WORLEY LIMITED — Major Shareholding Notification 2017

Mar 7, 2017

To:	ASX Company Announcements Platform	Fax:	1300 135 638
	8
	Ms Nuala O'Leary	Fax:	02 8923 6877
	WORLEYPARSONS LIMITED [WOR]
From:	Jade Hoang	Fax:	(02) 8225 5114
	Citigroup Global Markets Australia Pty Limited
Date:	8 March 2017	Pages:	5 (including cover sheet)
Subject:	Submission of Form 603 re: WORLEYPARSONS LIMITED [WOR]

If you do not receive all pages, please telephone on 61 2 8225 1472

This fax is confidential and may be privileged. If you are not the intended recipient, please notify the sender immediately by telephone.

-----------	Form 603
Notice of initial substantial shareholder	Corporations Act
	Section 671B

WORLEYPARSONS LIMITED ("WOR", Ordinary Fully Paid) To:

Details of substantial shareholder $1.$

Citioroup Giobal Markets Australia Pty Limited (ACN 003 114 832) and each of the

related bodies corporate in the Citigroup group of companies worldwide (for more details

please visit www.citigroup.com).

The holder became a substantial holder on 3 March 2017.

Details of voting power $2.$

The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate had a relevant interest in on the date the substantial holder became a substantial holder are as follows:

Class of securities	Number of securities	Person's vote	Voting Power
WorleyParsons Limited (WOR), Ordinary Fully Paid	18,456,815	18,456,815	7.47%

Detalls of relevant interests 3.

Holder of relevant interest	Nature of relevant interest	Class and number of securities
Citigroup Global Markets Limited	Citigroup Global Markets Limited holds a relevant interest in these shares acting as Stock Loan/Borrow and as the holder of securities subject to an obligation to return under a securities lending agreement. See Appendix: Prescribed Information.	4,705,182 WOR, Ordinary Fully Paid
Citigroup Global Markets Australia Pty Limited	Citigroup Global Markets Australia Pty Limited holds a relevant interest in these shares pursuant to contracts entered into in the ordinary course of business on a stock market of a stock exchange, containing no terms and conditions other than standard terms and conditions. Also, it holds a relevant	13,751,633 WOR, Ordinary Fully Paid

interest in these shares acting as
Stock Loan/Borrow and as the
holder of securities subject to an
obligation to return under a
securities lending agreement. See
Appendix: Prescribed Information.

$\overline{\mathbf{4}}$ . Details of present registered holders

The persons registered as holders of the securities referred to in paragraph 3 above are as follows:

Holder of relevant interest	Registered holder of securities	Class and number of securities
Citigroup Global Markets Limited	Citicorp Nominees Pty Ltd	4.705.182 WOR, Ordinary Fully Paid
Citigroup Global Markets Australia Pty Limited	Citigroup Global Markets Australia Pty Limited	13,751,633 WOR, Ordinary Fully Paid

$5.$ Consideration

The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the four months prior to the day that the substantial holder became a substantial holder is as follows:

Holder of relevant interest	Date of acquisition	Consideration	Class and number of securities
Citigroup Global Markets Limited	Various	Various	4.705.182 WOR Ordinary Fully Paid
Citigroup Global Markets Australia Pty Limited	Various	Various	13,751,633 WOR Ordinary Fully Paid

6. Associates

The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:

Name and ACN/ARSN (if applicable)	Nature of association
Citigroup Global Markets Limited	Each of the related bodies corporate in the Citigroup group of companies worldwide (for more details please visit www.citigroup.com ).
Citigroup Global Markets Australia Pty Limited, ACN 003 114 832	Each of the related bodies corporate in the Citigroup group of companies worldwide (for more details please visit www.citigroup.com ).

7. Addresses

The addresses of persons named in this form are as follows:

Name	Address
Citigroup Global Markets Limited	Citigroup Centre
	33 Canada Square
	London, E14 5LB
Citigroup Global Markets Australia Pty	Level 22, Citigroup Centre
Limited	2 Park St
	Sydney NSW 2000

Dated this day, 8 March 2017.

Jade Hoang Markets Compliance Citigroup Global Markets Australia Pty Limited

$5/6$

l,

Appendix: Prescribed Information

Scheduer
Type of Agreement	AMSLA
Parties to Agreement	Various
Transfer date	Various
Holder of voting rights	Borrower under separate securities lending transaction
Are there any restrictions on voting rights?	No
Scheduled return date	Unknown
Does the borrower have the right to return early?	Yes
If yes, details	Standard AMSLA terms
Does the lender have the right to recall early?	Yes
If yes, details	Standard AMSLA terms
Will the securities be returned on settlement?	n/a
Statement	If requested by WorleyParsons Limited to whom the prescribed form must be given, or if requested by ASIC, Citigroup Global Markets Australia Pty Limited will give a copy of the AMSLA to WorleyParsons Limited or ASIC,

08Nar/2017 5:02:55 PM CITI *6128225540