date in relation to a Trust means the first to occur of the following dates: the eightieth anniversary of the date of this deed; DELETED; (c) the date determined under clause 12.2 or 12.3; (d) (e) DELETED; the date on which the Trust is terminated under statute or general law. Transaction Advice means a notification in writing (signed or unsigned) that: (c) application moneys have been received and accepted under the provisions of this deed in respect of the issue of Units in a Trust; or Units in a Trust have been redeemed; or Units in a Trust have been redeemed and the proceeds of the redemption have been applied to the issue of Units in another Trust. A Transaction Advice does not constitute evidence of a Unit Holder's title to the Units referred to in the Transaction Advice. In particular, a Unit Holder may not be required to surrender a Transaction Advice on redemption or transfer of units. Transfer Fee means the fee referred to in clause 25.3. Trust means each of the Trusts constituted under this deed. Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 6

Trust Fund means in relation to a Trust all of the Assets for the time being of the Trust, but subject to the Liabilities of the Trust at that time. Trust Property means the property, rights and assets (so recognised in accordance with generally accepted accounting principles) of the Trust. Trustee means the person appointed as the Trustee of a Trust for the time being who shall also be the responsible entity of the Trust for the purposes of the Corporations Act and if at any time the same person is not the Trustee of each Trust, Trustee means in respect of each Trust the Trustee of that Trust. Unit means, subject to the provisions of the Schedule relating to a Trust, an undivided part or share in the beneficial interest in a Trust Fund as described in clause 3. Unit Holder means the person for the time being registered under the provisions of this deed as the holder of a Unit (or part thereof) in a Trust and includes persons jointly registered. Units in Issue means all Units for the time being created and issued in respect of a Trust and not cancelled but on a particular day does not include Units redeemed on that day. Valuation Roll has the meaning contained in clause 14.2. Valuation Time means a time as at which the Trustee calculates the Net Asset Value of a Trust pursuant to clause 14.6. Value in relation to an Asset of a Trust means the value of the Asset determined by the Trustee in accordance with clause 14. 1.2 In this deed, the recitals, the Schedules and any Certificate or Transaction Advice unless the contrary intention appears: (c) (d) (e) (f) (g) (h) a reference to this deed or another instrument includes any variation or replacement of them; a reference to a statute, ordinance, code or other law includes regulations and other instruments under it and consolidations, amendments, re-enactments or replacements of any of them; the singular includes the plural and vice versa; the word person includes a firm, body corporate, an unincorporated association or an authority; a reference to a person includes a reference to the person's executors, administrators, successors, substitutes (including, but not limited to, persons taking by novation) and assigns; a reference to an accounting term is to be interpreted in accordance with approved accounting standards under the Corporations Act, schedule 5 to the Corporations Regulations and, if consistent with those accounting standards and that schedule, generally accepted principles and practices in Australia applied by a body corporate or as between bodies corporate in the same manner and over time; a reference to any thing (including, without limitation, any amount) is a reference to the whole or any part of it and a reference to a group of persons is a reference to any one or more of them; and if an act prescribed under this deed to be done by a party on or by a given day is done after 5.30pm on that day and the definition of Prescribed Time does not apply to that act, it is to be taken to be done on the following day. Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 7

Headings are inserted for convenience and do not affect the interpretation of this deed. Exchange of currencies 1.3 Whenever it is necessary for the calculation of any cost, value, price or other amount under this deed: to convert a foreign currency into Australian currency, the Australian currency equivalent of the foreign currency is to be determined at the spot transfer buying rate of that foreign currency for Australian currency; or to convert Australian currency into foreign currency, the foreign currency equivalent of the Australian currency is to be determined at the spot transfer selling rate of that foreign currency for Australian currency, in each case as quoted by an Australian-incorporated Banking Corporation which the Trustee nominates on the date of the calculation or, if the nominated Banking Corporation is closed for business on the date of calculation, on the next day on which the nominated Banking Corporation is open for business or by another method which is determined by the Trustee. Schedules 1.4 The provisions contained in any present or future Schedule to this deed apply in relation to the Trust to which the particular Schedule refers and in the event of any conflict between those provisions and any provisions in this deed the relevant provisions in the Schedule prevail. 1.5 A reference to this deed includes a reference to all present and future Schedules to this deed. Application of Accounting Principles and Standards 1.6 Notwithstanding any other provision of this deed, where the effect of this deed as at 31 December 2004 (Effective Date) was that any of the Relevant Amounts were required to be calculated by reference to: the value of any Trust Property, or the amount of any liability that under this deed may be discharged from Trust Property, and the effect of the deed was that that value or amount was to be worked out by applying generally accepted accounting principles or methodology set out in an accounting standard as generally accepted or in force from time to time then, as from the day after the Effective Date, those Relevant Amounts must be calculated instead by applying generally accepted accounting principles or accounting standards as generally accepted or in force as at the Effective Date. Relevant Amounts are: (c) (d) (e) the consideration that is to be paid to acquire an interest in a Trust; the amount to be paid on a withdrawal from a Trust; the fees payable to the Trustee, any agent of the Trustee or any custodian who holds Trust Property; the extent of any limitation on borrowings or on the investment of Trust Property; and the amount of a distribution payable to Unit Holders in a Trust. Corporations Act 1.7 While a Trust is registered as a managed investment scheme under the Corporations Act, the Trustee and each Unit Holder must, subject to the Corporations Act and to any Relief applicable to the Trust, comply with: Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 8

any conditions of, and any covenants required to be contained in the constitution for the Trust as a condition of the Relief, for so long as it applies; and all provisions required from time to time to be contained in the constitution for the Trust as a condition of any class order applicable to the Trust, for so long as it applies. 1.8 For so long as a Trust is registered as a managed investment scheme: any covenants required to be contained in the constitution for the Trust as a condition of any Relief are taken to be contained in this constitution for so long as the Relief applies; and all provisions required from time to time to be contained in the constitution for the Trust as a condition of any class order applicable to the Trust are taken to be contained in the constitution to the extent that they are not specifically set out in this constitution for so long as the class order applies. 2. Establishment of the Trusts Appointment of Trustee 2.1 Perpetual Trustee Company Limited was appointed as the original trustee of each of the Trusts listed in clause 2.6. With effect from 1 November 1999, Perpetual Trustee Company Limited retired as trustee and the Trustee was appointed as the responsible entity of each of the Trusts listed in clause 2.6 for the purposes of the Corporations Act and as the trustee of each of the Trusts. 2.2 DELETED Declarations of trust 2.3 The Trustee declares that it will hold the Assets that constitute each Trust on trust for the Unit Holders of that Trust as trustee of that Trust, perform its duties and act in the interests of the Unit Holders of that Trust on and subject to the terms and conditions of this deed applicable to that Trust. Initial settlement 2.4 The State Super Investment Fund began on 22 November 1991 when the Trustee (formerly known as State Super Financial Services Limited) lodged with Perpetual Trustee Company Limited $100 in respect of each of the initial Trusts referred to in clause 2.6 for investment in accordance with this deed. Further settlements 2.5 DELETED The original Trust 2.6 The initial Trusts were: STATE SUPER INVESTMENT FUND - CASH FUND STATE SUPER INVESTMENT FUND - CAPITAL STABLE FUND STATE SUPER INVESTMENT FUND - BALANCED FUND The Trust established on 9 May 1997 when the Trustee (formerly known as State Super Financial Services Limited) lodged $100 with Perpetual Trustee Company Limited for investment in accordance with this deed was the STATE SUPER INVESTMENT FUND - GROWTH FUND. Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 9

New Trusts 2.7 The Trustee may at any time and from time to time constitute a new Trust by executing a supplemental trust deed under which a further Schedule is added to this deed, specifying the name of the Trust and the provisions which are to apply to that Trust in addition to the provisions of this deed. The Trustee is to be the responsible entity of the Trust for the purposes of the Corporations Act and the trustee of that Trust and the terms and conditions of this deed and the further Schedule apply to that Trust. The constitution for that Trust will take effect upon registration of the Trust as a registered scheme under the Corporations Act and any such new Trust begins when the Trustee accepts the first application for Units in the new Trust in accordance with clause 5.2. Entitlement to Trust Fund and limitation on entitlement 2.8 A Unit confers on a Unit Holder a beneficial interest in the Trust Fund of the Trust in which the Unit is held but the interest does not entitle the Unit Holder other than as provided in this deed or as permitted by law to: (c) (d) (e) (f) interfere with the rights or powers of the Trustee in its dealings with the Trust Fund; or an interest in any particular part of the Trust Fund or any Asset; or require the transfer to the Unit Holder of an Asset; or attend meetings whether of shareholders, ratepayers or otherwise or to take part in or to consent to any action concerning any property or corporation in which the Trust holds an interest; or exercise any rights, powers or privileges in respect of any Asset; or lodge with a government authority or any person any caveat or other notice whether under the provisions of any legislation of a State or Territory of the Commonwealth or otherwise: (i) (ii) forbidding (either conditionally or absolutely) the registration of any person as transferee or proprietor of or any instrument affecting any real property or other Asset of the Trust Fund; or claiming any estate or interest in any real property or other Asset of the Trust Fund; or (g) interfere in any way with any other Trust or Trust Fund constituted under this deed. Trust Funds to be kept separate 2.9 The Trustee must keep each of the Trust Funds separate. Notwithstanding any other provision of this Deed, the Trustee may establish and maintain one or more Bank Accounts into which are deposited moneys representing the Application Price paid in respect of Units in all or any of the Trusts pending transfer of the moneys so deposited to accounts for the respective separate Trusts to which they relate, and moneys representing amounts held in Distribution Accounts for the Trusts pending payment to the Unit Holders or any other party entitled and any of the categories of moneys of all or any of the Trusts determined by the Trustee. That portion of the credit balance standing in any such Bank Account which represents the Application Price paid in respect of Units in a particular Trust, or moneys payable to Unit Holders referable to Units held in a particular Trust, is an Asset of that particular Trust. If at any time there is more than one Trustee, then the Trustee shall be entitled to maintain Bank Accounts in accordance with this provision only for those Trusts of which it is Trustee. Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 10

Assets and Liabilities of Trusts 2.10 The Assets of a Trust are not available to meet any Liabilities of any Trust other than the Trust of which those Assets form a part. 2.11 The Liabilities of a Trust are not to be aggregated with the Liabilities of any other Trust or offset against the Assets of any Trust other than the Trust of which those Liabilities relate. Mixture of Assets 2.12 The Trustee must account for the Assets and Liabilities included in each Trust separately from the Assets and Liabilities included in all other Trusts but may if necessary, make a fair apportionment between Trusts of any Asset which belongs to one or more Trust or of any Liability which relates to one or more Trust. The amount so apportioned shall be an Asset or Liability (as the case may be) of each Trust to the extent it is apportioned to that Trust. 3. Creation of initial Units Division into Units 3.1 The beneficial interest in the Trust Fund of each Trust is divided into Units and, except as otherwise provided in this deed or by their respective terms of issue, every Unit confers on its holder an equal interest in the Trust Fund of the Trust to which the Unit relates. Units of equal value 3.2 Subject to clause 5.7 and except as otherwise provided in this deed or by their respective terms of issue, at any given date all of the Units into which the beneficial interest in the Trust Fund of a Trust is divided are of equal value. Initial Units 3.3 The beneficial interest in the Trust Fund constituted by the payment to the Trustee of the sum of $100.00 referred to in clauses 2.4 and 2.6 was divided into 100 Units which were issued to the Trustee (formerly known as State Super Financial Services Limited) in its capacity as Manager of the initial Trusts (as it then was). 3.4 The beneficial interest in a Trust Fund constituted by the payment of Cash or the vesting of assets in the Trustee pursuant to the first application for a class of Unit in a Trust is divided into an appropriate number of Units which will be issued to the applicant at an Application Price of $1.00. Consolidation or division of Units 3.5 The Trustee may at any time determine that all holdings of Units in a Trust as at a time selected by the Trustee shall be consolidated or divided proportionately so as to alter the number of Units in Issue of that Trust with effect from that time. The number of Units held by each Unit Holder in the Trust shall be adjusted accordingly. If this shall occur in respect of the State Super Investment Fund - Cash Fund the Application Price and the Redemption Price of the Units in that Trust shall be adjusted in the same proportion. 3A. Classes Units Creation of classes 3A.1 The Trustee may at any time issue Units in a Trust of different classes. Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 11

Trustee Fees, expenses or tax referable to a class 3A.2 If a class is created in accordance with clause 3A.1 and Units in the class have at any time: a Trustee Fee that is referable to that class that is different to the Trustee Fee that is referable to another class; a type or a particular expense or tax or a proportion of a particular expense or tax referable to that class, the Trustee must, subject to clause 3A.4: (c) (d) calculate each Unit Holder s entitlement to the net income of a Trust credited to the Distribution Account (pursuant to clause 13.9) or amount distributed under clause 13.11 by calculating for the class of Unit held by the Unit Holder that proportion of the variables in clause 13 that the Trustee determines is properly referable to the class and the Units held by the Unit Holder; and determine the proportion of proceeds of realisation under clause 12.8 that is properly referable to each class and each proportion referable to each class must be distributed pro rata to Unit Holders according to the number of Units in that class they hold. No limitation of class rights or obligations 3A.3 Clause 3A.2 does not limit the extent to which a class: may have rights, obligations or restrictions other than or in addition to those specified in clause 3A.1 different from any other class; or may have different rights, obligations or restrictions because of a determination by the Trustee under this deed, including in relation to application and redemption prices applicable to different classes of Units. Determination of variables in relation to a class 3A.4 In making any determination of variables properly referable to a class under this deed (for example, Net Asset Value, Value and Liabilities), the Trustee must ensure that any variable which relates: only to a particular class is solely referable to that class, and to more than one class, is apportioned between those classes in the same proportions as the aggregate value of Units on issue in each class as at the most recent Valuation Time bears to the aggregate value of Units in all classes on issue at that Valuation Time, to which the variable relates. Value of class Units 3A.5 In clause 3A.4, the value of a Unit in a class is the mid-point between the applicable Application Price and Redemption Price for Units in that class at the most recent Valuation Time. 4. Creation of additional Units Additions to the Trust Fund of a Trust 4.1 When an addition is made to the Trust Fund of a Trust additional Units in that Trust are created. Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 12

