STREAMPLAY STUDIO LIMITED — Governance Information 2016

Aug 8, 2016

ABN 31 004 766 376

SECURITY TRADING POLICY

1. Introduction

The employees, officers1 and directors of Arrowhead Resources Limited ("AR1") and other people who are detailed below ("Restricted People" or "Restricted Person") may have in their possession sensitive commercial information which could materially affect the value of AR1 securities. The Corporations Act 2001(CA) prohibits insider trading in relation to financial products including shares, options and other securities. The provisions are wide ranging and breaches are serious offences.

This document:

• (a) provides an outline of the insider trading prohibition and other relevant provisions of the Corporations Act; and
• (b) sets out the rules relating to dealings by Restricted People in securities issued by AR1.

This policy is designed to assist in preventing breaches of the insider trading provisions of the Corporations Act. Ultimately, it is the responsibility of each Restricted Person to ensure that none of his or her dealings could constitute insider trading.

2. Insider Trading Prohibition

2.1. The Nature of Prohibition

In summary, it is an offence under the Corporations Act for a person in possession of information that is not generally available but which, if generally available, might materially impact the price or value of a financial product ("inside information") to:

• trade in (i.e. apply for, acquire or dispose of, or enter into an agreement to do any of these things); or
• procure another person to trade in, financial products (collectively referred to as "deal in financial products").

1 In this policy a reference to 'officer' includes a reference to "key management personnel" as defined in AASB Standard 124 Related Party Disclosure, being those persons having authority and responsibility for planning, directing and controlling the activities of the company, directly or indirectly, including any director (whether executive or otherwise) of the company.

It is also an offence to pass the information to another person with the knowledge that the person could deal in financial products (a person will have knowledge if they actually know or ought reasonably to know). Accordingly, the effect of this section cannot be avoided by simply getting another person to deal on your behalf.

Legally, insider trading is an offence which carries severe penalties, including imprisonment.

2.2. How You Become Aware of the Information is Irrelevant

It is irrelevant how or in what capacity the person comes into possession of the information. This means that the insider trading prohibitions will apply to any Restricted Person who acquires inside information in relation to AR1 securities, no matter in which capacity, and that person is prohibited from dealing in AR1 securities.

2.3. Information Which Might Affect Price Value

The prohibition referred to in this policy refers to unpublished information which, if generally available, might materially impact the price or value of AR1 securities.

2.4. What Does Information Include?

"Information" includes matters of supposition and other matters which are insufficiently definite to warrant being made known to the public, and matters relating to the intentions or likely intentions of a person.

2.5. What Information Might Materially Affect Price or Value?

This means information that a reasonable person would expect to have a material effect on the price or value of AR1 securities. A reasonable person would be taken to expect information to have a material effect on the price or value of AR1 securities if the information would be likely to influence persons who commonly invest in securities whether or not to do so.

Examples of the type of information which might affect the price or value of AR1 securities, depending on the circumstances, include:

• drilling results
• proposed changes in capital structure;
• information relating to AR1's financial results;
• a material acquisition, divestment or realisation of assets;
• proposed share issues;
• changes to the Board;
• possible events which could have a material impact on profits (negatively or positively);
• proposed changes in the nature of the business of AR1;
• notification to AR1 of a substantial shareholding; and
• any information required to be announced to the market pursuant to Listing Rule 3.1.

2.6. What does "Unpublished" Mean?

"Unpublished" for the purpose of this policy means that the information is not generally available. Information is generally available if it consists of readily observable matter, or it has been made known in a manner likely to bring it to the attention of investors and a reasonable period has elapsed to enable the information to be disseminated, or it is information that is deduced from any such information. AR1 releases information to the market via the ASX announcements platform.

ASX publishes information to the market by releasing AR1 announcements through the Company Announcements Platform. All announcements are available on the ASX website.

3. Dealing in Securities Issued by AR1

3.1. Restricted People

This policy applies to an employee, officer or director of AR1 or its subsidiaries, and:

• (a) their spouses or de facto spouses;
• (b) their dependents under 18 years of age;
• (c) an unlisted body corporate which the director, company secretary or employee controls or is a director of;
• (d) a trust of which the director, company secretary or employee is a trustee and of which he or she or any of the people referred to above is a beneficiary; or
• (e) any other person over whom the director, company secretary or employee has significant influence or control.

