West Fraser Timber : 2017 Information Circular (filed March 15, 2017)

West Fraser Timber Co. Ltd.

Notice of Annual Meeting of Shareholders

To Be Held April 19, 2017

Information Circular

Your Participation is Important Please Take the Time to Vote

WHAT'S INSIDE: INVITATION TO SHAREHOLDERS 2 NOTICE OF ANNUAL MEETING OF SHAREHOLDERS 3 INFORMATION CIRCULAR 5

DEFINITIONS 5

VOTING AND PROXIES: QUESTIONS AND ANSWERS 7

VOTING BY NON-REGISTERED SHAREHOLDERS 10

BUSINESS TO BE TRANSACTED AT THE MEETING 11

SIZE OF BOARD 13

INFORMATION REGARDING NOMINEES FOR ELECTION AS DIRECTORS 13

BOARD RENEWAL 17

DIRECTOR COMPENSATION 20

VOTING SECURITIES, PRINCIPAL SHAREHOLDERS AND NORMAL COURSE ISSUER BID 23

APPOINTMENT OF THE AUDITOR 24

ADVISORY RESOLUTION ON THE COMPANY'S APPROACH TO EXECUTIVE COMPENSATION (SAY ON PAY) 24

OUR CORPORATE GOVERNANCE POLICIES AND PROCEDURES 25

GOVERNANCE POLICY 25

CHAIRMAN OF THE BOARD 25

LEAD DIRECTOR 26

GOVERNANCE & NOMINATING COMMITTEE 26

MAJORITY VOTING POLICY AND ADVANCE NOTICE POLICY 26

CODE OF CONDUCT 27

CHARTERS 27

MINIMUM EQUITY HOLDING 27

MANDATE OF THE BOARD 28

CORPORATE DISCLOSURE POLICY 29

AUDIT COMMITTEE 29

DECISIONS REQUIRING PRIOR APPROVAL BY THE BOARD 30

SHAREHOLDER FEEDBACK AND CONCERNS 30

EXPECTATIONS OF MANAGEMENT 30

COMPOSITION OF THE BOARD 31

GENDER EQUALITY 32

SERVING ON OTHER BOARDS 32

COMMITTEES OF THE BOARD 33

ORIENTATION PROGRAM AND CONTINUING EDUCATION 35

PERFORMANCE REVIEWS 36

MEETING ATTENDANCE RECORD 37

EXECUTIVE COMPENSATION DISCUSSION & ANALYSIS 37

REPORT ON EXECUTIVE COMPENSATION 37

PERFORMANCE GRAPH 45

EXECUTIVE COMPENSATION 45

OPTION GRANTS 47

RS UNITS AND PS UNITS 51

PENSION PLANS 52

DIRECTORS' COMPENSATION AND HOLDINGS 53

INDEBTEDNESS OF DIRECTORS, OFFICERS AND EMPLOYEES 53

SECURITIES AUTHORIZED FOR ISSUANCE UNDER EQUITY COMPENSATION PLANS 54

ADDITIONAL INFORMATION 54

INVITATION TO SHAREHOLDERS

Dear Shareholders:

You are invited to attend the Annual Meeting of Shareholders of West Fraser Timber Co. Ltd., which will take place on April 19, 2017 at 11:30 a.m., local time, at 1250 Brownmiller Road, Quesnel, B.C.

The items of business to be considered at the Meeting are described in the accompanying Notice of Annual Meeting and Information Circular.

Your participation and views are very important to us. You are encouraged to vote, which can be done by following the instructions enclosed with these materials.

At the Meeting, in addition to dealing with the matters described in the Notice, I will review the affairs of the Company. Also, you will have an opportunity to ask questions and to meet the Company's Directors and management representatives.

All of our public documents, including the 2016 Annual Report and Quarterly Reports, are available on our website at www.westfraser.com. You are encouraged to access our website during the year for continuous disclosure items, including news releases and investor presentations.

I look forward to seeing you at the Meeting. Yours sincerely,

Ted Seraphim

President and Chief Executive Officer

NOTICE OF ANNUAL MEETING OF SHAREHOLDERS

The annual meeting (the "Meeting") of Shareholders of WEST FRASER TIMBER CO. LTD. (the "Company") will be held at 1250 Brownmiller Road, Quesnel, B.C. on April 19, 2017 at 11:30 a.m., local time, for the following purposes:

1. to receive the consolidated financial statements of the Company for its fiscal year ended December 31, 2016, together with the auditor's report on them;

2. to fix the number of directors at ten;

3. to elect the directors of the Company to hold office until the close of the next annual general meeting;

4. to appoint an auditor of the Company to serve until the close of the next annual general meeting and to authorize the directors to fix the auditor's remuneration;

5. to consider an advisory (non-binding) resolution on the Company's approach to executive compensation, as more particularly set out in the section of the Information Circular entitled "Advisory Resolution on the Company's Approach to Executive Compensation (Say on Pay)";

6. to consider any amendment to or variation of any matter identified in this Notice; and

7. to transact such other business as may properly come before the Meeting or any adjournment of it.

A copy of the Annual Report of the Company for the year ended December 31, 2016 accompanies this Notice. The Annual Report includes the consolidated financial statements and the auditor's report.

Shareholders registered at the close of business on March 2, 2017 will be entitled to receive this Notice and to vote at the Meeting.

INFORMATION ON NOTICE AND ACCESS (You have not been sent a physical copy of the Information Circular.)

General Information

The Company has prepared a notice of meeting, Information Circular and form of proxy relating to the Meeting, and the Information Circular contains details of the matters to be considered at the Meeting. This Notice of Meeting has been prepared and mailed to you under the notice and access rules that came into effect on February 11, 2013 pursuant to applicable Canadian securities laws. Notice and access enables issuers to reduce the volume of materials that must be physically mailed to shareholders by posting the Information Circular and related materials on the internet. Please call CST Trust Company toll-free at 1-800-387-0825 if you have any questions about notice and access.

How to Access the Information Circular and Obtain a Physical Copy

The Information Circular and related materials are available under the Company's profile at www.sedar.com and on the Company's website at www.westfraser.com. Shareholders are reminded to review these online materials in connection with the Meeting and before voting. Shareholders may obtain