CSL Ltd. — Share Issue/Capital Change 2013

Jan 15, 2013

Australian Securities & Investments Commission

Form 484 Corporations Act 2001

Change to company details

Sections A, B or C may be lodged independently with this signed cover page to notify ASIC of:

A1 Change of address
A2 Change of name – officeholders and proprietary

company members A3 Change - ultimate holding company B1 Cease company officeholder
B2 Appoint company officeholder
B3 Special purpose company

C1 Cancellation of shares

• C2 Issue of shares
  C3 Change to share structure
  C4 Changes to the register of members for proprietary companies

If there is insufficient space in any section of the form, you may photocopy the relevant page(s) and submit as part of this lodgement

Company name
CSL Limited
ACN/ABN
051 588 348
Corporate key
ASIC registered agent number (if applicable)
2552 - Melbourne
Firm/organisation
Allens
Contact name/position description
Cameron Price/Partner	(03) 9614 1011
Email address (optional)
Postal address
GPO BOX 1776Q
Suburb/City	State/Territory	Postcode
Melbourne	Victoria	3001
		Who should ASIC contact if there is a query about this form? Telephone number (during business hours)

Signature

This form must be signed by a current officeholder of the company.

Name
Edward Bailey
Capacity
Director
Company secretary
Signature
	$\cdot$
Date signed
3 6 0

Lodgement

Send completed and signed forms to: Australian Securities and Investments Commission, PO Box 4000, Gippsland Mail Centre VIC 3841.

For more information Web www.asic.gov.au Need help? www.asic.gov.au/question
1300 300 630 Telephone

Or lodge the form electronically by visiting the ASIC website www.asic.gov.au

Section C completion guide

Standard share codes Refer to the following table for the
share class codes for sections C1, C2, C3 and C4

Share class code	Full title	Share class code	Full title
A	$\mathsf{A}$	PRF	preference
B	Betc	CUMP	cumulative preference
EMP	employee's	NCP	non-cumulative preference
FOU	founder's	REDP	redeemable preference
LG	life governor's	NRP	non-redeemable preference
MAN	management	CRP	cumulative redeemable preference
ORD	ordinary	NCRP	non-cumulative redeemable preference
RED	redeemable	PARP	participative preference
SPE	special

If you are not using the standard share class code, enter a code of no more than 4 letters and then show the full title.

Sections to complete

Use the table below to identify the sections of this form to complete (please indicate the sections that have been completed). Completion of this table is optional.

		C1 - Cancellation of shares	C 2 – Issue of shares	C3 - Change to share C4 - Change to structure table	members register
	Issue of shares
	Proprietary company	Not required	✓
	Public company
	if in response to the Annual company statement	Not required	✓		Not required
$\times$	if not in response to the Annual company statement Not required		✓	$\sqrt{}$ Preferred	Not required
	Cancellation of shares
	Proprietary company		Not required	✓	✓
	Public company
	if in response to the Annual company statement		Not required	✓	Not required
X	if not in response to the Annual company statement $\sqrt{\phantom{a}}$		Not required	$\sqrt{\phantom{1}}$ Preferred	Not required
	Transfer of shares
	Proprietary company	Not required	Not required	Not required	✓
	Public company
	if in response to the Annual company statement	Not required	Not required	Not required	Not required
	if not in response to the Annual company statement Not required		Not required	Not required	Not required
	Changes to amounts paid
	Proprietary company	Not required	Not required	✓
	Public company
	if in response to the Annual company statement	Not required	Not required	✓	Not required
	if not in response to the Annual company statement Not required		Not required	Not required	Not required
	Changes to beneficial ownership
	Proprietary company	Not required	Not required	Not required	✓
	Public company
	if in response to the Annual company statement	Not required	Not required	Not required	Not required
	if not in response to the Annual company statement Not required		Not required	Not required	Not required

To notify ASIC about a division or conversion of a class of shares, you must lodge a Form 211 within 28 days of the change occurring. To notify ASIC about a conversion of shares into larger or smaller numbers, you must lodge a Form 2205B within 28 days of the change occurring.

C1 Cancellation of shares

Reason for cancellation Please indicate the reason that shares have been cancelled (select one or more boxes)	Redeemable preference shares - S.254J Redeemed out of profits Redeemed out of proceeds of a fresh issue of shares
	Capital reduction - S.256A - S.256E
	Single shareholder company
	Multiple shareholder company. A Form 2560 must be lodged before a capital reduction takes place
	Share buy-back - ss.257H(3)
	Minimum holding buy-back by listed company
	Other buy-back type. A form 280 or 281 must be lodged at least 14 days, and $\times$ no more than 1 year before the share buy-back can take place
	Forfeited shares - S.258D
	Shares returned to a public company - ss.258E(2) & (3)
	Under section 651C, 724(2), 737 or 738
	Under section 1325A (court order)
	Other
	Description
	Give section reference

Details of cancelled shares

List the details of shares cancelled in the following table

ORD
	569,956	\$30,548,292.61

Earliest date of change

Please indicate the earliest date that any of the above changes occurred.

