FAR LIMITED — Share Issue/Capital Change 2017

May 30, 2017

31 May 2017

Issue of Performance Rights and Appendix 3B

FAR Limited (ASX: FAR) wishes to announce the issue of Performance Rights in accordance with the Performance Rights Plan approved by shareholders on 13 May 2016. The Performance Rights have been issued to executives, employees and contractors and are subject to the absolute and relative total shareholder returns vesting conditions documented in the Appendix 3B. No Performance Rights were issued to directors. The balances of the 10 cent options expiring on 1 June 2018 and performance rights expiring on 31 January 2021, have been reduced reflecting the cancellation of options and rights upon the cessation of employment of an employee.

Attached to this announcement is the Appendix 3B new issue announcement.

For more information please contact

Peter Thiessen Company Secretary

Level 17, 530 Collins Street Melbourne VIC 3000 Australia www.far.com.au

FAR Limited

T: +61 3 9618 2550 F: +61 3 9620 5200 E: info@far.com.au

Media enquires Ian Howarth Collins Street Media

T +61 3 9600 1979

Appendix 3B New issue announcement

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

FAR Ltd

ABN

41 009 117 293

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).

• 1 +Class of +securities issued or to be Unlisted performance rights granted under the issued FAR Ltd Performance Rights Plan (“PRP”)

• 2 Number of[+] securities issued or to 10,837,000 unlisted performance rights be issued (if known) or maximum number which may be issued

• See chapter 19 for defined terms.

Appendix 3B Page 1

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Appendix 3B New issue announcement

3 Principal terms of the+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)

Unlisted performance rights under the PRP Grant date: 31 May 2017 Exercise price: $nil Performance period: 3 years from 1 February 2017 to 31 January 2020 Expiry date: 31 January 2022 Vesting: 50% of the performance rights will vest subject to an Absolute Total Shareholder Return (TSR) and 50% will vest subject to a Relative Total Shareholder Return over the three year performance period. Performance Rights subject to an Absolute TSR vest as follows: 50% vest at 15% compound annual growth rate (CAGR), 100% vests at 25% CAGR, with pro rata vesting between the two points. Performance Rights subject to a Relative TSR vest as follows: 50% vest at 50thpercentile performance against companies in the S&P/ASX Energy 300 (peer group), 100% at 75thpercentile with pro rata vesting between the two points. Should a change of control occur before the end of the vesting period, the amount of the rights that will vest will be calculated in accordance with the AbsoluteTSRconditionsmentioned above.

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

4 Do the[+] securities rank equally in all No – Unlisted performance rights only rank respects from the[+] issue date with equally with ordinary shares when the an +securities? existing +class of quoted performance rights are exercised. 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

5 Issue price or consideration Nil 6 Purpose of the issue Issued to employees and consultants of FAR Ltd (If issued as consideration for the under the PRP approved at the Annual General acquisition of assets, clearly identify Meeting held on 13 May 2016. those assets) 6a Is the entity an[+] eligible entity that No has obtained security holder approval under rule 7.1A? If Yes, complete sections 6b – 6h in relation to the[+] securities the subject of this Appendix 3B , and comply with section 6i 6b The date the security holder N/a resolution under rule 7.1A was passed 6c Number of[+] securities issued without N/a security holder approval under rule 7.1 6d Number of[+] securities issued with N/a security holder approval under rule 7.1A

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

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 6g If+securities issued under rule 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 7 +Issue dates 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. 8 Number and+class of all+securities quoted on ASX (including the +securities in section 2 if applicable)	N/a
	N/a
	N/a
	N/a
	31 May 2017
	Number	+Class
	5,461,532,458	Ordinary Shares

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

Number +Class 9 Number and[+] class of all[+] securities 60,000,000 Options – exercisable at not quoted on ASX ( including the 10.0 cents, expiry date +securities in section 2 if applicable) 1 June 2018 18,497,000 Performance Rights – expiry 31 January 2021 10,837,000 Performance Rights – expiry 31 January 2022 10 Dividend policy (in the case of a N/a trust, distribution policy) on the increased capital (interests)

Part 2 - Pro rata issue

11 Is security holder approval required? 12 Is the issue renounceable or non- renounceable? 13 Ratio in which the+securities will be offered 14 +Class of+securities to which the offer relates 15 +Record date to determine entitlements 16 Will holdings on different registers (or subregisters) be aggregated for calculating entitlements? 17 Policy for deciding entitlements in relation to fractions 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. 19 Closing date for receipt of acceptances or renunciations	N/A N/A N/A N/A N/A
	N/A
	N/A
	N/A
	N/A

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

20 Names of any underwriters 21 Amount of any underwriting fee or commission 22 Names of any brokers to the issue 23 Fee or commission payable to the broker to the issue 24 Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of security holders 25 If the issue is contingent on security holders’ approval, the date of the meeting 26 Date entitlement and acceptance form and offer documents will be sent to persons entitled 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 28 Date rights trading will begin (if applicable) 29 Date rights trading will end (if applicable) 30 How do security holders sell their entitlements_in full_through a broker? 31 How do security holders sell_part_of their entitlements through a broker and accept for the balance?	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

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

N/A

• 33 +Issue date

N/A

Part 3 - Quotation of securities

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

• 34 Type of[+] securities ( tick one )

• (a) +Securities described in Part 1

• (b) 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

• 35[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

• 36[If the ] +securities setting out the number of holders in the categories[+][securities are ][+][equity securities, a distribution schedule of the additional ] 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 ]

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

Entities that have ticked box 34(b)

38 Number of +securities for which +quotation is sought 39 +Class of +securities for which quotation is sought 40 Do the[+] securities rank equally in all respects from the[+] issue date 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 41 Reason for request for quotation now 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)

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

Quotation agreement

• 1 +Quotation of our additional +securities is in ASX’s absolute discretion. ASX may quote the[+] securities on any conditions it decides.

• 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 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.

• 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.

• 4 We give ASX the information and documents required by this form. If any 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:

............................................................ Company Secretary

Date: 31 May 2017

Print name: Peter Thiessen

• See chapter 19 for defined terms.

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