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CSL Ltd. Capital/Financing Update 2021

Dec 20, 2021

17854_rns_2021-12-20_ad3d1d0d-9228-4fec-870a-88be1d06cf36.pdf

Capital/Financing Update

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NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES

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21 December 2021

SHARE PURCHASE PLAN – LETTER TO ELIGIBLE SHAREHOLDERS AND OFFER BOOKLET

MELBOURNE, Australia 21 December 2021 – CSL Limited (ASX:CSL; USOTC:CSLLY) (“CSL”) today announces its intention to conduct a share purchase plan ("SPP").

Further to that announcement, attached are:

  • a copy of a letter being sent to each CSL shareholder who, as at 7.00pm (AEDT) on Monday, 13 December 2021, was shown on CSL's register of shareholders to have an address in Australia or New Zealand and who was outside the United States ("SPP Offer Letter"); and

  • a copy of the share purchase plan offer booklet available for download at www.cslspp.com.au.

Shareholders who have provided an e-mail address will be sent an e-mail communication. Shareholders who have not provided an e-mail address will receive the SPP Offer Letter via post.

The SPP offer opens today and is expected to close at 5.00pm (AEDT) on Monday, 7 February 2022.

Authorised by Fiona Mead Company Secretary

FURTHER INFORMATION

For further information, please contact:

Shareholders:

CSL's SPP offer information line on 1800 646 882 (toll free within Australia) or +61 3 9415 4178 (from outside Australia) from 8:30am to 5:30pm (AEDT), Monday to Friday while the SPP offer is open.

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Media:

Jimmy Baker Communications, Asia Pacific CSL Limited Mobile +61 450 909 211 Email: [email protected]

IMPORTANT NOTICE AND DISCLAIMER

This announcement is not financial product or investment advice, a recommendation to acquire securities or accounting, legal or tax advice. It does not constitute an invitation or offer to apply for securities. It has been prepared without taking into account the objectives, financial or tax situation or needs of individuals. Before making an investment decision, prospective investors should consider the appropriateness of the information having regard to their own objectives, financial and tax situation and needs and seek legal and taxation advice appropriate for their jurisdiction. CSL is not licensed to provide financial product advice in respect of an investment in securities.

This announcement does not constitute an offer to sell, or a solicitation of an offer to buy, any securities in the United States or in any other jurisdiction in which such an offer would be unlawful. The SPP shares have not been, and will not be, registered under the U.S. Securities Act of 1933 ("U.S. Securities Act") or the securities laws of any state or other jurisdiction of the United States. Accordingly, the SPP shares may not be offered or sold, directly or indirectly, in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act and any applicable securities laws of any state or other jurisdiction of the United States.

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CSL LIMITED ABN 99 051 588 348

NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES

Dear Shareholder,

CSL Limited (ASX: CSL) – Invitation to participate in Share Purchase Plan

On 14 December 2021, CSL Limited (ASX: CSL) (“CSL”) announced a fully underwritten institutional placement (“Placement”) to raise approximately A$6.3 billion (US$4.5 billion)[1] and a non-underwritten share purchase plan (“SPP”, and together with the Placement, the "Offer") targeting to raise up to A$750 million (US$534 million). Proceeds from the Offer will be used to partly fund the all-cash public tender offer to acquire all publicly held Vifor Pharma Ltd. (SIX:VIFN; ISIN:CH0364749348) (“Vifor Pharma”) shares for US$179.25 per Vifor Pharma share, payable in U.S. dollars.

Summary of SPP Offer

Following the successful completion of the Placement as announced on ASX on 16 December 2021, CSL is pleased to offer shareholders with a registered address in Australia or New Zealand on CSL’s share register at 7:00pm (AEDT) on Monday, 13 December 2021 ("SPP Record Date") that are not in the United States and are not acting for the account or benefit of persons in the United States (“Eligible Shareholders”) the opportunity to participate in the SPP.

Under the SPP, Eligible Shareholders will have the opportunity to apply for up to A$30,000 of new shares ("SPP Shares") without incurring broker or transaction costs.

Participation in the SPP is optional. Eligible Shareholders may apply to purchase SPP Shares in a parcel with a dollar amount of A$2,500, A$5,000, A$7,500, A$10,000, A$12,500, A$15,000, A$20,000, A$25,000 or A$30,000.

1 Based on the USD:AUD exchange rate of 1.406 as of 13 December 2021.

1

The issue price of the SPP Shares will be the lower of:

  • the Placement price, being A$273.00 per new share as announced on ASX on 16 December 2021; and

  • a 2.0% discount to the 5-day volume weighted average price of CSL shares up to and including the closing date of the SPP (expected to be 7 February 2022), rounded to the nearest cent.

SPP Shares will rank equally with existing CSL ordinary shares from their issue date.

The number of shares received by SPP participants will be subject to the overall level of demand and any scale-back. There is no guarantee that shareholders will receive all the shares they apply for under the SPP.

Any scale-back of valid applications will be conducted having regard to the shareholdings of Eligible Shareholders (as at the SPP Record Date) who applied for SPP Shares. The scale-back methodology will ensure that, subject to the A$30,000 maximum application amount, participating shareholders will receive an amount of SPP Shares that:

  • at least maintains their percentage shareholding in CSL held as at the SPP Record Date (“Pro Rata Amount”); or

  • is equivalent to the number of SPP Shares applied for if that is lower than their Pro Rata Amount.

There is no guarantee that SPP participants with demand in excess of their Pro Rata Amount will receive any additional new shares as this will be subject to the overall level of demand and any required scale-back under the SPP.

CSL reserves the right to increase or decrease the size of the SPP at its discretion.

SPP Booklet and personalised Application Form

To apply for new shares under the SPP, Eligible Shareholders can either:

  • download a copy of the SPP offer booklet ("SPP Booklet") and their personalised application form online from the SPP website at www.cslspp.com.au; or

  • contact CSL's SPP offer information line on 1800 646 882 (toll free within Australia) or +61 3 9415 4178 (from outside Australia) from 8.30am to 5.30pm (AEDT), Monday to Friday to request a copy of the SPP Booklet and their personalised application form.

The fastest and easiest way to apply and pay for new shares under the SPP is by BPAY® or, for Eligible Shareholders in New Zealand, by electronic funds transfer. We recommend that payments are made via BPAY® wherever possible.

CSL will not accept payment by cash, cheque, bank draft or money order.

2

The SPP offer opens on Tuesday, 21 December 2021 and is expected to close at 5.00pm (AEDT) on Monday, 7 February 2022 ("Closing Date"). If you wish to apply for new shares under the SPP, please ensure that your application and payment are received by the Share Registry by the Closing Date. CSL reserves the right to amend the timetable for the SPP at any time, including extending the period for the SPP or accepting late applications, either generally or in particular cases, without notice.