Number of additional Units 4.2 Subject to clause 4.3, when additional Units are created in accordance with clause 4.1, the number of additional Units created is calculated by dividing the amount of application money received in respect of the issue of the Units by the Application Price of the Units to be issued. 4.3 Additional Units may be issued where the terms of the acquisition of an Asset provide for the payment of the whole or part of the purchase price of the Asset by the issue of Units. The number of additional Units which are issued is to be calculated by dividing the value of the Asset (as determined in accordance with clause 5.6) by the Application Price of the Units to be issued. Cheques to be cleared 4.4 If an applicant for Units in a Trust tenders a cheque to the Trustee in payment of those Units and either the cheque is not met on first presentment or the cheque is dishonoured by the person on whom it is drawn, Units created under clause 4.1 for which the cheque represented payment are void and deemed not to have been created. The Trustee is entitled to cause the Register to be rectified and to take any other steps it considers necessary to amend the records of the Trust. 5. Application for and issue of Units Nomination of Unit Holder 5.1 DELETED Entitlement to Units 5.2 DELETED Applications 5.3 A person who does not hold Units in any Trust and who is intending to subscribe for Units in a Trust must: other than on Distribution Reinvestment, give the Trustee or cause the Trustee to be given an application in a form and manner approved by the Trustee; and give to the Trustee or custodian (where there is one) or cause the Trustee or custodian to be given consideration for the application, for example by payment of application money or transfer of other property. Acceptance or refusal of application 5.4 The Trustee, in its absolute discretion, may accept or refuse in whole or in part an application for Units and the Trustee is not required to give any reason or ground for that refusal. Any refusal shall be notified by the Trustee to the applicant within 14 days of receipt of the application. If the Trustee accepts an application then: if the application and payment are received before the Prescribed Time on a Business Day, the Units applied for are deemed to be issued on that day; or if the application and payment are received on or after the Prescribed Time on a Business Day or at any time on a day which is not a Business Day, the Units applied for are deemed to be issued on the next following Business Day, provided that if the Trustee accepts assets in substitution of payment in Cash for Units, the Units applied for are deemed to be issued on the Business Day next following the day on which the Trustee receives the valuation of those assets under clause 5.6. Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 13

Application Price 5.5 DELETED Assets in specie in substitution for Cash 5.6 The Trustee may at its discretion accept an in specie transfer of assets in substitution for payment in Cash for Units in a Trust. If the Trustee intends to accept assets accompanying an application in substitution for Cash, the Trustee must on or before the fifth Business Day following the receipt of that application for Units (together with a valid and effective transfer of those assets and confirmation of title and any further documentation required by the Trustee) obtain a valuation by an appropriately qualified valuer (independent of the Trustee) of the market value of the assets received with that application. The value at which the Trustee accepts assets in substitution for Cash for Units is the amount specified in the valuation less the amount of the transfer fees, stamp duty and other charges including, without limitation, valuation and legal fees (if any) in respect of the transfer to or acceptance by the Trustee of the assets. Fractional Units 5.7 Notwithstanding any other provision in this deed but subject to any provisions of a Schedule relating to a Trust, the Trustee may issue a fractional Unit in a Trust to a Unit Holder provided the fraction when expressed as a percentage is a whole number. The Trustee may issue to a Unit Holder or allow to remain in issue a fractional Unit which has a value equal to the value of that fraction of one Unit. The provisions of this deed relating to Units and Unit Holders are to apply to fractional Units and holders of fractional Units in the proportion of the fraction. Application for further Units 5.8 DELETED 5.9 DELETED Entry on Register 5.10 After acceptance of an application by the Trustee, the Trustee must enter the applicant or applicants on the relevant Register. 5.11 DELETED 6. Deposit advices No Certificates 6.1 A Unit Holder in a Trust is not entitled to a Certificate for that Unit Holder's Holding unless the Schedule relating to that Trust gives that entitlement. The Trustee is not required to prepare or deliver to a Unit Holder in a Trust or any other person a Certificate unless the Schedule relating to that Trust requires it. Transaction Advices 6.2 Subject to clause 6.4, unless a Certificate is issued under the provisions of a Schedule, within 2 Months after the Issue Date of a Unit, the Trustee must issue or make available to the relevant Unit Holder a Transaction Advice which sets out the following information: (c) the Trust to which the Units relate; the number and class of Units issued to the Unit Holder; the Register on which the Units are registered if the Units are held on a Branch Register; Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 14

(d) (e) (f) the Issue Date of the Units; the Application Price of the Units; and such other information as the Trustee decides from time to time. 6.3 Nothing in clause 6, clause 8.26 or clause 8.37 affects the status of the Register as the only authentic and correct record of the title of a Unit Holder to a Unit. 6.4 Notwithstanding clause 6.2, the Trustee is not obliged to provide a Transaction Advice for the issue of a Unit pursuant to a regular investment facility in relation to a person who first became a Unit Holder on or after 1 July 2011. 7. Minimum applications and holdings Minimum subscription 7.1 The Trustee must determine from time to time: the minimum number of Units in a Trust which an applicant must purchase or subscribe for; or the minimum amount of moneys which an applicant must subscribe for the purchase of Units in a Trust. If the Trustee varies the minimum number of Units an applicant must purchase or subscribe for in the Trust or varies the minimum amount of subscription moneys which an applicant must subscribe for the purchase of Units in a Trust the variation may only take effect in accordance with a Disclosure Document. Minimum Holding 7.2 The Trustee must determine from time to time the minimum Holding of a Unit Holder in a Trust. Any decision by the Trustee to vary the minimum Holding of a Unit Holder in a Trust does not allow the Trustee to redeem any Units at the date of the decision without the consent of the relevant Unit Holder 8. Redemption of Units and switching Units Trustee will redeem Units 8.1 At the request of a Unit Holder in the manner set out in clause 8.6 (Redemption Notice) the Trustee will redeem the Units to which the Redemption Notice relates at the Redemption Price calculated in accordance with the provisions of this Deed provided that: the Trustee may refuse to redeem Units in a Trust which have a value of less than $500 unless the value of the total number of Units in that Trust held by the requesting Unit Holder is less than $500 and the request relates to all of the Units held; (c) if the redemption results in the value of the total number of Units in a Trust held by the requesting Unit Holder being less than $500, the Trustee may, without any request from the Unit Holder, redeem the balance of the Unit Holder's Units in that Trust; and under no circumstances is the Trustee under any obligation to redeem any Units (including, for the avoidance of doubt, pursuant to a Switching Notice) when the Trust is not 'liquid' as defined for the purposes of Chapter 5C of the Corporations Act. 8.2 DELETED Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 15

8.3 DELETED 8.4 DELETED 8.5 DELETED Redemption Notice 8.6 The Redemption Notice shall be in such form and manner as the Trustee from time to time determines and must, if required by the Trustee, be accompanied by the Certificate (if any) relating to the Units referred to in the Redemption Notice or other evidence of title or of the Unit Holder's authority to deal with the Units as the Trustee reasonably requires. A Redemption Notice may specify the number of Units to be redeemed or the net proceeds of redemption required on a periodic basis until the Redemption Notice is withdrawn or the Unit Holder's Holding is redeemed. The Redemption Notice must be made either: in writing in the form from time to time determined by the Trustee and delivered to the place or places determined by the Trustee; or in any other manner from time to time determined by the Trustee. The Trustee is not entitled to require the surrender of any Transaction Advice. Receipt of Redemption Notice 8.7 The Units referred to in the Redemption Notice must be redeemed not later than 30 days following receipt of a Redemption Notice. The day of receipt of the Redemption Notice is: the day of actual receipt if the Redemption Notice is received before the Prescribed Time on a Business Day; or the Business Day following the day of actual receipt if the Redemption Notice is received on a day which is not a Business Day or is received after the Prescribed Time on a Business Day. Redemption Price 8.8 DELETED Monthly Withdrawal Facility 8.8A A Unit Holder may: lodge a Facility Application with the Trustee for the Monthly Withdrawal Facility; and request the Trustee to vary the amount redeemed under the Monthly Withdrawal Facility or to cancel the Monthly Withdrawal Facility. The Facility Application, and any request under paragraph 8.8A, must be made in a way approved by the Trustee. 8.8B Subject to the other provisions of this Deed, where the Monthly Withdrawal Facility applies in respect of a Unit Holder, the Trustee may redeem Units of the Unit Holder in accordance with the Monthly Withdrawal Facility and the Unit Holder's Facility Application (as varied from time to time). Any Units redeemed under the Monthly Withdrawal Facility must be redeemed at the Redemption Price applicable to the day of redemption. 8.8C The Trustee may from time to time specify rules, conditions and restrictions relating to the Monthly Withdrawal Facility. The Trustee may vary or revoke the rules, conditions and restrictions from time to time in its absolute discretion. Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 16

Payment 8.9 On the redemption of Units pursuant to a Redemption Notice, the Trustee must pay to the Unit Holder the Redemption Price for each Unit to which the Redemption Notice relates. In the event that the Redemption Notice relates to the total Holding of the Unit Holder: in the case of the State Super Investment Fund - Capital Stable Fund and the State Super Investment Fund - Balanced Fund and the State Super Investment Fund - Growth Fund, any undistributed income entitlement of the Unit Holder held in the Distribution Account relating to each Unit to which the Redemption Notice relates shall be paid by the Trustee to the Unit Holder at the time of payment of the Redemption Price; and in the case of the Units in the State Super Investment Fund - Cash Fund, any undistributed income entitlement of the Unit Holder held in the Distribution Account relating to each Unit to which the Redemption Notice relates shall be paid by the Trustee to the Unit Holder on the first date after the redemption on which the Trustee is required to make a distribution of Unit Holders' entitlements to income under clause 13.11, or at the Trustee's absolute discretion, may be paid to the Unit Holder at the time of payment of the Redemption Price. 8.10 The Trustee may deduct from money payable to the Unit Holder under clause 8.9 any money unpaid by the Unit Holder to the Trustee including any fee payable by the Unit Holder to the Trustee in accordance with clause 25. The total amount to be paid to the Unit Holder must be rounded down to the nearest cent. 8.11 DELETED 8.12 DELETED Redemption of Units 8.13 DELETED 8.14 On redemption of a Unit pursuant to a Redemption Notice, the Trustee must pay to the relevant Unit Holder the Redemption Price and other money which may be payable in accordance with clause 8.9 and clause 8.10 within 30 days of the day of receipt of the Redemption Notice from the Unit Holder. The Trustee must ensure that a sufficient amount of the Assets of the relevant Trust Fund are available in Cash to make the payment. 8.14A On redemption of a Unit under the Monthly Withdrawal Facility, the Trustee must pay to the relevant Unit Holder the Redemption Price within 30 days of the day of redemption. 8.15 The date at which Units are redeemed under this clause 8 shall be determined by the Trustee. 8.16 DELETED 8.17 DELETED 8.18 DELETED 8.19 DELETED 8.20 DELETED 8.21 DELETED 8.22 DELETED 8.23 DELETED 8.24 DELETED Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 17

8.25 DELETED Entry on Register 8.26 On the redemption of Units in a Trust, the Trustee must make an appropriate entry in the relevant Register concerning the number of Units which have been redeemed. Subject to clause 8.26A, the Trustee must: if all the Units of a Holding are not redeemed, issue or make available to the Unit Holder a Certificate (if the Schedule relating to the relevant Trust requires the issue of Certificates) or Transaction Advice for the balance of Units setting out those matters which are required to be included under clause 6.2; and in respect of those Units of a Holding which are redeemed, issue or make available a Transaction Advice setting out the following information: (i) (ii) (iii) (iv) (v) (vi) the Trust to which those Units related; the number of Units hold by the Unit Holder which were redeemed; DELETED; the date on which the redemption occurred; the Redemption Price applicable to the Units; and such other information as the Trustee decides from time to time. 8.26A Notwithstanding clause 8.26, the Trustee is not obliged to provide a Transaction Advice for the redemption of a Unit pursuant to: the Monthly Withdrawal Facility in relation to a person who first became a Unit Holder on or after 1 July 2011; or clauses 8.37A, 8.37B and 8.37C. Suspension of obligation to redeem 8.27 The right of a Unit Holder to request the redemption of any Unit in a Trust held by the Unit Holder and redemptions of Units in a Trust under the Monthly Withdrawal Facility and the obligations imposed upon the Trustee pursuant to this deed (including without limitation pursuant to clause 8.1) to redeem such Unit ceases on the Termination Date. 8.27A The Trustee at any time may suspend the redemption, issue or switching of Units in a Trust established pursuant to clause 2.7 for up to 28 days or such longer period as the Trustee regards as reasonable in the circumstances, if: (c) it is impracticable for the Trustee to calculate the Net Asset Value for the Trust, for example because of closure of, or trading restrictions on, stock or securities exchanges, an emergency or other state of affairs, or on declaration of a moratorium in a country where the Trust invests or under the Corporations Act; the Trustee reasonably estimates that it must sell 5% or more (by value) of the Trust Fund to meet current unmet redemption requests; there have been, or the Trustee anticipates that there will be, redemption requests that involve realising a significant amount of the Trust Fund and the Trustee considers that if those redemption requests are all met immediately, Unit Holders who continue to hold Units may bear a disproportionate burden of capital gains tax or other expenses, or the meeting of those redemption requests would otherwise be to the existing Unit Holders' disadvantage including a material diminution in the value of the Trust Fund; Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 18

(d) (e) the Trustee reasonably considers that it is in the interests of the Unit Holders; or it is otherwise legally permitted. 8.28 DELETED Switching Notice 8.29 Subject to the provisions of this clause 8.29, the Trustee, on receipt of a Switching Notice from a Unit Holder, must convert the Units to which the Switching Notice relates into Units of the Trust in which the Unit Holder wishes to hold Units (Nominated Trust). The Switching Notice: (c) (d) shall be in such form and manner as the Trustee from time to time determines; operates as a request for redemption of Units comprised in the Switching Notice and, subject to the provisions of clause 8.33, operates as an application for Units in the Nominated Trust; must, if required by the Trustee, be accompanied by the Certificate (if any) relating to the Units referred to in the Switching Notice or such other evidence of title or of the Unit Holder's authority to deal with the Units as the Trustee reasonably requires but the Trustee shall not be entitled to require surrender of any Transaction Advice; and must be delivered to the place or places determined by the Trustee. 8.30 The date at which Units in a Nominated Trust are created and issued pursuant to a Switching Notice shall be determined by the Trustee. Trustee's discretion to accept Switching Notice 8.31 The Trustee, in its absolute discretion, may accept or reject in whole or in part a Switching Notice and the Trustee is not required to give any reason for that refusal. Effectiveness of Switching Notice 8.32 A Switching Notice is only effective if the Trust to which the Units the subject of the Switching Notice relate and the Nominated Trust are each a Trust constituted under this deed. Applicant not holding Units in the Nominated Trust 8.33 If the Trustee receives a Switching Notice from a Unit Holder who does not hold Units in the Nominated Trust then, in addition to the provisions of clause 8.29, the following provisions apply: (c) if there is a Disclosure Document relating to the Nominated Trust, the Switching Notice must be accompanied by an application form from that Disclosure Document if required by the Corporations Act; and DELETED the Unit Holder must complete the Switching Notice and lodge it with the Trustee. Clause 8.29 applies to the switching form. 8.34 The provisions of clause 8.33 do not apply if the Unit Holder subscribed for or purchased the Units to which the Switching Notice relates under a Disclosure Document which also offered Units for subscription or purchase in the Nominated Trust or if the Corporations Act otherwise permits the issue of Units to the Unit Holder without a current Disclosure Document. Redemption of Units and issue of Units in Nominated Trust 8.35 After receipt of a Switching Notice the Trustee must redeem the Units the subject of the Switching Notice in accordance with the provisions of this clause 8. The Units must be redeemed Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 19

for the Redemption Price. The proceeds of the redemption must be applied as soon as they are available to the issue to the Unit Holder of Units in the Nominated Trust. The number of Units to be issued is to be calculated by dividing the proceeds of the redemption of the Units the subject of the Switching Notice less the amount payable in respect of the Switching Fee (if any) by the amount of the Application Price of Units in the Nominated Trust. 8.36 If all the Units of a Holding are not switched the Trustee must issue or make available to the Unit Holder a Certificate (if the Schedule relating to the relevant Trust requires the issue of Certificates) or Transaction Advice for the balance of Units. 8.37 Within two months after the Issue Date of Units which are issued pursuant to a Switching Notice, the Trustee must issue or make available to the relevant Unit Holder a Transaction Advice which sets out the following information: in relation to the Units which were issued pursuant to the Switching Notice: (i) (ii) (iii) (iv) (v) (vi) the Trust to which the Units relate; the number of Units issued to the Unit Holder; the Register on which the Units are registered if the Units are held on a Branch Register; the Issue Date of the Units; the Application Price of the Units; and such other information as the Trustee decides from time to time; and in relation to the Units which were redeemed pursuant to the Switching Notice: (i) (ii) (iii) (iv) (v) the Trust to which the Units related; the number of Units held by the Unit Holder which were redeemed; the date on which the redemption occurred; the Redemption Price applicable to the Units; and such other information as the Trustee decides from time to time. Standing redemption request 8.37A If the Trustee permits, a Unit Holder may make a standing request for the Trustee to pay on behalf of the Unit Holder remuneration (and any Tax) that the Unit Holder is liable for in relation to the provision of Adviser Services to the Unit Holder (including where the Adviser Services are provided by the Trustee in another capacity). 8.37B The Unit Holder appoints the Trustee as agent to redeem those of the Unit Holder's Units in the relevant Trust or Trusts as the Trustee from time to time in its discretion judges necessary to cover the amount of remuneration (and any Tax) payable by the Unit Holder for the Adviser Services. 8.37C The Trustee may from time to time specify conditions and restrictions relating to the payment of the remuneration for the Adviser Services which must be complied with before a payment is made. The Trustee may vary or revoke the conditions or restrictions from time to time in its absolute discretion, or at any time terminate any standing request given under clause 8.37A.. Standing Switch Request 8.38 The provisions of this clause, and clause 8.39, apply only to a Unit Holder in a Trust as determined by the Trustee (Specified Trust). Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 20

