NOTICE OF GENERAL MEETING

COLLINS FOODS LIMITED

ACN 151 420 781

Notice is given that Collins Foods Limited (Company) will hold a generai meeting of the Company on Thursday, 17 April2014 at 10.00am Brisbane time at 16-20 Edmondstone Street, Newmarket, Queensland.

The generai meeting is being held to consider the Special Business set out below.

Special Business - Approvai of financial assistance

The members are asked to consider and, if thought fit, pass the following resolution as a special resolution

Approvai is given under and far the purposes of section 2608(2) of the Corporations Aet

2007 (Cth) and far al/ other purposes, far Co!!ins Restaurants West ACN 009 707 7 79 (former!y Competitive Foods Pty Ltd) to financial!y assist the Acquisition (as defined in the attached Exp!anatory Notes) in the manner described in the attached Exp!anatory Notes.

Additional information

The Explanatory Notes and Voting Notes sections of this Notice of Meeting provide further information in relation to the item of Special Business and voting entitlements and methods. The Board recommends that shareholders of the Company should read the Explanatory Notes in full and carefully consider its contents before determining how to vote on the Special Resolution.

By order of the Board

Frances Finucan Company Secretary Collins Foods Limited Dated 13 March 2014

1 Collins Foods limited Notice of Generai Meeting

COLLINS FOODS LIMITED

EXPLANATORY NOTES

PURSUANT TO SECTION 260B(4) OF THE CORPORATIONS ACT

COLLINS FOODS LIMITED ACN 151 420 781


The following Explanatory Notes have been prepared for the information of shareholders in relation to the business to be conducted at the Company's Generai Meeting. The purpose of the Explanatory Notes is to provide shareholders with information material to enable shareholders to decide how to

vote upon the Special Resolution. The Board recommends that

shareholders read these Explanatory Notes before determining how to vote on the Special Resolution.

1. The Acquisition

1.1 Pursuant to a share sale agreement dated 28 November
2013 between Competitive Foods Australia Pty Limited, Competitive Foods Pty Limited (Competitive Foods), John James Cowin, Fiscal Nominees Company Pty Ltd (Purchaser) and Collins Foods Limited (Company), the Purchaser acquired ali of the issued capitai of Competitive Foods Pty Limited (Acquisition).
1.2 On completion of the Acquisition, Competitive

2.

2.1
Section 260A of the Corporations Act Section 260A of the Corporations Act permits a company to financially assist a person to acquire shares
(or units of shares) in the company or a holding company
of the company only if:
(a) giving the assistance does not materially prejudice: (i) the interests of the company or its

shareholders; or

(ii) the company's ability to pay its creditors; or

(b) the assistance is approved by shareholders under section 260B (which,in the case of such financial assistance by Collins Restaurants West, requires approvai by its own sole shareholder and approvai by the shareholders of the Company); or
(c) the assistance is exempted under section 260C.
Foods became a wholly owned subsidiary of the Purchaser, which itself is a wholly owned subsidiary of the Company. Competitive Foods has now
changed its name to Collins Restaurants West Pty Ltd

(Collins Restaurants West).

1.3 An announcement regarding the Acquisition was released via ASX Market Announcements (ASX) on 28 November 2013 which noted, amongst
other information, that the Acquisition consideration would be 100% debt funded.

2 Collins Foods Limited Not1ce of GeneraiMeeting

2.2 A company may be regarded as providing "financial

assistance" if it provides something that is required in order fora transaction to be carried out or is something in the nature of a id or help. Common examples of "financial assistance" include issuing a debenture, giving security over the company's assets, or giving a guarantee or indemnity in respect of another person's liability.

2.3 lt is proposed that Collins Restaurants West wili financially assist the Purchaser in connection with the Acquisition and to do so shareholders of the Company and the sole shareholder of Collins Restaurants West, Fiscal Nominees Company Pty Ltd, are required to approve the Financial Assistance.