Terms & Conditions

Full details of the SPP are outlined in the SPP Booklet available at www.cslspp.com.au. The SPP Booklet sets out the details and the terms and conditions of the SPP and the CSL Board encourages you to read it carefully and in full, and to seek your own financial and taxation advice in relation to the SPP offer, before making a decision on whether to participate.

If you have any questions, please contact the CSL's SPP offer information line on 1800 646 882 (toll free within Australia) or +61 3 9415 4178 (from outside Australia) from 8:30am to 5:30pm (AEDT), Monday to Friday while the SPP offer is open.

On behalf of the Board, I thank you for your continued support as a CSL shareholder.

Yours sincerely,

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Brian McNamee AO Chair

IMPORTANT NOTICE AND DISCLAIMER

This letter does not constitute an offer to sell, or a solicitation of an offer to buy, any securities in the United States or in any other jurisdiction in which such an offer would be unlawful. The SPP shares have not been, and will not be, registered under the U.S. Securities Act of 1933 ("U.S. Securities Act") or the securities laws of any state or other jurisdiction of the United States. Accordingly, the SPP shares may not be offered or sold, directly or indirectly, in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act and any applicable securities laws of any state or other jurisdiction of the United States.

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CSL Limited Share Purchase Plan

21 December 2021 CSL Limited (ABN 99 051 588 348)

NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES

Index

Index
Key Dates 2
Important Notices 3
Chair’s Letter 4
Summary of SPP Offer 5
How to Apply 6
Frequently Asked Questions 7
SPP Terms and Conditions 9
Glossary 14
Corporate Directory 16

Key Dates

Key Dates
Event Date (and time if relevant)
Record Date 7.00pm (AEDT) on Monday, 13 December 2021
Opening Date and date that this SPP Booklet is made available Tuesday, 21 December 2021
Closing Date 5.00pm (AEDT) on Monday, 7 February 2022
SPP results announcement Monday, 14 February 2022
Issue Date Monday, 14 February 2022
SPP holding statements dispatched to shareholders Tuesday, 15 February 2022
SPP Shares commence trading on ASX Tuesday, 15 February 2022

Note: This timetable is indicative only and subject to change. The commencement of trading and quotation of SPP Shares is subject to confirmation from ASX. Subject to the requirements of the Corporations Act, the ASX Listing Rules and other applicable rules, CSL reserves the right to amend this timetable at any time, including extending the period for the SPP or accepting late applications, either generally or in particular cases, without notice.

2 CSL Limited Share Purchase Plan 2021

Important Notices

This SPP Booklet is not a prospectus under the Corporations Act and has not been lodged with ASIC. The information in this SPP Booklet is not investment advice or a recommendation to acquire SPP Shares and has been prepared without taking into account your investment objectives, financial circumstances or particular needs as an investor (including financial and taxation considerations). It is recommended that you read the entire SPP Booklet and seek professional investment advice from your financial adviser or other professional adviser before deciding whether to apply for SPP Shares.

A cooling-off regime does not apply in relation to the acquisition of SPP Shares. You cannot withdraw your Application once it has been submitted.

By submitting your Application, you are accepting the risk that the market price of Shares may change between the date you submit your Application and the Issue Date. This means it is possible that, between the time you make your Application and up to or after the Issue Date, you may be able to buy Shares on market at a lower price than the Issue Price.

CSL will not issue SPP Shares to an applicant if those SPP Shares, either alone or in conjunction with the issue of SPP Shares under other Applications received by CSL, would contravene any law or the ASX Listing Rules.

Capitalised terms used in this SPP Booklet have the meaning set out in the Glossary of this SPP Booklet.

OFFERING RESTRICTIONS

This SPP Booklet is intended for use only in connection with the offer of SPP Shares to Eligible Shareholders. This SPP Booklet does not constitute an offer of securities in any place outside Australia or New Zealand and no action has been taken to permit an offering of SPP Shares in any jurisdiction outside of Australia and New Zealand.

The laws of some countries prohibit or make impracticable participation in the SPP by certain overseas Shareholders. CSL has determined that it is not practical to permit Shareholders who do not have a registered address in Australia or New Zealand to participate in the SPP.

Due to legal restrictions, nominees and custodians may not distribute this document, and may not permit any beneficial shareholder to participate in the SPP, in any country outside Australia or New Zealand.

NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES

This SPP Booklet does not constitute an offer to sell, or a solicitation of an offer to buy, any Shares in the United States or any other jurisdiction in which such an offer would be illegal. The Shares to be offered and sold under the SPP have not been, and will not be, registered under the U.S. Securities Act of 1933 (the “ U.S. Securities Act ”) or the securities laws of any state or other jurisdiction of the United States. Accordingly, the Shares to be offered and sold under the SPP may not be offered or sold, directly or indirectly, in the United States or to any person acting for the account or benefit of a person in the United States. The Shares to be offered and sold under the SPP may only be offered and sold to Eligible Shareholders in ‘offshore transactions’ (as defined in Rule 902(h) under the U.S. Securities Act) in reliance on Regulation S under the U.S. Securities Act.

BPAY[® ] PAYMENTS

We recommend that payments are made via BPAY[®1] wherever possible. New Zealand residents will have the option of making their payment by BPAY[®] or electronic funds transfer.

1 Registered to BPAY Pty Ltd ABN 69 079 137 518.

CSL Limited Share Purchase Plan 2021 3

Chair’s Letter

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21 December 2021

Dear Shareholder

CSL Share Purchase Plan

On behalf of the Board of CSL Limited (“ CSL ”), I am pleased to offer you the opportunity to participate in the CSL Share Purchase Plan (“ SPP ”). The SPP provides each Eligible Shareholder with an opportunity to apply for up to A$30,000 worth of fully paid ordinary shares in CSL (“ Shares ”). Participation is optional.

Shares purchased under the SPP (“ SPP Shares ”) will be at the same price, or lower, than Shares issued under the recent institutional Placement undertaken by CSL (“ Placement ”). There are no brokerage or transaction costs associated with participating in the SPP.

CSL is targeting to raise up to A$750 million under the SPP. In our absolute discretion, we may issue more or less SPP Shares than that target amount. If we receive Applications for more SPP Shares than we decide to issue, we may scale back Applications for SPP Shares in our absolute discretion. In the event of a scale-back, the value of SPP Shares allocated to you may be less than the Parcel you initially applied for. If this occurs, any excess money will be refunded to you, without interest. Any scale-back of Applications will be conducted having regard to the shareholdings of Eligible Shareholders (as at the Record Date, being 7.00pm (AEDT) on Monday, 13 December 2021) who applied for SPP Shares. The scale-back methodology will ensure that, subject to the A$30,000 maximum Application amount[2] , participating Eligible Shareholders will receive an amount of SPP Shares that:

  • at least maintains their percentage shareholding in CSL held as at the Record Date (“ Pro Rata Amount ”); or

  • is equivalent to the number of SPP Shares applied for if that is lower than their Pro Rata Amount.

