INFRATIL LIMITED. — Share Issue/Capital Change 2012

Dec 17, 2012

APPENDIX 7 - NZX LISTING RULES

EMAIL: announce@nzx.com

1

Notice of event affecting securities

NZSX Listing Rule 7.12.2. For rights, NZSX Listing Rules 7.10.9 and 7.10.10. For change to allotment, Listing Rule 7.12.1, a separate advice is required.

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

Full name of Issuer	Full name of Issuer	Infratil Limited	Infratil Limited	Infratil Limited	Infratil Limited	Infratil Limited
Name of officer make this notice		au	thorised to							Authority for event, e.g. Directors' resolution
							Kevin Baker									Directors Resolution
Contact phone number			04 473 3663							04 473 2388								12 2012 18
Nature of event Bonus If ticked, Tick as appropriate Issue state whether: Taxable Rights Issue Capital Call Di										/ Non Taxable Conversion X vidend If ticked, state F						ull	In	Rights Issue terest Renouncable
non-renouncable change																ear
EXISTING securities affected by this If more than one Description of the class of securities Executive Redeemable Shares										security is affected by the event, use a separate f ISIN						or	m.
				Executive Redeemable Shares														N/A
																		If unknown, contact NZX
Details of securities issued pursuant to this event If Description of the class of securities Number of Securities to be issued following event Conversion, Maturity, Call Payable or Exercise Date Infratil Ordinary Shares N/A										more than one class of security is			to be issued, us ISIN			e a	separate form for each class. If unknown, contact NZX Ratio, e.g 1 for 2 for 1 NZIFTE0003S3 1
Description of the class of securities Number of Securities to be issued following event Conversion, Maturity, Call Payable or Exercise Date Infratil Ordinary Shares N/A
				Infratil Ordinary Shares														NZIFTE0003S3
										Minimum Entitlement Treatment of Fr 126,985								If unknown, contact NZX Ratio, e.g 1 for 2 for 1 1
										126,985
													actions
						N/A									Rounded
Strike price per security for an Strike Price available.					y i	ssue	in lieu or date Enter N/A if not applicable			Tick if provide an paripassu OR explanation of the ranking X
Monies Associated with					Event		Dividen s and cents
					In dollar
												Payment by shareholder
	Amount per security (does not include any exclu				ded
							$1.554
	income) Excluded income per security (Only applicable to listed PIEs)
	Currency Total monies						NZD				Supplementary Amount per security dividend in dollars and cents details - Listing Rule 7.12.7 Date Payable								$
							$198,478
Taxation In the case of a taxable bonus issue state strike price							$				Amountper Security in Dollars and cents to six de								cimalplaces
									Resident Withholding Tax		Imputation Credits (Give details) $
											$								$
									Foreign Withholding Tax		$			FWP Credits (Give details)					$

Timing (Refer Appendix 8 in the Listing Rules)

Record Date 5pm

For calculation of entitlements -

Notice Date

Entitlement letters, call notices, conversion notices mailed

OFFICE USE ONLY

Ex Date:

Commence Quoting Rights: Cease Quoting Rights 5pm: Commence Quoting New Securities: Cease Quoting Old Security 5pm:

Application Date

Also, Call Payable, Dividend / Interest Payable, Exercise Date, Conversion Date. In the case 18 December, 2012 of applications this must be the last business day of the week.

Allotment Date

For the issue of new securities. Must be within 5 business days 18 December, 2012 of application closing date.

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Security Code:

Security Code:

18 December 2012

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Infratil Executive Share Scheme

On 4 December 2012, the 2009 Infratil Executive Share Scheme matured having met the share performance thresholds. Pursuant to this and the Infratil Limited Executive Share Scheme Trust Deed dated 22 August 2008, the Company has on 18 December 2012 converted 126,985 Executive Redeemable Shares into Infratil Ordinary Shares. The following information is provided in accordance with NZX Listing Rules 7.12

Class of security: Infratil Ordinary Shares ISIN: NZIFTE0003S3 Number of Executive Redeemable Shares issued: 126,985 Issue price: $1.564 Date issued: 18 December 2012 Payment of initial call due: $0.01 per share received 4 December 2009 Amount paid up/to be paid up: Paid in cash in full Percentage of the total class of securities issued (after the issuance): 0.02% Reason for the issue: Executive Redeemable Shares converted into Infratil Ordinary Shares pursuant to the Infratil Limited Executive Share Scheme Trust Deed and the current Prospectus and Investment Statement for the Scheme. Specific authority for the issue: Infratil Board resolution dated 7 December 2012 Terms or Details of the issue: Conversion of 126,985 Executive Redeemable Shares into Infratil Ordinary Shares pursuant to the Infratil Executive Share Scheme Trust Deed dated 22 August 2008. Total number Shares in existence after the issue: 585,246,349

K M Baker Company Secretary

Infratil Limited 5 Market Lane, PO Box 320, Wellington, New Zealand Tel +64-4-473 3663 www.infratil.com