Australian Microcap Investment Conference

Melbourne, 16 October 2012

Graeme Fowler Managing Director

Key Messages
Legal services business
Industry dynamics creating a growth opportunity
Continued execution of Companys growth strategy

Acquisition, organic growth, business improvement, synergies

Developing track record of financial performance

Pipeline of potential acquisitions
Relevant experience of board and management
Opportunity for early involvement in an aggregation growth story that will
play out over the next decade

Agenda
Overview
The Industry Opportunity
Business Performance
Case Studies
Outlook

About ILH
Strategy aggregation in the legal services industry

Acquire legal services businesses and support these businesses towards growth
(organic and acquisition), improved business performance and group revenue
synergies through collaboration
Develop a network of member firms, affiliates, and strategic relationships

Australia
Asia, Pacific, India

Industry dynamics creating an opportunity

2 divisions

Legal Services
Law Central

Corporate Snapshot
Shareholder Profile
Market
Shares on Issue

105m

Market Capitalisation

11m

Internal 45.8%

P/E

9x

External 54.2%

Dividend Yield

8%
Shareholders 839
Top 20 55%
2 substantial shareholders >5%

ILH Board and Management

John Dawkins Independent Non-Executive Chairman

Former Federal Treasurer

Company Chairman & Director

Anne Tregonning Independent Non-Executive Director

Experienced in accounting, risk management and as a company Director

Held senior management roles at St George Bank and BankWest

Graeme Fowler Managing Director

Experienced in public listing and aggregation of professional services businesses

Legal, accounting, financial services

Non Executive Director Countplus Ltd (Aggregation Accounting & Financial Services) current
Group CEO WHK Group Ltd (Aggregation Accounting & Financial Services) 20032007
Bankers Trust Australia (BT Funds Management) 1987-2002

Jean-Marie Rudd Chief Financial Officer

+20 years in senior financial management roles

Including more than 10 years in the legal industry

About Legal Services

A growing network of member firms and affiliates across Australia and
the Asia/Pacific region
Top 40 Australian law firm by fee income

Ranked by ALB as a top 10 Fastest growing Law Firm in 2009, 2010, 2011

Over 160 employees including 26 Principals and 80 other fee earners

Member firms based in Sydney, Perth and Melbourne
Offices in Brisbane, Fiji and Vanuatu

Representative office in Singapore

Affiliate relationships in more than 15 countries across the Pacific, Asia
and India
Enhanced international capabilities

Strategic relationships with international legal associations

Strategic collaboration in the Pacific region between PLN and large US law firm
Davis Wright Tremaine LLP

Shanghai
(DWT)

5 owned legal firms in Australia

DAVIS WRIGHT TREMAINE

Anchorage
Bellevue
Los Angeles
New York
Portland
San Francisco
Seattle
Washington D.C.

Mumbai

A top 40 Australian law firm by fee income with 26 Principals and 80 other fee
Northern
Mariana Islands
earners

Federated

Palau

Marshall

States of
Islands
A growing network with offices
Singaporein Sydney, Perth, Melbourne, Brisbane, Fiji and
Micronesia
Vanuatu, a representative office in Singapore, and affiliate relationships in
more than 15 countries across the Pacific, Asia and the sub-continent

Papua New
Guinea

Kiribati
East Timor
Enhanced international capabilities through
strategic relationships with
international legal associations, as well as a strategic collaboration
in the
Solomon
Samoa
Islands
Pacific region between PLN and Davis Wright Tremaine LLP Vanuatu

AmericanFrench
Samoa Polynesia

Fiji companies,
Focused on client relationships with multi-nationals, publicly listed
Cook
businesses with assets in the Asia/Pacific region, mid-market New
businesses,
Islands
Caledonia
Tonga
Member Firms
Brisbane
organisations in the government and insurance sectors, growth businesses in
Offices
the small and medium enterprises sector, as well as high net worth private
Affiliate relationships
Perth
clients
Sydney
Representative offices

