FAR Limited

ABN 41 009 117 293

Entitlement Offer Booklet

1 for 17 non-renounceable pro rata entitlement offer of New Shares at an issue price of $0.08 (8 cents) per New Share

The Entitlement Offer closes at 5.00 pm (Melbourne time) on Wednesday, 18 November 2015

The Entitlement Offer is jointly underwritten by RBC Capital Markets and

Bell Potter Securities Limited

THIS IS AN IMPORTANT DOCUMENT AND REQUIRES YOUR IMMEDIATE ATTENTION.

IF YOU ARE AN ELIGIBLE SHAREHOLDER YOU SHOULD READ THIS OFFER BOOKLET IN ITS ENTIRETY BEFORE DECIDING WHETHER TO APPLY FOR NEW SHARES.

IF YOU DO NOT UNDERSTAND ANY PART OF THIS OFFER BOOKLET, OR ARE IN ANY DOUBT AS TO HOW TO DEAL WITH IT OR YOUR ENTITLEMENT, YOU SHOULD CONSULT YOUR FINANCIAL OR OTHER PROFESSIONAL ADVISER.

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN OR INTO THE UNITED STATES, OR TO US PERSONS

Important Information

About this document

This Offer Booklet contains information relating to a proposed entitlement offer to be undertaken by FAR Limited (ABN 41 009 117 293) (FAR).

This Offer Booklet is important and requires your immediate attention. You should read this Offer Booklet carefully and in its entirety, with emphasis on the risk factors detailed in Section 3, have regard to your own investment parameters, and if required, obtain independent professional investment advice, before deciding to invest in FAR.

The Entitlement Offer is being made in accordance with Section 708AA of the Corporations Act (as modified by ASIC Class Order 08/35). Accordingly, this document is not a prospectus (and has not been, and will not be, lodged with ASIC) and does not contain all information which an investor may require to make an informed investment decision.

Forward-looking statements

This document contains forward looking statements with respect to the financial condition, results of operations, projects and business of FAR and certain plans and objectives of the management of FAR. Forward looking statements include those containing words such as: 'anticipate', 'believe', 'expect', 'estimate', 'should', 'will', 'plan', 'could', 'may' 'intends', 'guidance', 'project', 'forecast', 'target', 'likely' and other similar expressions, and include, but are not limited to, statements regarding the outcome and effects of the Entitlement Offer, projections, guidance on future revenues, earnings, dividends and estimates. The forward looking statements contained in this document are not based solely on historical facts but are based on current expectations about future events and results. These forward looking statements are subject to inherent known and unknown risks and uncertainties and other factors which are beyond the control of FAR and the Joint Lead Manager Parties (defined below). This includes any statements about market and industry trends, which are based on interpretations of current market conditions. Such risks and uncertainties include factors and risks specific to the operations of FAR, as well as general economic conditions, prevailing interest rates, conditions in the financial markets, government policies and regulations and competitive pressures. As a consequence, forward looking statements are provided as a general guide only and actual events or results may differ materially from the expectations expressed or implied in such forward looking statements.

Forward-looking statements in this Offer Booklet speak only at the date of this Offer Booklet. Subject to any continuing obligations under applicable law or the ASX Listing Rules, FAR does not in providing this information undertake any obligation to publicly update or revise any of the forward-looking statements for any change in events, conditions or circumstances on which any such statement is based.

Accordingly, you are cautioned not to place undue reliance on forward looking statements contained in this document.

Neither FAR, the Joint Lead Manager Parties, nor any other person, gives any representation, warranty, assurance or guarantee that the occurrence of the events expressed or implied in any forward looking statement will actually occur. None of the Joint Lead Manager Parties have authorised, approved or verified any forward looking statements.

Information about FAR

The Investor Presentation lodged with ASX on 23 October 2015 includes information about FAR and its current activities as at the date stated on it. It is information in summary form and does not purport to be complete. It should be read in conjunction with FAR's other periodic and continuous disclosure announcements including FAR's annual report lodged with ASX on 30 March 2015, FAR's half year report lodged with ASX on 8 September 2015 and FAR's other announcements to ASX available at www.asx.com.au or www.far.com.au.

Past performance

Investors should note that FAR's past performance, including past share price performance, cannot be relied upon as an indicator of (and provides no guarantee or guidance as to) FAR's future performance including FAR's future financial position or share price performance.

Foreign jurisdictions

This Offer Booklet does not constitute an offer in any jurisdiction in which, or to any person to whom, it would not be lawful to make such an offer. It is your responsibility to ensure that you comply with any laws of your jurisdiction which are applicable to you and which are relevant to your applying for New Shares under the Entitlement Offer. The distribution by you of this Offer Booklet (including an electronic copy) outside Australia and New Zealand may be restricted by law. You should observe such restrictions and should seek your own advice on such restrictions. Any non-compliance with these restrictions may contravene applicable securities law.

