GRAINCORP LIMITED — Director's Dealing 2015

Jun 30, 2015

Appendix 3Y Change of Director’s Interest Notice

Rule 3.19A.2

Appendix 3Y

Change of Director’s Interest Notice

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 30/09/01 Amended 01/01/11

Name of entity	GRAINCORP LIMITED
ABN	60 057 186 035

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of Director	MR DONALD MCGAUCHIE
Date of last notice	11thOctober 2012

Part 1 - Change of director’s relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.

Direct or indirect interest	Direct & Indirect
Nature of indirect interest(including registered holder)Note: Provide details of the circumstances giving riseto the relevant interest.	Mrs Elizabeth Claire McGauchie and Mr Ross EdgarMcGauchie<McGauchieSuperannuationFundA/C>
Date of change	Off market share transfer form dated 24 June 2015,processed on 30 June 2015.
No. of securities held prior to change	Direct: 88,957 – Mr Donald McGauchie
Class	Ordinary Shares
Number acquired	34,549 ordinary shares (transfer into Indirectholding)
Number disposed	34,549 ordinary shares (transfer out of Directholding)
Value/ConsiderationNote: If consideration is non-cash, provide detailsand estimated valuation	Consideration $0. In-specie contribution to self-managed superannuation fund based on total valueof$304,376.69
No. of securities held after change	Direct: 54,408 Ordinary Shares – Mr DonaldMcGauchieIndirect: 34,549 Ordinary Shares - Mrs ElizabethClaire McGauchie and Mr Ross Edgar McGauchie<McGauchie Superannuation Fund A/C>

Appendix 3Y

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Appendix 3Y Change of Director’s Interest Notice

Nature of change Off-market transfer between Direct and Indirect Example: exercise of options, issue of securities under on-market trade, off-market trade, holding accounts dividend reinvestment plan, participation in buyback

Part 2 – Change of director’s interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.

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----- Start of picture text ----- Detail of contractNature of interestName of registered holder(if issued securities)Date of changeNo. and class of securities to whichinterest related prior to changeNote: Details are only required for a contract inrelation to which the interest has changedInterest acquiredInterest disposedValue/ConsiderationNote: If consideration is non-cash, provide detailsand an estimated valuationInterest after change----- End of picture text -----

Part 3 –[+] Closed period

Were the interests in the securities or contracts detailed No. above traded during a[+] closed period where prior written clearance was required? If so, was prior written clearance provided to allow the trade to proceed during this period? If prior written clearance was provided, on what date was this provided?

Appendix 3Y

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