Collaboration
Ranked by Australasian Legal Business magazine as a Melbourne
Top 10 Fastest Growing
PLN / Davis Wright Tremaine
New Zealand
Law Firm in Australia in 2009, 2010 and 2011
8

About Legal Services

Limited number of member firms

Cultural fit like-minded people, driven and entrepreneurial

Common aspirations of growth, improvement & working together

Good businesses with strong positions in their markets and strong growth prospects

Operational focus

Network development through member firm acquisition

(& more recently by affiliation and strategic relationship)
Support growth and development of member firms

Individual firm growth strategies (organic, acquisition, service line development)

Build scale businesses with competitive advantage in their markets

Improved business performance

of member firms

Leadership & management

Business improvement best practices, benchmarking,
knowledge sharing
Cost advantage through national procurement
arrangements

SCALE
Provides competitive advantage
Allows us to invest
Dedicated management training,
IT, facilities, new services

About Legal Services

Key Philosophies

Freedom within boundaries

Firms continue ownership of the businesses

Firms continue to develop strategy & manage the business
Retain branding
Focus on revenue growth and margin improvement; not cost cutting or centralisation

Corporate provide Group strategy, boundaries, risk management and support

We expect every firm to take responsibility for growth and performance
the action is at the edge

Build client relationships (trusted adviser) not transactional

Performance based remuneration

ILH Legal Services

Specialist Offerings

Commercial Litigation
Compliance &
Regulatory
Corporate & Commercial
Dispute Resolution &
Mediation
Government Services
Insolvency & Recovery

Insurance Services
Licensing, Gaming &
Hospitality
Media & Defamation
Mergers & Acquisitions
Mining, Energy &
Resources
Private Equity Transactions

Property &
Construction
Structure Debt & Equity
Finance
Taxation Litigation
Taxation Audits
Taxation Advice
Workplace Relations

Business Advisory

Business Advisory

Taxation audits, disputes & litigation

PLN one stop in Pacific region
Superannuation, estate & wealth
Corporate advice Australia, Asia/Pacific
Mergers & acquisitions, private equity & structured finance Australia, Asia/Pacific

Private Client
Criminal
Employment/Workplace
Estate Planning & Wills

Family & Surrogacy

Immigration Advice
Property/Settlements

Succession Planning
Superannuation
Wealth Management

Taxation Advice
Taxation Audits
Taxation Litigation

About Law Central

Internet based customised legal documents and information service

Targets accountants, financial planners and DIYs

Provides approximately 100 legal documents

Earns revenue based by selling legal documents and from

subscriptions to the information service

Re-launch in September 2012 with enhanced documents, new features,

a new website, fresh approach to marketing activities

Investment in the IT platform - will continue into 2012/13

IT initiatives will include further product enhancements, as well as

improving time to market for new documents

Reviewing the opportunity for new revenues streams, including third

party product promotion, advertising on the website, new jurisdictions

Industry Opportunity

Australian Legal Services Environment

The legal industry is in a state of turmoil
More overseas law firms scouting the local scene
BRW - 2012

The client driven consolidation and globalisation evident

in the legal services market will continue unabated
Australian Legal Business - August 2012

The urge to merge drives some firms and baffles others

The Australian - January 2012

Australian Legal Services Environment

DLA Piper Forms Worlds Largest Law Firm with Australian Merger
Allen & Overy poaches 14 Partners from Clayton Utz to open in Sydney /Perth
King & Wood, Mallesons join to form Asias Largest Law Firm
Freehills to merge with Herbert Smith
Allens and Linklaters form integrated Alliance
Blakes merge with Ashurst Asia