Disclaimer of representations

No person is authorised to give any information, or to make any representation, in connection with the Entitlement Offer that is not contained in this Offer Booklet or the Associated Offer Announcements. Any information or representation that is not contained in this Offer Booklet or the Associated Offer Announcements may not be relied on as having been authorised by FAR in connection with the Entitlement Offer. Except as required by law, and only to the extent so required, none of FAR, or any other person, warrants or guarantees the future performance of FAR or any return on any investment made pursuant to the Entitlement Offer.

No financial product advice

This Offer Booklet is not financial product advice, does not purport to contain all the information that you may require to make an investment decision, and has been prepared without taking into account your personal investment objectives, financial situation or needs.

Before deciding whether to apply for New Shares under the Entitlement Offer, you should consider whether they are a suitable investment for you in light of your own investment objectives and financial circumstances and having regard to the merits or risks

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involved. If after reading this Offer Booklet, you have any questions about the Entitlement Offer, you should contact your financial or other professional adviser.

Joint Lead Managers

Neither the Joint Lead Managers, nor any of their respective affiliates, related bodies corporate (as that term is defined in the Corporations Act), nor their respective directors, employees, officers, representatives, agents, partners, consultants and advisers (together the Joint Lead Manager Parties), nor the advisers to FAR or any other person including clients named in this document, have authorised, permitted or caused the issue or lodgment, submission, dispatch or provision of the Offer Booklet or the Associated Offer Announcements and, except to the extent referred to in this Offer Booklet or the Associated Offer Announcements, none of them makes or purports to make any statement in the Offer Booklet or the Associated Offer Announcements and there is no statement in the Offer Booklet or the Associated Offer Announcements which is based on any statement by any of them.

The Joint Lead Manager Parties may, from time to time, hold interests in the securities of, or earn brokerage, fees or other benefits from FAR.

Disclaimer

To the maximum extent permitted by law, the Joint Lead Manager Parties disclaim all liability for any expenses, losses, damages or costs incurred by you as a result of your participation in the Entitlement Offer and the information in the Offer Booklet or the Associated Offer Announcements being inaccurate or due to information being omitted from the Offer Booklet or the Associated Offer Announcements, whether by way of negligence or otherwise, and make no representation or warranty, express or implied, as to the currency, accuracy, reliability or completeness of the information in this document.

The Joint Lead Manager Parties take no responsibility for any part of this document or liability (including, without limitation, any liability arising from fault or negligence on the part of any person) for any direct, indirect, consequential or contingent loss or damage whatsoever arising from the use of any part of this document or otherwise arising in connection with either of them.

The Joint Lead Manager Parties make no recommendation as to whether you or your related parties should participate in the Entitlement Offer nor do they make any representations or warranties, express or implied, to you concerning the Entitlement Offer or any such information, and by returning an Entitlement and Acceptance Form or otherwise paying for your New Shares through BPAY® in accordance with the instructions on the Entitlement and Acceptance Form, you represent, warrant and agree that you have not relied on any statements made by the Joint Lead Manager Parties in relation to the New Shares or the Entitlement Offer generally.

Definitions and references to time

Capitalised words and expressions in this Offer Booklet have the meanings given in Section 5. A reference to time in this Offer Booklet is to Melbourne time, unless otherwise stated.

All financial amounts in this Offer Booklet are references to Australian currency, unless otherwise stated.

Date of this document

This Offer Booklet is dated Wednesday 4 November 2015.

For any enquiries please call Advanced Share Registry Ltd as Share Registry on (08) 9389 8033, or contact your stockbroker, accountant or other professional adviser.

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Table of contents

Important Information 2

Chairman's Letter 5

Key Dates 7

1. Overview of the Entitlement Offer 8

2. Summary 8

3. Eligible Shareholders 8

4. What is the entitlement of an Eligible Shareholder? 8

5. Top-Up Facility 9

6. No trading of entitlements 9

7. Underwriting of the Entitlement Offer 9

8. Issue of New Shares 11

9. Ranking of New Shares 11

10. Withdrawal of the Entitlement Offer 11

11. Speculative nature of Entitlement Offer and projects and relevant risk factors 11

12. Purpose and use of funds 11

13. Financial Impact 11

14. Effect on Capital Structure 12

15. Effect of the Entitlement Offer on the Control of FAR 12

16. Choices available to Eligible Shareholders 12

17. Your choices 12

18. How to participate in the Entitlement Offer 13

19. Representations you will be taken to make by acceptance 14

20. No minimum subscription 15

21. No cooling off rights 15

22. Refunds of excess application monies 15

23. If you do nothing 15

24. Risk Factors 15

25. Further Information 16

26. Taxation 16

27. This Offer Booklet is not a prospectus 16

28. Holding Statements and trading of New Shares 16

29. Foreign shareholders 17

30. Privacy 18

31. Governing law 18

32. Glossary and interpretation 18

33. Definitions 18

34. Interpretation 19

Corporate Directory 20




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