CSL Ltd. — Share Issue/Capital Change 2002

Nov 14, 2002

Date	15 November 2002	ABN 47 702 595 758
Page	1 of 7	Stock Exchange Centre 530 Collins Street
From	Robert Plck	Melbourhe VIC 3000 Australia
To	Company Announcements Office, Australian Stock	Tel: 61.3.9614.1011 Fax 61 3 9614 4661
	Exchange Limited	Correspondence
Fax	1300 300 021	GPO Box 1776Q Melbourne VIC 3001 Australia DX 30999 Melbourne

Stock Exchange

www.aar.com.au

Confidential Fax Fax enquiries ring 61 3 9613 8971

Dear Sirs

CSL Limited - Share Purchase Plan - Appendix 3B

Attached is an Appendix 3B lodged on behalf of CSL Limited in connection with the issue of 170,350 fully paid ordinary shares under the CSL Share Purchase Plan.

Yours sincerely

Robert Pick Senior Associate Robert.Pick@aar.com.au Tel 61 3 9613 8721 Attach

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Our Ref RWPM:305090379

rwpm M0111229557v1 305090379 15.11.2002

The nontrino of the deterministic and the internal information and is internal of side of the named addresses. It is confidential and may be subject to tage of the procedure in the state of the subject to tage of other pro

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.

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 be | $\mathbf{1}$ issued

Fully paid ordinary shares.

• $\overline{2}$ Number of *securities issued or to 170.350 be issued (if known) or maximum number which may be issued
• 3 Principal terms of the "securities (eg, 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)

Shares rank equally with existing fully paid ordinary shares.

• See chapter 19 for defined terms.

11/3/2002 rwpm M0111209253v1 305013752

Appendix 3B Page 1

$\overline{\phantom{a}}$

Do the *securities rank equally in all Yes 4 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 · the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment • the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment \$21.28 per share Issue price or consideration 5. Shares were issued under the Company's Share Purpose of the issue 6 (If issued as consideration for the Purchase Plati, which allows existing acquisition of assets, clearly identify shareholders to subscribe for up to \$3,000 of those assets) shares in any 12 month period. $\overline{7}$ Dates of entering *securities into 15 November 2002 uncertificated holdings or despatch of certificates Number ⁺Class $\pmb{8}$ Number and *class of all 158,974,177 Ordinary ⁺securities quoted on ASX (including the securities in clause 2 if applicable)

• See chapter 19 for defined terms.

Appendix 3D Page 2

11/3/2002

		Number	+ Class
9	+ class of Number -all and *securities not quoted on ASX (including the securities in clause 2 if applicable)	5,565,443	SESOP II Options
10	Dividend policy (in the case of a trust, distribution policy) on the		The present dividend policy will be maintained on the enlarged issued capital created by this

issue.

Part 2 - Bonus issue or pro rata issue

increased capital (interests)

11	holder Is security approval required?	Not Applicable
12	Is the issue renounceable or non- renounceable7	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	+ Record determino date to entitlements	Not Applicable
16	Will holdings on different registers (or subregisters) be aggregated for calculating 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 entitiements are to be dealt with
	Cross reference: rule 7.7.
19	Closing сf date. for reccipt acceptances or renunciations	Not Applicable

• See chapter 19 for defined terms.

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Appendix 3B Page 3

$\sim 10$

$\frac{1}{2}$

Appendix 3B
New issue announcement

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 handling fee payable to brokers who lodge acceptances on behalf of renunciations or *secunty 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 to participate on exercise, the date on which notices will be sent to option holders	Not Applicable
23	Date rights trading will begin (if Not Applicable applicable)
29	Date rights trading will end (if Not Applicable applicable)
30	How do "security holders sell their entitiements in full through $\mathbf{a}$ broker?	Not Applicable
31	How do *security holders sell part of their entitlements through a broker and accept for the balance?	Not Applicable

• See chapter 19 for defined terms.

Appendix 3B Page 4

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$\frac{1}{2}$

$32$ How do "security holders dispose of their entitlements (except by sale through a broker)?

Not Applicable

33 *Despatch date

Not Applicable

Part 3 - Ouotation 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 $\left( 1\right)$ M

(b)		$\Box$ All other securities
	المسسا	Example: restricted securities at the end of the escrowed period, partly puld securities that become fully paid, employee incentive ahare securities when reatriction ends, accurities issued on explay or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities (If the additional securities do not form a new class, go to 43)

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 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

(now go to $43)$

• See chapter 19 for defined terms.

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Appendix 3B Page 5

Entities that have ticked box 34(b)

38	Number of securities for which Not Applicable + quotation is sought
39	Class of 'securities quotation is sought	for which 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 û. extent to which the they. $\bullet$ participate for the next dividend, (in the case of a trust. distribution) or interest payment the extent to which they do not ٠	Not Applicable
	rank equally, other than in relation to the next dividend, distribution or interest payment
41	Reason for request for quotation tiow Example: Iti the case of restricted securities, and of restriction period (if issued upon conversion of another security, clearly identify that	Not Applicable
	other security)	$\overline{{}^4C}$ lass Number
42	Number and class of all securities quoted on ASX (including the securities in clause 38)	Not Applicable

(now go to $43$ )

$\bar{1}$

$\frac{1}{4}$

• See chapter 19 for defined terms.

Appondix 3B Pago 6

11/3/2002

All entities

Fees

43 Payment method (tick one)

Cheque attached

Electronic payment made Note: Payment may be made electronically if Appendix 3B is given to ASX electronically at the same time.

Periodic payment as agreed with the home branch has been arranged М Note: Arrangemetits can be made for employee incentive softentes that involve frequent issues of securities.

Ouotation agreement

• $\mathbf{1}$ *Quotation of our additional *securities is in ASX's absolute discretion. ASX may quote the recurities 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 heed to obtain appropriate warrantles from subscribers for the seconities in order to be able to give this warranty

• Section 724 or section 1016E of the Corporations Act does not apply to any $\bullet$ 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.
• We warrant that if confirmation is required under section 1017F of the ٠ Corporations Act in relation to the 'securities to be quoted, it has been provided 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.

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Appendix 3B Page 7

⁺ See chapter 19 for defined terms.

• $\overline{\mathbf{3}}$ 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.
• $\overline{\mathbf{4}}$ 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 ⁺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.

$\frac{1}{\frac{1}{100}}$ (Company secretary)

Sign here:

Print name:

Peter Turvey

$\Rightarrow$ $\Rightarrow$ $\Rightarrow$ $\Rightarrow$ $\Rightarrow$

Appendix 3B Page 8

11/3/2002

⁺ See chapter 19 for defined terms.