There is no guarantee that Eligible Shareholders with demand in excess of their Pro Rata Amount will receive any additional Shares as this will be subject to the overall level of demand and any required scale-back under the SPP.

We are raising capital to partly fund the proposed acquisition of Vifor Pharma Ltd, a SIX-listed global specialty pharmaceutical company. Further information regarding this acquisition is contained in the ASX announcements released to the ASX on Tuesday, 14 December 2021. We determined that the combination of the Placement and the SPP was the appropriate equity funding structure having regard to a number of competing factors, including the proximity to the holidays and the speed of execution which satisfies the certain funds requirements of Swiss takeover law in the most cost effective manner.

To be eligible to participate in the SPP, you must have been a registered holder of Shares at the Record Date and shown on the Register to have an address in Australia or New Zealand and be outside the United States (“ Eligible Shareholder ”).

Details of the SPP Offer, including how to apply, are on pages 5 and 6.

The fastest and easiest way to apply and pay is by BPAY[®] or, for Eligible Shareholders in New Zealand, by electronic funds transfer. We recommend that payments are made via BPAY[®] wherever possible.

Please ensure that the Registrar receives your Application and Application payment by the Closing Date (expected to be 5.00pm (AEDT) on Monday, 7 February 2022).

This SPP Booklet sets out the details and the terms and conditions of the SPP and I encourage you to read it carefully and in full, and to seek your own financial and taxation advice in relation to the SPP Offer, before making a decision on whether to participate. If you have any additional questions you can call CSL’s SPP Information Line (see details in the Corporate Directory at the back of this SPP Booklet).

On behalf of the Board of CSL, I thank you for your continued support.

Yours sincerely

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Brian McNamee AO Chair

2 The maximum Parcel of SPP Shares that an Eligible Shareholder can apply for is limited to A$30,000 in accordance with ASIC Corporations (Share and Interest Purchase Plans) Instrument 2019/547.

4 CSL Limited Share Purchase Plan 2021

Summary of SPP Offer

Eligible Shareholders Registered holders of Shares at 7.00pm (AEDT) on Monday, 13 December 2021. Must have a
registered address in Australia or New Zealand and be outside the United States.
Application amount Eligible Shareholders can apply for a Parcel of SPP Shares, up to an aggregate of A$30,000
across all their holdings, regardless of how many Shares they currently hold. Parcels have
a dollar value of A$2,500, A$5,000, A$7,500, A$10,000, A$12,500, A$15,000, A$20,000,
A$25,000 or A$30,000.
Issue Price The Issue Price per SPP Share is the lower of:

A$273.00, being the same price paid by institutional investors under the Placement;
and

a 2.0% discount to the volume weighted average price of CSL Shares traded during the
fve ASX trading days up to, and including, the Closing Date (expected to be Monday,
7 February 2022) (rounded to the nearest cent).
Ranking of SPP Shares SPP Shares will rank equally with existing Shares.
Scale-back CSL has absolute discretion to scale back Applications depending on demand. In the
event of a scale-back, the value of SPP Shares allocated to you may be less than the
Parcel you initially applied for. If this occurs, any excess money will be refunded to you,
without interest. Any scale-back of Applications will be conducted having regard to
the shareholdings of Eligible Shareholders (as at the Record Date) who applied for SPP
Shares. The scale-back methodology will ensure that, subject to the A$30,000 maximum
Application amount, participating Eligible Shareholders will receive an amount of SPP
Shares that:

at least maintains their percentage shareholding in CSL held as at the Record Date
(“Pro Rata Amount”); or

is equivalent to the number of SPP Shares applied for if that is lower than their
Pro Rata Amount.
We expect to announce the fnal outcome of the SPP, including any scale-back, on
Monday, 14 February 2022.
Refunds If a refund is made to shareholders whose dividends are paid in Australian dollars or
New Zealand dollars, payment will be made by direct deposit in Australian or New Zealand
dollars to your nominated account as recorded on the Register or by cheque in Australian
dollars. Refunds in New Zealand dollars will be converted from Australian dollars by
reference to prevailing foreign exchange market rates available on the day of conversion.
Any refunds will be made as soon as practicable after the Issue Date. No interest will be
paid on any money refunded.
When to apply The SPP Offer opens at 9.00am (AEDT) on Tuesday, 21 December 2021 and is expected to
close at 5.00pm (AEDT) on Monday, 7 February 2022.
Issue Date of SPP Shares SPP Shares are expected to be issued on Monday, 14 February 2022.
Dispatch of holding It is expected that holding statements for SPP Shares will be dispatched to shareholders
statements for SPP Shares on Tuesday, 15 February 2022 and that SPP Shares will commence trading on the ASX on
and commencement of the same date.
trading of SPP Shares

CSL Limited Share Purchase Plan 2021 5

How to Apply

If you would like to apply to participate in the SPP, please follow the instructions on your Application Form. You can access your personalised Application Form from the SPP website at www.cslspp.com.au or by contacting CSL’s SPP Information Line (see details in the Corporate Directory at the back of this SPP Booklet).

Apply online or by telephone using BPAY[®]

You can make a payment by BPAY[®] equivalent to the dollar amount of the Parcel you wish to apply for. To do this, you must use the Biller Code and unique reference number shown on your personalised Application Form which you can access from the SPP website at www.cslspp.com.au.

If you make your payment with BPAY[®] you do not need to return your Application Form.

This is the fastest and easiest way to apply.

Application payments must be made in Australian dollars.

CSL will not accept payment by cash, cheque, bank draft or money order.

If you are paying by BPAY[®] , please check your daily transaction limit and the processing cut-off time for BPAY[®] with your financial institution. It is strongly recommended that you apply by BPAY[®] to ensure that your Application is received by the Closing Date.

For Eligible Shareholders resident in New Zealand only

New Zealand residents will have the option of making their payment by BPAY[®] or electronic funds transfer.

The SPP Offer opens on Tuesday, 21 December 2021 and closes on the Closing Date (expected to be 5.00pm (AEDT) on Monday, 7 February 2022).

You will not be able to withdraw or reduce your Application or Application payment once you have submitted it. Interest will not be paid on any Application payments received.

6 CSL Limited Share Purchase Plan 2021

Frequently Asked Questions

When will the SPP Shares be issued?

