⁺Class of ⁺securities issued or to be issued

Three separate issuances:

A)  Ordinary shares/CUFS issued on exercise of stock options;

B)  Ordinary shares/CUFS issued on vesting of Restricted Stock Units (RSUs); and

C)  RSUs granted under the James Hardie Industries Long Term Incentive Plan 2006 (2006 Plan):

•  Returned on Capital Employed (ROCE) RSUs are contractual entitlements to be issued ordinary shares/CUFS upon satisfaction of certain conditions; and

•  Relative Total Shareholder Return (TSR) RSUs are contractual entitlements to be issued ordinary shares/CUFS upon satisfaction of certain conditions.

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

Total of 1,057,253 securities, broken down as follows:

A)  Options exercised: 20,500 ordinary shares/CUFS;

B)  RSUs vesting: 172,395 ordinary shares/CUFS; and

C)  RSUs granted on 16 September 2016 (US time): 864,358.

Principal terms of the ⁺securities (e.g. 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)

A)  Options exercised: Ordinary shares/CUFS issued on exercise of options, as follows:

•  20,500 at $8.40 with an expiry date of 21 November 2016;

B)  RSUs vesting: 172,395 ordinary shares/CUFS issued on vesting of RSUs; and

C)  RSUs granted: Two separate tranches granted, as follows:

•  407,539 ROCE RSUs, a proportion of which will vest on 16 September 2019 depending on JHIplc’s ROCE performance and negative discretion applied by the Remuneration Committee; and

•  456,819 Relative TSR RSUs, which will vest between 3 and 4.5 years from the date of grant depending on JHIplc’s TSR performance relative to its peer group.

Do the ⁺securities rank equally in all respects from the ⁺issue date 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

A)  Options exercised: Yes, ordinary shares issued on exercise of options rank equally with issued ordinary shares/CUFS;

B)  RSUs vesting: Yes, ordinary shares/CUFS issued on vesting of RSUs rank equally with issued ordinary shares/CUFS; and

C)  RSUs granted: Not applicable.

A)  Options exercised: Allotment of ordinary shares/CUFS on exercise of options:

       20,500 at $8.40;

B)  RSUs vesting: 172,395. No amount payable; and

C)  RSUs granted: 864,358. No cash consideration was paid.

Purpose of the issue

(If issued as consideration for the acquisition of assets, clearly identify those assets)

A)  Options exercised: Exercise of stock options issued pursuant to the James Hardie Industries 2001 Equity Incentive Plan (2001 Plan);

B)  RSUs vesting: 172,395 RSUs vesting pursuant to the 2006 Plan; and

C)  RSUs granted:

•  Grant of 407,539 ROCE RSUs, under the 2006 LTI Plan as part of the LTI received by senior executives for FY17; and

•  Grant of 456,819 Relative TSR RSUs, under the 2006 LTI Plan as part of the LTI received by senior executives for FY17.

Is the entity an ⁺eligible entity that has obtained security holder approval under rule 7.1A?

If Yes, complete sections 6b – 6h in relation to the ⁺securities the subject of this Appendix 3B, and comply with section 6i

The date the security holder resolution under rule 7.1A was passed

Number of ⁺securities issued without security holder approval under rule 7.1

A) Options exercised: 20,500

Number of ⁺securities issued with security holder approval under rule 7.1A

Number of ⁺securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting)

Number of ⁺securities issued under an exception in rule 7.2

B) RSUs vesting: 172,395; and

C) RSUs granted: 864,358.

If ⁺securities issued under rule 7.1A, was issue price at least 75% of 15 day VWAP as calculated under rule 7.1A.3? Include the ⁺issue date and both values. Include the source of the VWAP calculation.

If ⁺securities were issued under rule 7.1A for non-cash consideration, state date on which valuation of consideration was released to ASX Market Announcements

Calculate the entity’s remaining issue capacity under rule 7.1 and rule 7.1A – complete Annexure 1 and release to ASX Market Announcements

⁺Issue dates

Note: The issue date may be prescribed by ASX (refer to the definition of issue date in rule 19.12). For example, the issue date for a pro rata entitlement issue must comply with the applicable timetable in Appendix 7A.

Cross reference: item 33 of Appendix 3B.

