Range Resources : Updated Securities Trading Policy

Range Resources Limited

('Range' or 'the Company')

12 August 2015

Updated Securities Trading Policy

Range advises that following a review of its governance policies and procedures, the Securities Trading

Policy has been updated. A copy of the policy has been uploaded to the Company's website:

http://www.rangeresources.co.uk/_content/uploads/trading_policy_aug15_final.pdf.

In accordance with ASX Listing Rule 12.10, a copy of the Securities Trading Policy is attached to this release.

Range Resources Limited

Evgenia Bezruchko (Investor Relations)

e. admin@rangeresources.co.uk

t. +44 (0)20 7520 9486

Cantor Fitzgerald Europe (Nominated Advisor and Broker)

David Porter / Sarah Wharry (Corporate Finance) Richard Redmayne (Corporate Broking)

t. +44 (0)20 7894 700

Range Resources Limited

These guidelines set out the policy on the sale and purchase of securities in the
Company. This policy applies to:

 all Directors of the Company;

 all employees of the Range Group, whether full or part time or casual;

 all persons working for the Range Group under a contract or a consultancy agreement, as opposed to an employment contract.

("Range Personnel").
Within this policy, "Key Management Personnel" are those persons having authority and responsibility for planning, directing and controlling the activities of the entity, directly or indirectly, including any Director (whether executive or otherwise) of that entity.
The Company has determined that its Key Management Personnel are its Directors, those employees directly reporting to the Managing Director and those employees based in the Company Head Office. Other employees may additionally be designated as Key Management Personnel (either on temporary or permanent basis) upon written notice from the Company Secretary.
Range Personnel are encouraged to be long-term holders of the Company's securities. However, it is important that care is taken in the timing of any purchase or sale of such securities.
The purpose of these guidelines is to assist Range Personnel to avoid conduct known as 'insider trading'. In some respects, the Company's policy extends beyond the strict requirements of the Corporations Act 2001 (Cth) and the Financial Services and Markets Act 2000.

This policy applies to both the sale and purchase of any securities of the Company and its subsidiaries on issue from time to time. This includes:
(a) Company shares;
(b) Any other securities which may be issued by the Company, such as options;
and

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(c) Derivatives (such as exchange-traded options and warrants) and other financial products issued by third parties in relation to Company shares, debentures and options.

Insider trading is a criminal offence. It may also result in civil liability. In broad terms, a person will be guilty of insider trading if:
(a) that person possesses information which is not generally available to the market and, if it were generally available to the market, would be likely to have a material effect on the price or value of the Company's securities (ie information that is 'price sensitive'); and
(a) that person:
(i) buys or sells securities in the Company; or
(ii) procures someone else to buy or sell securities in the Company; or
(iii) passes on that information to a third party where that person knows, or ought reasonably to know, that the third party would be likely to buy or sell the securities or procure someone else to buy or sell the securities of the Company.

To illustrate the prohibition described above, the following are possible examples of price sensitive information which, if made available to the market, may be likely to materially affect the price of the Company's securities (this is not an exhaustive list):
(a) the Company considering a major acquisition;
(b) the threat of major litigation against the Company;
(c) the Company's revenue and profit or loss results materially exceeding (or falling short of) the market's expectations;
(d) a material change in debt, liquidity or cash flow;
(e) a significant new development proposal (e.g. new product or technology); (f) the grant or loss or a major contract;
(g) a management or business restructuring proposal;
(h) a share issue proposal;

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(i) an agreement or option to acquire an interest in an oil and gas exploration or production licence, or to enter into a joint venture or farm-in or farm-out arrangement in relation to an oil and gas exploration or production licence; and
(j) significant discoveries, exploration results, or changes in reserve/resource estimates from mining tenements in which the Company has an interest.

The insider trading prohibition extends to dealings by individuals through nominees, agents or other associates, such as family members, family trusts and family companies (referred to as "Associates" in these guidelines).

It does not matter how or where the person obtains the information - it does not have to be obtained from the Company to constitute inside information.

The prohibition does not apply to acquisitions of shares or options by employees made under employee share or option schemes, nor does it apply to the acquisition of shares as a result of the exercise of options under an employee option scheme. However, the prohibition does apply to the sale of shares acquired under an employee share scheme and also to the sale of shares acquired following the exercise of an option granted under an employee option scheme.