It is expected that SPP Shares will be issued on Monday, 14 February 2022 and SPP Shares will commence trading on the ASX on Tuesday, 15 February 2022.

What is the SPP?

The SPP is an offer by CSL to Eligible Shareholders to apply for up to A$30,000 worth of Shares at the Issue Price without paying any brokerage or transaction costs.

How much is CSL targeting to raise under the SPP?

CSL is targeting to raise up to A$750 million under the SPP. In our absolute discretion, we may issue more or less SPP Shares than that target amount. If we receive Applications for more SPP Shares than we decide to issue, we may scale back Applications for SPP Shares in our absolute discretion. In the event of a scale-back, the value of SPP Shares allocated to you may be less than the Parcel you initially applied for. If this occurs, any excess money will be refunded to you, without interest.

See the section on page 8 under the heading “What will happen if CSL scales back Applications?” for details regarding CSL’s scale-back policy.

Who is eligible to participate in the SPP?

An Eligible Shareholder is a registered holder of Shares at the Record Date (being 7.00pm (AEDT) on Monday, 13 December 2021) and shown on the Register to have an address in Australia or New Zealand and who is outside the United States.

Shareholders who hold Shares on behalf of persons who reside outside Australia or New Zealand, are in the United States or are acting for the account or benefit of a person in the United States are not eligible to participate in the SPP on behalf of those persons.

Custodians may only distribute documents relating to the SPP to Eligible Beneficiaries. In particular, Custodians must not distribute any documents relating to the SPP to any person in the United States or to any person acting for the account or benefit of a person in the United States.

What is the Issue Price of the SPP Shares?

The Issue Price per SPP Share is the lower of:

  • A$273.00, being the same price paid by institutional investors under the Placement; and

  • a 2.0% discount to the volume weighted average price of CSL Shares traded during the five ASX trading days up to, and including, the Closing Date (expected to be Monday, 7 February 2022) (rounded to the nearest cent).

What costs are associated with the SPP?

There are no brokerage or transaction costs payable by Eligible Shareholders in relation to the application for, and the issue of, SPP Shares.

Do I have to participate in the SPP?

No. Participation in the SPP is optional. If you do not wish to participate in the SPP, no action is required on your part.

To decide if you would like to participate in the SPP, CSL recommends you seek professional investment advice from your financial adviser or other professional adviser, and you monitor the market price of Shares (which is quoted on the ASX website at www.asx.com.au). This SPP Booklet does not purport to contain all of the information that you may need to make an investment decision.

What is the market price of Shares?

The market price of Shares can be obtained from the ASX’s website (www.asx.com.au) by searching for the ASX code “CSL” in the cash market prices search section.

What do I do if I am a Custodian?

If you are a Custodian, you may choose whether or not to apply for SPP Shares on behalf of your Eligible Beneficiaries.

Eligible Beneficiaries are Beneficiaries with a registered address in either Australia or New Zealand as at the Record Date, provided that such Beneficiary is in Australia or New Zealand, and not in the United States or acting for the account or benefit of a person in the United States.

If you wish to apply as a Custodian to receive SPP Shares for one or more Eligible Beneficiaries, you must complete and submit an additional Custodian Certificate before your Application will be accepted. Applications by Custodians that are not accompanied by a duly completed Custodian Certificate will be rejected.

Custodians should contact the Registrar on CSL’s SPP Information Line (see details in the Corporate Directory at the back of this SPP Booklet) to request a Custodian Certificate that contains these certifications and other details required to be provided by the Custodian.

By applying as a Custodian on behalf of Eligible Beneficiaries to purchase SPP Shares, you certify (among other things) that each Eligible Beneficiary has not applied for an amount exceeding A$30,000 across all of their holdings.

CSL is not required to determine, and will not determine, the identity or residence of any beneficial owners of Shares. Each Custodian will need to determine for itself whether its beneficiaries are Eligible Beneficiaries.

CSL Limited Share Purchase Plan 2021 7

Each Custodian must not participate in the SPP on behalf of, and must not distribute this SPP Booklet or any other document relating to the SPP to, any person in the United States. Failure to comply with these restrictions may result in violations of applicable securities laws.

Can my offer under the SPP be transferred to a third party?

No. Under the SPP Offer, you cannot transfer your offer to apply for SPP Shares to anyone else.

How much can I invest under the SPP?

If you are an Eligible Shareholder, you may apply for up to a total of A$30,000 worth of SPP Shares across all your holdings.

What will happen if CSL scales back Applications?

If CSL scales back Applications in its absolute discretion, the value of SPP Shares allocated to you may be less than the Parcel you initially applied for.

Any scale-back will be conducted having regard to the shareholdings of Eligible Shareholders (as at the Record Date) who applied for SPP Shares.

The scale-back methodology will ensure that, subject to the A$30,000 maximum Application amount, participating Eligible Shareholders will receive an amount of SPP Shares that:

  • at least maintains their percentage shareholding in CSL held as at the Record Date (“ Pro Rata Amount ”); or

  • is equivalent to the number of SPP Shares applied for if that is lower than their Pro Rata Amount.

There is no guarantee that Eligible Shareholders with demand in excess of their Pro Rata Amount will receive any additional Shares as this will be subject to the overall level of demand and any required scale-back under the SPP.

In the case of Eligible Shareholders with more than one CSL shareholding, only the shareholding (as at the Record Date) on which an Application has been made will be considered in the event of any scale-back.

Should this happen, the difference between the value of SPP Shares issued to you (calculated using the Issue Price) and the Application payment you made will be refunded to you, without interest, as soon as practicable after the Issue Date.

Will I receive notification of my issue?

Yes. The Registrar will send you a holding statement on or around Tuesday, 15 February 2022 which will include details of the number of SPP Shares issued to you and the Issue Price of the SPP Shares.

You are responsible for confirming your allocation of SPP Shares before trading SPP Shares to avoid the risk of selling SPP Shares you do not own.

Can I withdraw my Application (e.g. if the market price of Shares falls after submitting my Application?)

No. Your Application, once submitted, is unconditional and may not be withdrawn even if the market price of Shares is less than the Issue Price.

By submitting your Application, you are accepting the risk that the market price of Shares may change between the date on which you submit your Application and the Issue Date. This means that, up to or after the Issue Date, you may be able to buy Shares on market at a lower price than the Issue Price.

What do I do if I receive more than one Application Form by post or email?

Eligible Shareholders who receive more than one Application Form under the SPP because, for example, they hold Shares in more than one capacity or in different registered holdings, may apply on different Application Forms for SPP Shares but may not apply for SPP Shares with a total dollar amount exceeding A$30,000 across all of their holdings.

What rights will the Shares issued under the SPP have?