8.39 The Trustee may determine that Unit Holders in a Specified Trust are entitled to give a request for the redemption of units in the Specified Trust and an application for Units in another Trust established under the Trust Deed and nominated by the Unit Holder, being a request for redemption and an application that continues to operate until further notice from the Unit Holder to the Trustee (Standing Switch Request). The Trustee may also determine: (i) (ii) (iii) the occasions when a Standing Switch Request may be given; the minimum number of Units, or minimum dollar amount, which must be the subject of a Standing Switch Request; and any other details or manner in respect of which a Standing Switch Request is to be given. (c) (d) The Standing Switch Request may be given on an application form for Units or by any other form of notice determined by the Trustee and not prohibited under the Corporations Act. A Standing Switch Request given by a Unit Holder will be deemed to be given at the time an investment is made in the Specified Trust by a Unit Holder or at such other times determined by the Trustee. If a Standing Switch Request is given, a separate notice will be deemed to be given for the purpose of this clause 9 on each day on which the redemption and application is to take effect. The provisions of clause 8 (and, in particular, clauses 8.29 and 8.37 inclusive) apply to a redemption of, and application for, Units which is deemed to be given under a Standing Switch Request. Trustee may redeem Units of Non-Resident Unit Holder 8.40 The Trustee may at any time request any Unit Holder to provide such evidence or information or declarations as the Trustee determines in relation to the status of a Unit Holder as a resident of Australia for taxation purposes. 8.41 If at any time the Trustee is not satisfied that any Unit Holder, all of whose Units were issued on or after 1 May 2003, is an Australian resident for taxation purposes (Non-Resident Unit Holder), the Trustee may, if it considers that it is in the best interests of the Unit Holders as a whole, determine to redeem all the Non-Resident Unit Holder's Units. 8.42 If the Trustee determines to redeem all of the Units of a Non-Resident Unit Holder under clause 8.41: a Redemption Notice is deemed to have been given to the Trustee by the Non-Resident Unit Holder in respect of all Units held by the Unit Holder on the date on which the Trustee resolved to redeem the Units; and the Trustee must redeem all Units held by the Non-Resident Unit Holder in accordance with the provisions of clause 8. 9. Investment of the Trust Funds Investment Strategy 9.1 Each Trust shall be invested in a manner which is consistent with the investment strategy for that Trust. Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 21

Investments 9.2 For the purposes of this deed, the Trustee has within and outside Australia all the powers in relation to each Trust, Trust Fund and the Assets and Liabilities of each Trust that it is legally possible for a natural person or corporation to have, including (without limitation): (c) to invest in real or personal property of any nature; to borrow and incur liabilities and obligations of any kind; and to appoint investment managers and custodians: as if it were the absolute and beneficial owner of all Trust Property. Related Schemes 9.3 Where Trust Assets are invested in a Related Scheme then: the total fees paid to the Trustee and its associates in respect of any investment in a Related Scheme must not exceed the greater of the maximum fee payable under this Deed and the maximum fee payable under the constitution of the Related Scheme; and the annual financial report must disclose: (i) (ii) (iii) any additional investments in Related Schemes during the period covered by the report; the nature of the relationship between the Trustee and the Related Scheme; and particulars of current investments in Related Schemes including the amount of and the percentage of the total moneys available for investment under this deed represented by each investment in Related Schemes. 9.4 DELETED 9.5 DELETED 9.6 DELETED Investment procedures 9.7 The Trustee has absolute discretion as to the investment of any Cash forming part of the Trust Fund of any Trust and as to the purchase, sale, transfer, exchange or alteration of any Asset or Liability of the Trust Fund of a Trust from time to time, provided that investments are made in accordance with the investment strategy for the Trust. 9.8 The Trustee must register any investments required to be registered as soon as reasonably practicable after receipt of the necessary documents. Subject to clause 20.20 registration must be in the name of the Trustee. Unless possession is given to a chargee or mortgagee the Trustee must hold or cause to be held the certificates of title or other evidence of ownership of the investments in safe custody until they are sold or disposed of under this deed. Costs of acquisition or sale 9.9 Subject to clause 5.6, the costs of acquisition or sale of an Asset by a Trust (including stamp duty, brokerage and commission) are to be paid by the Trustee from the Trust Fund of that Trust. 9.10 DELETED 9.11 DELETED 9.12 DELETED Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 22

9.13 DELETED 9.14 DELETED 9.15 Subject to this deed neither the Trustee nor any holder of any proxy or power of attorney appointed to exercise the voting rights of the Trustee is liable or responsible for any vote cast or not cast including, without limitation, in connection with the management of any Corporation in which Assets are held except in the case of a Corporation which is a Subsidiary of the Trustee. 9.16 DELETED 9.17 DELETED 10. Investment register Trustee to keep investment register 10.1 The Trustee must keep a separate register of all Assets held by each Trust showing in respect of each Asset: (c) (d) (e) (f) (g) (h) the nature of the Asset; the Cost of the Asset; the date of its acquisition by the Trust; the date of maturity (if applicable); the rate per annum of its redemption yield (if applicable); particulars of any security held in respect of it; particulars as to its Value; and any other details required by the Schedule relating to the Trust and any other details determined by the Trustee. Inspection by Trustee 10.2 The registers referred to in clause 10.1 must be available for inspection by the Auditor without charge at any time on any Business Day. 11. Management of the Trusts Trustee's obligations 11.1 The Trustee, until it retires or is removed in accordance with this deed, must manage each Trust (including the Assets, any borrowings and the Liabilities of the Trust) with full power to delegate to its officers and employees all acts, matters and things whether or not requiring or involving the Trustee's judgment or discretion. The Trustee, subject to its retirement or removal, agrees to carry out and perform the duties and obligations on its part contained in this deed during the period of each Trust. Nothing contained in this deed prevents the Trustee from establishing or acting as trustee for other trusts whether of a nature similar to or different from the Trusts of this deed. Trustee's power to delegate 11.2 The Trustee, in carrying out and performing its duties and obligations in relation to all or any of the Trusts, may: by power of attorney appoint any person to be attorney or agent of the Trustee for those purposes and with those powers, authorities and discretions (not exceeding those vested in Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 23

the Trustee) as the Trustee thinks fit including, without limitation, a power to sub-delegate and a power to authorise the issue in the name of the Trustee of documents bearing facsimile signatures of the Trustee or of the attorney or agent either with or without proper manuscript signatures of its officers on them; and appoint by writing any person to be sub-agent of the Trustee as the Trustee thinks necessary or proper for those purposes and with those powers, authorities and discretions (not exceeding those vested in the Trustee) as the Trustee thinks fit. 11.3 The Trustee may replace or suspend any attorney, agent or sub-agent appointed under clause 11.2 for any cause or reason as the Trustee may in its sole discretion think sufficient with or without assigning any cause or reason. 11.4 The Trustee at all times remains liable for the acts or omissions of any person appointed under clause 11.2. 11.5 The Trustee is responsible for payment of the fees and expenses of any person appointed under clause 11.2 but, to the extent that such person provides services which would not ordinarily be provided by the Trustee of a unit trust similar in nature and operation to the State Super Investment Fund, the Trustee is entitled to be reimbursed out of the Trust Fund of the relevant Trust in respect of those fees and expenses. 12. Period of Trusts and termination Period of Trusts 12.1 The Trust or Trusts referred to in clause 2.6 commence on the date of constitution thereof under clause 2.6 and each Trust subsequently constituted under clause 2.7 commences on the date set out in clause 2.7. Each of the Trusts terminates on the Termination Date. Termination of Trusts 12.2 At any time after the date of this deed the Trustee may determine that any or all of the Trusts are to be terminated in which case, the Trustee must promptly notify all Unit Holders of the Trust or Trusts. 12.3 DELETED. 12.4 The Trustee shall cause accounts of the winding up of the Trust to be prepared and independently audited by a registered company auditor or a firm of chartered accountants of which at least one partner is a registered company auditor. 12.5 DELETED Distribution of Trust Fund 12.6 On the termination of a Trust the Trustee must sell, collect, call in and realise the Assets of that Trust. So far as reasonably practicable, the Trustee must complete this within 180 days of the Termination Date. 12.7 The proceeds resulting from the actions of the Trustee under clause 12.6 must be applied in the following order of priority: in payment of or provision for the costs, charges, liabilities (whether actual or contingent) expenses, claims and demands incurred, made or apprehended by the Trustee in connection with the Trust or arising out of the termination of the Trust; Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 24

in payment of or provision for the costs, charges, liabilities (whether actual or contingent) expenses, claims and demands incurred, made or apprehended by the Trustee in connection with the Trust or arising out of the termination of the Trust; (c) in payment to the Trustee of any fees payable under clause 25; (d) (e) DELETED; in payment to the Unit Holders in the amounts set out in clause 12.8 on the execution by Unit Holders in favour of the Trustee of any releases as may reasonably by required. 12.8 Except to the extent otherwise provided in the Schedule applicable to the Trust the Trustee or determined pursuant to clause 3A.2, on completion of the realisation of the Assets under clause 12.6 and the making of payments or provisions under clause 12.7, must distribute the net proceeds to the Unit Holders as follows: first, in payment of any undistributed income to which they are entitled respectively which is held in the Distribution Account; secondly, each Unit Holder is entitled to receive an amount in accordance with the following formula: A x B C Where: A = the amount remaining in the Trust Fund after deduction of the amounts referred to in paragraphs to (d) of clause 12.7; B = the aggregate of the number of Units held by the Unit Holder as at the Termination Date; and C = the aggregate of the total number of Units in Issue as at the Termination Date. 13. Income of the Trusts Application to Trusts 13.1 Subject to clause 3A.2, The provisions of this clause 13 apply to each Trust except to the extent that the Schedule relating to a Trust provides otherwise. Collection of income 13.2 The Trustee must receive and collect all income of a Trust. Determination of net income 13.3 The Trustee must determine the net income of each Trust for each Income Entitlement Period. Unless otherwise provided in the Schedule applicable to a Trust, in consultation with the Auditor, the Trustee may determine whether any receipt, profit, gain, payment, loss, outgoing, provision or reserve or any sum of money or investment in an Income Entitlement Period is or is not to be treated as being on income or capital account and whether and the extent to which any provisions and reserves need to be made for the Income Entitlement Period. If no determination is made or to the extent to which no determination is made before the end of an Income Entitlement Period, the net income of the Trust for that Income Entitlement Period is calculated in the same manner as the Net Period Income of the Trust provided always that if in calculating the Net Period Income of the Trust for an Income Entitlement Period it is necessary to gross up any amount of income, the grossing up must not be included in calculating the net income of the Trust for the Income Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 25

Entitlement Period unless the Trustee with the agreement of the Auditor determines before the end of the Income Entitlement Period that the grossing up should be included in calculating the net income of the Trust. 13.4 DELETED Distribution Account 13.5 At the end of each Income Entitlement Period the Unit Holders are entitled to the net income of the Trust together with any further amount which the Trustee determines in accordance with clause 13.13 to distribute to the Unit Holders in respect of that Income Entitlement Period. 13.6 The Trustee is empowered but not bound to make an apportionment or keep separate accounts of the different categories and sources of income that relate to different types of investments of the Trust and the costs, charges and expenses attributable to each of those types of income. The Trustee may allocate to a Unit Holder all or part of the income to which the Unit Holder is entitled from a particular category or source of income in which case the Trustee must advise the Unit Holder of the extent to which income allocated to the Unit Holder consists of income from a particular category or source. 13.7 The net income of the Trust in respect of an Income Entitlement Period once it is calculated is to be transferred to a special account in the name of the Trustee and designated a Distribution Account. Any amount in the Distribution Account does not form part of the Trust Fund but must be held by the Trustee, subject to clause 8.9, on trust for distribution among the persons entitled to it as determined in accordance with clause 13.9. The Trustee may invest any moneys standing to the credit of the Distribution pending disbursement. Moneys standing to the credit of the Distribution Accounts of two or more Trusts may be held in a combined Bank Account in the name of the Trustee. Income earned from the investment is deemed to be income of the Trust or Trusts concerned and must be dealt with accordingly. If the Trustee has exercised its power under clause 13.6 the separate categories and sources of income must be shown in the Distribution Account. 13.8 If any income is received in an Income Entitlement Period when, in the opinion of the Trustee, it is not practicable to distribute it in the distribution for that Income Entitlement Period, it may be treated by the Trustee as having accrued during the next following Income Entitlement Period and distributed accordingly. Participation in distribution of income 13.9 A Unit Holder in a particular Trust is entitled to receive a distribution of the net income of the Trust credited to the Distribution Account in respect of a particular Income Entitlement Period in accordance with the following formula: Where: A x B C A = the amount credited to the Distribution Account in respect of the relevant Income Entitlement Period; B = the aggregate of the number of Units held by the Unit Holder as at the close of business on the last Business Day of the relevant Income Entitlement Period; and C = the aggregate of the total number of Units in Issue as at the close of business on the last Business Day of the relevant Income Entitlement Period. Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 26