It is the duty of the Restricted People to avoid dealing in any way contrary to this Policy.

3.2. Dealing During an Open Period

Any period which is not a Closed Period, is an Open Period. Subject to this policy and the prohibitions on insider trading set out in the Corporations Act, Restricted People are permitted to deal in AR1 securities during an Open Period subject to obtaining prior written approval. Approval may be given as follows:

• Any two Directors, in respect of trading by a Restricted Person other than a Director; or
• Any two Directors in respect of trading by another Director.

Any such approval must be obtained in advance. It cannot be given after the event. Such approval will last for no more than 14 days from the date on which it is granted. Approval is only to be granted in writing in the form of a Securities Trading Request Form as has been adopted by the Board. Execution of the Securities Trading Request Form may be completed electronically. Executed Securities Trading Request Forms shall be kept in a register at the Company's registered office.

3.3. No Dealing Permitted During a Closed Period

Subject to this policy, in addition to the prohibitions on insider trading set out in the Corporations Act, Restricted People are not permitted to deal in AR1 securities during Closed Periods, as identified below. In setting these times, the Board is cognisant that at this stage AR1 is not a producing entity but rather is in exploration and development mode. Accordingly, the prescribed times for Closed Periods are relevant to its current state and these will be amended at the appropriate time to reflect AR1's transition to a producing entity.

In summary, the periods where trading is forbidden are:

• (i) from 1 September each year until 24 hours after the annual financials become public information;
• (ii) from 1 March each year until 24 hours after the half yearly financials become public information; and
• (iii) from the 15th of each of the months of January, April, July and October each year until 24 hours after the quarterly cash flow statements in the form of the Appendix 5B become public information.

Each period above is referred to as a Closed Period.

3.4. Prohibition on Dealing While in Possession of Relevant Information

The insider trading prohibition discussed in Rule 2 above applies to all dealings of Restricted People even if such a person proposes to deal in AR1 securities outside of a Closed Period or an Additional Period (as defined in Rule 3.7). Dealing in AR1 securities is subject to the prohibition that a Restricted Person must not deal in AR1 securities at any time when he or she is in possession of unpublished, information which, if generally available, might materially affect the price or value of those AR1 securities.

3.5. Prohibition on Active Dealing

Dealing during an Open Period is subject to the prohibition that Restricted Person must not actively deal in AR1 securities with a view to deriving profit related income from that activity.

"Actively Deal" for this purpose means to deal in AR1 securities in a manner which involves frequent and regular trading activity.

3.6. Special Approval to Deal During a Closed Period

A Restricted Person who is not in possession of inside information in relation to the entity, may be given prior written clearance to deal in AR1's securities during a prohibited period (including Closed Periods and Additional Periods as detailed in Rule 3.7 below) under the trading policy where the Restricted Person is in severe financial hardship or there are other exceptional circumstances.

AR1 considers that the following circumstances will constitute other exceptional circumstances:

• the person has a tax liability and has no other means of satisfying the obligation without selling or otherwise disposing of the person's AR1 securities; or

• where dealings in AR1 securities are required to comply with a court order or court enforceable undertaking or for some other legal or regulatory requirement, such as may be issued by the family court.

This list is not exhaustive and other circumstances will be assessed on their merits if and when they arise. The discretion will be applied taking into account the hardship of the Restricted Person and weighing this against any perceived detriment to AR1's reputation, however subject to the person granting the clearance being satisfied that the relevant Restricted Person is not in possession of inside information relating to AR1.

Approval to deal in AR1 securities during a Closed Period in the exceptional circumstances referred to above may be given by:

• Any two Directors, in respect of trading by a Restricted Person other than a Director; or
• Any two Directors in respect of trading by another Director.

Any such approval must be obtained in advance. It cannot be given after the event. Approval must be in writing which includes electronic communications. Such approval will last for no more than 14 days from the date on which it is granted.

3.7. Confirmation of Dealing that has Occurred

A Restricted Person must provide confirmation of any dealing (whether or not special approval as detailed in Rule 3.4 above was required to be obtained) in AR1 securities to the Managing Director/CEO within 3 business days of the trade (i.e. the date of the contract to buy or sell the AR1 securities).

3.8. Notice of Change to Closed Period or Introduction of Additional Period

The Closed Period, as outlined in Rule 3.1 above, may be extended or shortened or another Closed Period may be introduced at any time by notice posted on AR1's website.