2 0 / 1 2 / 1 2
$[D$ D $[M$ M $N$ Y $M$

C₂ Issue of shares

List details of new share issues in the following table.

Share class code	Number of shares issued	Amount paid per share	Amount unpaid per share
ORD	9,535	NIL	NIL
ORD	1,965	\$37.91	NIL
D [M] [D	$\overline{2}$ $\Gamma$ Y $M$ ]
		If shares were issued for other than cash, were some or all of the shares issued under a written contract?
Yes
	lodge a Form 207Z and either a Form 208 or a copy of the contract.		if yes, proprietary companies must also lodge a Form 207Z certifying that all stamp duties have been paid. Public companies must also
No
208.			if no, proprietary companies are not required to provide any further documents with this form. Public companies must also lodge a Form

C3 Change to share structure

Where a change to the share structure table has occurred (eg. as a result of the issue or cancellation of shares), please show the updated details for the share
classes affected. Details of share classes not affected by th

Share class code	Full title if not standard	Total number of shares (current after changes)	Total amount paid on these shares	Total amount unpaid on these shares
ORD		498,197,568	\$ (808, 212, 446.19)	NIL
		(as at 14 January 2013)	Comprising share capital account of \$0 and share buy back reserve of \$808,212,446.19
Earliest date of change 9 DI [M] [D	Please indicate the earliest date that any of the above changes occurred 2 2 $M$ $[Y$ Y]
Lodgement details		Is this document being lodged to update the Annual Company Statement that was sent to you?

$\overline{\phantom{a}}$ Yes

$\boxtimes$ No

C4 Changes to the register of members for proprietary companies

Use this section to notify changes to the register of members for your proprietary company (changes to the shareholdings of members):

• If there are 20 members or less in a share class, all changes need to be notified
• If there are zo members of less in a share class, all changes heed to be houlied
  If there are more than 20 members in a share class, only changes to the top twenty need be notified (s178B)
  If shares are jointly owned, you $\bullet$

The changes apply to	Please indicate the name and address		Family name			Given names
has changed	of the member whose shareholding	OR
			Company name
			ACN/ARBN/ABN
			Office, unit, level, or PO Box number
			Street number and Street name
		Suburb/City					State/Territory
		Postcode			Country (if not Australia)
Earliest date of change	Please indicate the earliest date that any		Date of change
	of the following changes occurred.	[D]	D] [M M]	[Y] YJ
The changes are
held.		Beneficially held usually means that the owner of the shares is entitled to the direct benefit from the shares. For example, benefits could include the						entitlements to payments in relation to any dividends. Shares held by a person as trustee, nominee or on account of another person are non-beneficially
Share class code	Shares increased by (number)	Shares decreased by (number)	Total number now held	Total \$ paid on these shares	Total \$ unpaid on these shares	Fully paid (y/n)	Beneficially held $(y/n)$	Top 20 member $(y/n)$
	Date of entry of member's name in
register (New members only)		Date of entry
		[D]	DÌ [M M 1	$\Gamma$ Y

C4 Continued... Further changes to the register of members for proprietary companies

Use this section to notify changes to the register of members for your proprietary company (changes to the shareholdings of members):

• $\bullet$
• If there are 20 members or less in a share class, all changes need to be notified
  If there are more than 20 members in a share class, only changes to the top twenty need be notified (s178B)
• If shares are jointly owned, you must also provide names and addresses of all joint owners on a separate sheet (annexure), clearly indicating Ä the share class and with whom the shares are jointly owned

Please indicate the name and address of the member whose shareholding has changed OR	Company name ACN/ARBN/ABN Office, unit, level, or PO Box number Street number and Street name Suburb/City
					State/Territory
	Postcode		Country (if not Australia)
Earliest date of change Please indicate the earliest date that any of the following changes occurred. [D	Date of change D] [M $M$ ]	[Y] Y
The changes are
Share class Shares Shares code increased by decreased by (number) (number)	Total number now held	Total \$ paid on these shares	Total \$ unpaid on these shares	Fully paid (y/n)	Beneficially held $(y/n)$	Top 20 member (y/n)
Date of entry of member's name in	Date of entry
register (New members only)