Deduction of Tax 13.10 The deduction of the following amounts from the part of the Distribution Account to which a particular Unit Holder is entitled is authorised: (c) Tax which is paid or payable by the Trustee on account of or in respect of the Unit Holder on the amount of the net income of the Trust otherwise distributable to that Unit Holder including, without limitation, any amount of Tax payable by reason of the failure of the Unit Holder to provide its tax file number to the Trustee; if it is determined by the Trustee, a charge made by a person on account of Tax imposed on the deposit in an account of the Trust of all amounts received from that Unit Holder during the relevant Income Entitlement Period or any Tax imposed on the Trustee in respect of the receipt by the Trustee of those amounts; and if it is determined by the Trustee, a charge made by a person on account of Tax imposed on or in respect of the debiting in an account of the Trust of the amount of net income of the Trust otherwise distributable to that Unit Holder, and all amounts deducted must be applied in reimbursing the Trust for any corresponding amount paid or reimbursed from the Trust or reimbursing the Trustee for the payment of the Tax to the person or authority entitled to it. Distribution of income 13.11 Subject to any deductions made under clause 13.10 and provided that a Unit Holder in the Trust has not given or is not deemed to have given notice to the Trustee that the Unit Holder's entitlement to income for each Unit in the Trust is to be reinvested under clause 13.20 at the end of the then current Income Distribution Period, the Trustee must distribute to that Unit Holder the Unit Holder's entitlement to the net income of the Trust in respect of all Income Entitlement Periods during an Income Distribution Period, determined in accordance with clause 13.9 within two months following the last Business Day of the Income Distribution Period or on the earlier date of redemption of all of the Units in that Unit Holder's Holding. 13.12 If the Unit Holder's entitlement to net income includes a fraction of a cent the entitlement is to be rounded down to the nearest cent and the fraction of the cent becomes an Asset of the Trust. If the amount of net income to be distributed to any Unit Holder is less than $5.00 or such other reasonable amount determined by the Trustee the Trustee may on behalf of the Unit Holder reinvest the amount which would otherwise be distributed in additional Units in the same Trust. Taxable income greater than net income 13.13 Subject to this deed the Trustee may transfer capital of a Trust to the Distribution Account for the purpose of enabling a distribution to Unit Holders of a total amount equal to the Net Annual Income of the Trust in the event that the Net Annual Income of the Trust exceeds the net income of the Trust for a year of income. 13.14 A transfer under clause 13.13 may not be made to the extent that the excess of the Net Annual Income of a Trust over the net income of that Trust for a year of income is due to the grossing up of any amount of income of the Trust in respect of any tax credit unless: the Trustee is of the opinion that tax is likely to become payable by the Trustee if it does not make the transfer; or the benefit of a tax credit cannot otherwise be made available to Unit Holders of the Trust. If a transfer is not made for this reason the excess Net Annual Income of the Trust and the benefit of any tax credit is deemed to have been distributed to Unit Holders pro rata to their entitlement to any net income of the Trust of the category or source of income in respect of which the credit applied. Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 27

Capital reserves and bonus issues 13.15 If determined by the Trustee, any net realised capital gains of a Trust (to the extent to which they are not assessable for income tax or capital gains tax) may be separated from the other income or realised gains of the Trust and credited to a separate account to be known as the Capital Reserve Account. 13.16 The Trustee may distribute to the Unit Holders of a Trust from time to time by way of Cash or other Assets of the Trust as at a date determined by the Trustee an amount equal to so much of the net realised capital gains credited to the Capital Reserve Account as determined by the Trustee. The Trustee must debit the Capital Reserve Account by the amount distributed. 13.17 The distribution of Cash or other Assets to each Unit Holder under clause 13.16 is calculated in accordance with the following formula or in any other manner determined by the Trustee to take into account the duration of time a particular Unit has been in issue: Where: A x B C A = amount of Cash or the Value of Assets determined by the Trustee to be distributed; B = the aggregate of the number of Units held by the Unit Holder as at the close of business on a date determined by the Trustee (Determined Date); and C = the aggregate of the total number of Units in Issue as at the close of business on the Determined Date. 13.18 Any amount standing to the credit of the Capital Reserve Account of a Trust may be capitalised if determined by the Trustee and at a date determined by the Trustee by the creation and issue of bonus units where the issue price of those units is paid from moneys standing to the credit of the Capital Reserve Account. Subject to clause 13.19, the capitalisation is to be effected and the number of Units to be issued to each Unit Holder calculated by dividing the number of Units held by Unit Holders of the Trust by a proportion determined by the Trustee which takes into account the number of Units held by the Unit Holder, the amount of capital gains to be capitalised and other matters in relation to the particular Unit Holder determined by the Trustee. Following the capitalisation: (c) (d) (e) (f) the number of Units in Issue of that Trust will increase accordingly; the Trustee must cause the Register to be amended and take any other steps which the Trustee considers necessary to amend the records of the Trust to reflect the capitalisation; the Trustee may ignore fractions and round down each Unit Holder's entitlement to the nearest whole Unit; the sum capitalised must be debited to the Capital Reserve Account and then treated in the same manner as funds subscribed by Unit Holders to the Trust; the additional Units created will rank for distribution of income and for all other purposes from a date determined by the Trustee; and the Trustee must issue or make available to each Unit Holder a Certificate or Transaction Advice (as applicable to Units in that Trust) for the bonus Units issued to that Unit Holder. 13.19 The number of additional Units created under clause 13.18 must not be less than the number calculated in accordance with the following formula (or, where the number is not a whole number, the highest whole number which is less than the number so calculated): Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 28

Where: A B A = the amount standing to the credit of the Capital Reserve Account which is to be capitalised; and B = the Application Price applicable on the day on which the capitalisation is to take place, each Unit created on the capitalisation must be issued at the same price which may be less than the Application Price on that date. Unit Holder reinvestment 13.20 A Unit Holder of a Trust is entitled, if the right of reinvestment of income has been offered under the Disclosure Document relating to that Trust, by giving notice in writing to the Trustee (in the form determined by the Trustee from time to time) to request that the Trustee retain and reinvest in Units the money or part of the money to be distributed to the Unit Holder under clause 13.9 from time to time. The Disclosure Document relating to a Trust may provide that unless the applicant elects to receive cash distributions the income to which he is entitled will be reinvested. In these circumstances the Unit Holder will be deemed to have given notice in writing to the Trustee to retain and reinvest the money which would otherwise be distributed to the Unit Holder pursuant to clause 13.9. 13.21 A Unit Holder may by notice in writing to the Trustee (in the form determined by the Trustee from time to time) received not later than 15 Business Days before the last day of the relevant Income Distribution Period cancel any notice given under clause 13.20. The Unit Holder is entitled to give a further notice under clause 13.20 at any time in respect of any subsequent Income Distribution Period. 13.22 If a notice under clause 13.20 has been given to the Trustee by a Unit Holder prior to 15 Business Days before the last day of the relevant Income Entitlement Period and has not been cancelled under clause 13.21 the Trustee is entitled, but not obliged, from any money to be distributed to the relevant Unit Holder at the date of distribution, to retain all or part of the amount specified in accordance with the notice and reinvest that money on behalf of the Unit Holder in additional Units in the Trust. 13.23 The Application Price payable for each additional Unit in a Trust on reinvestment is the Application Price in respect of Units in the relevant Trust on the day on which those additional Units are issued to the Unit Holder. Notice of reinvestment 13.24 If a Unit Holder has made or is deemed to have made a request under clause 13.20, the Trustee must give notice to the Unit Holder to the effect that the whole or part of the distribution to which the Unit Holder would otherwise have been entitled has been reinvested on the Unit Holder's behalf and the amount of any Tax withheld by the Trustee under clause 13.10. The notice must be given on the issue of the additional Units. 13.25 The Trustee must issue or make available to each Unit Holder a Certificate or Transaction Advice (as applicable to Units in that Trust) for the additional Units. 13.26 For all purposes the net income to be distributed to a Unit Holder is deemed to have been received by the Unit Holder on a reinvestment of that income in additional Units under the terms of this clause 13. Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 29

Notice to reinvest lapses upon redemption of all Units 13.27 Where all of the Units held by a Unit Holder in a Trust are redeemed (notwithstanding that the Unit Holder may continue to hold Units in another Trust), any notice given by the Unit Holder under clause 13.20 automatically lapses in respect of the Trust from which the redemption was made, and upon the next date when the Unit Holder would be entitled to receive a distribution under clause 13.11 the Unit Holder must receive a distribution in cash. Quarterly distributions 13.28 The Trustee, may distribute to each Unit Holder in that Trust the Unit Holder's entitlement to the net income of the Trust calculated as at the last day of the Quarter, and otherwise in accordance with clause 13. The Trustee must distribute the Unit Holder's entitlement within 2 Months of the last Business Day of the Quarter. If the Trustee distributes each Unit Holder's entitlement under this clause the provisions of clause 13 apply subject to the word 'Quarter' being substituted for the word 'Income Entitlement Period' in each place it appears. Effect of transfer or transmission of Units 13.29 On the registration of any transfer or transmission of Units in a Trust from any person, including the Trustee, the transferor's interest in any income standing to the credit of the Distribution Account which has not been reinvested under clause 13.22 at the date of transfer remains credited to the account of the transferor and does not pass to the Unit Holder in whose name the Units become registered. 14. Valuation of the Trust Funds Application to Trusts 14.1 The provisions of this clause 14 apply to each Trust except to the extent that the Schedule relating to a Trust provides otherwise. Valuation Roll 14.2 The Trustee must maintain a Valuation Roll for each Trust in which the Trustee records the Value of all Assets which are included in the Trust (without providing for depreciation or the cost of replacement). Periodic valuations 14.3 DELETED Trustee's right to obtain valuation 14.4 The Trustee has the right at any time and from time to time to instruct an appropriately qualified valuer (independent of the Trustee) to value any or all of the Assets of a Trust and on receipt of the valuation must promptly send a copy to the Auditor. The cost of these valuations is borne by the Trust Fund of the relevant Trust. If a valuation discloses a figure lower than them Value of the Asset shown in the Valuation Roll, that lower figure is to be substituted in the Valuation Roll and the lower figure is to be used to calculate the Net Asset Value of the Trust. Trustee may require further valuation 14.5 If the Trustee considers that a valuation obtained under clause 14.4 is significantly different from what, in its opinion, is the Value of the Asset (determined in accordance with the principles set out in clause 14.6), then it may instruct a different valuer (who must also be appropriately qualified and independent of the Trustee) to conduct another valuation of the Asset. The cost of these valuations is borne by the Trust Fund of the relevant Trust. If a valuation discloses a figure lower than the value of the asset shown in the Valuation Roll, that lower figure is to be substituted Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 30

in the Valuation Roll and the lower figure is to be used to calculate the Net Asset Value of the Trust. Net Asset Value of the Trusts 14.6 The Trustee may calculate the Net Asset Value of the Trust in respect of each of the Trusts at any time in its absolute discretion but must do so not less frequently than once in each week. Valuation principles 14.7 The value of any property will be its market value determined, at the discretion of the Trustee, by one of the following methods: (c) by reference to a recognised independent source; by a method determined by a qualified valuer appointed and instructed by the Trustee; or by a qualified valuer appointed and instructed by the Trustee, unless the Trustee decides to adopt some other method as appropriate to determine current market value including estimates of market value where actual figures are not available and the Trustee considers there will be no significant detriment to any Unit Holder. Property acquired must be valued at cost (including acquisition costs) until revalued. The Trustee may cause some or all of the Assets of a Trust to be revalued whenever it sees fit and shall do so from time to time having regard to the nature of the property. 14.8 DELETED Valuations and the Trustee 14.9 Nothing in this deed shall be deemed to imply that the Trustee is or is required to be an expert in relation to any matters concerning the valuation of Assets. 15. Auditor Appointment 15.1 The first Auditor in relation to each Trust listed in clause 2.6 shall be the Auditor General of New South Wales. If the Auditor General of New South Wales ceases to be the Auditor of a Trust the Trustee must appoint an Auditor of that Trust who must be a registered company auditor for the purposes of the Corporations Act or a firm of auditors at least one member of which is a registered company auditor ordinarily resident in New South Wales. The Auditor is to hold office subject to the provisions of this clause 15. Remuneration 15.2 The Auditor's remuneration is to be determined by the Trustee. Removal 15.3 The Trustee may remove the Auditor of a Trust at any time. 15.4 If the Auditor of a Trust is requested to retire by Special Resolution of the Unit Holders of that Trust then the Trustee must, by notice in writing to the Auditor, remove the Auditor from office. The Trustee must appoint the qualified person or firm approved by special resolution of Unit Holders (if any) to be the Auditor of the Trust or, in the absence of any such approval, the qualified person or firm nominated by the Trustee. Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 31

Auditor may retire 15.5 The Auditor may retire as Auditor of all or any of the Trusts on giving one Month's written notice to the Trustee. Trustee to appoint new Auditor 15.6 Any vacancy in the office of Auditor must be filled by the Trustee appointing a qualified person. Auditor may be Auditor of Trustee 15.7 The Auditor may be the auditor of the of the Trustee or of any other trust whether of a similar nature to the Trusts or otherwise but may not be a director, officer or employee (or the partner or employee of a director, officer or employee) of the Trustee. 16. Accounts and audit Maintenance of accounting records 16.1 The Trustee is responsible, subject to the Corporations Act, for the keeping of proper books of account in relation to the Units. The accounts of each Trust must be kept separate. Accounts open to inspection 16.2 The books of account for each Trust must be kept at the office of the Trustee or at another place determined by the Trustee. Information to Auditor 16.3 The Trustee must provide the Auditor with information as required by the Corporations Act. Unit Holders to receive statement 16.4 The Trustee must prepare and send to each Unit Holder the Accounts for each Financial Year in accordance with the Corporations Act. Audit 16.5 The Trustee must ensure that the Accounts referred to in clause 16.4 are audited and reported on by the Auditor in accordance with the Corporations Act. The Trustee must cause the Auditor's report on the Accounts to be sent to Unit Holders with the Accounts. 17. Register of Unit Holders Application to Trusts 17.1 The provisions of this clause 17 apply to each Trust except to the extent that the Schedule relating to a Trust provides otherwise. Separate Registers 17.2 The Trustee must keep at its registered office or principal place of business, separate and up to date Registers of all Unit Holders of each Trust. The Trustee must enter in each Register: (c) the name and address of each Unit Holder as notified to the Trustee by the relevant Unit Holder; the number of Units held by each Unit Holder; the date upon which the name of each Unit Holder was entered in the Register as a holder of Units; Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 32

