WOOLWORTHS GROUP LIMITED — Director's Dealing 2017

Apr 9, 2017

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 30/9/2001.

Name of entity: Woolworths Limited ABN : 88 000 014 675

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	Gordon Cairns
Date of last notice	11 October 2016

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	Indirect
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	13,800 shares held by Bond Street Custodians Pty Limited as custodian for the Cairns Superannuation Fund
Date of change	7 April 2017
No. of securities held prior to change	13,800
Class	Ordinary shares
Number acquired	183 shares
Number disposed	Nil
Value/Consideration Note: If consideration is non‐cash, provide details and estimated valuation	$25.728082 per share
No. of securities held after change	13,983 shares

• See chapter 19 for defined terms.

Appendix 3Y Page 1

11/3/2002

Appendix 3Y Change of Director’s Interest Notice

Nature of change Shares issued under the terms Example: on‐market trade, off‐market trade, exercise of options, and conditions of the Dividend issue of securities under dividend reinvestment plan, participation in buy‐back Reinvestment Plan

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	Not applicable
Nature of interest
Name of registered holder (if issued securities)
Date of change
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
Interest acquired
Interest disposed
Value/Consideration Note: If consideration is non‐cash, provide details and an estimated valuation

Part 3 –[+] Closed period

Were the interests in the securities or contracts detailed No. Under the Woolworths above traded during a[+] closed period where prior written Securities Trading Policy, clearance was required? no consent is required for the acquisition of shares under the Dividend Reinvestment Plan.

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?

• See chapter 19 for defined terms.

Appendix 3Y Page 2

11/3/2002