19 September 2016

Number and ⁺class of all ⁺securities quoted on ASX (including the ⁺securities in section 2 if applicable)

446,232,616

Number and ⁺class of all ⁺securities not quoted on ASX (including the ⁺securities in section 2 if applicable)

      55,092

    573,084

 3,215,336

217,180 2006 Plan
RSUs have been
cancelled.

No 2001 Plan RSUs

have been cancelled.

No 2001 Plan stock

options have been

cancelled.

2001 Plan Options

2001 Plan RSUs

2006 Plan RSUs

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

Ordinary shares/CUFS issued on vesting of RSUs rank for dividends equally with issued ordinary shares/CUFS.

Is security holder approval required?

Not applicable

Is the issue renounceable or non-renounceable?

Not applicable

Ratio in which the ⁺securities will be offered

Not applicable

⁺Class of ⁺securities to which the offer relates

Not applicable

⁺Record date to determine entitlements

Not applicable

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

Not applicable

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 offer 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

 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 offer documents 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

32

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

Not applicable

33

⁺Issue date

Not applicable

Type of ⁺securities

(tick one)

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

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

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

A copy of any trust deed for the additional ⁺securities

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 ⁺issue date 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

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)

Number and ⁺class of all ⁺securities quoted on ASX (including the ⁺securities in clause 38)

Not applicable

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

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.

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.

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.

We give ASX the information and documents required by this form. If any information or document is not available now, we 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.

Rule 7.1 – Issues exceeding 15% of capital

Step 1: Calculate “A”, the base figure from which the placement capacity is calculated

Insert number of fully paid ⁺ordinary securities on issue 12 months before the ⁺issue date or date of agreement to issue

•      Number of fully paid ⁺ordinary securities issued in that 12 month period under an exception in rule 7.2

•      Number of fully paid ⁺ordinary securities issued in that 12 month period with shareholder approval

•      Number of partly paid ⁺ordinary securities that became fully paid in that 12 month period

Note:

•     Include only ordinary securities here – other classes of equity securities cannot be added

•     Include here (if applicable) the securities the subject of the Appendix 3B to which this form is annexed

•     It may be useful to set out issues of securities on different dates as separate line items

Subtract the number of fully paid ⁺ordinary securities cancelled during that 12 month period

“A”

446,232,616

Step 2: Calculate 15% of “A”

0.15

[Note: this value cannot be changed]

Multiply “A” by 0.15

66,934,892

Step 3: Calculate “C”, the amount of placement capacity under rule 7.1 that has already been used

Insert number of ⁺equity securities issued or agreed to be issued in that 12 month period not counting those issued:

•    Under an exception in rule 7.2

•    Under rule 7.1A

•    With security holder approval under rule 7.1 or rule 7.4

Note:

•    This applies to equity securities, unless specifically excluded – not just ordinary securities

•    Include here (if applicable) the securities the subject of the Appendix 3B to which this form is annexed

•    It may be useful to set out issues of securities on different dates as separate line items

“C”

327,354

Step 4: Subtract “C” from [“A” x “B”] to calculate remaining placement capacity under rule 7.1

“A” x 0.15

Note: number must be same as shown in Step 2

Subtract “C”

Note: number must be same as shown in Step 3

66,607,538

[Note: this is the remaining placement capacity under rule 7.1]

Rule 7.1A – Additional placement capacity for eligible entities

Step 1: Calculate “A”, the base figure from which the placement capacity is calculated

“A”

Note: number must be same as shown in Step 1 of Part 1

Step 2: Calculate 10% of “A”

0.10

Note: this value cannot be changed

Multiply “A” by 0.10

Not applicable

Step 3: Calculate “E”, the amount of placement capacity under rule 7.1A that has already been used

Insert number of ⁺equity securities issued or agreed to be issued in that 12 month period under rule 7.1A

Notes:

•     This applies to equity securities – not just ordinary securities

•     Include here – if applicable – the securities the subject of the Appendix 3B to which this form is annexed

•     Do not include equity securities issued under rule 7.1 (they must be dealt with in Part 1), or for which specific security holder approval has been obtained

•     It may be useful to set out issues of securities on different dates as separate line items

“E”

Not applicable

Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A

“A” x 0.10

Note: number must be same as shown in Step 2

Subtract “E”

Note: number must be same as shown in Step 3

Not applicable

Note: this is the remaining placement capacity under rule 7.1A