(d) (e) the date on which any person ceased to be a Unit Holder; and any other matter determined by the Trustee. The Trustee may engage any individual or corporation whose ordinary business is or includes the maintenance of share and similar registers to maintain the Register. The engagement of an individual or corporation does not relieve the Trustee from its obligations under the Corporations Act and this deed and the Trustee at all times remains liable for keeping and maintaining the Register. Correctness of Register 17.3 The Trustee is not liable for any mistake in the Register except to the extent that the mistake is attributable to the Trustee's own negligent act or default. Notification of change by Unit Holders 17.4 Any change of name or address on the part of any Unit Holder must promptly be notified by that Unit Holder to the Trustee who must alter the Register as soon as practically possible. Inspection 17.5 A Unit Holder who wishes to inspect only that part of the Register that provides particulars of that Unit Holder's Holding is entitled to inspect the relevant part of the Register by arrangement with the Trustee. 17.6 DELETED 17.7 DELETED Non-recognition of equitable interests 17.8 Except as otherwise provided and subject to the Corporations Act, the Trustee may treat the registered holder of a Unit as the absolute owner of it. Except as ordered by a court of competent jurisdiction or as required by statute, the Trustee is not bound to recognise (even when having notice of it) any equitable or other claim to or interest in a Unit on the part of any other person. Costs of removal 17.9 The Unit Holder must bear any cost which results from the removal of a Unit Holder from one Register to another Register. Closure of the Register 17.10 The Trustee from time to time may close a Register but no part of a Register may be closed for more than 30 days in total in any calendar year. 18. Branch registers Establishment 18.1 The Trustee may at any time and must if required by the Corporations Act establish and maintain or cause to be established and maintained a separate Register in relation to any Trust in any State or Territory of the Commonwealth or in any place outside the Commonwealth. There must be entered on any separate Register those details considered necessary by the Trustee or required by the Corporations Act to be included in a Register of Unit Holders. Designation 18.2 Every separate Register must, in the case of a Register established in Australia, be designated the Branch Register for the capital city of the State or Territory in respect of which it is established and, in the case of a Register established outside Australia, be designated the Branch Register for Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 33

the place in respect of which it is established. The provisions of clause 18 apply to a Branch Register. Application of provisions 18.3 Except where it is otherwise expressly stated every reference in this deed to 'the Register' of a Trust includes every Branch Register in respect of that Trust. Applicable law 18.4 In the case of Units which are registered on a Branch Register, the rights, liabilities and obligations of the Trustee and the Unit Holders of those Units are governed by the laws of the jurisdiction specified in clause 35. 19. Transfer and transmission of Units Transfer of Units 19.1 A transfer of a Unit must be: (c) (d) in writing; in the form determined by the Trustee; executed by both the transferor and the transferee; and duly stamped and delivered to the Trustee. A transferee becomes the new proprietor of a Unit when particulars of the transfer are entered in the Register. Refusal of registration 19.2 The Trustee, in its sole discretion and without giving a reason, may refuse to register a transfer of a Unit. If the Trustee refuses to register a transfer it must within one month of the date of receipt of the transfer by the Trustee send to the transferor and the transferee a notice advising of the refusal. Cancellation and issue of Certificates 19.3 When a transfer is entered in the Register the Trustee must cancel the Certificate (if any) relating to the Units transferred and, subject to clause 6.1, issue a new Certificate in the name of the transferee or otherwise provide acknowledgment to the transferee in writing that the transfer has been registered. Persons entitled on transmission 19.4 If a Unit Holder dies, the Trustee will only recognise the survivor or survivors (where the deceased was a joint holder) or the executors or administrators (in all other cases) as having any title to the Units registered in the name of the deceased. Registration of transmission 19.5 A person who becomes entitled to a Unit (and gives evidence of that entitlement to the Trustee in a form satisfactory to the Trustee) because of the death, bankruptcy, insanity or other disability of a Unit Holder is entitled to be registered as the holder of the Unit or to nominate some other person to be registered as the holder of the Unit. Notice of election 19.6 To effect a registration under clause 19.5 the person must give a written notice to the Trustee requesting the registration. If the Unit is to be registered in the name of a nominee of the person, Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 34

the person must also execute a transfer of the Units to the nominee. All the provisions of this deed relating to the registration of transfers apply to such a notice or transfer as if it were a transfer executed by a Unit Holder. Rights of transmittee prior to registration 19.7 A person who becomes entitled to a Unit because of the death, bankruptcy, insanity or other disability of a Unit Holder is entitled to receive and may give a discharge for all money payable in respect of the Unit but is not entitled to receive notices of or to attend or vote at any meetings of Unit Holders until that person is registered as the holder of the Unit. 20. Trustee's powers and indemnities Trustee's powers 20.1 DELETED 20.2 The Trustee may act upon the opinion, advice or information obtained from independent barristers and solicitors instructed by the Trustee. The Trustee may also act upon statements of information sought by it from bankers, accountants, brokers, valuers or other persons believed by the Trustee in good faith and upon reasonable grounds to be expert in relation to the matters upon which they are consulted. Trustee's right to indemnity 20.3 Subject to this deed and the Corporations Act the Trustee will be indemnified out of the Trust Fund of a Trust against all loss, costs, damages and expenses incurred by the Trustee in performing any of its duties or exercising any of its powers under this deed in relation to that Trust. The right of indemnity does not extend to loss, costs, damages and expenses arising from a breach of trust where the Trustee fails to show the degree of care and diligence required of a trustee having regard to the powers, authorities and discretions conferred on the Trustee. Limitation of liability of Trustee 20.4 Subject to the Corporations Act, the Trustee is not liable, subject to it duly observing its obligations under this deed: (c) (d) (e) in connection with anything done by it in good faith in reliance upon any instrument except when it has reason to believe that the instrument is not genuine; if it fails to do anything because it is prevented or hindered from doing it by law or order of a Court; to anyone for payments (except when made negligently) made by it in good faith to a fiscal authority in connection with Taxes or other charges in respect of a Trust or Certificates or Transaction Advices even if the payment need not have been made; subject to the Corporations Act, if a person (other than a Company under its control) fails to carry out an agreement with the Trustee in connection with a Trust except when the failure is due to its own neglect or default); for acting upon a resolution evidenced by a signed minute purportedly passed by the Unit Holders even if it is later found that there was a defect in the constitution of the meeting or the passing of the resolution or that the resolution is not valid or binding on the Unit Holders; (f) Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 35 to anyone because it accepts a Certificate or Transaction Advice as being valid even if it is later found that it is forged or not authentic or is incorrect for any reason whether as at the date of issue or because of any change occurring after that date; and

(g) to anyone because of any error of law or any matter done or omitted to be done by it in good faith in the event of the liquidation or dissolution of a Company (other than a Company under its control). Limitation of liability of Trustee 20.5 Subject to the Corporations Act, if the Trustee relies in good faith on an opinion, advice, information or statement given to it by a person referred to in clause 20.2, it is not liable for any misconduct, mistake, oversight, error of judgment, forgetfulness or want of prudence on the part of that person except when the person is not independent from the Trustee. 20.6 Subject to the Corporations Act, the Trustee is not liable: (c) (d) (e) for any loss, costs, damages or expenses arising out of the exercise or non-exercise of its discretion or for any other act or omission on its part under this deed except where the exercise or non-exercise of its discretion or the act or omission is fraudulent, negligent or in breach of trust or duty on the part of the Trustee; DELETED; DELETED; to Unit Holders of a Trust for anything beyond the amount which the Trustee is entitled to recover through its right of indemnity, whether under this deed or otherwise, from the Assets of that Trust received by the Trustee in accordance with the provisions of this deed except in respect of any default, neglect or breach of trust or duty on the part of the Trustee; or to make a payment to a Unit Holder except out of funds held by it for that purpose under this deed except when the payment is due because of the default, neglect or breach of trust or duty of the Trustee. Trustee's powers 20.7 Subject to this deed the Trustee has absolute discretion with respect to all the trusts, powers, authorities and discretions vested in it whether in relation to the manner or time of exercise. 20.8 DELETED 20.9 DELETED 20.10 DELETED Dealings with Trust 20.11 None of the: (c) (d) (e) (f) Trustee; DELETED; directors or officers of the Trustee; Related Corporations of the Trustee; shareholders of the Trustee or any such Related Corporations; or directors or officers of any such Related Corporations, is prohibited from: (A) (B) subscribing for, purchasing, holding, dealing in or disposing of Units; at any time: Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 36

(I) (II) (III) contracting with; acting in any capacity as representative or agent for; or entering into any financial, banking, agency or other transaction with, any other of them, any Unit Holder or any Company any part of whose shares forms part of the Trust Fund of any Trust; or (C) being interested in any contract or transaction referred to in paragraph (B). None of the persons mentioned is liable to account to any other or to the Unit Holders for any profits or benefits (including, without limitation, bank charges, commission, exchange brokerage and fees) derived in connection with any contract or transaction referred to in paragraph (B). 20.12 Clause 20.11 only applies if the relevant person, in connection with the action, contract or transaction, acts in the utmost good faith to all Unit Holders. Lodgment of securities 20.13 If as a result of an official directive (whether or not having the force of law, but if not, compliance with which is in accordance with the practice of responsible trustees) law or regulation the Trustee is required to lodge on its own account deposits, securities or bonds for the protection of Unit Holders in a Trust then the Trustee must do so from its own resources. It may not make a claim on the Trust Fund of the relevant Trust for this purpose. 20.14 If the Trustee elects not to comply with an obligation it has which is referred to in clause 20.13 then it may retire as Trustee or terminate the Trust in accordance with this deed. 20.15 DELETED Signatures 20.16 The Trustee is entitled to rely on the validity of any signature on any transfer, form or application or other instrument or document unless the Trustee has reason to believe that the signature is not genuine. Dealings with instruments 20.17 The Trustee is not obliged to effect a transaction or dealing with a Certificate, transfer or other instrument or any part of the Assets of a Trust Fund on behalf of, for the benefit or at the request of a Unit Holder unless the Unit Holder has first paid in Cash or otherwise provided for to the Trustee's satisfaction all duties, Taxes, governmental charges, brokerage, transfer fees, registration fees and other charges (whether similar to the foregoing or not) whether in respect of the Certificate, transfer or other instrument or otherwise (in this clause 20.17 called collectively duties and charges) which may have become or may be payable in respect of or prior to or upon the occasion of the transaction or dealing. However, the Trustee, if it thinks fit may pay and discharge duties and charges on behalf of the Unit Holder and retain the amount so paid out of any money or property to which the Unit Holder is or becomes entitled to under this deed. This clause does not affect the other obligations of the Trustee in this deed relating to duties and other expenses in respect of Assets. Legal proceedings 20.18 The Trustee may bring legal proceedings: to obtain or recover money that is payable to the Trustee or to obtain an Asset to which the Trustee is entitled in relation to the Trust; for damages against any person arising out of any loss suffered by a Unit Holder as a result of any negligence, default, omission or breach of duty or trust; or Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 37

(c) to secure compliance with the provisions of this deed or the terms of a Disclosure Document. The Trustee may abandon, settle, compromise or release any such action, suit or proceeding as it considers desirable. 20.19 The Trustee may institute, prosecute, defend or otherwise appear in any action, suit or other proceeding in any Court or Tribunal in respect of any matters touching or concerning a Trust Fund, any Asset, this deed, a Disclosure Document or a Trust. All costs and disbursements incurred by the Trustee (including costs of obtaining advisory opinions) in anticipation of or in connection with any such action, suit or proceeding and all costs and disbursements incurred by the Trustee in obtaining any legal advice or opinions concerning or relating to the interpretation and construction of this deed or in relation to any matter arising in relation to the administration of the Trust are to be deducted from and paid out of the relevant Trust Fund except where the action, suit or proceeding arises out of the default, neglect, breach of trust or breach of duty of the Trustee and there is a determination that there is default, neglect, breach of trust or breach of duty by the Trustee. The Trustee need not commence or defend any action, suit or proceedings (except where the action, suit or proceedings relates to negligence or breach of trust on the part of the Trustee) unless it is satisfied that it will not incur any personal liability by so doing. Registration and holding of investments 20.20 The Trustee has the right to have Assets capable of being registered vested in officers of the Trustee nominated by it but only such Assets as the Trustee is precluded by the constitution of the issuer from holding in its own name or to have any documents of title in relation to an Asset of which the Trustee is the registered holder or is otherwise the legal owner held in custody by a Banking Corporation. If the Trustee exercises any rights referred to in this clause the Trustee. remains liable for any act or omission of the relevant officer or Banking Corporation as if the act or omission was an act or omission of the Trustee. The Trustee shall be entitled to lodge documents of title in relation to any Assets (other than real property investments) with Austraclear Limited (ACN 002 060 773) to hold on its behalf. 20.21 DELETED Trustee not bound to make apportionment 20.22 The Trustee is not bound to make any apportionment of the Assets comprised in the Trust Fund of a Trust and must hold the whole of the Trust Fund of a Trust for the time being as one Trust Fund on the trusts of this deed. 20.23 DELETED 20.24 DELETED 20.25 DELETED 20.26 DELETED 20.27 DELETED Power to borrow 20.28 The Trustee may raise or borrow any sum or sums of money or obtain credit, accommodation or finance for the purposes of a Trust and may secure repayment of that money and interest, costs and other charges and expenses upon terms and conditions as determined by the Trustee including charging or mortgaging all or any of the Assets constituting the relevant Trust Fund for which purpose the money was raised or borrowed. The total of these liabilities must not at the time at which the liabilities are incurred create a situation whereby the Liabilities of a Trust exceed the Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 38

percentage of the Net Asset Value of the Trust constituting the Trust Fund specified in the Schedule relating to that Trust. 20.29 DELETED 20.30 DELETED Provision of information to authorities 20.31 The Trustee may provide all information in its possession regarding the Unit Holder and the interest of the Unit Holder in a Trust to such statutory or governmental agencies or authorities as shall be entitled to require the provision of such information. Joint Unit Holders 20.32 Where persons who hold a Unit jointly have not advised the Trustee in writing that no transfer, form of application or other instrument or document in respect of the Unit held jointly will be valid and binding unless it is executed by all the joint Unit Holders, the Trustee may act in reliance on, and all the joint Unit Holders will be bound by, any transfer, form of application or other instrument or document in respect of the Unit held jointly which is executed by any one of the joint Unit Holders. 21. Covenants by the Trustee The Trustee covenants in relation to each Trust, with the intent that the benefit of these covenants enures to the Unit Holders of each Trust jointly and to each of them severally that it will: (c) (d) (e) (f) (g) (h) (i) (j) (k) (l) (m) act continuously as Trustee until the Trust is terminated in accordance with this deed or until it has retired or been removed in accordance with this deed; DELETED; subject to the provisions of clauses 20.1 and 20.20, retain the Trust Fund of the Trust in safe custody and hold it on trust for the Unit Holders upon the terms of this deed; DELETED; DELETED; DELETED; not sell, mortgage, charge or part with the possession of any of the Assets (or permit any officers nominated under clause 20.20 to do so) except as permitted by this deed; DELETED; DELETED; DELETED; give an appropriately qualified valuer (independent of the Trustee) such information in its possession in relation to the Trust as the appropriately qualified valuer (independent of the Trustee) may request for the purpose of valuing an Asset; not incur any Liability in respect of the Trust whether secured or unsecured if the result would be that the Liabilities of the Trust would then exceed the percentage of the Net Asset Value of the Trust constituting the Trust Fund specified in the Schedule relating to that Trust; DELETED; Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 39

