CAR GROUP LIMITED — Capital/Financing Update 2012

Apr 3, 2012

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement, application for quotation of additional securities and agreement

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX's property and may be made public.

Introduced 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003, 24/10/2005.

Name of entity

Carsales.com Ltd

ABN

91 074 444 018

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

$\mathbf{1}$ ⁺Class of ⁺securities issued or to be issued

Ordinary Shares

• $\overline{\mathbf{z}}$ Number of ⁺securities issued or to be issued (if known) or maximum number which may be issued
• Principal terms of the ⁺securities $\overline{\mathbf{3}}$ (eg, 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)

10,000 ordinary shares

Fully paid Ordinary Shares

• See chapter 19 for defined terms.

$\overline{4}$	Do the + securities rank equally in all respects from the date of allotment with an existing + class of quoted *securities?	Yes
	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 interest OF payment
5	Issue price or consideration	10,000 options at \$2.00. Total consideration - \$20,000
6	Purpose of the issue (If issued as consideration for the clearly acquisition of assets, identify those assets)	Company's option plan	Exercise of options issued under the
7	Dates of entering 'securities into uncertificated holdings or despatch of certificates		10,000 options at \$2.00 - 30 th March 2012
		Number	+ Class
8	+ class of all Number and quoted ASX *securities on (including the securities in clause 2 if applicable)	233,684,223	Ordinary
		Number	+ Class

$\bar{\gamma}$

$\overline{\phantom{a}}$

$\begin{array}{c} 1 \ 1 \ 1 \end{array}$ ÷.

Ť $\frac{1}{2}$

$\frac{1}{2}$

$\hat{\boldsymbol{\gamma}}$

$\hat{\mathcal{A}}$

⁺ See chapter 19 for defined terms.

ŧ

	Number and + class of all + securities not quoted on ASX ( including the securities in clause 2 if applicable)	4,078,250	Options adjusted in respect of 10,000 options converted to ordinary shares, under the carsales.com Ltd Option plan.
10	Dividend policy (in the case of a	The shares will rank	with
	trust, distribution policy) on the	current shares on issue	equally

Part 2 - Bonus issue or pro rata issue

Is security holder approval $N/A$ $\mathbf{u}$ required?

increased capital (interests)

Is the issue renounceable or non- $\vert$ $N/A$ $12$ renounceable?

• Ratio in which the 'securities | 13 will be offered
• $\pm$ Class of $\pm$ securities to which the $\pm$ $14$ offer relates
• +Record date determine to 15 entitlements
• different | $N/A$ Will holdings 16 on registers (or subregisters) be aggregated calculating for entitlements?
• Policy for deciding entitlements 17 in relation to fractions
• Names of countries in which the $|$ 18 entity has *security holders who will not be sent new issue documents

Note: Security holders must be told how their entitlements are to be dealt with. Cross reference: rule 7.7.

Closing date for receipt of 19 acceptances or renunciations

$N/A$

$N/A$

$N/A$

$N/A$

$N/A$

$N/A$

⁺ See chapter 19 for defined terms.

Appendix 3B
New issue announcement

20	Names of any underwriters	N/A
21	Amount of any underwriting fee or commission	N/A
22	Names of any brokers to the issue	N/A
23	Fee or commission payable to the broker to the issue	N/A
24	Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of *security holders	N/A
25	If the issue is contingent on *security holders' approval, the date of the meeting	N/A
26	Date entitlement and acceptance form and prospectus or Product Disclosure Statement will be sent to persons entitled	N/A
27	If the entity has issued options, and the terms entitle option holders participate to on exercise, the date on which notices will be sent to option holders	N/A
-28	Date rights trading will begin $(if )$ applicable)	N/A

$\bar{\ell}$

$\hat{\mathcal{A}}$

$\hat{\mathcal{L}}$

$\hat{\mathcal{E}}$

$\hat{\mathcal{L}}$

$\hat{\mathcal{L}}$

$+$ See chapter 19 for defined terms.

• Date rights trading will end (if $N/A$ 29 applicable)
• How do ⁺security holders sell 30 their entitlements in full through a broker?
• How do ⁺security holders sell $31$ part of their entitlements through a broker and accept for the balance?
• How do ⁺security holders dispose [ $N/A$ $32$ of their entitlements (except by sale through a broker)?

N/A
		٠
N/A

⁺Despatch date 33

N/A

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

• Type of securities $34$ (tick one)
• $(a)$ Securities described in Part 1
• $(b)$ 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

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

35

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

⁺ See chapter 19 for defined terms.

36	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
-37	A copy of any trust deed for the additional *securities

Entities that have ticked box 34(b)

38	Number of securities for which + quotation is sought	N/A
39	Class of + securities for which quotation is sought	N/A
40	Do the + securities rank equally in all respects from the date of allotment 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 fоr the participate 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 interest OF	N/A
	payment
41	Reason for request for quotation now	N/A
	Example: In the case of restricted securities, end of restriction period
	(if issued upon conversion of another security, clearly identify that other security)

$\frac{1}{2}$

à. $\frac{1}{2}$

⁺ See chapter 19 for defined terms.

Appendix 3B
New issue announcement

Sign here:	. . . any secretary	$\cdot$ Date: !

CAMERON MCINTYRE Print name:

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