Range Personnel must not deal in, or procure others to deal in securities of the Company at any time if he or she is in possession of price sensitive information which is not generally available to the market.

In addition, Key Management Personnel must not, except in exceptional circumstances deal in securities of the Company during the following periods:

(a) Two months prior to, and 48 hours after the release of the Company's
Annual Financial Report;
(b) Two months prior to, and 48 hours after the release of the Consolidated
Interim Financial Report of the Company; and
(c) One month prior to, and 48 hours after the release of the Company's
quarterly reports,
(together the Closed Periods).

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The Company may at its discretion vary this rule in relation to a particular Closed Periods by general announcement to all Key Management Personnel either before or during the Closed Periods. However, if a Key Management Personnel is in possession of price sensitive information which is not generally available to the market, then he or she must not deal in the Company's securities at any time.

Range Personnel should never engage in short-term or speculative trading of the Company's securities except for the exercise of options where the shares will be sold shortly thereafter.

Buying and selling securities of other companies with which the Company may be dealing is prohibited where an individual possesses information which is not generally available to the market and is 'price sensitive'. For example, where an individual is aware that the Company is about to sign a major agreement with another company, they should not buy securities in either the Company or the other company.

(a) Range Personnel may at any time:
(i) acquire ordinary shares in the Company by conversion of securities giving a right of conversion to ordinary shares;
(ii) acquire Company securities under a bonus issue made to all holders of securities of the same class;
(iii) acquire Company securities under a dividend reinvestment, or top- up plan that is available to all holders or securities of the same class;
(iv) acquire, or agree to acquire or exercise options under an employee incentive scheme (as that term is defined in the ASX Listing Rules);
(v) withdraw ordinary shares in the Company held on behalf of the Range Personnel in an employee incentive scheme (as that term is defined in the ASX Listing Rules) where the withdrawal is permitted by the rules of that scheme;
(vi) acquire ordinary shares in the Company as a result of the exercise of options held under an employee option scheme;
(vii) transfer securities of the Company already held into a superannuation fund or other saving scheme in which the restricted person is a beneficiary;
(viii) make an investment in, or trade in units of, a fund or other scheme
(other than a scheme only investing in the securities of the

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Company) where the assets of the fund or other scheme are invested at the discretion of a third party;
(ix) where a restricted person is a trustee, trade in the securities of the Company by that trust, provided the restricted person is not a beneficiary of the trust and any decision to trade during a prohibited period is taken by the other trustees or by the investment managers independently of the restricted person;
(x) undertake to accept, or accept, a takeover offer;
(xi) trade under an offer or invitation made to all or most of the security holders, such as a rights issue, a security purchase plan, a dividend or distribution reinvestment plan and an equal access buy-back, where the plan that determines the timing and structure of the offer has been approved by the Board. This includes decisions relating to whether or not to take up the entitlements and the sale of entitlements required to provide for the take up of the balance of entitlements under a renounceable pro rata issue;
(xii) dispose of securities of the Company resulting from a secured lender exercising their rights, for example, under a margin lending arrangement;
(xiii) exercise (but not sell securities following exercise) an option or a right under an employee incentive scheme, or convert a convertible security, where the final date for the exercise of the option or right, or the conversion of the security, falls during a prohibited period or the Company has had a number of consecutive prohibited periods and the restricted person could not reasonably have been expected to exercise it at a time when free to do so; or
(xiv) trade under a non-discretionary trading plan for which prior written clearance has been provided in accordance with procedures set out in this Policy.
(b) In respect of any share or option plans adopted by the Company, it should be noted that it is not permissible to provide the exercise price of options by selling the shares acquired on the exercise of these options unless the sale of those shares occurs outside the periods specified in paragraph 4.1.
Were this is to occur at a time when the person possessed inside information, then the sale of Company securities would be a breach of insider trading laws, even though the person's decision to sell was not influenced by the inside information that the person possessed and the person may not have made a profit on the sale. Where Company securities are provided to a lender as security by way of mortgage or charge, a sale that occurs under that mortgage or charge as a consequence of default would not breach insider trading laws.

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The Company Secretary will endeavour to notify all Key Management Personnel of the times when they are not permitted to buy or sell the Company's securities as set out in paragraph 4.1.

Range Personnel do not require prior approval to deal in the Company's securities
provided he or she complies with all the terms of this policy.

