CAR GROUP LIMITED — Major Shareholding Notification 2011

Mar 13, 2011

$14 - 03 - 11$ ; $17:28$ $\overline{\phantom{a}}$

;617 3020 3701 $#$ $\frac{1}{2}$ $\overline{\phantom{a}}$

Facsimile Transmission

Hyperion Asset Management Limited

Level 22 307 Queen Street

To: Company: Fax No:	Company Announcements Office ASX 1300 135 638	Brisbane Qld 4000 GPO Box1205 Brisbane Qld 4001 Telephone 07 3020 3737 Facsimile 07 3020 3701
From: Date:	I W Harrison 14 March 2011	www.hyperionam.com.au clientservices@hyperionam.com.au
Subject: Pages (incl. Cover):	Notice of change of interests of substantial holder

Please find following a Form 604 Notice of change of interests of substantial holder for holdings in Carsales. Com Limited by Hyperion Asset Management Limited.

$9$ w $b$

Mr I W Harrison Company Secretary

HyperIon Asset Management Limited ABN 80 080 135 897
The information contained in this transmission is confidential and may contain legally privileged information intended for the named recipient only. If you are not the i

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Form 604

Corporations Act 2001

Section 671B

Notice of change of interests of substantial holder

To_Company Name/Scheme	Carsales.Com Limited (CRZ)
ACN/ARSN	074 444 018 ACN.
1. Details of substantial holder (1)
Name	Hyperion Asset Management Limited (Hyperion)
ACN/ARSN (if applicable)	080 135 897 ACN
There was a change in the interests of the substantial holder on	11/03/2011
The previous notice was given to the company on	08/03/2011
The previous notice was dated	08/03/2011

2. Previous and present voting power

The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in when last required, and when now required, to give a substantial holding notice to the company or scheme, are as follows:

Class of securities (4)	Previous notice		Present notice
	Person's votes	Voting power (5)	Person's votes	Voting power (5)
Ordinary Fully Piad	17,064,312	7.29%	23,704,524	10.13%

3. Changes in relevant interests

Particulars of each change in, or change in the nature of, a relevant interest of the substantial holder or an associate in voting securities of
the company or scheme, since the substantial holder was last required to give as follows:

Date of change	Person whose relevant interest changed	Nature of change (6)	Consideration given in relation to change (7)	Class and number of securities affected	Person's votes affected
Refer Annexure А

4. Present relevant interests

Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:

Holder of relevant interest	Registered holder of securities	Person entitled to be registered as holder (8)	Nature of relevant interest (6)	Class and number of securities	Person's votes
Refer Annexure в

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5. Changes in association

The persons who have become associates (2) of, ceased to be associates of, or have changed the nature of their association (9) with, the substantial holder in relation to voting interests in the company or scheme are as follows:

Name and ACN/ARSN (if applicable) Nature of association ---------------------------------------	-------------
_	----------------

6. Addresses

The addresses of persons named in this form are as follows:

Name	Address
Hyperion Asset Management Limited	Level 22, 307 Queen St Brisbane Qld 4000

Signature

print name	I W Harrison	capacity	Company Secretary
	sign here $9p - 1$ $\sqrt{2p - 1}$	date	14/03/2011

DIRECTIONS

• If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the $(1)$ manager and trustee of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 6 of the form.
• $(2)$ See the definition of "associate" in section 9 of the Corporations Act 2001.
• See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001. $(3)$
• The voting shares of a company constitute one class unless divided into separate classes. $(4)$
• The person's votes divided by the total votes in the body corporate or scheme multiplied by 100. $(5)$
• Include details of: $(6)$
• any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) $(a)$ applies, a copy of any document setting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and
• any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or $(b)$ disposal of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).

See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.

• Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired $(7)$ has, or may, become entitled to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included of any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.
• If the substantial holder is unable to determine the identity of the person (eg. if the relevant interest arises because of an option) write $(8)$ "unknown".
• Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice. $(9)$

Annexure A - Purchases and Sales

HYPERICON CRZ

Security Code:

