DYNO NOBEL LIMITED. — AGM Information 2016

Dec 15, 2016

Office of the Company Secretary

ABN 42 004 080 264

Registered Office: Level 8, 28 Freshwater Place Southbank Victoria 3006

Tel: (61 3) 8695 4400 Fax: (61 3) 8695 4419

www.incitecpivot.com.au

The Manager Company Announcements Office Australian Securities Exchange Level 4, North Tower Rialto 525 Collins Street MELBOURNE VIC 3000

Dear Sir or Madam

Electronic Lodgement

2016 AGM Slide Presentation

In accordance with the listing rules, I attach a copy of the AGM Slide Presentation for release to the market.

Yours faithfully

Daniella Pereira Company Secretary

Attach.

16 December 2016

Annual General Meeting

16 December 2016

Welcome and Introduction

Paul Brasher, Chairman

Chairman's Address

Paul Brasher

Safety

• Total Recordable Injury Frequency Rate 0.76
• Strong improvement in other safety indicators
• Five million hours completed on WALA construction without a lost time injury

Financial Performance

	2015 \$mill	2016 \$mill
Earnings Before Interest and Tax	576	428
Net Profit After Tax (excluding Individually Material Items)	398	295

Foundations for the Future

• WALA completed and producing
• Strong base in United States
• Major manufacturing sites operating efficiently
• Savings on gas contract for Phosphate Hill
• Restructured cost base
• Sound balance sheet
• High calibre work force

Chairman's Address

Paul Brasher

Managing Director & CEO's Address

James Fazzino

Business

Paul Brasher, Chairman

Annual Reports

To table for discussion the Financial Report of the Company, the Directors' Report and the Auditor's Report for the year ended 30 September 2016.

Re-election of Director – Kathryn Fagg

Re-election of Director – Proposed Resolution 1

That Ms Kathryn Fagg, who retires in accordance with the Company's Constitution and, being eligible, offers herself for re-election, be re-elected as a director of the Company.

Re-election of Director – Kathryn Fagg

Address by Kathryn Fagg

Non-Executive Director

Re-election of Director – Kathryn Fagg

Proxy Votes

Description of Resolution For Against Open Re-election of Director – Kathryn Fagg 1,207,810,202 14,340,488 4,071,230

% Votes in Favour 98.50%

These figures relate to proxies lodged 48 hours before the meeting

Approval of Issue to the Managing Director under the Incitec Pivot Performance Rights Plan

Approval of Issue to the Managing Director under the Incitec Pivot Performance Rights Plan - Proposed Resolution 2

That the grant and vesting of performance rights (including the issue of shares following vesting of performance rights) under the Incitec Pivot Performance Rights Plan to the Managing Director & Chief Executive Officer, Mr James Fazzino, as described in the Explanatory Notes, be approved.

Proxy Votes

Description of Resolution For Against Open

Grant and vesting of performance 1,203,131,239 13,932,312 3,994,032 rights (including the issue of shares following vesting of performance rights) under the Incitec Pivot Performance Rights Plan to the Managing Director & CEO, James Fazzino, in accordance with ASX Listing Rule 10.14

% Votes in Favour 98.53%

These figures relate to proxies lodged 48 hours before the meeting

18

Amendments to the Company's Constitution

Amendments to the Company's Constitution - Proposed Resolution 3 (Special Resolution)

That the Company's Constitution be amended in accordance with section 136(2) of the Corporations Act 2001 (Cth) in the form tabled at the meeting, initialled by the Chairman of the meeting for identification and as described in the Explanatory Notes, with effect from the close of the meeting.

Proxy Votes

Description of Resolution For Against Open Amendments to the Company's 1,217,557,519 1,427,123 4,198,727 Constitution

% Votes in Favour 99.54%

These figures relate to proxies lodged 48 hours before the meeting

21

Remuneration Report

Remuneration Report – Proposed Resolution 4

That the Remuneration Report for the Company (included in the Directors' Report) for the financial year ended 30 September 2016 be adopted.

Please note that the vote on this resolution is advisory only and does not bind the Directors or the Company.

Proxy Votes

Description of Resolution For Against Open Adoption of the Remuneration Report 1,199,125,723 17,835,299 4,039,777

% Votes in Favour 98.21%

These figures relate to proxies lodged 48 hours before the meeting

Poll

Paul Brasher, Chairman

Meeting Close

Paul Brasher, Chairman