K & L Gates, Australias Middletons, in Advanced Merger Talks

Shaking the Trees Change is our Friend

Change in the Australian Industry

Internationalisation
Consolidation
Fragmentation

+11,000 smaller law firms in Australia

Opportunity to grow
our businesses &
build scale

Difficult to attract and retain good lawyers

Fallout from
internationalisation
& consolidation

Hard to provide broad services to clients

Hard to achieve growth (capital
constraints)
Young lawyers reluctant to buy into
partnership (succession)
Senior lawyers too involved in admin
Undermanaged/underperforming
Increased regulation and compliance

Issues for fragmented

industry
Tuck-in acquisitions
Lateral hires
Develop service
capabilities

Legal Services - A Better Model

ILH
Goodwill value of the business

Unlocked for the benefit of the Partners

Working capital (full acquisition)

Released to the Partners

Provided by ILH going forward

Professional liability
Personal financial obligations & risks

Professional liability assumed by ILH

Absorbed by ILH

Business ownership

Continues under Freedom within boundaries

Partner earnings

Less at risk
Employee salary & benefits

Growth and investment

ILH supported/funded

Network

Local strategy & management with potential benefits of

network

Business Performance

2011/12 Overview
Solid result despite continued challenging business conditions
Pleasing progress in delivery of strategic plan

New member firm and tuck-in acquisitions

Extension of range of legal services
Expansion of network of member firms and affiliates
Enhancements to acquisition model
Product improvement and re-launch of Law Central

Continued revenue growth

Revenue increased by 14% to $32.4m

A top 40 Australian law firm by fee income

Acquisitions of PLN and Rockwell Bates

Both expected to be materially EPS positive in 2012/13

2011/12 Key Strategic Developments

Addition of a Melbourne based member firm Rockwell Bates

Member firms in the key Australian locations of Sydney, Melbourne and Perth

Acquisition of PLN Lawyers effective 1 August 2011

The enhancement of legal services

Mergers and Acquisitions, Private Equity Transactions, Structured Debt and Equity
Finance, Distressed Assets and Insolvency

Enhancement of the Groups commercial and corporate legal services

(Sydney and Melbourne)

Continued expansion of the Groups network of member firms and affiliates

Significant legal services distribution network across Australia and the Asia/Pacific region

Product enhancements for the Law Central business

The introduction of an alternate acquisition model

Provides further opportunity to invest in high quality and fast growing businesses

Re-financing of banking facilities on more favourable terms

Increased funding limit to support future growth

All of which position ILH for continued growth

Consistent Track Record of Revenue Growth

Operating Revenue

2011/12
$m

2010/11
$m

2009/10
$m

2008/09
$m

32.41

28.48

23.87

16.90

14%
Growth

Profitable each
year since
commencement

35
30
25

32.4
28.5
23.9

20

16.9

15
10

6.2

7.6

11.6

12.3

1H10

2H10

13.6

14.9

15.7

16.9

9.3

5
0
$m

2H08

1H09

2H09

1H11

2H11

1H12

2H12

FY09

FY10

FY11

FY12

Case Studies

Talbot Olivier

Largest member firm based in Perth CBD

80 year history well established brand and reputation
10 Principals (Partners), 25 other fee earning staff
Commercial and Private Client law firm specialising in

Corporate & Commercial

Commercial Litigation (larger companies)
Media & Defamation
Insurance
Government
Licensing, Gaming & Hospitality
Mining & Resources
Workplace relations
Family
Property & Settlements

Strong growth since joining August 2007 fee income more than doubled

$13m annual revenue

Principals increased from 7 to 10
Predominantly organic growth

Quality of Member Firms

Good businesses with strong positions in local markets
Scale

3/5 member firms with +$8m fee income

Broadly based services

Commercial and Private Client

Client Profile

Publicly listed companies

Multi-nationals
Mid-market businesses
Government
SMEs
High net worth individuals
Stickiness - repeat business