3. Particulars of the Financial Assistance

3.1 As announced via ASX on 6 August 2013, the Company refinanced its syndicated debt facilities (Facilities) on improved terms, with two members of its syndicate at that time (lenders). The Facilities were extended in order to fund the Acquisition and, as the

Acquisition has now been completed, under the terms

of the finance documents Collins Restaurants West is required to provide:

(a) a guarantee and indemnity to the Lenders for the repayment of ali amounts that may become owing by any borrower under the Facilities; and

(b) representations, warranties, undertakings and indemnities to the Lenders,

consistent with those already provided by the Company and other members of the Collins Group that are already party to the Facilities.

3.2 As noted in paragraph 2.2 above, the granting of a guarantee and indemnity is considered to be a form of Financial Assistance. By granting the proposed guarantee and indemnity, if there is a default under a finance document then there may be materia! consequences including the following:

(a) the Facilities may, following notice, become immediately due and payable and to the extent not drawn may be cancelled; and

(b) Collins Restaurants West (along with the Company and other members of the Collins Group who are already guarantors) may become liable for the whole amount of the Facilities.

4. Recommendation of Diredors

The Directors recommend that the shareholders vote in favour of the resolution approving the giving of financial assistance in order to ensure that the Collins Group remains in compliance with its obligations under the Facilities.

Collins Foods Limited Notice of GeneraiMeeting 3

VOTING NOTES Voting Entitlement

The Company has determined that, for the purpose of voting at the Generai Meeting, ali shares in the Company will be taken to be held by those persons recorded in the Company's Register
of Members as at 7.00pm (Sydney time) on 15 Aprii 2014.

Methods of Voting

Ordinary shareholders can vote in the following ways:
By attending the meeting and voting either in person or by attorney or in the case of corporate shareholders by corporate representative
By appointing a proxy to vote on their behalf using the proxy form enclosed with this Notice of Meeting or
Online at Link Market Services' website:

www.investorcentre.linkmarketservices.com.au

Attending the Meeting

lf you attend the meeting, please bring your personalised proxy form with you. The bar code a t the top of the form will assist with your registration. lf you do not bring your form with you, you will stili be able to attend the meeting but representatives from Link Market Services will need to verify your identity.

You will be able to register from 9.00am (Brisbane time) on the day of the meeting.

Corporate Shareholders

Corporate shareholders who wish to appoint a representative to attend the meeting on their behalf must provide that person with a properly executed letter or other document confirming that they are authorised to act as the Company's representative. The authorisation may be effective either for this meeting only or forali meetings of the Company.
Shareholders can also download and complete the "Appointment of Corporate Representation" form from Link Market Services' website.

Voting by Proxy

lf you are entitled to attend and vote at the meeting, you can appoint a proxy to attend and vote on your behalf. A proxy need not be a shareholder of the Company and may be an individuai or a body corporate. A personalised proxy form is enclosed with this Notice of Meeting.

4 Collins Foods Limited Not1ce of GeneraiMeeting

lf you are entitled to cast two or more votes, you may appoint two proxies and may specify the proportion or number

of votes each proxy is appointed to exercise. lf you do not
specify a proportion or number, each proxy may exercise half
of the votes. lf you require a second proxy form,please contact
Link Market Services on 1300 554 474 (within Australia) or
+61 1300 554 474 (outside Australia).
lf you appoint a proxy, the Company encourages you to direct your proxy how to vote by marking the appropriate boxes on the proxy form.

Lodgement of Proxy Forms

Completed proxy forms can be lodged:
Online- at Link Market Services' website: www. linkmarketservices.com.au. Please note that you will be taken to have signed your proxy form if you lodge your votes via the registry's website.
By Mail - Collins Foods Limited d- Link Market Services Limited Locked Bag A14
Sydney South NSW 1235
By Facsimile+ 61 2 9287 0309
By Hand to Link Market Services,

1A Homebush Bay Drive, Rhodes NSW 2138

Your completed proxy form (and any necessary supporting documentation) must be received by Link Market Services no later than 1O.OOam (Brisbane time) on 15 Aprii 2014, being 48 hours before the commencement of the meeting.
lf the proxy form is signed by an attorney, the originai power of attorney under which the proxy form was signed (or a certified copy) must also be received by Link Market Services by 1O.OOam (Brisbane time) on 15 Aprii 2014.

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

Undirected and Directed Proxies

The appointed Chairman of the meeting wili be authorised to exercise undirected proxies.

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