FREELANCER LIMITED — Share Issue/Capital Change 2015

Jun 30, 2015

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1 July 2015

The Manager Company Announcements Office ASX Limited Level 4, Exchange Centre 20 Bridge Street SYDNEY NSW 2000

Dear Sir/Madam

FREELANCER LIMITED (ASX:FLN): APPENDIX 3B - ISSUE OF SECURITIES TO EMPLOYEES (EMPLOYEE SHARES OUTSIDE ESP)

Freelancer Limited (ASX:FLN) ( Company ) advises that the attached Appendix 3B relates to 325,000 ordinary shares issued to senior management personnel.

We refer to ASX announcement on 29 October 2014, which provided notice of this proposed securities issue if applicable conditions for issue were met, and was made outside of the Company’s existing Employee Share Plan (ESP) and therefore utilises the Company’s available capacity to issue shares without shareholder approval under Listing Rule 7.1.

These shares were issued for nil consideration (with a notional value of the 5-day VWAP on the date of issue).

Yours faithfully Freelancer Limited

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Neil Katz Company Secretary

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

Freelancer Limited

ABN

66 141 959 042

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 Ordinary be issued 2 Number of[+] securities issued or 325,000 to be issued (if known) or maximum number which may be issued 3 Principal terms of the Fully paid ordinary shares +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)

• See chapter 19 for defined terms.

Appendix 3B Page 1

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Appendix 3B New issue announcement

4 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 5 Issue price or consideration 6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets) 6a Is the entity an+eligible entity that 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 resolution under rule 7.1A was passed 6c Number of+securities issued without security holder approval under rule 7.1	Yes
	$0.00 per share (with a notional value of the 5- dayVWAP on the date of issue)
	Incentive shares issued to the senior management personnel. (Refer to ASX announcement on 29 October 2014, which provided notice of proposed securities issue if applicable conditions for issue were met, and was made outside of the Company’s existing Employee Share Plan (ESP) and therefore utilises the Company’s available capacity to issue shares without shareholder approval under Listing Rule 7.1. )
	No
	Not applicable
	Not applicable

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

6d Number of+securities issued with security holder approval under rule 7.1A 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)	Not applicable
	Not applicable
	Not applicable
	Not applicable
	Not applicable
	Not applicable
	1 July 2015
	Number	~~+~~Class
	444,296,761	Ordinary

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

Number ~~+~~ Class 9 Number and +class of all 4,050,000 Ordinary (subject to +securities not quoted on ASX holding lock under ( including the +securities in Employee Share Plan) section 2 if applicable) 10 Dividend policy (in the case of a Not applicable trust, distribution policy) on the increased capital (interests)

Part 2 - Pro rata issue

Items 11 to 33 are not applicable.

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)

Items 35 to 42 are not applicable.

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Sign here: ......................................................... Date: 1 July 2015 (Company secretary) Print name: Neil Katz

• See chapter 19 for defined terms.

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