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Directors’ Report

The directors present their report together with
the financial report of Amalgamated Holdings
Limited (“Company” or “Parent Entity”) and
the consolidated entity (the “Group”), being
the Company and its controlled entities, for
the year ended 30 June 2008 and the
auditors’ report thereon.

CONTENTS OF
DIRECTORS’ REPORT

Page
Directors 18
Directors’ meetings 18
Company Secretary 18
Principal activities 18
Significant changes in the state of affairs 19
Operating and financial review 19
Review of operations by division 20
Strategic plans by division 20
Dividends 22
Events subsequent to reporting date 22
Likely developments 22
Directors’ interests 22
Indemnification and insurance of

directors and officers 22

Officers who were previously partners
of the audit firm 22
Remuneration report — audited 22
Corporate governance statement 30
Auditor independence 33
Non-audit services provided by KPMG 33
Rounding off 34

DIRECTORS

The directors of the Company in office at any time during or since the end of the year are:
Mr AG Rydge (Chairman);
Mr AJ Clark (Lead independent director);
Mr TC Ford;
Mr RM Graham;
Ms M Hellicar;
Mr RG Newton (appointed 29 February 2008);

Mr JA O’Neill (resigned 11 October 2007); and
Mr DC Seargeant (Managing Director).
Particulars of the qualifications, experience and independence status of each director, as at the

date of this report, are set out on pages 4 and 5 of the Annual Report.

DIRECTORS’ MEETINGS

The number of directors’ meetings (including meetings of committees of directors) and the
number of meetings attended by each of the directors of the Company during the financial
year are:

Full Board
of Directors
meetings
Audit
Committee
meetings
Nomination and
Remuneration
Committee
meetings
Number of meetings held: 10 4 7
Number of meetings attended:
AG Rydge
AJ Clark
TC Ford
RM Graham
M Hellicar
RG Newton
(appointed 29 February 2008)
JA O’Neill
(resigned 11 October 2007)
DC Seargeant
10
10
9
10
10
3
3
10
4
4
— (a)
4
— (a)
— (a)
— (a)
4 (b)
7
7
— (a)
7
— (a)
— (a)
— (a)
5 (b)

(a) Reflects non-requirement to attend meetings.
(b) Attended committee meetings by invitation.
COMPANY SECRETARY

Mr GC Dean CA, ACIS was appointed to the position of Company Secretary for Amalgamated
Holdings Limited in December 2002. GC Dean was Accounting Manager for the Company
(2001 — 2002) and was previously employed by an international mining corporation and a
regional accounting practice. GC Dean is a Chartered Accountant and a member of Chartered
Secretaries Australia.

PRINCIPAL ACTIVITIES

The principal activities of the Group during the course of the year were:

• motion picture exhibition in cinemas and drive-in theatres;
• ownership of cinema, drive-in, office and retail properties;
• operation of hotels, resorts and restaurants and ownership of hotel properties;
• ownership and operation of Thredbo Alpine Resort;
• ownership and operation of Featherdale Wildlife Park;
• ownership and operation of the State Theatre, Sydney;
• supply of theatre and film laboratory equipment;
• operation of a film processing laboratory and post-production facility; and
• investment in shares in various listed and unlisted companies.
During the year the Group disposed of its interest in Roadshow Distributors Pty Limited
(“Roadshow Distributors”). Further details of this transaction is outlined in the significant
changes in the state of affairs and detailed below.
There were no other significant changes in the nature of the activities of the Group during

the year.