The exact wording on the vote.

SCHEDULE B

ARRANGEMENT RESOLUTION

1. The arrangement (as may be amended, supplemented or varied, the “Arrangement”) under Section 195 of

the Business Corporations Act (Yukon) (the “YBCA”) involving InterOil Corporation (the “Company”),

its securityholders, and Oil Search Limited (“Parent”), all as more particularly described and set forth in

the plan of arrangement (as may be amended, supplemented or varied, the “Plan of Arrangement”)

attached as Schedule C to the Management Information Circular of the Company dated June 24, 2016 (the

“Circular”), is hereby authorized and approved.

2. The Amended and Restated Arrangement Agreement dated effective as of May 20, 2016 among Parent

and the Company (as may be amended, supplemented or varied from time to time, the “Arrangement

Agreement”), which includes the Plan of Arrangement, the full text of which is set out in Schedule A to

the Arrangement Agreement, the actions of the directors of the Company in approving the Arrangement,

the Arrangement Agreement and the Plan of Arrangement and the actions of the directors and officers of

the Company in executing and delivering the Arrangement Agreement and the Plan of Arrangement and

causing the performance by the Company of its obligations thereunder are hereby confirmed, ratified,

authorized and approved.

3. The Company is hereby authorized to apply for a final order from the Supreme Court of Yukon (the

“Court”) to approve the Arrangement in accordance with and subject to the terms and conditions set forth

in the Arrangement Agreement and the Plan of Arrangement.

4. Notwithstanding that this resolution has been passed (and the Arrangement authorized, approved and

agreed) by the securityholders of the Company or that the Arrangement has been approved by the Court in

accordance with the YBCA, the directors of the Company are hereby authorized and empowered without

further approval of the securityholders of the Company (i) to amend, modify, supplement or vary the

Arrangement Agreement or the Plan of Arrangement to the extent permitted by the Arrangement

Agreement and the Plan of Arrangement, and (ii) subject to the terms and conditions of the Arrangement

Agreement, not to proceed with the Arrangement.

5. Any one director or officer of the Company is hereby, authorized, empowered and directed, for and on

behalf of the Company, to execute or cause to be executed, and to deliver or cause to be delivered all such

documents, and to do or cause to be done all such acts and things as in such person’s determination may

be necessary or desirable to give effect to the Arrangement in accordance with the Arrangement

Agreement and the Plan of Arrangement (including the execution and delivery of articles of arrangement),

such determination to be conclusively evidenced by the execution and delivery of such documents or the

doing of such acts or things.