AR1 may, from time to time, also impose additional periods in which Restricted Persons must not trade in AR1's securities because AR1 is considering matters that would require disclosure to the market but for ASX Listing Rule 3.1A ("Additional Period"). Restricted Persons may only deal in AR1 securities during an Additional Period if the circumstances are exceptional and the procedure for special approval detailed in Rule 3.4 has been met.

A dealing during any such Additional Period or changed Closed Period remains subject to Rules 3.1 to 3.4.

3.9. Director Requirement to Report to the market – Listing Rule 3.19A

In accordance with the Corporations Act and the ASX Listing Rules, directors are required to provide details of all changes to their interest in AR1 securities registered in the name of the director or held on behalf of the director, directly or indirectly. The details must be provided as soon as reasonably possible after the date of the change and in any event no later than three business days after the change.

3.10. Excluded Trading

The following trading or dealing is not subject to the operations of this trading policy:

• transfer of securities of the entity already held into a superannuation fund of which the employee, officer or director is a beneficiary;
• an investment in, or trading in units of, a fund or other scheme (other than a scheme only investing in AR1 securities) where the assets of the fund or other scheme are invested at the discretion of a third party;
• where an employee, officer or director is a trustee, trading in the securities of the entity by that trust provided the employee, officer or director is not a beneficiary of the trust and any decision to trade during a prohibited period is taken by the other trustees or by the investment managers independently of the employee, officer or director;
• undertakings to accept, or the acceptance of, a takeover offer;
• trading under an offer or invitation made to all or most of the security holders, such as, a rights issue, a security purchase plan, a dividend or distribution reinvestment plan and an equal access buy‐back, where the plan that determines the timing and structure of the offer has been approved by the board. This includes decisions relating to whether or not to take up the entitlements and the sale of entitlements required to provide for the take up of the balance of entitlements under a renounceable pro rata issue;
• a disposal of securities of the entity that is the result of a secured lender exercising their rights, for example, under a margin lending Arrangement;
• the exercise (but not the sale of securities following exercise) of an option or a right under an employee incentive scheme, or the conversion of a convertible security where the final date for the exercise of the convertible security falls during a Closed Period or an Additional Period and AR1 has been in an exceptionally long Closed Period or Additional Period or has had a number of consecutive Closed Periods or Additional Periods and the employee, officer or director could not reasonably have been expected to exercise it at a time when free to do so;
• trading under a non‐discretional trading plan for which prior written clearance has been provided in accordance with procedures set out in the trading policy and where:
  • the employee, officer or director did not enter into the plan or amend the plan during a Closed Period or Additional Period; and
  • the trading plan does not permit the employee, officer or director to exercise any influence or discretion over how, when, or whether to trade.

Please note that even if the trading is excluded from this policy, Restricted Persons must not trade in AR1's securities if they are in possession of inside information.

4. Prohibited Transactions

Restricted Persons must not enter into transactions or Arrangements which operate to limit the economic risk of their security holding in AR1 without first seeking and obtaining prior written approval pursuant to Rule 3.4.

Restricted Persons must not enter into agreements that provide lenders with rights over their interests in AR1 securities without first seeking and obtaining prior written approval pursuant to Rule 3.4.

Restricted Persons must not put in place a non‐discretionary trading plan in respect of their AR1 securities without first seeking and obtaining prior written approval pursuant to Rule 3.4. Directors, officers or employees must not cancel any such trading plan during a Closed Period or an Additional Period, unless the circumstances are exceptional and the procedure for prior written approval pursuant to Rule 3.4 has been met.

Restricted Persons are prohibited from entering into transactions or arrangements which limit the economic risk of participating in unvested entitlements under any equity based remuneration schemes.

5. Employment and Monitoring of Compliance

To promote understanding of the insider trading prohibition, related Corporations Act provisions and AR1 policy, a copy of this document will be distributed to all employees, officers and directors. All new employees, officers and directors will also receive a copy of this document with their employment or appointment letter.

6. Conclusion

Compliance with the rules set out in this document is mandatory. Infringement of the insider trading provisions can attract a substantial monetary penalty, imprisonment or both. Failure to comply with this policy could have a damaging impact on perception of AR1 within the investment community.

Any employee, officer or director who does not comply with the Trading Policy will be considered to have engaged in serious misconduct which may result in the termination of their engagement by AR1.