Long term commitment of vendor Principals

4 year fixed initial employment term, then 6 months notice period

12 month restraints on any termination clients, staff, competition

Acquisition of PLN Lawyers

Completed 1 August 2011
Tuck-in with Argyle Sydney
Specialist Pacific & Asian region - commercial law services
Approx. $2m revenue
Sydney office; services in Fiji, Vanuatu, PNG & 15 other Pacific countries
Network of affiliate relationships with local capabilities
Clients Australian, Asian, European, US with Pacific assets
Integrated Legal Strategy

High quality business and clients

Builds Argyle & ILH commercial capability

Growth potential with extra support

Growth from additional services of Argyle & ILH

Cross referrals leakage

Premises synergies

Acquisition of PLN Lawyers

Strict investment criteria

Cultural and aspirational fit

Business quality, growth potential, succession
EPS & ROI targets

Multiple of maintainable earnings (EBIT)

Cash and shares

Cash at completion
Deferred cash component payable based on achieving EBIT targets

Funded with surplus cash reserves

Increased debt during WIP/Debtor build up period

EPS accretive in 2011/12

Standard Vendor Principal Restraints & Conditions

4 year fixed initial employment term, then 6 month notice period

12 month restraints on any termination clients, staff, competition
Escrow of shares
Liquidated damages

Outlook

Outlook - Priorities for Legal Services

Continuing to work with existing member firms towards growth and
development

This includes organic and acquisition revenue growth and business operational
improvement

Continuing to develop the Groups legal services network and range of

services

Developing the distribution network across Australia and the Asia/Pacific region, as
well as developing and enhancing capabilities in key legal services

Additionally, over the period ahead, we anticipate

A move towards more consistent branding across the member firms

An increased focus on collaboration across the Group to achieve revenue synergies
Fee sharing arrangements

Outlook
Making good progress continuing tough markets
Cautious in the present business environment
But confident that continued execution of the Companys growth plans
and initiatives will add long term shareholder value
Building a strong and vibrant legal business
The full year profit effect of the PLN and Rockwell Bates acquisitions is
expected to be reflected from the 2012/13 financial year

Both transactions will enhance the Companys growth prospects and be materially
earnings per share positive in the 2012/13

Expect growth in Law Central business revenues over the longer term as
a result of the business initiatives outlined
Pipeline of potential acquisition opportunities

ILH Annual General Meeting Proposed

Name change to ILH Group Limited
New Logo

ASX code ILH from IAW (from late 2012/early 2013)

Share consolidation 10 for 1

Improve the share brand

Key Messages
Legal services business
Industry dynamics creating a growth opportunity
Continued execution of Companys growth strategy

Acquisition, organic growth, business improvement, synergies

Developing track record of financial performance

Pipeline of potential acquisitions
Relevant experience of board and management
Opportunity for early involvement in an aggregation growth story that will
play out over the next decade

Disclaimer

This presentation has been prepared by Integrated Legal Holdings Limited (IAW). The information in this
presentation is current as at September 2012.

This presentation is not an offer or invitation for subscription or purchase of securities or a recommendation with
respect to any security. Information in this presentation should not be considered advice and does not take into
account the investment objectives, financial situation and particular needs of an investor. Before making an
investment in IAW, any investor should consider whether such an investment is appropriate to their needs,
objectives and circumstances and consult with an investment adviser if necessary. Past performance is not a
reliable indication of future performance.

IAW has prepared this presentation based on information available to it. No representation or warranty, express or
implied, is made as to the fairness, accuracy, completeness or correctness of the information, opinions and
conclusions contained in this presentation. To the maximum extent permitted by law, none of IAW, its directors,
employees or agents, nor any person accepts any liability, including, without limitation, any liability arising from fault
or negligence on the part of any of them or any other person, for any loss arising from the use of this presentation or
its contents or otherwise arising in connection with it.

This presentation may contain forward looking statements that are subject to a range of risk factors and
uncertainties. Whilst the statements are considered to be based on reasonable assumptions, the statements
themselves and the assumptions upon which they are based may be affected by a range of circumstances which
could cause actual results to differ significantly from the results expressed or implied in these forward looking
statements.