(n) (o) (p) (q) (r) (s) (t) (u) (v) (w) (x) DELETED; DELETED; DELETED; DELETED; DELETED; DELETED; DELETED; DELETED; DELETED; promptly refund to any subscriber for Units in the Trust the excess (if any) charged on the subscription for the Units beyond the Application Price where the excess equals or exceeds the Application Price of 1 Unit; insure or cause to be insured the Assets which are of a nature or kind capable of being insured and keep them insured in the name of the Trustee in amounts determined by the Trustee with insurance companies determined by the Trustee (which may be insurance companies related to the Trustee provided that the Trustee acts in any such transaction with the utmost good faith) and to the full insurable value of the Assets against fire, loss of rent and other risks which the Trustee believes prudent. 22. DELETED 23. DELETED 24. Retirement of Trustee Circumstances in which the Trustee must retire 24.1 The Trustee will retire from a Trust if: (c) (d) (e) (f) (g) DELETED; the Trustee goes into liquidation (except for the purpose of amalgamation or reconstruction or some similar purpose) or is placed in official management; a receiver or receiver and manager is appointed of the undertaking of the Trustee and is not removed or withdrawn within 30 days of the appointment; the Trustee ceases to carry on business; the Trustee is not, or is no longer, empowered to act as a trustee; Unit Holders holding 50% or more of the value of Units in Issue resolve at a meeting that the Trustee should be removed in relation to those Units; or the approval of the Trustee to act as a responsible entity of a registered Managed Investment Scheme under the Corporations Act is revoked. Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 40

24.2 Subject to the Corporations Act, the Trustee may at any time retire. Whenever a Trustee retires, the Trustee may, by deed, appoint a replacement Trustee. If no replacement Trustee is appointed within two months after the Trustee's retirement, the Trust will be terminated. 24.3 On retirement, a Trustee is released from all obligations under this deed arising after the date of the retirement except for its obligations to vest the Trust Fund in the new Trustee and to deliver all books and records relating to the Trust to the new Trustee. 24.4 DELETED 24.5 DELETED 24.6 DELETED Trust Fund of a Trust to vest in new trustee 24.7 Upon the retirement of the Trustee from a Trust in accordance with the provisions of this clause 24 the Trustee must vest the Trust Fund of that Trust or cause it to be vested in the new Trustee and must deliver to the new Trustee all books, documents, records and other property whatsoever relating to the Trust. The costs and expenses of this vesting and the delivery of the books, documents, records and other property are to be paid out of the Trust Fund of the relevant Trust. 25. Remuneration of Trustee Trustee's fee 25.1 The Trustee is entitled to receive and retain for its own use out of the Trust Fund of each Trust by way of remuneration a fee for administering and managing the Trust Fund calculated in accordance with the Schedule applicable to that Trust or if not so specified in the Schedule calculated at a rate not exceeding the rate of 1.5% per annum of the Net Asset Value of the Trust. The remuneration payable to the Trustee in accordance with this clause 25.1 in respect of a Trust is to be calculated for each day of each Month and is payable in arrears on the first Business Day following the end of each Month or at such other times as may be determined by the Trustee. Switching Fee 25.2 The Trustee is entitled to charge a Unit Holder to whom Units are issued under a Switching Notice a Switching Fee which is: determined on the date on which the Switch is processed; and a maximum of $100, adjusted in accordance with the CPI Adjustment. Transfer Fee 25.3 The Trustee is entitled to charge a person to whom Units in a Trust are transferred in accordance with clause 19.1 a Transfer Fee specified in the Schedule applicable to that Trust. Trustee's Fee 25.4 DELETED Reimbursement of expenses, etc. 25.5 Except as otherwise provided in the Schedule relating to a Trust the Trustee, in addition to its remuneration, is to be indemnified and are entitled to be reimbursed out of the Trust Fund of a Trust in respect of all costs, charges and expenses which it may incur in relation to first, the matters set out in paragraph below, and, secondly, the matters set out in paragraph below, and, thirdly, the matters set out in the remaining paragraphs of this clause 25.5 and (to the extent Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 41

that there are not sufficient funds available to permit reimbursement of costs, charges and expenses incurred in relation to all of the following matters) in that order of priority, to the extent the costs, charges and expenses are reasonable in amount and properly incurred: Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 42 subject to clause 25.6, all costs and expenses (including legal costs and expenses on a solicitor and own client basis calculated at the solicitor's usual charge out rate) in connection with: (i) (ii) (iii) (iv) the preparation, registration and distribution of any Prospectus in respect of the Trust; the preparation, execution and stamping of this deed; the preparation, execution and stamping of any deed amending this deed; and the administration of the Trust and the exercise of any powers or performance of any duties under this deed; all disbursements, expenses and outgoings to a maximum in each Financial Year of 1.5% of the Value of the Assets of the Trust as at the end of the relevant Financial Year (with any excess beyond this limit being borne by the Trustee) in connection with: (c) (d) (e) (f) (g) (h) (i) (j) (i) (ii) (iii) (iv) establishing and maintaining the Register in and outside Australia and the costs of appointing and maintaining any person necessarily connected with it; preparing and dealing with applications for the redemption, transfer, switching and transmission of Units and of determining the price for the issue or the redemption of Units under this deed; establishing and maintaining the accounting and investment recording systems of the Trust; and computer facilities relating to the matters referred to in paragraphs (i), (ii) and (iii) of this clause 25.5; all disbursements in connection with the acquisition, maintenance, insurance, custody or disposal of or any other dealing with any Asset or Liability of the Trust including commission, brokerage and stamp duty; the remuneration of the Auditor and any reasonable expenses of the Auditor sustained in the course of the performance of the duties as an Auditor and the fees, if any, charged by a registered tax agent for preparation and lodgement of taxation returns; all Taxes payable under this deed in respect of the Trust including stamp duty payable on distribution cheques; all costs in relation to any borrowing by the Trust; costs of postage and printing of all cheques, accounts, statements, notices, Transaction Advices, Certificates and all other documents required to be posted to all or any Unit Holders of the Trust by the Corporations Act or this deed; costs of convening and holding any meetings of Unit Holders of the Trust and of carrying out any directions or resolutions of those meetings; costs of any valuation of the Trust Fund or of any Asset; expenses incurred in connection with the Bank Accounts of the Trustee in relation to the Trust and bank fees (including but not limited to account keeping fees) and other bank or government charges (including but not limited to Bank Account debits tax and charges in respect of financial institutions duty) incurred in connection with the keeping of or the

transaction of business on the Bank Accounts of the Trustee in relation to the Trust and its management; (k) (l) (m) fees payable to attorneys, managers, consultants, agents, advisers, experts and other persons engaged by the Trustee in relation to the Trust or its administration or management and payable out of the Trust Fund of the Trust under the provisions of this deed; all costs in connection with the initiation, carriage and settlement of any court proceedings (including any negotiations and demands relating to them); all costs in or in connection with the retirement or removal of the Trustee under this deed and the appointment of any person in substitution, PROVIDED THAT the Trustee is only entitled to be reimbursed out of the Trust Fund of the relevant Trust in respect of the fees and expenses of any custodian appointed to perform custodial functions outside Australia (Foreign Custodian) up to a maximum in any Financial Year of 1% of the Value of the Assets under the control of the Foreign Custodian as at the last day of the Financial Year. 25.6 The Trustee is entitled to be reimbursed for all costs and expenses in connection with: the preparation, registration and distribution of the first prospectus in respect of a Trust of which it is Trustee; and the preparation, execution and stamping of this deed, at the rate of 20% of the total of these costs and expenses each Financial Year for a period of 5 years. If the Trustee retires or is removed as Trustee of a Trust it is not entitled to receive any reimbursement of amounts under this clause 25.6 with respect to that Trust other than amounts which are payable in the Financial Year of its retirement or removal and any preceding Financial year. Apportionment of expenses between Trusts 25.7 The extent to which each Trust Fund is liable to reimburse the Trustee in accordance with clauses 25.5 and 25.6 for costs, charges and expenses incurred by the Trustee in the establishment or administration of more than one Trust constituted under this deed is to be determined by the Trustee. 26. Meetings of Unit Holders Corporations Act 26.1 This clause is to be read subject to the provisions of the Corporations Act concerning the meetings of members of registered Managed Investment Schemes. Convening of meetings by the Trustee 26.2 The Trustee may convene a meeting of the Unit Holders of a Trust at any time. 26.3 DELETED 26.4 DELETED Notice 26.5 A meeting of Unit Holders of a Trust must be convened by notice in writing. The notice must be sent not less than 21 days before the proposed meeting. Notice must be given to every Unit Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 43

Holder having the right to attend and vote at the meeting, but the accidental omission to give notice to or the non-receipt of notice by a Unit Holder does not invalidate the meeting. Requirements of notice 26.6 A notice of meeting of Unit Holders must specify the place, the day and the hour of the meeting and must state the general nature of the business to be transacted at the meeting, but need not set out the terms of any resolution to be proposed. Quorum 26.7 No business may be transacted at a meeting unless a quorum of Unit Holders is present at the time when the meeting commences and Unit Holders holding or representing by proxy not less than 10% of the Units in Issue in the Trust constitute a quorum. Absence of quorum 26.8 If a quorum is not present within 15 minutes from the time appointed for a meeting: the meeting will stand adjourned to a day and at a time and place determined by the Trustee or, if no determination is made by the Trustee, to the same day in the next week at the same time and place; and at the adjourned meeting 50 Unit Holders will constitute a quorum and if 50 Unit Holders are not present within 15 minutes from the time appointed for the meeting the meeting will be dissolved. Chairman 26.9 At any meeting of Unit Holders a person (who may but need not be a Unit Holder) nominated by the Trustee will chair the meeting. If the Trustee does not make a nomination or if the nominated person is not present within 15 minutes from the time appointed for the meeting or is unwilling or unable to act, the Unit Holders present must elect one of their number to chair the meeting. Attendance at meetings 26.10 The Trustee and its financial and legal advisers are entitled to attend and speak at any meeting of Unit Holders. Adjournment 26.11 The Chairman, with the consent of any meeting at which a quorum is present may, and must, if so directed by the meeting, adjourn the meeting from time to time and from place to place. No business may be transacted at any adjourned meeting except business which might lawfully have been transacted at the meeting from which the adjournment took place. If a meeting is adjourned for 30 days or more, notice of the adjourned meeting must be given in the same manner as for the original meeting. Otherwise, it is not necessary to give notice of an adjourned meeting or the business to be transacted at it. Resolutions 26.12 At any meeting a resolution put to the vote of the meeting will be decided on a show of hands unless: a poll is demanded before the vote is put to a show of hands or on the declaration of the result of the show of hands by the Chairman or by Unit Holders holding or representing by proxy not less than 10% of the Units in Issue in the Trust or 20,000 Units in the Trust: or it is required by this deed or by law that the question be decided by a percentage of the Units in Issue of the Trust. Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 44

26.13 Unless a poll is demanded or required, a declaration by the Chairman that a resolution has been carried, or carried by a particular majority, or lost, or not carried by a particular majority or an entry to that effect in the minutes of the meeting is conclusive evidence of the fact without proof of the number or proportion of votes recorded in favour of or against the resolution. If a poll is validly demanded, it must be taken in the manner which the Chairman directs (except that a poll on the election of a Chairman or on a question of adjournment must be taken immediately). The demand or requirement for a poll does not prevent the continuance of a meeting for the transaction of any business other than the question on which the poll is demanded or required. The demand for a poll may be withdrawn. Voting 26.14 On a show of hands every Unit Holder who (being an individual) is present in person or by proxy or (being a Company) is present by its duly authorised representative or proxy has one vote. On a poll, votes may be given personally or by proxy and every Unit Holder who is present in person or by duly authorised representative or by proxy has one vote for each Unit held. A Unit Holder entitled to more than one vote need not cast all votes to which the Unit Holder is entitled in the same way. Casting vote 26.15 If votes are equal, whether on a show of hands or on a poll, the Chairman of the meeting at which the show of hands takes place or at which the poll is demanded or required has a casting vote in addition to the vote or votes (if any) to which the Chairman is entitled as a Unit Holder. Joint Unit Holders 26.16 In the case of joint Unit Holders, the vote of the senior who casts a vote, whether in person or by proxy, must be accepted to the exclusion of the votes of the other joint holders. For this purpose, seniority is determined by the order in which the names are entered in the Register. Proxies 26.17 A Unit Holder may attend and vote at any meeting of Unit Holders and may appoint another person (who need not be a Unit Holder) as proxy to attend and vote. A proxy has the same rights as the Unit Holder to vote whether on a poll or on a show of hands, to speak and to be counted in a quorum. Every instrument appointing a proxy must be in writing under the hand of the appointor or of the appointor's attorney duly authorised in writing or, if the appointor is a Corporation, trader its common seal, or under the hand of an officer of the Corporation who is duly authorised. Where an instrument of proxy has been signed by an officer on behalf of a Corporation it may be assumed, unless the contrary appears, that the officer was duly authorised to sign the instrument on behalf of the Corporation. Instrument appointing proxy 26.18 The instrument appointing a proxy and the power of attorney or other authority (if any) under which it is signed or a notarially certified copy of the power or authority must be deposited at the place or places as the Trustee specifies either in the notice convening the meeting or an instrument of proxy sent by the Trustee in relation to the meeting. If no place is specified then those instruments must be deposited at the registered office of the Trustee. The instruments must be deposited at least 48 hours before the time appointed for the meeting or adjourned meeting at which the person named in the instrument proposes to vote. If this is not done the instrument of proxy will be treated as invalid. No instrument appointing a proxy will be valid after the expiration of 12 Months from the time of its execution. Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 45

Form of instrument of proxy 26.19 An instrument of proxy must be in the following form or in any other form determined by the Trustee: 'I, being a Unit Holder of Units in [name of Trust] hereby appoint of as my proxy to vote for me and on my behalf at the meeting of Unit Holders to be held on the day of 20 and at any adjournment of that meeting. I direct my proxy to vote for/against the proposed resolution (in the absence of direction the proxy may vote as the proxy thinks fit or abstain from voting)....... Signature of Unit Holder Date' A proxy may demand or join in demanding a poll. The rights of a proxy extend to any adjournment of the meeting in respect of which the proxy is appointed unless the instrument appointing the proxy provides otherwise. The instrument appointing a proxy need not be witnessed. Validity of proxy 26.20 A vote given in accordance with the terms of an instrument of proxy is valid notwithstanding the previous death or insanity of the donor or the revocation of the proxy or the revocation of the authority under which the proxy was executed, provided that no intimation in writing of the death, insanity or revocation is received by the Trustee at its registered office before the commencement of the meeting or adjourned meeting or the taking of the poll at which the proxy is used. Representatives 26.21 A Corporation which is a Unit Holder, by resolution of its directors or other governing body, may authorise any person to act as its representative at any meeting of the Unit Holders. The representative may exercise the same powers on behalf of the Corporation as if the representative were the registered holder of the relevant Units. 26.22 Subject to clause 29 and the Corporations Act, the Unit Holders of a Trust may, by Special Resolution: (c) (d) sanction any modification, compromise or arrangement in respect of or sanction the abrogation or release of the rights of the Unit Holders proposed by the Trustee, whether the rights arise under this deed or otherwise; authorise the Trustee to concur in and execute any supplemental deed embodying anything referred to in paragraph ; give any sanction, approval, direction or request which under this deed is required or permitted to be given by Special Resolution; and discharge or exonerate the Trustee for all liability in respect of any act or omission for which it may have become responsible under this deed. All resolutions binding 26.23 A valid resolution of Unit Holders of a Trust is binding upon all the Unit Holders of that Trust whether or not present at the meeting or, in the case of a resolution in writing, whether or not voting on that resolution. Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 46

