MAYNE PHARMA GROUP LIMITED — Director's Dealing 2014

Dec 21, 2014

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	Mayne Pharma Group Limited
ABN	76 115 832 963

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	Scott Anthony Richards
Date of last notice	5 December 2014

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
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	n/a
Date of change	22 December 2014
No. of securities held prior to change	2,500,000 Ordinary Shares 7,500,000 Unlisted options @ 26.08 cents expiring 13 February 2019 2,435,158 Ordinary Shares pursuant to employee share loan scheme
Class	Ordinary Shares
Number acquired	1,388,371 Ordinary Fully Paid Shares issued pursuant to the Employee Share Loan Scheme and as approved by shareholders at the 2014 AGM. The shares are subject to restrictions as outlined in the NOM at the 2014 AGM.
Number disposed	Nil

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	$0.6815 (acquisition price being the weighted average price of Mayne Pharma fully paid ordinary shares in the 5 days from 21 November to 27 November 2014)
No. of securities held after change	2,500,000 Ordinary Shares 7,500,000 Unlisted options @ 34.5 cents expiring 13 February 2019 3,823,529 Ordinary Shares pursuant to employee share loan scheme
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back	Issue of shares pursuant to the terms of the Employee Share Loan Scheme as summarised in the Notice of Meeting for the Company’s 2014 Annual General Meeting.

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.

Detail of contract	N/A
Nature of interest	N/A
Name of registered holder (if issued securities)	N/A
Date of change	N/A
No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed	N/A
Interest acquired	N/A
Interest disposed	N/A
Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation	N/A
Interest after change	N/A

Part 3 –[+] Closed period

Part 3 –+Closed period
Were the interests in the securities or contracts detailed above traded during a+closed period where prior written clearance was required?	No
If so, was prior written clearance provided to allow the trade to proceed during this period?	N/A
If prior written clearance was provided, on what date was this provided?	N/A

• See chapter 19 for defined terms.

Appendix 3Y Page 2

01/01/2011