Appendix 3B New issue announcement

Appendix 3B

New issue announcement,

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

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.

Introduced 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003, 24/10/2005.

Name of entity

McMillan Shakespeare Limited

ABN

74 107 233 983

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

1 +Class of +securities issued or to be issued

Ordinary Shares

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

42,638

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)

Options over fully paid ordinary shares issued under the Employee Option Plan adopted on 1 August 2011.

Vesting: on achievement of performance hurdles.

Exercise Price: $7.31

Expiry Date: 30 September 2015

+ See chapter 19 for defined terms.

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New issue announcement

4 Do the +securities rank equally in all respects 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

Yes, ranking equally with existing fully paid ordinary shares.

5 Issue price or consideration $7.31 per ordinary share.

6 Purpose of the issue

(If issued as consideration for the

acquisition of assets, clearly

identify those assets)

Employee Incentive Programme

7 Dates of entering +securities into uncertificated holdings or despatch of certificates

26 September 2011

8 Number and +class of all

+securities quoted on ASX

(including the securities in

clause 2 if applicable)

+ See chapter 19 for defined terms.

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Appendix 3B New issue announcement

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)

Not applicable.

+ See chapter 19 for defined terms.

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New issue announcement

Part 2 - Bonus issue or pro rata issue

11 Is security holder approval required?

Not applicable.

12 Is the issue renounceable or non- renounceable?

Not applicable.

13 Ratio in which the +securities will be offered

Not applicable.

14 +Class of +securities to which the offer relates

Not applicable.

15 +Record date to determine entitlements

Not applicable.

16 Will holdings on different registers (or subregisters) be aggregated for calculating entitlements?

Not applicable.

17 Policy for deciding entitlements in relation to fractions

Not applicable.

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

Note: Security holders must be told how their entitlements are to be dealt with.

Cross reference: rule 7.7.

Not applicable.

19 Closing date for receipt of acceptances or renunciations

Not applicable.

+ See chapter 19 for defined terms.

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Appendix 3B New issue announcement

20 Names of any underwriters Not applicable.

21 Amount of any underwriting fee or commission

Not applicable.

22 Names of any brokers to the issue

Not applicable.

23 Fee or commission payable to the broker to the issue

Not applicable.

24 Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of +security holders

Not applicable.

25 If the issue is contingent on

+security holders’ approval, the

date of the meeting

Not applicable.

26 Date entitlement and acceptance form and prospectus or Product Disclosure Statement will be sent to persons entitled

Not applicable.

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

Not applicable.

28 Date rights trading will begin (if applicable)

Not applicable.

29 Date rights trading will end (if applicable)

Not applicable.

30 How do +security holders sell their entitlements in full through a broker?

Not applicable.

31 How do +security holders sell part of their entitlements through a broker and accept for the balance?

Not applicable.

+ See chapter 19 for defined terms.

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32 How do +security holders dispose of their entitlements (except by sale through a broker)?

Not applicable.

33 +Despatch date Not applicable.

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

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

+ See chapter 19 for defined terms.

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Appendix 3B New issue announcement

Entities that have ticked box 34(b)

38 Number of securities for which

+quotation is sought

Not applicable.

39 Class of +securities for which quotation is sought

Not applicable.

40 Do the +securities rank equally in all respects 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

Not applicable.

41 Reason for request for quotation now

Example: In the case of restricted securities, end of restriction period

(if issued upon conversion of another security, clearly identify that other security)

Not applicable.

42 Number and +class of all

+securities quoted on ASX

(including the securities in clause

38)

+ See chapter 19 for defined terms.

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Appendix 3B

New issue announcement

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: 26 September 2011 (Director)

Print name: Michael Kay

+ See chapter 19 for defined terms.

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