			This is Annexure "A" of 1 page as mentioned in form 604 Notice of change of interests of		ing play	Signed by
3,000.00	14,808.71	SUY	Hyperion Asset Mgt - Aus Clients	INA_AUST	$11$ -Mar-11	03-Mar-11
768.00	3,950.84	SUY	Individually Managed Accounts IAS	IMA IAS	11-Mar-11	03-Mar-11
$-2,500.00$	12,860.80	SELL	Individually Managed Accounts Wilson	IMA PAS	11-Mar-11	03-Mar-11
4,216,624.00	20,745,790.08	Transfer In	United Super Pty Ltd	UNITEDSUPER	11-Mar-11	03-Mar-11
13,890.00	71,454.62	ANB	Vision Australia Foundation ATO Vision Australia Trust	VISIONTRUST	11-Mar-11	03-Mar-11
43,435.00	214,405.41	NUR	The University of Queensland	g	11-Mar-11	03-Mar-11
953.00	4,704.24	NG	Murdoch Investments Pty Ltd ATF The Scope Investment Trust	MURDSIHAML	11-Mar-11	03-Mar-11
60,220.00	297,260.14	Χq	Military Superannuation	MILITARYSUPER	11-Mar-11	03-Mar-11
26,286.00	129,753.90	XUB	Meat Industry Employees' Superannuation Fund Pty Ltd	MEATINDUSTRY	$11 - Max - 11$	03-Mar-11
40,063.00	197,760.42	Χņ	Maritime Super Pty Ltd	MARITIMESUPER	$11 - 1$ Mar-11	03-Mar-11
130,904.00	650,272.30	NR	Local Super Pty Ltd	LOCALSUPER	$1 - Max - 11$	03-Mar-11
8,013.00	39,554.06	SUY	KARU Pty Ltd ATF Murdoch Family Trust No 1	KARUHAMLAE	$1 - Max - 11$	03-Mar-11
503,023.00	2,499,766.06	ЯJУ	Optimix Wholesale Australian Share Trust	INGOPTIMIX	$11 - Max - 11$	03-Mar-11
54,790.00	270,456.37	ЯÚЯ	Insurance Commission Western Australia	ICWA	$11 - Max - 11$	03-Mar-11
108,214.00	543,941.49	BUY	Hyperion Australian Growth Companies Fund	HYPGROWTH	$11$ -Mar-11	03-Mar-11
838.00	4,136.57	BUY	Hyperion Flagship Investments Limited	HIPHAMLAE	11-Mar-11	03-Mar-11
500,383.00	2,487,348.25	BUY	Health Super Pty Ltd	HEALTHSUPER	11-Mar-11	03-Mar-11
1,652.00	8,154.66	BUY	Fawkner Crematorium & Memorial Park	FAWKNHAML200	$11 - $ Mar-11	03-Mar-11
121,959.00	602,018.40	БJY	Electricity Supply Industry Superannuation (QLD) Limited	ESISUPER	$11$ -Mar-11	03-Mar-11
33,207.00	163,917.59	BUY	CoINVEST Limited	COINVEST	$11$ -Mar-11	03-Mar-11
53,431.00	266,049.44	ЯUУ	Coal Mining (Long Service Leave) Funding Corporation	COALMINING	11-Mar-11	03-Mar-11
218,730.00	1,089,358.01	BUY	CBA Officers Superannuation Fund Pty Ltd	CBASUPER	11-Mar-11	03-Mar-11
502,329.00	2,504,709.47	ăg	Auscoal Superannuation Pty Ltd	AUSCOAL	11-Mar-11	03-Mar-11
Number of t Securites	Consideration	Nature of Change	Person Whose Relevant Interest Changed	Account Code	To U Date	From [Date

$650R57766$ $2041917$ Capacity:

This is Annexure "A" of 1 page as mentioned in form 604 Notice of change of interests of
substantial holder