SPP Shares will rank equally with existing Shares quoted on the ASX, with the same voting rights, dividend rights and other entitlements from the Issue Date.

Where can I obtain more information on the risks associated with CSL and holding CSL Shares?

See CSL’s ASX announcements, including in particular the Investor Presentation that was released on Tuesday, 14 December 2021 and includes a section on risk factors. These can be obtained from the ASX’s website (www.asx.com.au).

Where can I obtain more information on the SPP?

If you have any further questions you can call CSL’s SPP Information Line (see details in the Corporate Directory at the back of this SPP Booklet).

8 CSL Limited Share Purchase Plan 2021

SPP Terms and Conditions

Important Notice

Please read these SPP Terms and Conditions carefully as you will be bound by them if you apply for SPP Shares. Eligible Shareholders whose Applications are accepted will also be bound by CSL’s Constitution which is available at https://www.csl.com/our-company/corporate-governance.

1. Offer

  • a. CSL offers each Eligible Shareholder the opportunity to apply for specific Parcels of Shares up to A$30,000 worth of Shares under the SPP subject to and in accordance with these SPP Terms and Conditions (the “ SPP Offer ”).

  • b. The SPP Offer opens on Tuesday, 21 December 2021 and closes on the Closing Date (expected to be 5.00pm (AEDT) on Monday, 7 February 2022).

  • c. The SPP Offer is made in Australia under and in accordance with the ASIC Corporations (Share and Interest Purchase Plans) Instrument 2019/547 .

  • d. The SPP Offer is made in New Zealand under and in accordance with the Financial Markets Conduct (Incidental Offers) Exemption Notice 2016 .

  • e. The SPP Offer to each Eligible Shareholder (whether you are a Custodian or you hold Shares on your own account) is made on the same terms and conditions.

2. Eligible Shareholders

  • a. Subject to sections 2(c) to 2(j) of these SPP Terms and Conditions, all persons registered as holders of Shares at the Record Date and shown on the Register to have an address in Australia or New Zealand and who are outside the United States may participate in the SPP (referred to as Eligible Shareholders ).

  • b. Directors and employees of CSL are entitled to participate in the SPP if they are Eligible Shareholders.

  • c. Shareholders who hold Shares on behalf of persons who:

  • i. reside outside Australia or New Zealand;

  • ii. are in the United States; or

  • iii. are acting for the account or benefit of a person in the United States,

are not entitled to participate in the SPP on behalf of those persons.

  • d. The Shares to be offered and sold under the SPP have not been, and will not be, registered under the U.S. Securities Act, or the securities laws of any state or other jurisdiction of the United States. Accordingly, shareholders who are located in the United States or are acting for the account or benefit of a person in the United States are not Eligible Shareholders and are not entitled to participate in the SPP. Shares to be offered and sold under the SPP may only be offered and sold in ‘offshore transactions’ (as defined in Rule 902(h) under the U.S. Securities Act) in reliance on Regulation S under the U.S. Securities Act.

  • e. A Custodian must not participate in the SPP on behalf of, nor distribute this SPP Booklet or any other document relating to the SPP to, any person in the United States.

  • f. Consistent with the representations, warranties and acknowledgements contained in section 4 of these SPP Terms and Conditions and the Application Form, you may not submit any completed Application Forms for any person in the United States or any person who is acting for the account or benefit of a person in the United States. Failure to comply with these restrictions may result in violations of applicable securities laws.

  • g. Shareholders who are joint holders of Shares are taken to be a single registered holder of Shares for the purposes of determining whether they are an Eligible Shareholder, and the certification under section 4(a)(viii) of these SPP Terms and Conditions by one joint holder will be effective in respect of the other joint holder(s).

  • h. If you are a Custodian, you may apply for up to A$30,000 worth of SPP Shares for each Eligible Beneficiary subject to you annexing to your Application Form a certificate (“ Custodian Certificate ”)[3 ] addressed to CSL with the following information as required by ASIC Corporations (Share and Interest Purchase Plans) Instrument 2019/547 :

  • i. confirmation that:

    • A. you hold Shares on behalf of one or more other persons (each a “ participating beneficiary ”) that are not Custodians; and/or

    • B. a Downstream Custodian holds beneficial interests in Shares on behalf of one or more other persons (each a “ participating beneficiary ”), and you hold the Shares to which those beneficial interests relate on behalf of the Downstream Custodian or another Custodian;

  • ii. confirmation that each participating beneficiary has subsequently instructed the following persons:

    • A. where sub-paragraph (i)(A) above applies – you; or

    • B. where sub-paragraph (i)(B) above applies – the Downstream Custodian, to apply for SPP Shares on their behalf under the SPP;

3 The Custodian Certificate can be obtained by contacting the Registrar on CSL’s SPP Information Line (see details in the Corporate Directory at the back of this SPP Booklet).

CSL Limited Share Purchase Plan 2021 9

  • iii. the number of participating beneficiaries and their names and addresses;

  • iv. in respect of each participating beneficiary:

  • A. where sub-paragraph (i)(A) above applies – the number of Shares that you hold on their behalf; or

  • B. where sub-paragraph (i)(B) above applies – the number of Shares to which the beneficial interests relate;

  • v. in respect of each participating beneficiary:

  • A. where sub-paragraph (i)(A) above applies – the number or the dollar amount of Shares they have instructed you to apply for on their behalf; or

  • B. where sub-paragraph (i)(B) above applies – the number or the dollar amount of Shares they have instructed the Downstream Custodian to apply for on their behalf;

  • vi. confirmation that there are no participating beneficiaries in respect of which the total Application price for the following exceeds A$30,000:

  • A. the Shares applied by you under the SPP in accordance with the instructions referred to in sub-paragraph (v) above; and

  • B. any other Shares issued to you in the 12 months before the Application as a result of an instruction given by them to you or the Downstream Custodian to apply for Shares on their behalf under an arrangement similar to the SPP;

vii. confirmation that a copy of this SPP Booklet was given to each participating beneficiary; and

  • viii. where sub-paragraph (i)(B) above applies – the name and address of each Custodian who holds beneficial interests in the Shares held by you in relation to each participating beneficiary.

  • i. If you hold Shares as a trustee or nominee for another person, but are not a Custodian, you cannot participate for beneficiaries in the manner described above. In this case, the rules in section 3(b) of these SPP Terms and Conditions apply.

  • j. If you are an Eligible Shareholder, your rights under the SPP Offer are personal to you and are non-renounceable, which means you cannot transfer your rights to another person.

