CSL Ltd. — Capital/Financing Update 2019

Oct 7, 2019

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 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12, 04/03/13

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).

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

Ordinary shares

$\overline{\mathbf{2}}$ Number of ⁺securities issued or to be issued (if known) or maximum number which may be issued

4,818

Principal ${\rm terms}$ of the $\overline{\mathbf{3}}$ +securities (e.g. if options, exercise price and expiry date; if partly paid ⁺securities, the amount outstanding and due dates for payment; if +convertible securities, the conversion price and dates for conversion)

Fully paid ordinary shares

⁺ See chapter 19 for defined terms.

	Do the + securities rank equally in all respects from the +issue date with an existing +class of quoted *securities?	Yes
	If the additional +securities do not rank equally, please state: • the date from which they do • the extent to which they participate for the next dividend, (in the case of a distribution) trust, or interest payment • the extent to which they do not rank equally, other than in relation to the next dividend, distribution Or interest payment
5	Issue price or consideration	Performance Rights Plan (PRP) 2015 - $3,661$ , and $2019 - 1,137$ rights all at nil price.
		Global Employee Share Plan (GESP) - 20 shares at an issue price of $$162.76 =$ \$3,255.20.
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 by shareholders at the 2003 Annual General Meeting (AGM) and was most recently reapproved at the 2018 AGM.
		Issued to employees under GESP, most recently approved by shareholders at the 2018 AGM.
6a	Is the entity an + eligible entity that obtained security has holder approval under rule 7.1A?	Not applicable
	If Yes, complete sections 6b - 6h in relation to the + securities the subject of this Appendix 3B, and comply with section 6i

⁺ See chapter 19 for defined terms.

• 6b The date the security holder Not applicable resolution under rule 7.1A was passed
• Number of ⁺securities issued 6с without security holder approval under rule 7.1
• $6d$ Number of ⁺securities issued with security holder approval under rule 7.1A
• 6e Number of ⁺securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting)
• 6f Number of ⁺securities issued under an exception in rule 7.2
• If *securities issued under rule | 6g 7.1A, was issue price at least 75% of 15 day VWAP as calculated under rule 7.1A.3? Include the ⁺issue date and both values. Include the source of the VWAP calculation.
• 6h If ⁺securities were issued under rule $7.1A$ $for$ non-cash consideration, state date on which valuation of consideration was released to ASX Market Announcements
• 6i Calculate the entity's remaining issue capacity under rule 7.1 and rule 7.1A - complete Annexure 1 and release to ASX Market Announcements
• ⁺Issue dates $\overline{7}$

Note: The issue date may be prescribed by ASX (refer to the definition of issue date in rule 19.12). For example, the issue date for a pro rata entitlement issue must comply with the applicable timetable in Appendix 7A.

Cross reference: item 33 of Appendix 3B.

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

$16$ September 2019 – 4 October 2019

⁺ See chapter 19 for defined terms.

• ⁺Class Number Ordinary shares 8 Number and ⁺class of all 453, 859, 107 *securities quoted on ASX (including the ⁺securities in section 2 if applicable) $\overline{Class}$ Number Number and ⁺class of all 1,417,128 9 ⁺securities not quoted on ASX
• (including the ⁺securities in section 2 if applicable)
• Performance Rights granted under CSL's Performance Rights Plan. Performance Options 359,479 granted under CSL's Performance Rights Plan.
• Dividend policy (in the case of a $10$ trust, distribution policy) on the increased capital (interests)

CSL's present dividend policy is not changed as a result of the issue of shares.

Part 2 - Pro rata issue

11	holder security Is required?	approval Not applicable
12	Is the issue renounceable or non- $\vert$ Not applicable renounceable?
13	Ratio in which the + securities will be offered	Not applicable
14	+ Class of + securities to which the offer relates	Not applicable
15	to determine +Record date entitlements	Not applicable
16	holdings Will $\overline{on}$ registers (or subregisters) be calculating for aggregated entitlements?	different Not applicable
17	Policy for deciding entitlements in relation to fractions	Not applicable

⁺ See chapter 19 for defined terms.

18 Names of countries in which the entity has security holders who will not be sent new offer documents Note: Security holders must be told how their entitlements are to be dealt with. Cross reference: rule 7.7. $1Q$ Closing date for receipt of Not applicable acceptances or renunciations Names of any underwriters 20 Not applicable Amount of any underwriting fee $21$ Not applicable or commission Names of any brokers to the $22$ Not applicable issue Fee or commission payable to the $\vert$ Not applicable $23$ broker to the issue Amount of any handling fee $24$ Not applicable payable to brokers who lodge acceptances or renunciations on behalf of security holders If the issue is contingent on $25$ Not applicable security holders' approval, the date of the meeting $26$ Date entitlement and acceptance Not applicable form and offer documents will be sent to persons entitled If the entity has issued options, $27$ Not applicable and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders Date rights trading will begin (if | Not applicable $28$ applicable) Date rights trading will end (if | Not applicable 29 applicable) $30_o$ How do security holders sell Not applicable their entitlements in full through a broker?

Appendix 3B Page 5

⁺ See chapter 19 for defined terms.

• How do security holders sell part $31$ of their entitlements through a and accept for the broker balance?
• How do security holders dispose $32$ of their entitlements (except by sale through a broker)?

⁺Issue date 33

Not applicable

Not applicable

Not applicable

Part 3 - Quotation of securities

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

Type of ⁺securities $34$ (tick one)

$(b)$

⁺Securities described in Part 1 $(a)$ $\sqrt{ }$

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

If the 'securities are 'equity securities, the names of the 20 largest holders of the 35 additional ⁺securities, and the number and percentage of additional ⁺securities held by those holders

36 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

A copy of any trust deed for the additional +securities

Entities that have ticked box 34(b)

37

⁺ See chapter 19 for defined terms.

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 + issue date with an existing + class of quoted + securities?	Not applicable
	If the additional + securities do not rank equally, please state: the date from which they do the extent to which they ٠ for the participate next dividend, (in the case of a trust, distribution) or interest payment the extent to which they do ۰
	not rank equally, other than in relation to the next dividend, distribution interest or payment
41	Reason for request for quotation now	Not applicable
	Example: In the case of restricted securities, end of restriction period
	(if issued upon conversion of another + security, clearly identify that other 'security)
		Number	+ Class
42	Number and + class of all + securities quoted on ASX (including the + securities in clause 38)	Not applicable	Not applicable

Quotation agreement

• ⁺Quotation of our additional ⁺securities is in ASX's absolute discretion. ASX $\mathbf 1$ may quote the *securities on any conditions it decides.
• We warrant the following to ASX. $\mathbf 2$

$\,$ + See chapter 19 for defined terms.

• 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.
• We will indemnify ASX to the fullest extent permitted by law in respect of any $\overline{\mathbf{3}}$ claim, action or expense arising from or connected with any breach of the warranties in this agreement.
• We give ASX the information and documents required by this form. If any $\overline{4}$ information or document is not available now, we will give it to ASX before ⁺quotation 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:

..........Date: 8 October 2019 Company Secretary

Print name:

. . . . . . . . . . . . . . . . . . . . Fiona Mead $m = m = m = m = m$

⁺ See chapter 19 for defined terms.