CSL Ltd. — Capital/Financing Update 2011

Dec 21, 2011

Allens Arthur Robinson

Date	22 December 2011	ABN 47 702 595 756
Page	1 of 9	Level 27 530 Collins Street
From	Nadia Guadagno	Melbourne VIC 3000 Australia
To	The ASX Company Announcements Office	T +61 3 9614 1011 F +61 3 9614 4661
Fax	1300 135 638	Correspondence GPO Box 1776 Melbourne VIC 3001 Australia

Australia DX 30999 Melbourne

www.aar.com.au

Confidential Fax Fax enquiries ring +61 3 9613 8971

To: The Company Announcements Office

Amended Appendix 3B

Please see attached.

Attach Our Ref 305447175 Bangkok
Beijing
Beijing IP
Brisbanc
Hanol Hanor
Ho Chi Minh City
Hong Kong
Jakarta
Melbourne Perth
Port Moresby Shanghai
Singapore Sydney
Ulaanbaatan

This document and any following pages may contein personal information and is intended solely for the named addresses. It is confidential and
may be aubject to legal or other professional privilege. Any confidentialty or p

21 December 2011

To: The Company Announcements Office

Amended Appendix 3B

On behalf of CSL Limited, as advise that we have recently been advised by CSL Limited's share registry service provider that the information they provided to CSL Limited which was incorporated within the Appendix 3B lodged on 21 December 2011 was incorrect in that it overstated the number of issued capital.

Accordingly, attached is an amended Appendix 3B to replace the Appendix 3B lodged on 21 December 2011.

ABN 47 702 595 758

Level 27 530 Collins Street Melbourne VIC 3000 Australia T +61 3 9614 1011 $F + 61396144661$

Correspondence GPO Box 1776 Melbourne VIC 3001 Australia DX 30999 Melbourne

www.aar.com.au

Yours sincerely

Nadia Guadagno Lawyer Nadia.Guadagno@aar.com.au T+61 3 9613 8542

Aangkok Beging
Beijing IP
Brisbane Hanol
Ho Chi Minh City Hong Kong
Jakarta
Melbourne Melbourne
Perth
Port Morosby
Shanghai Singapore Sydney
Ulasnbaatar

Our Ref 305447175

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement, application for quotation of additional securities and agreement

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX's property and may be made public.

Introduced 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003, 24/10/2005.

Name of entity
CSL Limited
ABN
99 051 588 348

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

⁺Class of ⁺securities issued or to $\vert$ $\mathbf{1}$ be issued

Ordinary shares

• Number of ⁺securities issued or $\overline{2}$ to be issued (if known) or maximum number which may be issued
• Principal terms of the 'securities' 3 (eg, if options, exercise price and expiry date; if partly paid amount the *securities, outstanding and due dates for tconvertible if payment; securities, the conversion price and dates for conversion)

42,860

Full paid ordinary shares

⁺ See chapter 19 for defined terms.

4	Do the + securities rank equally in all respects from the date of allotment with an existing + class of quoted + securities?	Yes.
	If the additional securities do not rank equally, please state: the date from which they do which the extent to they the fог participate next dividend, (in the case of a trust, distribution) or interest payment the extent to which they do not rank equally, other than relation. the
	to. in next distribution dividend, Оr interest payment
5.	Issue price or consideration	Performance Rights Plan (PRP) – 2005, 2006, 2007, 2009 - 21,635 Rights at NIL price.
		PRP $2006 - 21,225$ options at an issue price of $$17.48 = $371,013.00.$
6.	Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets)	Issued to employees under PRP upon exercise of Rights and Options granted. The PRP was adopted at the 2003 Annual
		General Mecting.
7	Dates of entering *securities into uncertificated holdings or despatch of certificates	24 November to 20 December 2011
8.	t class оſ Number aЩ and quoted on 'securities A S X (including the securities in clause 2 if applicable)	Number 519,894,533	+ Class Ordinary shares

⁺ See chapter 19 for defined terms.

		Number	+ Class
9 Number	and + class of all + securities not quoted on ASX (including the securities in clause 2 if applicable)	1,029,962	Performance Rights granted under CSL's Performance Rights -Plan.
		2,743,180	Performance Options granted under CSL's Performance Rights Plan.

Dividend policy (in the case of $\boxed{\text{CSL's present dividend policy is not changed as a trust, distribution policy) on a result of the increase in its issued capital.}$ 10 the increased capital (interests)

Part 2 - Bonus issue or pro rata issue

11	holder approval security Is required?	Not applicable.
12	the issue renounceable or Is. non-renounceable?	Not applicable.
13	Ratio in which the *securities will be offered	Not applicable.
14	+ Class of + securities to which the offer relates	Not applicable.
15	determine +Record date to entitlements	Not applicable.
16	different will holdings on registers (or subregisters) be calculating aggregated for entitlements?	Not applicable.
17	Policy for deciding entitlements in relation to fractions	Not applicable.
18	Names of countries in which the entity has *security holders who will not be sent new issue documents	Not applicable.
	Note: Security holders must be told how their entitlements are to be dealt with.
	Cross reference: rule 7.7.
19	Closing date for receipt οf acceptances or renunciations	Not applicable.