Minutes 26.24 Minutes of all resolutions and proceedings at every meeting of Unit Holders must be made. The minutes must be entered in books provided by the Trustee. A minute, if it is purportedly signed by the Chairman of the meeting at which the resolution was passed or proceedings held or by the Chairman of the next succeeding meeting is conclusive evidence of the matters stated in it. Until the contrary is proved, every meeting in respect of which minutes have been made is deemed to have been duly held and convened and all resolutions passed or proceedings held at the meeting are deemed to have been duly passed and held. Other types of Units 26.25 Clause 26 applies also, to the extent appropriate, to meetings of Unit Holders of any type or class of Unit. 27. Notices Notices to Unit Holders 27.1 Any notice required to be given to a Unit Holder of a Trust under this deed is deemed to have been duly given if given in writing to the Unit Holder by letter addressed to the Unit Holder at the Unit Holder' s address appearing in the Register. In the case of joint holders a notice given to that joint holder whose name stands first in the Register is sufficient notice to all joint unit holders. Any notice given by post is deemed to have been served on the third day following the day when it was posted and in proving service it is sufficient to prove that the letter containing the notice was properly addressed and posted and a statement signed by the Trustee that it was posted and when is conclusive as to those facts unless the contrary is proved. Notices to Trustee 27.2 DELETED 27.3 DELETED 27.4 A letter, telex or facsimile is taken to be received: (c) in the case of a letter, on the third (seventh, if outside Australia) day after posting; and in the case of a telex, on receipt by the sender of the answerback code of the addressee after transmission of the telex; and in the case of a facsimile, on production of a transmission report by the machine from which the facsimile was sent which indicates that the facsimile was sent in its entirety to the facsimile number of the recipient. 28. Payments to Unit Holders Methods of payment 28.1 Any money payable by the Trustee to a Unit Holder of a Trust under the provisions of this deed may be paid: by crossed 'not negotiable' cheque made payable to the Unit Holder and sent through the post to the registered address of the Unit Holder or in the case of joint Unit Holders, made payable to the joint Unit Holders and sent to the registered address of the joint Unit Holder whose name stands first in the Register or otherwise despatched, delivered or made available to be collected as the Unit Holder may from time to time specify; or Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 47

(c) (d) (e) (f) by payment to a Bank Account of the Unit Holder nominated in writing by the Unit Holder; or by the electronic transfer of funds to the Bank Account of the Unit Holder nominated in writing by the Unit Holder; or by payment of any third party cheque in accordance with a written request of the Unit Holder; or in any other manner specified by the Unit Holder and agreed to by the Trustee; or by the issue of additional Units to the Unit Holder of a value equal to the amount payable to the Unit Holder, and if an attempt is made by the Trustee to make a payment using any of these methods and that attempt is unsuccessful, then further attempts may be made, until such time as the payment is successfully effected, using any of the other of these methods. The Trustee shall not be liable for non-receipt of any payment by a Unit Holder if the Trustee has despatched payment in accordance with this clause 28.1 Satisfaction and discharge 28.2 Payment of every cheque, if duly presented and paid, will be a satisfaction of the money payable and a good discharge to the Trustee. 29. Amendment to Trust Deed Supplemental Deed of Variation 29.1 Subject to any approval required by law and clause 29.2, the Trustee by deed may amend, add to or revoke any provision of this deed (including this clause and a Schedule) if the amendment, addition or revocation: (c) (d) (e) (f) (g) in the opinion of the Trustee or of a barrister or solicitor instructed by the Trustee is necessary or expedient to comply with the provisions of any statute, ordinance, regulation or by-law or with the requirement of any statutory authority; or in the opinion of the Trustee is made to correct a manifest error or is of a formal, technical or administrative nature only; or in the opinion of the Trustee is required by or in consequence of or is consistent with any amendment to the Corporations Act; or in the opinion of the Trustee is not prejudicial or likely to become prejudicial to the interests of the Unit Holders; or is to amend clause 25 provided that the Trustee is satisfied that owing to changed economic circumstances any increase proposed is reasonable and that any increase will only take effect after 30 days notice to the Unit Holders of the Trust or after the withdrawal of a Disclosure Document which is in issue at the time of execution of the relevant supplemental deed (unless the amendment is described in the Disclosure Document) whichever time is the later; or in the opinion of the Trustee will enable the provisions of this deed to be more conveniently or advantageously administered; or is approved by a special resolution of Unit Holders of each Trust affected by the proposed amendment. Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 48

29.2 The Trustee covenants that it will not amend this deed without the approval of Unit Holders holding 50% or more of the value of Units in Issue of each Trust affected by the proposed amendment given at a meeting convened in accordance with this deed unless the Trustee reasonably believes the amendment would not adversely affect the rights of Unit Holders of the relevant Trust under the deed. Amendment of Trust Deed to comply with statutory requirements 29.3 The Trustee must take all reasonable steps to cause this deed to be amended from time to time to satisfy the requirements of any statute, ordinance, rule, regulation or by-law or the requirements of any statutory authority. If the Trustee is of the opinion that as a result of these requirements the Assets of the Trust Fund of any Trust or any part of it are to be invested or deposited otherwise than freely in accordance with the discretions given to the Trustee by this deed or if as a result of any law it appears to the Trustee to be in the interest of the Unit Holders of the Trust so to do, the Trustee may terminate the Trust in accordance with this deed. Supplemental Deeds constituting further trusts 29.4 A Supplemental Deed executed pursuant to clause 2.7 to establish a new trust is not to be regarded as a variation of this Deed for the purposes of this clause 29. 30. Documents to be retained by Trustee Written applications for Units, Redemption Notices, Switching Notices and instruments of transfer and transmission must be retained by the Trustee and be available for the inspection by or on behalf of the Auditor at any time after reasonable notice has been given during normal business hours. On the expiration of 7 years from the date of each written application, notice or instrument the same may, in the absolute discretion of the Trustee, be destroyed. 31. Unit Holder bound by Deed The terms and conditions of this deed as duly altered, modified, added to or cancelled from time to time are binding on the Trustee and (insofar as the provisions of this deed apply to the Trust in which a Unit Holder holds Units) each Unit Holder and all persons claiming through the Trustee or any Unit Holder respectively as if that person were a party to this deed. 32. Inspection of Deed A copy of this deed, together with all amendments, must at all times during usual business hours be made available by the Trustee at its office in Sydney for inspection by Unit Holders. 33. Trustee's indemnity In the event that the Trustee has incurred a liability as Trustee and the Trustee is entitled under the terms of this deed to be indemnified from the Assets of a Trust in respect of that liability the Trustee may claim that indemnity from the Trust Fund of that Trust and the Trustee is not entitled to be indemnified: by any Unit Holder unless under a separate agreement with that Unit Holder; or from the Assets of any other Trust. Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 49

34. Limitation of liability of Unit Holders 34.1 This clause 34.1 applies notwithstanding any other provision of this deed but subject to any separate agreement referred to in clause 33. A Unit Holder, by reason alone of being a Unit Holder or by reason alone of the relationship created under this deed with the Trustee, is not under any obligation personally to indemnify the Trustee or any creditor of the Trustee if there is a deficiency of Assets of the Trust Fund of a Trust as compared with liabilities. The right (if any) of the Trustee or of a creditor to seek indemnity is limited to having recourse to the Trust Fund. 34.2 Subject to any separate agreement referred to in clause 33, the Trustee covenants, with the intent that the benefit of this covenant enures to the Unit Holders of each Trust jointly and to each of them severally not to make any claim upon, and not take any action or legal proceedings against, any Unit Holder (in that person's capacity as a Unit Holder) if there is a deficiency referred to in clause 34.1. If the Trustee in an action against a Unit Holder pleads or claims a breach of clause 34 the Unit Holder may plead this clause as an absolute bar to that pleading or claim. 35. Governing law This deed is governed by the law in force in New South Wales and the rights, liabilities and obligations of the Trustee and the Unit Holders are governed by the laws in force in New South Wales. 36. Power of Trustee to obtain information as to beneficial ownership of Units 36.1 For the purposes of this clause 36: a person has a relevant interest in a Unit in Issue if that person has power to exercise or to control the exercise of, the right to vote attached to that Unit or to dispose of or to exercise control over the disposal of that Unit and the provisions of Division 5 of Part 1.2 of the Corporations Act relating to relevant interests in shares apply with necessary changes for all purposes of this clause except that in the application of those provisions to this clause, reference to a 'share' or 'voting share' means 'Unit', 'body corporate' means 'Trust' and 'directors' means 'directors of the Trustee'; relevant instructions means instructions or directions: (i) (ii) (iii) in relation to the acquisition or disposal of a Unit; in relation to the exercise of any voting or other rights attached to a Unit; or in connection with any other matter relating to a Unit. 36.2 The Trustee, by notice in writing given to a Unit Holder, may require the Unit Holder, within 14 days after receiving the notice, to furnish to the Trustee a statement in writing setting out: full particulars of the Unit Holder's relevant interest in Units specified in the notice (the specified Units) and of the circumstances by reason of which the Unit Holder has that interest; and so far as it lies within the knowledge of the Unit Holder: (i) full particulars of the name and address of every other person (if any) who has a relevant interest in any of the specified Units; Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 50

(ii) (iii) Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 51 full particulars of that interest and of the circumstances by reason of which the other person has that interest; and full particulars of the name and address of each person (if any) who has given to the Unit Holder relevant instructions in relation to any of the specified Units, details of those relevant instructions, and the date or dates on which those relevant instructions were given. 36.3 The Trustee, by notice in writing given to a Unit Holder, may require that Unit Holder to procure the person nominated in the notice or alternatively the Unit Holder, within 14 days after receiving the notice, to give to the Trustee a statement in writing setting out: full particulars of any relevant interest that the person nominated in the notice has in any specified Units and of the circumstances by reason of which the person nominated has that interest; and so far as it lies within the knowledge of the Unit Holder or the person nominated: (i) (ii) (iii) full particulars of the name and address of every other person (if any) who has a relevant interest in any of the specified Units; full particulars of that interest and of the circumstances by reason of which the other person has that interest; full particulars of the name and address of each person (if any) who has given to the person to whom the notice is addressed relevant instructions in relation to any of the specified Units, details of those relevant instructions, and the date or dates on which those relevant instructions were given. 36.4 Where the Trustee, pursuant to a notice given to a person under clauses 36.2 or 36.3, receives information that a person other than the Unit Holder has a relevant interest in Units in Issue, the Trustee must enter in a separate part of the Register, in relation to that Unit Holder, the name and address of each other person who, according to the information received by the Trustee, has a relevant interest in those Units and particulars of that interest and of the circumstances by reason of which the person has the interest and the date of entry in the Register. 36.5 Where the Trustee, pursuant to a notice given to a person under clauses 36.2 or 36.3, receives information that a person other than the Unit Holder has given relevant instructions in relation to any Units in Issue, the Trustee must enter in a separate part of the Register in relation to that Unit Holder, the name and address of each other person who, according to information received by the Trustee, has given relevant instructions in relation to any of the Units, together with particulars of the relevant instructions and the date of entry in the Register. 36.6 The separate part of the Register kept under clauses 36.4 and 36.5 is open to inspection by the Trustee, the Auditor and Unit Holders only and the Trustee must not furnish a copy of that part of the Register to any other person unless required to do so by law. 36.7 Where the Trustee is satisfied that a Unit Holder has failed to comply with any request made by the Trustee under clauses 36.2 or 36.3, the Trustee may require, by notice in writing to that Unit Holder, the disposal of the specified Units or any part of them within the time specified in the notice. In the absence of any such requirement by the Trustee, the Unit Holder concerned is not entitled in any way to set aside or cancel any transaction whereby the Unit Holder acquired a relevant interest in any Units, nor to claim any refund or to otherwise recover any money paid in respect of the Units. 36.8 If the requirements of the notice referred to in clause 36.7 are not complied with by the Unit Holder within the time specified in the notice, the Trustee may cause the specified Units to be sold in a market determined by the Trustee.

36.9 If the Units sold in accordance with the provisions of clause 36.7 are registered on a Branch Register the Trustee may cause those Units to be transmitted to the principal Register of the Trust. 36.10 The Trustee may: appoint a person to execute as transferor a transfer in respect of any Units sold in accordance with the provisions of clause 36.7 and to receive and give good discharge of the purchase money for the Units; and register the transfer notwithstanding that the Certificate (if any) for the Units has not been delivered to the Trustee and may issue a new Certificate to the transferee in which event the previous Certificate is deemed to have been cancelled. 36.11 The purchase money less the expenses of any sale made in accordance with the provisions of clause 36.7 must be paid to the Unit Holder whose Units were sold provided the Unit Holder has delivered to the Trustee for cancellation the relevant Certificate (if any). Failing delivery, the Trustee may sue the Unit Holder in detinue for recovery of the Certificate and the Unit Holder is not entitled to deny or dispute the Trustee's ownership and right to possession of the Certificate in any legal action. 36.12 Nothing in clause 36 renders the Trustee liable or responsible by reason of any person acquiring Units in a Trust in contravention of clause 36 or failing to comply with the obligations imposed by clause 36. 37. DELETED 38. Complaints The Trustee must: (c) (d) promptly and, in any event within 30 days, acknowledge any complaint received by the Trustee from a Unit Holder (Complaint); as soon as reasonably practicable after any Complaint is received by the Trustee from a Unit Holder and, in any event within 60 days (or such longer period as may reasonably be required having regard to the nature of the complaint, the information given by the complainant and the nature and extent of the investigation and other activities necessary to deal fully with the complaint) after that date, investigate, properly consider and decide what action(if any) to take regarding the Complaint; as soon as reasonably practicable after and, in any event within 30 days after, the conclusion of the investigation, proper consideration and decision referred to in paragraph : (i) (ia) (ii) communicate its decision to the Unit Holder; inform the Unit Holder of remedies available to the Unit Holder of which the Trustee is aware; and inform the Unit Holder of any available avenue of appeal against the decision to an external industry complaints tribunal or other body; and include in any Disclosure Document an explanation of its procedures for handling Complaints. Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 52

First Schedule - State Super Investment Fund Cash Fund The following additional or alternative provisions relate to the Trust called or to be called the State Super Investment Fund Cash Fund and apply to that Trust to the exclusion of any inconsistent provisions contained in the deed. Clause 1 Definitions Application Price means the sum of $1.00 per unit. Redemption Price means the sum of $1.00 per unit. Clause 8.7 Receipt of Redemption Notice The Trustee must use its best endeavours to ensure that the Units referred to in the Redemption Notice are redeemed not later than the next Business Day following receipt of a Redemption Notice and, in any event, those Units must be redeemed within 2 Business Days following receipt of a Redemption Notice. The day of receipt of the Redemption Notice is: the day of actual receipt if the Redemption Notice is received before the Prescribed Time on a Business Day; or Clause 8.14 Clause 9.2 Clause 9.1 Clause 13.9 Clause 20.28 the Business Day following the day of actual receipt if the Redemption Notice is received on a day which is not a Business Day or is received after the Prescribed Time on a Business Day. On redemption of a Unit the Trustee must use its best endeavours to pay to the relevant Unit Holder the Redemption Price and other money which may be payable in accordance with clause 8.9 and clause 8.10 on the next Business Day after the day of receipt of the Redemption Notice from the Unit Holder and in any event within 2 Business Days of the day of receipt of the Redemption Notice from the Unit Holder. The Trustee must ensure that a sufficient amount of the Assets of the relevant Trust Fund are available in Cash to make the payment. DELETED Investment Strategy The Cash Fund will be invested (whether directly or indirectly through one or more interposed companies, unit trusts or Managed Investment Schemes) primarily in interest bearing deposits and in short term securities issued, guaranteed or otherwise supported by the Commonwealth or State Governments of Australia or their statutory authorities, authorised Australian banks or authorised dealers in the short term money market DELETED Borrowing limitation The Trust is not to borrow. Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 53