Any Key Management Personnel who (or through his or her Associates) buys, sells, or exercises rights in relation to Company securities must notify the Company Secretary in writing of the details of the transaction the day of the transaction occurring using the notification form attached at Appendix A.
Under AIM Rules director dealings require AIM notification without delay (Rule 17). This notification obligation operates at all times but does not apply to acquisitions of shares or options by employees made under employee share or option schemes, nor does it apply to the acquisition of shares as a result of the exercise of options under an employee option scheme.
Any Key Management Personnel who are uncertain about their ability to trade should discuss the proposed trade with either the Chairman, the Board, the Managing Director or the Company Secretary prior to trading.

Key Management Personnel need to be mindful of the market perception associated with any sale of Company securities and possibly the ability of the market to absorb the volume of shares being sold. With this in mind, the management of the sale of any significant volume of Company securities (ie a volume that would represent a volume in excess of 10% of the total securities held by the seller prior to the sale, or a volume to be sold that would be in excess of 10% of the average daily traded volume of the shares of the Company on the ASX or AIM for the preceding 20 trading days) by a Key Management Personnel needs to be discussed with the Board, the Company's broker and the Company's legal advisers prior to the execution of any sale. These discussions need to be documented in the form of a file note, to be retained by the Company Secretary.

Key Management Personnel who are not in possession of inside information in relation to the Company, may be given prior written clearance by the Board (having discussed the request with the Company's nominated adviser) to sell or otherwise

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dispose of Company securities in a Closed Period where the person is in severe financial hardship or where there are exceptional circumstances as set out in this policy.
Under the AIM Rules, Key Management Personnel under severe personal hardship and exceptional circumstances must seek prior clearance by AIM for any dealings during a closed period.

The determination of whether a Key Management Personnel is in severe financial hardship will be made by the Managing Director (or in the case of the Managing Director by all other members of the Board).
A financial hardship or exceptional circumstances determination can only be made by examining all of the facts and if necessary obtaining independent verification of the facts from banks, accountants or other like institutions.

Key Management Personnel may be in severe financial hardship if they have a pressing financial commitment that cannot be satisfied other than by selling the securities of the Company.
In the interests of an expedient and informed determination by the Managing Director (or all other members of the Board as the context requires), any application for an exemption allowing the sale of Company securities in a Closed Period based on financial hardship must be made in writing stating all of the facts and be accompanied by copies of relevant supporting documentation, including contact details of the person's accountant, bank and other such independent institutions (where applicable).
Any exemption, if issued, will be in writing and shall contain a specified time period during which the sale of securities can be made.

Exceptional circumstances may apply to the disposal of Company securities by a Key Management Personnel if the person is required by a court order, a court enforceable undertaking for example in a bona fide family settlement, to transfer or sell securities of the Company, or there is some other overriding legal or regulatory requirement to do so.
Any application for an exemption allowing the sale of Company securities in a Closed Period based on exceptional circumstances must be made in writing and be accompanied by relevant court and/or supporting legal documentation (where applicable).
Any exemption, if issued, will be in writing and shall contain a specified time period during which the sale of securities can be made.

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The ASX Listing Rules require the Company to notify the ASX within 5 business days after any dealing in securities of the Company (either personally or through an Associate) which results in a change in the relevant interests of a Director in the securities of the Company. The AIM rules require the Company to notify any such change without delay.
The Company has made arrangements with each Director to ensure that the Director promptly discloses to the Company Secretary all the information required by the ASX and AIM.

Compliance with these guidelines for trading in the Company's securities does not absolve that individual from complying with the law, which must be the overriding consideration when trading in the Company's securities.
Any known or suspected instances of non-compliance with this policy must be reported to the Company Secretary for investigation and, if appropriate, appropriate disciplinary action.
All Range Personnel should be aware that in addition to any civil or criminal legal penalties, a breach of this policy may result in summary dismissal.

A copy of this policy will be made available on the Company's website (www.rangeresources.co.uk) and lodged with the ASX in accordance with the ASX Listing Rules.
Any material amendments to the Policy will be announced to the ASX.

The Board of the Company will review this policy annually to ensure that it continues to comply with all applicable laws and appropriate corporate governance practices.

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Range Resources Limited

I, ,in fulfilment of my obligations under the Range Resources Limited Group

Trading Policy hereby give notice of the following dealing in Range Resources Limited securities:

I confirm that this dealing was in full compliance with the terms of the Range Resources Limited Group

Trading Policy

Signed: ………………………………………… Dated: ………………………………..

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