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SANTOS LIMITED Share Issue/Capital Change 2012

Sep 10, 2012

65872_rns_2012-09-10_9941d063-bce6-4f72-ab76-81d0fda03b00.pdf

Share Issue/Capital Change

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APPENDIX 3B

New issue announcement, application for quotation of additional securities and agreement

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.

Name of entity SANTOS LTD

ABN

80 007 550 923

ASX: STO

We (the entity) give ASX the following information.

Part 1 – All issues

  • 1 Class of securities issued or to be issued

  • 2 Number of securities issued or to be issued (if known) or maximum number which may be issued.

  • 3 Principal terms of the securities (eg, if options, exercise price and expiry date; if partly paid securities, the amount outstanding and due dates for payment; if convertible securities, the conversion price and dates for conversion)

  • 4 Do the securities rank equally in all respects from the date of allotment with an existing class of quoted securities?

Fully paid ordinary shares 5,720 Consistent with all other shares on issue, but subject to further restrictions on dealing. Yes, the new shares rank equally in all respects with other fully paid ordinary shares.

If the additional securities do not rank equally, please state:

  • the date from which they do

  • the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment

  • the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment

  • 5 Issue price or consideration 6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets)

Nil Issue of 5,252 shares on the vesting of Share Acquisition Rights (SARs) granted pursuant to the Santos Employee Share Purchase Plan. Issue of 468 shares in respect of vesting of Share Acquisition Rights issued pursuant to the ShareMatch Plan.

Appendix 3B (b) 10.09.12

New issue announcement, application for quotation of additional securities and agreement

d 10 September 2012 10 September 2012
Number Class
Refer to clause 42
Number Class
Refer to clause 43
Rank equally with existing fully paid ordinaryshares.
  • 7 Dates of entering securities into uncertificated holdings or despatch of certificates

  • 8 Number and class of all securities quoted on ASX ( including the securities in clause 2 if applicable)

  • 9 Number and class of all securities not quoted on ASX (including the securities in clause 2 if applicable)

  • 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)

Part 2 – Bonus issue or pro rata issue NOT APPLICABLE

  • 11 Is security holder approval required?

  • 12 Is the issue renounceable or non-renounceable?

13 Ratio in which the securities will be offered
14 Class of securities to which the offer relates
  • 15 Record date to determine entitlements 16 Will holdings on different registers (or subregisters) be aggregated for calculating entitlements?

  • 17 Policy for deciding entitlements in relation to fractions

  • 18 Names of countries in which the entity has security holders who will not be sent new issue documents

  • 19 Closing date for receipt of acceptances or renunciations

  • 20 Names of any underwriters 21 Amount of any underwriting fee or commission 22 Names of any brokers to the issue

New issue announcement, application for quotation of additional securities and agreement

23 Fee or commission payable to the broker to the
issue
24 Amount of any handling fee payable to brokers
who lodge acceptances or renunciations on
behalf of security holders
25 If the issue is contingent on security holders’
approval, the date of the meeting
26 Date entitlement and acceptance form and
prospectus or Product Disclosure Statement will
be sent to persons entitled
27 If the entity has issued options, and the terms
entitle option holders to participate on exercise,
the date on which notices will be sent to option
holders
28 Date rights trading will begin (if applicable)
29 Date rights trading will end (if applicable)
30 How do security holders sell their entitlements_in_
_full_through a broker?
31 How do security holders sell_part_of their
entitlements through a broker and accept for the
balance?
32 How do security holders dispose of their
entitlements (except by sale through a broker)?
33 Despatch date

Part 3 – Quotation of securities

You need only complete this section if you are applying for quotation of securities

34 Type of securities

(tick one)

(a) Securities described in Part 1 (b)  All other securities

Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities.

New issue announcement, application for quotation of additional securities and agreement

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

  • 35 If the securities are equity securities, the names of the 20 largest holders of the additional securities, and the number and percentage of additional securities held by those holders

36 If the securities are equity securities, a distribution schedule of the additional securities setting out the number of holders in the categories

1 – 1,000 1,001 – 5,000 5,001 – 10,000 10,001 – 100,000 100,001 – and over

  • 37 A copy of any trust deed for the additional securities

Entities that have ticked box 34(b)

  • 38 Number of securities for which quotation is sought

38 Number of securities for which quotation is 5,720 sought 39 Class of securities for which quotation is sought Fully paid ordinary shares 40 Do the securities rank equally in all respects Yes from the date of allotment with an existing class of quoted securities? If the additional securities do not rank equally, please state:  the date from which they do  the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment  the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment 41 Reason for request for quotation now End of restriction period for 5,252 shares issued on the vesting of Share Acquisition Example: In the case of restricted securities, end of Rights (SARs) pursuant to the Santos restriction period Employee Share Purchase Plan and 468 shares in respect of vesting of Share (if issued upon conversion of another security, Acquisition Rights issued pursuant to the clearly identify that other security) ShareMatch Plan.

New issue announcement, application for quotation of additional securities and agreement

42Number and class of all securities quoted onASX (_including_the securities in clause 38)43Number and class of all securities not quoted on Number Class
953,052,867 Fully paid ordinaryshares
Number Class
30,43027,25027,2503,371,8674,294,973950,54546,2791,088,2781,088,278395,653 Fully paid ordinaryshares issuedpursuant to the SantosEmployee SharePurchase Plan(SESPP) held bySESAP Pty Ltd astrustee for the benefitof eligible executives.Executive share plan‘0’ shares of 25 centseach paid to 1 cent.Executive share plan‘2’ shares of 25 centseach paid to 1 cent.Share AcquisitionRights issuedpursuant to the SantosEmployee SharePurchase Plan.Executive optionsissued pursuant to theSantos ExecutiveShare Option Plan.Fully paid ordinaryshares issuedpursuant to thevesting of SARs.Fully paid ordinaryshares issuedpursuant to the Non-Executive DirectorShare Plan.Fully paid ordinaryshares issuedpursuant to theShareMatch Plan.Share AcquisitionRights issuedpursuant to theShareMatch Plan.Fully paid ordinaryshares issuedpursuant to the ESGEmployee IncentivePlan.

New issue announcement, application for quotation of additional securities and agreement

Quotation Agreement

  1. Quotation of our additional securities is in ASX’s absolute discretion. ASX may quote the securities on any conditions it decides.

  2. We warrant the following to ASX.

    • The issue of the securities to be quoted complies with the law and is not for an illegal purpose.

    • There is no reason why those securities should not be granted quotation.

    • An offer of the securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act. Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty.

    • Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any securities to be quoted and that no-one has any right to return any securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the securities be quoted.

    • If we are a trust, we warrant that no person has the right to return the securities to be quoted under section 1019B of the Corporations Act at the time that we request that the securities be quoted.

  3. We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.

  4. We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before quotation of the securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

Sign here:

Date: 10 September 2012

Secretary

Print name: DAVID THUAN JIN LIM