Second Schedule - State Super Investment Fund Capital Stable Fund The following additional or alternative provisions relate to the Trust called or to be called the State Super Capital Stable Fund and apply to that Trust to the exclusion of any inconsistent provisions contained in the deed: Clause 9.1 Investment Strategy The Capital Stable Fund will be primarily invested (whether directly or indirectly through one or more interposed companies, unit trusts or Managed Investment Schemes) in a portfolio of Australian investments including (but not limited to) cash, fixed interest securities, real property, listed and unlisted shares, unit trusts and futures and options contracts. Clause 13.9 Clause 20.28 DELETED Borrowing Limitation The percentage is 20% of the Net Asset Value of the Trust. The Trustee may not borrow other than for the purpose of redeeming Units. Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 54

Third Schedule - State Super Investment Fund Balanced Fund The following additional or alternative provisions relate to the Trust called or to be called the State Super Investment Fund Balanced Fund and apply to that Trust to the exclusion of any inconsistent provisions contained in the deed: Clause 9.1 Clause 13.9 Clause 20.28 Investment Strategy The Balanced Fund will be primarily invested (whether directly or indirectly through one or more interposed companies, unit trusts or Managed Investment Schemes) in a portfolio of Australian and overseas investments including (but not limited to) cash, fixed interest securities, real property, listed and unlisted shares and, for hedging purposes only, options, currency transactions and futures contracts. DELETED Borrowing Limitation The percentage is 20% of the Net Asset Value of the Trust. The Trustee may not borrow other than for the purpose of redeeming Units. Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 55

Fourth Schedule - State Super Investment Fund Growth Fund Name of new Trust Investment strategy Income Entitlement Period State Super Investment Fund - Growth Fund The Growth Fund will be primarily invested (whether directly or indirectly through one or more interposed companies, unit trusts or Managed Investment Schemes) in a broad range of Australian and overseas investments with a strong bias on capital growth. Such investments include (but are not limited to) listed shares, listed property trusts, interest bearing securities and deposits and futures and options contracts. Half Year or any other period of time determined by the Trustee from time to time. The following additional or alternative provisions relate to the Trust to be called the State Super Investment Fund - Growth Fund and apply to that Trust (the Trust) to the exclusion of any inconsistent provisions contained in the Trust Deed. Clause 9.2 Clause 13.9 Clause 20.28 DELETED DELETED Borrowing Limitation The percentage is 20% of the Net Asset Value of the Trust. The Trustee may not borrow other than for the purpose of redeeming Units. Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 56

Fifth Schedule - State Super Investment Fund Growth Plus Fund Name of Trust (Clause 2.7) Income Entitlement Period (Clause 1.1) Termination of Trusts (Clause 12.2) Borrowing Limitation (Clause 20.28) State Super Investment Fund - Growth Plus Fund Half Year or any other period of time determined by the Trustee from time to time. At any time after the date of this deed the Trustee may determine that any or all of the Trusts are to be terminated provided that the Trustee has notified all Unit Holders of the Trust or Trusts of the proposed termination. The percentage is 20% of the Net Asset Value of the Trust. The Trustee may not borrow other than for the purpose of redeeming Units. Trustee Fee (Clause 25.1) Subject to paragraph, the Trustee is entitled to receive and retain for its own use out of the Trust Fund of the Trust by way of remuneration a fee for administering and managing the Trust Fund calculated at a rate not exceeding the rate of 2.0% per annum of the Net Asset Value of the Trust. The remuneration payable to the Trustee in accordance with this clause 25.1 in respect of the Trust is to be calculated for each day of each Month and is payable in arrears on the first Business Day following the end of each Month or at such other times as may be determined by the Trustee. The Trustee's entitlement to the payment of this fee is subject to the proper performance of its duties. Switching Fee (Clause 25.2) Subject to paragraph, the Trustee is entitled to charge a Unit Holder to whom Units are issued under a Switching Notice a Switching Fee which is: (i) (ii) determined on the date on which the Switch is processed; and a maximum of $100, adjusted in accordance with the CPI Adjustment. The Trustee's entitlement to the payment of this fee is subject to the proper performance of its duties. Complaints (Clause 38) Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 57 The Trustee must: promptly and, in any event within 5 days, acknowledge any complaint received by the Trustee from a Unit Holder (Complaint); as soon as reasonably practicable after any Complaint is received by the Trustee from a Unit Holder and, in any event within 45 days (or, subject to ASIC policy

and best practice, such longer period as may reasonably be required having regard to the nature of the complaint, the information given by the complainant and the nature and extent of the investigation and other activities necessary to deal fully with the complaint after that date): (i) (ii) (iii) (iv) (v) investigate, properly consider and decide what action (if any) to take regarding the Complaint; communicate its decision to the Unit Holder; inform the Unit Holder of remedies available to the Unit Holder of which the Trustee is aware; inform the Unit Holder of any available avenue of appeal against the decision to an external industry complaints tribunal or other body; and include in any Disclosure Document an explanation of its procedures for handling Complaints. Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 58

Sixth Schedule - State Super Investment Fund Moderate Fund Name of Trust (Clause 2.7) Income Entitlement Period (Clause 1.1) Termination of Trusts (Clause 12.2) Borrowing Limitation (Clause 20.28) State Super Investment Fund - Moderate Fund Quarterly or any other period of time determined by the Trustee from time to time. At any time after the date of this deed the Trustee may determine that any or all of the Trusts are to be terminated provided that the Trustee has notified all Unit Holders of the Trust or Trusts of the proposed termination. The percentage is 20% of the Net Asset Value of the Trust. The Trustee may not borrow other than for the purpose of redeeming Units. Trustee Fee (Clause 25.1) Subject to paragraph, the Trustee is entitled to receive and retain for its own use out of the Trust Fund of the Trust by way of remuneration a fee for administering and managing the Trust Fund calculated at a rate not exceeding the rate of 2.0% per annum of the Net Asset Value of the Trust. The remuneration payable to the Trustee in accordance with this clause 25.1 in respect of the Trust is to be calculated for each day of each Month and is payable in arrears on the first Business Day following the end of each Month or at such other times as may be determined by the Trustee. The Trustee's entitlement to the payment of this fee is subject to the proper performance of its duties. Switching Fee (Clause 25.2) Subject to paragraph, the Trustee is entitled to charge a Unit Holder to whom Units are issued under a Switching Notice a Switching Fee which is: (i) (ii) determined on the date on which the Switch is processed; and a maximum of $100, adjusted in accordance with the CPI Adjustment. The Trustee's entitlement to the payment of this fee is subject to the proper performance of its duties. Complaints (Clause 38) Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 59 The Trustee must: promptly and, in any event within 5 days, acknowledge any complaint received by the Trustee from a Unit Holder (Complaint); as soon as reasonably practicable after any Complaint is received by the Trustee from a Unit Holder and, in any event within 45 days (or, subject to ASIC policy

and best practice, such longer period as may reasonably be required having regard to the nature of the complaint, the information given by the complainant and the nature and extent of the investigation and other activities necessary to deal fully with the complaint after that date): (i) (ii) (iii) (iv) (v) investigate, properly consider and decide what action (if any) to take regarding the Complaint; communicate its decision to the Unit Holder; inform the Unit Holder of remedies available to the Unit Holder of which the Trustee is aware; inform the Unit Holder of any available avenue of appeal against the decision to an external industry complaints tribunal or other body; and include in any Disclosure Document an explanation of its procedures for handling Complaints. Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 60

Seventh Schedule - State Super Investment Fund Australian Equities Fund Name of Trust (Clause 2.7) Income Entitlement Period (Clause 1.1) Termination of Trusts (Clause 12.2) Borrowing Limitation (Clause 20.28) State Super Investment Fund - Australian Equities Fund Quarterly or any other period of time determined by the Trustee from time to time. At any time after the date of this deed the Trustee may determine that any or all of the Trusts are to be terminated provided that the Trustee has notified all Unit Holders of the Trust or Trusts of the proposed termination. The percentage is 20% of the Net Asset Value of the Trust. The Trustee may not borrow other than for the purpose of redeeming Units. Trustee Fee (Clause 25.1) Subject to paragraph, the Trustee is entitled to receive and retain for its own use out of the Trust Fund of the Trust by way of remuneration a fee for administering and managing the Trust Fund calculated at a rate not exceeding the rate of 2.0% per annum of the Net Asset Value of the Trust. The remuneration payable to the Trustee in accordance with this clause 25.1 in respect of the Trust is to be calculated for each day of each Month and is payable in arrears on the first Business Day following the end of each Month or at such other times as may be determined by the Trustee. The Trustee's entitlement to the payment of this fee is subject to the proper performance of its duties. Switching Fee (Clause 25.2) Subject to paragraph, the Trustee is entitled to charge a Unit Holder to whom Units are issued under a Switching Notice a Switching Fee which is: (i) (ii) determined on the date on which the Switch is processed; and a maximum of $100, adjusted in accordance with the CPI Adjustment. The Trustee's entitlement to the payment of this fee is subject to the proper performance of its duties. Complaints (Clause 38) Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 61 The Trustee must: promptly and, in any event within 5 days, acknowledge any complaint received by the Trustee from a Unit Holder (Complaint); as soon as reasonably practicable after any Complaint is received by the Trustee from a Unit Holder and, in any event within 45 days (or, subject to ASIC policy

and best practice, such longer period as may reasonably be required having regard to the nature of the complaint, the information given by the complainant and the nature and extent of the investigation and other activities necessary to deal fully with the complaint after that date): (i) (ii) (iii) (iv) (v) investigate, properly consider and decide what action (if any) to take regarding the Complaint; communicate its decision to the Unit Holder; inform the Unit Holder of remedies available to the Unit Holder of which the Trustee is aware; inform the Unit Holder of any available avenue of appeal against the decision to an external industry complaints tribunal or other body; and include in any Disclosure Document an explanation of its procedures for handling Complaints. Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 62

Eighth Schedule - State Super Investment Fund International Equities Fund Name of Trust (Clause 2.7) Income Entitlement Period (Clause 1.1) Termination of Trusts (Clause 12.2) Borrowing Limitation (Clause 20.28) State Super Investment Fund - International Equities Fund Quarterly or any other period of time determined by the Trustee from time to time. At any time after the date of this deed the Trustee may determine that any or all of the Trusts are to be terminated provided that the Trustee has notified all Unit Holders of the Trust or Trusts of the proposed termination. The percentage is 20% of the Net Asset Value of the Trust. The Trustee may not borrow other than for the purpose of redeeming Units. Trustee Fee (Clause 25.1) Subject to paragraph, the Trustee is entitled to receive and retain for its own use out of the Trust Fund of the Trust by way of remuneration a fee for administering and managing the Trust Fund calculated at a rate not exceeding the rate of 2.0% per annum of the Net Asset Value of the Trust. The remuneration payable to the Trustee in accordance with this clause 25.1 in respect of the Trust is to be calculated for each day of each Month and is payable in arrears on the first Business Day following the end of each Month or at such other times as may be determined by the Trustee. The Trustee's entitlement to the payment of this fee is subject to the proper performance of its duties. Switching Fee (Clause 25.2) Subject to paragraph, the Trustee is entitled to charge a Unit Holder to whom Units are issued under a Switching Notice a Switching Fee which is: (i) (ii) determined on the date on which the Switch is processed; and a maximum of $100, adjusted in accordance with the CPI Adjustment. The Trustee's entitlement to the payment of this fee is subject to the proper performance of its duties. Complaints (Clause 38) Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 63 The Trustee must: promptly and, in any event within 5 days, acknowledge any complaint received by the Trustee from a Unit Holder (Complaint); as soon as reasonably practicable after any Complaint is received by the Trustee from a Unit Holder and, in any event within 45 days (or, subject to ASIC policy

and best practice, such longer period as may reasonably be required having regard to the nature of the complaint, the information given by the complainant and the nature and extent of the investigation and other activities necessary to deal fully with the complaint after that date): (i) (ii) (iii) (iv) (v) investigate, properly consider and decide what action (if any) to take regarding the Complaint; communicate its decision to the Unit Holder; inform the Unit Holder of remedies available to the Unit Holder of which the Trustee is aware; inform the Unit Holder of any available avenue of appeal against the decision to an external industry complaints tribunal or other body; and include in any Disclosure Document an explanation of its procedures for handling Complaints. Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 64

Ninth Schedule - State Super Investment Fund Fixed Interest Fund Name of Trust (Clause 2.7) Income Entitlement Period (Clause 1.1) Termination of Trusts (Clause 12.2) Borrowing Limitation (Clause 20.28) State Super Investment Fund - Fixed Interest Fund Quarterly or any other period of time determined by the Trustee from time to time. At any time after the date of this deed the Trustee may determine that any or all of the Trusts are to be terminated provided that the Trustee has notified all Unit Holders of the Trust or Trusts of the proposed termination. The percentage is 20% of the Net Asset Value of the Trust. The Trustee may not borrow other than for the purpose of redeeming Units. Trustee Fee (Clause 25.1) Subject to paragraph, the Trustee is entitled to receive and retain for its own use out of the Trust Fund of the Trust by way of remuneration a fee for administering and managing the Trust Fund calculated at a rate not exceeding the rate of 2.0% per annum of the Net Asset Value of the Trust. The remuneration payable to the Trustee in accordance with this clause 25.1 in respect of the Trust is to be calculated for each day of each Month and is payable in arrears on the first Business Day following the end of each Month or at such other times as may be determined by the Trustee. The Trustee's entitlement to the payment of this fee is subject to the proper performance of its duties. Switching Fee (Clause 25.2) Subject to paragraph, the Trustee is entitled to charge a Unit Holder to whom Units are issued under a Switching Notice a Switching Fee which is: (i) (ii) determined on the date on which the Switch is processed; and a maximum of $100, adjusted in accordance with the CPI Adjustment. The Trustee's entitlement to the payment of this fee is subject to the proper performance of its duties. Complaints (Clause 38) Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 65 The Trustee must: promptly and, in any event within 5 days, acknowledge any complaint received by the Trustee from a Unit Holder (Complaint); as soon as reasonably practicable after any Complaint is received by the Trustee from a Unit Holder and, in any event within 45 days (or, subject to ASIC policy

and best practice, such longer period as may reasonably be required having regard to the nature of the complaint, the information given by the complainant and the nature and extent of the investigation and other activities necessary to deal fully with the complaint after that date): (i) (ii) (iii) (iv) (v) investigate, properly consider and decide what action (if any) to take regarding the Complaint; communicate its decision to the Unit Holder; inform the Unit Holder of remedies available to the Unit Holder of which the Trustee is aware; inform the Unit Holder of any available avenue of appeal against the decision to an external industry complaints tribunal or other body; and include in any Disclosure Document an explanation of its procedures for handling Complaints. Minter Ellison Ref: NH 20-7134210 Consolidated Trust Deed for the State Super Investment Fund page 66