⁺ See chapter 19 for defined terms.

20	Names of any underwriters	Not applicable.
21	Amount of any underwriting fee or commission	Not applicable.
22	Names of any brokers to the issue	Not applicable.
23	Fee or commission payable to the broker to the issue	Not applicable.
24	Amount of any bandling fee payable to brokers who lodge acceptances or renunciations on behalf of + security holders	Not applicable.
25	If the issue is contingent on "security holders' approval, the date of the meeting	Not applicable.
26	Date entitlement and acceptance form and prospectus or Product Disclosure Statement will be sent to persons entitled	Not applicable.
27	If the entity has issued options, and the terms entitle option holders participate to on exercise, the date on which notices will be sent to option holders	Not applicable.
28	Date rights trading will begin (if Not applicable. applicable)
29	Date rights trading will end (if $\vert$ Not applicable. applicable)
30	How do "security holders sell entilements in full their through a broker?	Not applicable.
31	How do 'security holders sell entitlements their of part through a broker and accept for the balance?	Not applicable.

$\hat{\mathcal{A}}$

⁺ See chapter 19 for defined terms.

32		How do + security holders Not applicable.
		dispose of their entitlements
		$(c \times c$ pt by sale through a
	broker)?

33 *Despatch date Not applicable.

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

• 34 Type of securities (tick one)
• Securities described in Part 1 $(a)$ $\sqrt{}$

(b)	All other securities
	Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

۰

36

If the ⁺sccurities are ⁺equity securities, the names of the 20 largest holders of the additional ⁺securities, and the number and percentage of additional 'securities held by those holders

If the *securities are *equity securities, a distribution schedule of the additional *securities setting out the number of holders in the categories $1 - 1.000$ $1,001 - 5,000$ 5.001 - 10.000 10,001 - 100,000 100,001 and over

37

A copy of any trust deed for the additional *securities

⁺ See chapter 19 for defined terms.

Entities that have ticked box 34(b)
38	Number of securities for which + quotation is sought	Not applicable.
39	Class of 'securities for which quotation is sought	Not applicable.
40	Do the + securities rank equally in all respects from the date of allotment with an existing + class of quoted *securities? If the additional securities do not rank equally, please state: the date from which they do ٠ the extent to which they ۰ the fог next participate dividend, (in the case of a trust, distribution) or interest payment • the extent to which they do not rank equally, other than relation the to. next in. distribution dividend, OГ interest payment	Not applicable.
41	Reason for request for quotation now Example: In the case of restricted securities, end of restriction period (if issued upon conversion of another security, clearly identify that other security)	Not applicable.
42	+ class οf all Number and $\Delta S X$ + securities quoted on (including the securities in clause 38)	Number Not applicable.	+ Class Not applicable.

⁺ See chapter 19 for defined terms.

Ouotation agreement

• *Quotation of our additional *securities is in ASX's absolute discretion. ASX $\mathbf{I}$ may quote the *securities on any conditions it decides.
• $\overline{2}$ We warrant the following to ASX.
• The issue of the +securities to be quoted complies with the law and is not for an illegal purpose.
• There is no reason why those ⁺securities should not be granted +quotation.
• An offer of the ⁺securities for sale within 12 months after their issue will not require disclosure under section $707(3)$ or section $1012C(6)$ of the Corporations Act.

Note, An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

• Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any +securities to be quoted and that no-one has any right to return any +securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the ⁺securities be quoted.
• If we are a trust, we warrant that no person has the right to return the 'securities to be quoted under section 1019B of the Corporations Act at the time that we request that the ⁺securities be quoted.
• 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.
• 4 We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before ⁴quotation of the ⁺securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

Sign here:

. . . . . . . . . . . . . . . . . . . (Director/Company secretary)

Date:22 December 2011

Print name:

Edward Bailey

$== == == == == ==$

⁺ See chapter 19 for defined terms.

$\sim$

$\label{eq:2} \mathcal{L} = \mathcal{L} \left( \mathcal{L} \right) \left( \mathcal{L} \right) \left( \mathcal{L} \right) \left( \mathcal{L} \right)$

$\label{eq:2.1} \mathcal{L}(\mathcal{L}^{\text{max}}{\mathcal{L}}(\mathcal{L}^{\text{max}}{\mathcal{L}})) \leq \mathcal{L}(\mathcal{L}^{\text{max}}{\mathcal{L}}(\mathcal{L}^{\text{max}}{\mathcal{L}}))$

$\mathcal{L}^{\text{max}}_{\text{max}}$