Trading Policy

Overview

This policy deals with regard to the trading of Flight Centre Limited.

These regulations are in line with ASX Listing Rules, Corporations Act 2001 and the Principles of Good Corporate Governance and Best Practice Recommendations (March 2003).

Scope

This policy is to be applied globally to all directors, employees and contractors of Flight Centre Limited.

Policy

Prohibited Trading

Flight Centre Limited prohibits the dealing of Flight Centre Limited stock by all directors, employees and contractors outside of the allowed trading windows.

Insider Trading

Market sensitive information that is made aware to an employee is not to be acted upon to deal in Flight Centre Limited stock by the employee, related party or associate. This may be deemed insider trading.

Employees with company knowledge that is not generally available to the public must not trade or pass on that knowledge to any other persons, including friends and family.

Policy Adherence

All directors, employees and contractors working for Flight Centre Limited are obligated to notify the Chairman or Company Secretary of any breach or suspected breach of this policy.

Exceptions - Employee Share Plans

The acquisition of shares, through the employee share plans, is exempt from the terms of this policy. The policy terms will apply to any subsequent dealing of those shares acquired through the employee share plan.

Option Conversions

Options may be converted to shares at any time and be exempt from the terms of this policy for the sake of share issues. The policy terms will apply to any subsequent dealing of those shares acquired through the option plan.

Board Approval

The Board may under exceptional circumstances consider applications to exempt the application of this policy and will exercise unfettered discretion in its deliberation of the merits of each case. Board consent will generally be provided only in cases of clear hardship.

Application for exemption is to be in written form to the board and addressed to the Company Secretary. Consent to trade outside of the approved trading windows will limit the dealing of the stock to two Business Days from the day of consent.

Trading Windows

Trading windows will exist for 30 Business Days from the announcement of market sensitive releases made to the ASX. These windows will be notified to staff on the internal email bulletin boards.

Market sensitive releases include:

Annual General Meeting
Full Year, Half Year and Quarterly profit announcements
Material acquisitions

Should an individual gain access to new price sensitive, non-public information during a trading window period, such an individual would be prohibited from trading.

Breaches

Breaches of this policy and insider trading laws may subject the individual to:

Criminal prosecution resulting in fines and/or imprisonment;

Civil proceedings;
Summary dismissal

Breaches of this policy and/or the law are deemed by Flight Centre Limited as serious misconduct and disciplinary action and/or dismissal may result.

Further information

If you have any queries with regard to this policy, these should be made to the Company Secretary.