Fonterra Shareholders' Fund (NS) — Capital/Financing Update 2017

Sep 25, 2017

APPENDIX 3 – FSM Rules

EMAIL: announce@nzx.com

Notice of event affecting securities

FSM Rule 6.8.2. For rights, Rules 6.6.8 and 6.6.10. For change to allotment, FSM Rule 6.8.1, a separate notice is required.

Number of pages including this one (Please provide any other relevant details on additional pages)

Full name of Issuer Name of officer authorised to make this notice Fonterra Co-operative Group Limited Paul Washer	Full name of Issuer Name of officer authorised to make this notice Fonterra Co-operative Group Limited Paul Washer	Fonterra Co-operative Group Limited	Fonterra Co-operative Group Limited	Fonterra Co-operative Group Limited	Fonterra Co-operative Group Limited	Fonterra Co-operative Group Limited	Fonterra Co-operative Group Limited	Fonterra Co-operative Group Limited	Fonterra Co-operative Group Limited	Fonterra Co-operative Group Limited	Fonterra Co-operative Group Limited	Fonterra Co-operative Group Limited	Fonterra Co-operative Group Limited	Fonterra Co-operative Group Limited	Fonterra Co-operative Group Limited
							Paul Washer												Authority for event, e.g. Directors' resolution									Directors' resolution
Contact phone number			(09) 374 9000								Contact fax number					(09) 374 9001								Date					23 09										2017
Nature of event Tick as appropriate			Bonus Issue Rights Issue				If ticked,																						Rights Issue
							state whether: Taxable									/ Non Taxable					Conversion								Interest					Renouncable
							Capital Call Dividend									If ticked, state Full
			non-renouncable				change							x		whether: Interim					Year			x	Special						DRP Applies						x
EXISTING securities affected by this Description of the class of securities Shares (FCG)										If more than o						ne security is affected by the event, use a separate form.
				Shares (FCG)																			ISIN							NZFCGE0001S7
																														If unknown, contact NZX
Details of securities issued pursuant to this event Description of the class of securities Number of Securities to be issued following event Conversion, Maturity, Call Payable or Exercise Date N/A N/A N/A										If						more than one		class of security is to be issued, use a separate form for each class.
Description of the class of securities Number of Securities to be issued following event Conversion, Maturity, Call Payable or Exercise Date
				N/A																			ISIN
																														If unknown, contact NZX
					N/A													Minimum Entitlement												Ratio, e.g 1 for 2						for
						N/A												Treatment of Fractions									N/A
Strike price per security for any issue in lieu o Strike Price available.					r date Enter N/A if not applicable											Tick if paripassu
Monies Associated with Event Dividend payable, Call payable, Exercise price, Conversion price, Redemption price, Application money. Source of Amount per security Payment (does not include any excluded income) In dollars and cents Profit $0.200
																			Profit
	Amount per security (does not include any excluded income)
					$0.200
	Currency Total monies				NZD												Supplementary dividend					Amount per security in dollars and cents
																	details -
					$321,386,502												FSM Rule 6.8.5					Date Payable
Taxation In the case of a taxable bonus issue state strike price							$										Amountper Security in Dollars and cents to six decimalplaces
												Resident Withholding Tax					Imputation Credit (Give details) $0.066000
																	$0.066000															s
												Foreign Withholding Tax
																	$							FDP Credits (Give details)

Timing (Refer Appendix 4 in the FSM Rules) Record Date 5pm For calculation of entitlements -

Application Date

For calculation of entitlements - Also, Call Payable, Dividend / Interest Payable, Exercise Date, 9 October, 2017 Conversion Date. In the case 20 October, 2017 of applications this must be the last business day of the week. Notice Date Allotment Date Entitlement letters, call notices, For the issue of new securities. conversion notices mailed Must be within 5 business days N/A N/A

Allotment Date For the issue of new securities. Must be within 5 business days N/A of application closing date.

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OFFICE USE ONLY

Ex Date: Commence Quoting Rights: Security Code: Cease Quoting Rights 5pm: Commence Quoting New Securities: Security Code: Cease Quoting Old Security 5pm: