Frontier Energy : Trading Policy

SECURITIES TRADING POLICY

Frontier Energy Limited (ABN 64 139 522 553)

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1. Introduction

1. Background
   Frontier Energy Ltd (Company) is a public company, listed on the Australian Securities Exchange (ASX). The Company is committed to responsible corporate governance, including ensuring that appropriate processes are in place to promote compliance with insider trading laws. Accordingly, the Board has endorsed this Policy as part of the Company's broader governance framework. References in this Policy to the Company include its related entities.
2. Purpose
   This document sets out the Company's policy regarding its directors, officers, employees, consultants and contractors (irrespective of location) who Deal or may Deal in Company Securities and should be read in its entirety.
   The purpose of this Policy is to:
3. 1. provide a summary of the law on insider trading in Australia;
   2. outline the prohibitions on dealing in Company Securities to prevent the misuse of unpublished information which could materially affect the value of such securities;
   3. ensure that the reputation of the Company, its directors, officers, employees, consultants and contractors is not adversely impacted by perceptions of dealing in securities at inappropriate times; and
   4. achieve high standards of corporate conduct and support market confidence in the integrity of Dealing in Company Securities.
4. Source of legal obligations
   The sources of legal obligations underpinning this Policy include:
5. 1. the Corporations Act 2001 (Cth) (Corporations Act), which, among other things, prohibits insider trading by anyone (regardless of geographical location); and
   2. the ASX Listing Rules, ASX Guidance Note 27 (Trading Policies) and ASX Corporate Governance Principles and Recommendations, which set out requirements for responsible trading in listed company shares.

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2. Defined terms

For the purposes of this Policy:

Company Securities includes shares, options, warrants, derivatives and interests in shares (including vested options and vested performance share rights) linked in any way to the underlying price of shares in the Company.

Black-outPeriods means a relevant period as defined by the Company when Designated Persons may not Deal in Company Securities.

Dealing includes:

1. applying for, acquiring or disposing of securities;
2. entering into an agreement to apply for, acquire or dispose of, securities; and
3. granting, accepting, acquiring, disposing, exercising or discharging an option or other right or obligation to acquire or dispose of securities.

Derivatives include:

1. derivatives within the meaning given in section 761D of the Corporations Act (such as options, forward contracts, swaps, futures, warrants, caps and collars); and
2. any other transaction in financial products which operate to limit (in any way) the economic risk associated with holding the relevant securities.

Designated Persons means each of:

1. the Directors of the Company;
2. any person who by their role or otherwise, becomes aware of Inside Information by having access to confidential material which may contain potentially price sensitive information including the Company board papers, periodic disclosure materials or any other relevant document; and
3. in relation to those persons identified in paragraphs (a) and (b) above, the following people are also deemed to be Designated Persons:
4. 1. their spouse or any of their children (including step children) under the age of 18 years;
   2. a trust which they, any members of their family, or family controlled company are a trustee or beneficiary; and
   3. a company which they or their family control.

Inside Information means information which is not generally available to the market and, if it were generally available to the market, would be likely to have

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a material effect on the price or value of securities. Annexure A provides further details about what constitutes Inside Information.

Margin Loan means any lending or similar arrangement allowing a person to borrow money to invest in securities using existing investments as security.

3. Insider trading prohibition - the law

It is an offence under the Corporations Act to Deal using Inside Information, or communicate Inside Information to others who will, or are likely to, Deal on the Inside Information.

4. Dealing in Company securities

1. When a Designated Person MAY Deal
2. 1. A Designated Person may Deal in Company Securities unless restricted from doing so under clause 4.2 (When a Designated Person May Not Deal).
3. When a Designated Person MAY NOT Deal
4. 1. Subject to clause 5 (Exceptions), a Designated Person may not Deal in Company Securities during the following designated Black-out Periods:
   2. 1. the period two days prior to, and including the date of the release of the Company's quarterly results;
      2. the period one week prior to, and including the date of the release of the Company's half-year results;
      3. the period one week prior to, and including the date of the release of the Company's full-year results;
      4. the period of two calendar days up to and including the date of the Annual General Meeting; and
      5. any other period determined by the Chair in consultation with the Company Secretary to be a Black-out Period from time to time.
   3. In addition to the restrictions in clause 4.2(a), a Designated Person may not Deal in Company Securities at any time if he or she has:
   4. 1. information that he or she knows, or ought reasonably to know, is Inside Information; or
      2. not complied with clause 6 (Notice of Dealing in Company Securities).

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1. When employees, consultants or contractors (other than a Designated Person) MAY Deal
   An employee, consultant or contractor (who is not a Designated Person) may, at any time, Deal in Company Securities if he or she does not have information that he or she knows, or ought reasonably to know, is Inside Information.
2. When employees, consultants or contractors (other than a Designated Person) MAY NOT Deal
   An employee, consultant or contractor (who is not a Designated Person) who has information that he or she knows, or ought reasonably to know, is Inside Information may not:
3. 1. Deal in Company Securities;
   2. advise, procure or encourage another person to deal in Company Securities; or
   3. pass on information to any person if they know, or ought reasonably to know, that the person may use the information to Deal in (or procure another person to Deal in) Company Securities.

5. Exceptions

5.1 Permitted dealings

Subject to not being in the possession of Inside Information, a Designated Person may at any time:

1. transfer Company Securities already held into a superannuation fund or other saving scheme in which the Designated Person is a beneficiary;
2. invest in, or trade in units of, a fund or other scheme (other than a scheme only investing in Company Securities) where the assets of the fund or scheme are invested at the discretion of a third party;
3. undertake to accept, or accept, a takeover offer;
4. participate in an offer or invitation made to all or most security holders, including a rights issue, equal access buy-back, security purchase plan or dividend or distribution reinvestment plan, where the timing and structure of the offer or invitation has been approved by the Board. This includes decisions relating to whether or not to take up the entitlements and sale of entitlements required to provide for the take up of the balance of entitlements under a renounceable pro rata issue;
5. exercise (but not Deal with the securities following exercise) an option or right under an employee incentive scheme where the final date for the exercise of the option or right falls during a Black-out Period or the Company has had a number of consecutive Black-out Periods and the

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Designated Person could not reasonably have been expected to exercise it at a time when free to do so;

1. acquire (but not Deal with the securities following acquisition) Company shares by conversion of financial instruments giving rights to conversion to shares (eg. options or convertible securities) where the final date for the conversion of the security falls during a Black-out Period or the Company has had a number of consecutive Black-out Periods and the Designated Person could not reasonably have been expected to exercise it at a time when free to do so;
2. acquire Company securities under a bonus issue made to all holders of securities of the same class;
3. acquire Company securities under a dividend reinvestment, or top-up plan that is available to all holders of securities of the same class;
4. acquire, or agree to acquire or exercise options under a Company employee share plan;
5. withdraw ordinary shares in the Company held on behalf of the Designated Person in an employee share plan where the withdrawal is permitted by the rules of that plan;
6. acquire ordinary shares in the Company as a result of the exercise of options held under an employee share scheme;
7. where the Designated Person is a trustee, trade in the securities of the Company by that trust, provided the Designated Person is not a beneficiary of the trust and any decision to trade during a Black-out Period is taken by the other trustees or by the investment managers independently of the Designated Person; or
8. dispose of securities of the Company resulting from a secured lender exercising their rights, for example, under a margin lending arrangement.

5.2 Approval to dispose or transfer Company Securities in exceptional circumstances

1. In exceptional circumstances a Designated Person may seek written approval from the Company Secretary or Chair (Approval Officer) to dispose of or transfer (but not acquire or otherwise Deal with) Company Securities during a Black-out Period (Disposal Consent).
2. The Approval Officer will act with caution in determining whether there are exceptional circumstances, which may include, but will not be limited to, where:
3. 1. the Designated Person is in severe financial hardship and a pressing financial commitment cannot be satisfied otherwise than by disposing of Company Securities; or

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