3. Applying for SPP Shares

a. Participation in the SPP is optional. Eligible Shareholders may apply to purchase SPP Shares in a Parcel with a dollar amount of A$2,500, A$5,000, A$7,500, A$10,000, A$12,500, A$15,000, A$20,000, A$25,000 or A$30,000. If you are an Eligible Shareholder and wish to participate in the SPP, you must follow the instructions on the Application Form and make payment online or by telephone using BPAY[®] (or alternatively, electronic funds transfer if you are a New Zealand resident) equivalent to the dollar amount of the Parcel you wish to apply for (including providing the Biller Code and unique reference number provided to you on your Application Form for the purposes of the SPP only) (“ Online/Telephone Application ”). Contact your financial institution to make your payment from your cheque or savings account. Your payment must be received by the Registrar by 5.00pm (AEDT) on the Closing Date (expected to be Monday, 7 February 2022). Payments must be made in Australian dollars. CSL will not accept payment by cash, cheque, bank draft or money order.

If CSL receives:

  • an amount that is not equal to A$2,500, A$5,000, A$7,500, A$10,000, A$12,500, A$15,000, A$20,000, A$25,000 or A$30,000, CSL will round down the dollar amount of SPP Shares that you are applying for to the next lowest Parcel; or

  • less than A$2,500, reject your Application,

  • and refund your Application payment that is not used to purchase SPP Shares, without interest, as soon as practicable after the Issue Date.

  • b. Eligible Shareholders (other than Custodians) who receive more than one offer under the SPP via post or email (for example, because they hold Shares in more than one capacity or in different registered holdings) may apply on different Application Forms for SPP Shares but may not apply for SPP Shares with a total dollar amount of more than A$30,000.

  • c. CSL may accept or reject your Application for SPP Shares in its absolute discretion. CSL may reject your Application in the following circumstances (among others):

  • i. your Application Form is incorrectly completed, incomplete or otherwise determined by CSL to be invalid;

  • ii. you have applied for SPP Shares with a total Application price of less than A$2,500;

  • iii. if CSL, in its absolute discretion, accepts your cheque, bank draft or money order and that cheque, bank draft or money order is dishonoured or is not made out for the amount corresponding to the value of the Parcel you have applied for;

  • iv. your BPAY[® ] or electronic funds transfer payment is incomplete or invalid;

  • v. unless you are a Custodian, it appears that you are applying to acquire SPP Shares with a total Application price in excess of A$30,000 under the SPP;

  • vi. you are a Custodian and you have not provided the required Custodian Certificate;

  • vii. your Application Form or BPAY[®] or electronic funds transfer payment is received after the Closing Date. Late payments will be refunded, without interest, as soon as practicable after the Issue Date; or

  • viii. CSL believes you are not an Eligible Shareholder (subject to compliance with any applicable ASIC requirements).

10 CSL Limited Share Purchase Plan 2021

  • d. If the value of the Parcel you have applied for cannot be divided by the Issue Price to give a whole number of SPP Shares and no scale-back is applied to your Application, the number of SPP Shares you will be issued will be rounded down to the nearest whole number of SPP Shares. If the difference between the value of SPP Shares issued to you (calculated using the Issue Price) and your Application payment is less than A$2, it will be donated to a charity or charities nominated by CSL. If the difference is A$2 or more, that amount will be refunded to you, without interest.

If a refund is made to shareholders whose dividends are paid in Australian dollars or New Zealand dollars, payment will be made by direct deposit in Australian or New Zealand dollars to your nominated account as recorded on the Register or by cheque in Australian dollars. Refunds in New Zealand dollars will be converted from Australian dollars by reference to prevailing foreign exchange market rates available on the day of conversion.

Any refunds will be made as soon as practicable after the Issue Date.

4. Acknowledgements by Making an Application

  • a. If you make an Online / Telephone Application or Written Application, by making that Online / Telephone Application or Written Application, you:

  • i. acknowledge that you have read and accepted these SPP Terms and Conditions in full and you declare that all details and statements in your Application Form are true and complete and not misleading;

  • ii. declare that you were the registered holder(s) at the Record Date of the Shares indicated on the Application Form as being held by you on the Record Date;

  • iii. acknowledge that you are an Eligible Shareholder using the unique reference number provided to you on the Application Form;

  • iv. irrevocably and unconditionally agree to these SPP Terms and Conditions, including the terms of the Application Form and agree not to do any act or thing that would be contrary to the spirit, intention or purpose of the SPP;

  • v. agree to be bound by the terms of CSL’s Constitution (as may be amended from time to time);

  • vi. declare you are over 18 years of age (if you are an individual) and have full legal capacity and power to exercise and perform all of your rights and obligations under the SPP Offer;

  • vii. acknowledge your Application is irrevocable and unconditional and cannot be varied by you;

  • viii. if you are applying on your own behalf (and not as a Custodian), certify that the total of the Application price for the following does not exceed A$30,000:

    • A. the Shares the subject of your Application;

    • B. any other Shares in the class you applied for under the SPP; and

    • C. any other Shares in the class which you have instructed a Custodian to acquire on your behalf under the SPP or any other similar arrangement in the 12 months prior to the date of submission of the Application;

  • ix. if you are a Custodian and are applying on behalf of an Eligible Beneficiary on whose behalf you hold Shares, certify that:

    • A. you are a Custodian;

    • B. you held Shares on behalf of the Eligible Beneficiary as at the Record Date who has instructed you to apply for SPP Shares on their behalf under the SPP and that the Eligible Beneficiary has been given a copy of this SPP Booklet;

    • C. you are not applying for SPP Shares on behalf of any Eligible Beneficiary with a total Application price of more than A$30,000; and

    • D. the information in the Custodian Certificate submitted with your Application Form is true and correct and not misleading;

  • x. accept the risk associated with any refund that may be dispatched to your address or to your nominated bank account as shown on the Register;

  • xi. are responsible for any dishonour fees or other costs CSL may incur in presenting a cheque for payment that is dishonoured (if CSL, in its absolute discretion, accepts your cheque as payment of the Application amount);

  • xii. acknowledge that no interest will be paid on any Application payment held pending the issue of the SPP Shares or subsequently returned to you for any reason;

  • xiii. authorise CSL and the Registrar and their respective officers or agents to do anything on your behalf necessary for SPP Shares to be issued to you, including to act on instructions of the Registrar upon using the contact details set out in your Application Form;

  • xiv. acknowledge that the information contained in this SPP Booklet (including these SPP Terms and Conditions and your Application Form) is not financial product or investment advice nor a recommendation that SPP Shares are suitable for you and have been prepared without taking into account your investment objectives, financial situation or particular needs;

  • xv. acknowledge that this SPP Booklet is not a prospectus, does not contain all of the information that you may require in order to assess an investment in CSL and is given in the context of CSL’s past and ongoing continuous disclosure announcements to the ASX;

