Brambles : Announcement of buy-back - Appendix 3C

Brambles Limited

ABN 89 118 896 021

Level 10, 123 Pitt Street

Sydney NSW 2000 Australia

GPO Box 4173 Sydney NSW 2001

Tel [phone] Fax [phone]

www.brambles.com

1 September 2020

The Manager - Listings

Australian Securities Exchange Limited

Exchange Centre

20 Bridge Street

SYDNEY NSW 2000

Via electronic lodgement

Dear Sir / Madam

Brambles Limited: Appendix 3C

Brambles refers to its announcement on 25 February 2019 that it intended to return up to A$2.4 billion (US$1.65 billion) of the proceeds of the sale of its IFCO RPC business by way of an on- market share buy-back.

At its 2019 Annual General Meeting (2019 AGM) held on 10 October 2019, Brambles' shareholders approved an extension of the buy-back for the 12-month period ending on 10 October 2020.

Brambles today lodged its Notice of its 2020 Annual General Meeting (2020 AGM) with the ASX. One of the resolutions being proposed at the 2020 AGM is a further extension of the buy-back. Subject to obtaining shareholder approval, it is Brambles intention to commence that extended buy-back after the 2020 AGM.

Attached is an Appendix 3C relating to the extended buy-back. As noted in the Appendix, the buy-back is subject to shareholder approval at the 2020 AGM. In the meantime, Brambles intends to continue buying back shares under the programme approved by shareholders at the 2019 AGM in the lead up to the 2020 AGM.

The release of this announcement was authorised by Robert Gerrard, Company Secretary.

Yours faithfully

Brambles Limited

Robert Gerrard

Group Company Secretary

{EXT 00099573}

Appendix 3C Announcement of buy-back

Appendix 3C

Announcement of buy-back

(except minimum holding buy-back)

Rule 3.8A

Information and documents given to ASX become ASX's property and may be made public.

Introduced 1/9/99. Origin: Appendix 7B. Amended 13/3/2000, 30/9/2001, 11/01/10

Name of entity

Brambles Limited

ABN/ARSN

89 118 896 021

We (the entity) give ASX the following information.

Information about buy-back

1	Type of buy-back	On-market

1. +Class of shares/units which is the subject of the buy-back(eg, ordinary/preference)
2. Voting rights (eg, one for one)
3. Fully paid/partly paid (and if partly paid, details of how much has been paid and how much is outstanding)

Ordinary

One for one

Fully paid

1. Number of shares/units in the 1,503,403,510
   +class on issue
2. Whether shareholder/unitholder Yes. Refer to the Notice of Annual General

	approval is required for buy-back	Meeting lodged with ASX on 1 September 2020
7	Reason for buy-back
Refer to the Notice of Annual General Meeting
		lodged with ASX on 1 September 2020

{CT 00099574}

• See chapter 19 for defined terms. 11/01/2010 Appendix 3C Page 1

Appendix 3C Announcement of buy-back

8 Any other information material to a shareholder's/unitholder's decision whether to accept the offer (eg, details of any proposed takeover bid)

Refer to the Notice of Annual General Meeting lodged with ASX on 1 September 2020

On-marketbuy-back

1. Name of broker who will act on the company's behalf
2. Deleted 30/9/2001.

Each of UBS AG, Australia Branch and Credit Suisse Equities (Australia) Limited

11 If the company/trust intends to buy back a maximum number of shares - that number

Note: This requires a figure to be included, not a percentage.

Up to 150,400,000, being approximately 10% of the Company's issued share capital.

1. If the company/trust intends to buy back shares/units within a period of time - that period of time; if the company/trust intends that the buy-back be of unlimited duration - that intention
2. If the company/trust intends to buy back shares/units if conditions are met - those conditions

The Company intends to buy back shares during the twelve month period commencing the day after shareholder approval is obtained, which is expected on 8 October 2020. Refer to the Notice of Annual General Meeting lodged with ASX on 1 September 2020.

N/A

Employee share scheme buy-back

14	Number of shares proposed to be	N/A
	bought back
15	Price to be offered for shares
N/A

{CT 00099574}

+ See chapter 19 for defined terms.

Appendix 3C Page 2

11/01/2010

Appendix 3C Announcement of buy-back

Selective buy-back

1. Name of person or description of class of person whose shares are proposed to be bought back
2. Number of shares proposed to be bought back
3. Price to be offered for shares

Equal access scheme

1. Percentage of shares proposed to be bought back
2. Total number of shares proposed to be bought back if all offers are accepted
3. Price to be offered for shares
4. +Record date for participation in offer

Cross reference: Appendix 7A, clause 9.

N/A

N/A

N/A

N/A

N/A

N/A

N/A

Compliance statement

1. The company is in compliance with all Corporations Act requirements relevant to this buy-back.

or, for trusts only:

1. The trust is in compliance with all requirements of the Corporations Act as modified by Class Order 07/422, and of the trust's constitution, relevant to this buy-back.
2. There is no information that the listing rules require to be disclosed that has not already been disclosed, or is not contained in, or attached to, this form.

Sign here:	.......................................... Date: 1 September 2020.
	(Company secretary)
Print name:	Robert Gerrard.........................................................

{CT 00099574}+ See chapter 19 for defined terms. 11/01/2010 Appendix 3C Page 3