  • xvi. acknowledge that none of CSL or its related bodies corporate and affiliates and their respective directors, officers, partners, employees, representatives, agents, consultants or advisers guarantees the performance of CSL;

CSL Limited Share Purchase Plan 2021 11

  • xvii. acknowledge that, to the extent permitted by any applicable law, CSL is not liable for any exercise of its discretions referred to in this SPP Booklet;

  • xviii. represent and warrant that the law of any place does not prohibit you from being given this SPP Booklet and the Application Form, nor does it prohibit you from making an Application for the SPP Shares and that you are otherwise eligible to participate in the SPP;

  • xix. represent that you are not in the United States and you are not acting for the account or benefit of a person in the United States;

  • xx. acknowledge that the Shares have not been, and will not be, registered under the U.S. Securities Act or the securities laws of any state or other jurisdiction of the United States and, accordingly, the Shares to be offered and sold pursuant to the SPP may not be offered, sold or resold, directly or indirectly, in the United States;

  • xxi. acknowledge the SPP Shares may only be offered and sold to Eligible Shareholders in ‘offshore transactions’ (as defined in Rule 902(h) under the U.S. Securities Act) in reliance on Regulation S under the U.S. Securities Act);

  • xxii. represent that you have not, and you agree that you will not, send this SPP Booklet or any other materials relating to the SPP to any person in the United States or to any person acting for the account or benefit of a person in the United States; and

  • xxiii. acknowledge and agree that if in the future you decide to sell or otherwise transfer the Shares, you will only do so in standard brokered transactions on the ASX or Chi-X, where neither you nor any person acting on your behalf knows, or has reason to know, that the sale has been pre-arranged with, or the purchaser is, a person in the United States.

  • b. In addition, if you make a Written Application, by making that Written Application, you:

  • i. authorise CSL to correct any errors in your Application Form; and

  • ii. acknowledge that CSL may determine that your Application Form is valid, in accordance with these SPP Terms and Conditions, even if the Application Form is incomplete, contains errors or is otherwise defective.

5. Issue Price of SPP Shares

  • a. The Issue Price per SPP Share is the lower of:

  • i. A$273.00, being the same price paid by institutional investors under the Placement; and

  • ii. a 2.0% discount to the volume weighted average price of CSL Shares traded during the five ASX trading days up to, and including, the Closing Date (expected to be Monday, 7 February 2022) (to the nearest cent).

  • b. You agree to pay the Issue Price per SPP Share for the number of SPP Shares calculated by dividing your Application payment (being a dollar amount of A$2,500, A$5,000, A$7,500, A$10,000, A$12,500, A$15,000, A$20,000, A$25,000 or A$30,000) by the Issue Price or, if there is a scale-back, the number of SPP Shares calculated under section 7 of these SPP Terms and Conditions.

  • c. You acknowledge the risk that the market price of Shares may change (ie, rise or fall) between the date you submit your Application and the Issue Date, which may mean that the Issue Price you pay for the SPP Shares may exceed or be less than the market price of Shares on the Issue Date.

  • d. CSL will apply to ASX for quotation of the SPP Shares. It is anticipated that the trading of the SPP Shares on the ASX will commence on Tuesday, 15 February 2022.

6. Rights Attaching to the SPP Shares

SPP Shares will rank equally in all respects with existing Shares quoted on the ASX, with the same voting rights, dividend rights and other entitlements.

7. Scale-back

  • a. Depending on the level of demand, CSL may in its absolute discretion allocate to you less SPP Shares than the value of the Parcel you have applied for.

  • b. If CSL decides to conduct a scale-back, any scale-back will be conducted having regard to the shareholdings of Eligible Shareholders (as at the Record Date) who applied for SPP Shares. The scale-back methodology will ensure that, subject to the A$30,000 maximum Application amount, participating Eligible Shareholders will receive an amount of SPP Shares that:

  • at least maintains their percentage shareholding in CSL held as at the Record Date (“ Pro Rata Amount ”); or

  • is equivalent to the number of SPP Shares applied for if that is lower than their Pro Rata Amount.

  • c. There is no guarantee that Eligible Shareholders with demand in excess of their Pro Rata Amount will receive any additional Shares as this will be subject to the overall level of demand and any required scale-back under the SPP.

  • d. In the case of Eligible Shareholders with more than one CSL shareholding, only the shareholding (as at the Record Date) on which an Application has been made will be considered in the event of any scale-back.

  • e. If there is a scale-back, you may receive less SPP Shares than the Parcel you initially applied for. If a scale-back produces a fractional number of SPP Shares when applied to your Parcel, the number of SPP Shares you will be allocated will be rounded down to the nearest whole number of SPP Shares.

12 CSL Limited Share Purchase Plan 2021

  • f. In the event of a scale-back, the difference between the value of SPP Shares issued to you (calculated using the Issue Price) and the Application payment will be refunded to you, without interest. If a refund is made to shareholders whose dividends are paid in Australian dollars or New Zealand dollars, payment will be made by direct deposit in Australian or New Zealand dollars to your nominated account as recorded on the Register or by cheque in Australian dollars. Refunds in New Zealand dollars will be converted from Australian dollars by reference to prevailing foreign exchange market rates available on the day of conversion. Any refunds will be made as soon as practicable after the Issue Date.

8. Costs of Participation in the SPP

No brokerage or transaction costs will be payable by Eligible Shareholders in respect of the application for, and the issue of, SPP Shares.

9. New Zealand

The SPP Shares are not being offered or sold to the public within New Zealand other than to existing shareholders of Shares at the Record Date (7.00pm (AEDT) on Monday, 13 December 2021), with registered addresses in New Zealand to whom the offer of the SPP Shares is being made in reliance on the Financial Markets Conduct Act 2013 and the Financial Markets Conduct (Incidental Offers) Exemption Notice 2016.

This document has not been registered, filed with or approved by any New Zealand regulatory authority. This document is not a product disclosure statement under New Zealand law and is not required to, and may not, contain all the information that a product disclosure statement under New Zealand law is required to contain.

Application payments must be made in Australian dollars.

10. CSL Determination Final

CSL may determine in any manner it thinks fit, any difficulties, anomalies or disputes that may arise in connection with or by reason of the operation of the SPP (either generally or in particular cases) and the decision of CSL will be conclusive and binding on all participants or other persons to whom the determination relates (as applicable).

11. Waiver, Amendment, Suspension and Withdrawal

CSL may, in its absolute discretion, waive compliance with any provision of these SPP Terms and Conditions (including by accepting late applications, either generally or in particular cases), amend or vary these SPP Terms and Conditions (including by changing the timetable for the SPP, such as the Closing Date and Issue Date), or suspend or withdraw the SPP Offer at any time. Any such waiver, amendment, variation, suspension or withdrawal will be binding on all Eligible Shareholders even where CSL does not notify you of the event.

12. No Underwriting

The SPP will not be underwritten.

13. Governing Law

These SPP Terms and Conditions are governed by the laws in force in Victoria.

14. Privacy Policy

  • a. By completing and submitting an Application Form you acknowledge that you have read this SPP Booklet and these SPP Terms and Conditions.

  • b. CSL is required to collect certain information about shareholders under company and tax law. Applicants will be asked to provide personal information to CSL (directly or via its agents, including the Registrar).

  • c. You acknowledge that the personal information submitted as part of the Application Form or other forms and otherwise provided to CSL (directly or via its agents, including the Registrar) will be collected, used and disclosed by CSL (and its agents, including the Registrar) in order to process your Application, service your needs as a shareholder, provide facilities and services that you request, carry out appropriate administration, send you information about the products and services of members of the CSL Group, including future offers of securities and as otherwise required or authorised by law (including, without limitation, any law relating to taxation, money laundering or counter-terrorism). Such disclosure may include disclosure to third parties including other members of the CSL Group and to CSL’s agents, service providers, auditors and advisers. Such disclosure may also include disclosure to domestic and overseas regulators or other government agencies (including ASIC and the ATO), stock exchanges, and the public by way of public registers maintained by regulators or other bodies. Some of these recipients may be located outside Australia (including in New Zealand) where your personal information may not receive the same level of protection as afforded under Australian law.

  • d. You acknowledge that if you do not provide the personal information required by the Application Form or other forms, it might not be possible to process your Application, administer your shareholding and/or send you information about the products and services of members of the CSL Group, including future offers of securities.

  • e. If you do not wish to receive information about the products and services of members of the CSL Group, please contact CSL’s SPP Information Line (see details in the Corporate Directory at the back of this SPP Booklet) and request that CSL does not send you marketing material.

  • f. CSL’s privacy policy is available on CSL’s website at https://www.csl.com/privacy-policy and contains information about how you may access and seek correction of the personal information that CSL holds about you, how you may complain about a breach of the Privacy Act 1988 (Cth) by CSL and how CSL will deal with such a complaint.

15. Taxation

Eligible Shareholders should consult their own taxation advisor about the tax status of their investment in SPP Shares.

CSL Limited Share Purchase Plan 2021 13

Glossary

The following definitions apply throughout this SPP Booklet unless the context requires otherwise.

Defnition Meaning
A$ or $ Australian dollars
AEDT Australian Eastern Daylight time
Application a valid and submitted Application Form (with attached payment) or a payment via BPAY®or electronic
funds transfer
Application Form the application form relating to the SPP that you received with this SPP Booklet, including the
instructions. This may include a deemed application form in the same terms, where a valid BPAY® or
electronic funds transfer payment is made
ASIC Australian Securities & Investments Commission
ASX ASX Limited (ACN 008 624 691) or the market operated by it, as the context requires
ASX Listing Rules the listing rules of ASX as amended from time to time
ATO Australian Taxation Offce
Benefciary either or both of the following:

one or more persons on whose behalf a Custodian holds Shares; and/or

a Downstream Custodian
Closing Date the last day on which Applications will be accepted (expected to be 5.00pm (AEDT) on Monday,
7 February 2022)
Corporations Act Corporations Act 2001(Cth) as amended from time to time
CSL CSL Limited (ABN 99 051 588 348)
CSL Group CSL and its related bodies corporate
Custodian a custodian, trustee or nominee within the defnition of “custodian” in ASIC Corporations (Share and
Interest Purchase Plans) Instrument 2019/547
Custodian
Certifcate
has the meaning given in clause 2(h) of the SPP Terms and Conditions
Downstream another Custodian on whose behalf a Custodian holds Shares, who holds the benefcial interests in
Custodian Shares on behalf of one or more persons
Eligible Benefciary a Benefciary of a Custodian with a registered address in either Australia or New Zealand as at the
Record Date, provided that such Benefciary is in Australia or New Zealand, and not in the United States
or acting for the account or beneft of a person in the United States
Eligible Shareholder a registered holder of Shares at the Record Date and shown on the Register to have an address in
Australia or New Zealand, provided that such holder is not in the United States and is not acting for the
account or beneft of a person in the United States
Issue Date the date on which SPP Shares are issued (expected to be Monday, 14 February 2022)
Issue Price the Issue Price per SPP Share is the lower of:

A$273.00, being the same price paid by institutional investors under the Placement; and

a 2.0% discount to the volume weighted average price of CSL Shares traded during the fve ASX
trading days up to, and including, the Closing Date (expected to be Monday, 7 February 2022)
(rounded to the nearest cent).
Opening Date Tuesday, 21 December 2021
Parcel a parcel of SPP Shares, with a dollar amount of A$2,500, A$5,000, A$7,500, A$10,000, A$12,500, A$15,000,
A$20,000, A$25,000 or A$30,000, calculated at the Issue Price
Placement the placement of Shares to institutional investors, announced on Tuesday, 14 December 2021

14 CSL Limited Share Purchase Plan 2021

Defnition Meaning
Record Date 7.00pm (AEDT) on Monday, 13 December 2021
Register the register of Shareholders maintained by the Registrar
Registrar Computershare Investor Services Pty Limited (ABN 48 078 279 277)
Share or CSL Share a fully paid ordinary share in CSL
Shareholder a registered holder of Shares at the Record Date
Share Purchase Plan
or SPP
this share purchase plan being offered to Eligible Shareholders under this SPP Booklet
SPP Booklet this booklet
SPP Offer has the meaning given in clause 1(a) of the SPP Terms and Conditions
SPP Share a new Share issued under the SPP
SPP Terms and the terms and conditions of the SPP set out in this SPP Booklet, including this Glossary and your
Conditions personalised Application Form
U.S. Securities Act the United States Securities Act of 1933

CSL Limited Share Purchase Plan 2021 15

Corporate Directory

CSL Limited

(ABN 99 051 588 348) 45 Poplar Rd Parkville VIC 3052 www.csl.com

Legal Adviser

Allens Level 37 101 Collins Street Melbourne VIC 3000

Registrar

Computershare Investor Services Pty Limited Yarra Falls, 452 Johnston Street Abbotsford VIC 3067 www.computershare.com.au

CSL SPP Information Line

Shareholders with questions in relation to the SPP may contact CSL’s SPP Information Line on: 1800 646 882 (toll free within Australia) +61 3 9415 4178 (from outside Australia), from 8.30am to 5.30pm (AEDT), Monday to Friday

16 CSL Limited Share Purchase Plan 2021