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nnexure Ξ	. ⊰sAt

	lolder of Relevant Registered Holder of Security	Person entitled to be Registered as Holder	Nature of Relevant Interest	Class and Number of Securities	Personal Votes
lyperion	on ph Jrd Contextuur account of State Constant Austroad Suppertainment of State Constant > Ph Jrd Seedminner account --------	ilon Pty Ltd Auscoal Superannual	Investment Manager or in its own holdings for the persons or trusts listed beside its name, has the power to control voting Hyperion Asset Management Limited, in its capacity as and /or the dispoal of securities	2,347,468.00 Ordinary Fully Paid	2,347,468.00
typerion	Officers Superannuation Fund Pty Ltd A/C Citicorp Nominees Pty Limited < CBA ٨	CBA Officers Superannuation Fund Ply Ltd	Investment Manager or in its own holdings for the persons or trusts listed beside its name, has the power to control voting Hyperion Asset Management Limited, in its capacity as and /or the dispoal of securities	1,760,237.00 Ordinary Fully Paid	1,760,237.00
typerton	JP Morgan Chase Nominees Ply Ltd < Coal Mining (Long Service Leave) Funding Corporation A/C >	Coal Mining (Long Service Leave) Funding Corporation	Investment Manager or in its own holdings for the persons or trusts listed beside its name, has the power to control voting Hyperion Asset Management Limited, in its capacity as and /or the dispoal of securities	419,470.00 Ordinary Fully Paid	419.470.00
typerion	JP Morgan Chase Nominees Pty Ltd < ColNVEST Limited A/C >	CoINVEST Limited	Investment Manager or in its own holdings for the persons or trusts listed beside its name, has the power to control voting Hyperion Asset Management Limited, in its capacity as and for the dispoal of securities	293 419.00 Ordinary Fully Paid	293,419.00
typerion	National Nominees Ltd < Electricity Supply Industry Super A/C >	ustry Superannuation (QLD) Electricity Supply Ind Limited	Investment Manager or in its own holdings for the persons or trusts listed beside its name, has the power to control voting Hyperion Asset Management Limited, in its capacity as and for the dispoal of securities	731,014.00 Ordinary Fully Paid	731,014.00
typerion	Citicorp Nominees Ply Limited < FAWKNER A/C >	Fawkner Crematorium & Memorial Park	Investment Manager or in its own holdings for the persons or trusts listed beside its name, has the power to control voting Hyperion Asset Management Limited, in its capacity as and for the dispoal of securities	73,936.00 Ordinary Fully Paid	73,936.00
typerion	JP Morgan Chase Nominees Pty Ltd < Health Super Pty Ltd A/C >	Health Super Pty Ltd	Investment Manager or in its own holdings for the persons or trusts listed beside its name, has the power to control voting Hyperion Asset Management Limited, in its capacity as and for the dispoal of securities	3,160,659.00 Ordinary Fully Paid	3,160,659.00
typerion	Citicorp Naminees Ply Limited < Hyperion Hyperion Flagship Inv Flagship Investments Limited A/C >	restments Limited	Investment Manager or in its own holdings for the persons or trusts listed beside its name, has the power to control voting Hyperion Asset Management Limited, in its capacity as and for the dispoal of securities	303,838.00 Ordinary Fully Paid	303,838.00
lyperion		Citicorp Nominees Ply Limited < Hyperion Hyperion Austratian Growth Companies Fund Australian Growth Companies Fund A/C >	Investment Manager or in its own holdings for the persons or trusts listed beside its name, has the power to control voting Hyperion Asset Management Limited, in its capacity as and /or the dispoal of securities	976,457.00 Ordinary Fully Paid	976, 457.00
lyperion		Cticorp Nominess Ply Limited < Hyperion Hyperion Small Growth Companies Fund Small Growth Companies Fund A/C >	Investment Manager or in its own holdings for the persons or trusts listed beside its name, has the power to control voting Hyperion Asset Management Limited, in its capacity as and for the dispoal of securities	242,088.00 Ordinary Fully Paid	242,088.00
typerion	BNP Paribas Australia Ltd < Insurance Commission of Western Australia A/C >	Insurance Commission Western Australia	Investment Manager or in its own holdings for the persons or trusts listed beside its name, has the power to control voting and /or the dispoal of securities Hyperion Asset Management Limited, in its capacity as	1,102,585.00 Ordinary Fully Paid	1,102,585.00

Hyperion	Λ BNP Paribas Australia Ltd < Optimix Wholesale Australian Share Trust A/C	Optimix Wholesale Australian Share Trust	Investment Manager or in its own holdings for the persons or trusts listed beside its name, has the power to control voting Hyperion Asset Management Limited, in its capacity as and for the dispoal of securities	3,048,987.00 Ordinary Fully Paid	3,048,987.00
Hyperion	Citicorp Nominees Ply Limited < KARU A/C >	rust No 1 KARU Ply Ltd ATF Murdoch Family T	Investment Manager or in its own holdings for the persons or trusts listed beside its name, has the power to control voting Hyperion Asset Management Limited, in its capacity as and for the dispoal of securities	37,561.00 Ordinary Fully Paid	37,561.00
Hyperion	JP Morgan Chase Nominees Ply Ltd < Local Super SA-NT A/C >	Local Super Pty Ltd	Hyperion Asset Management Limited, in its capacity as Investment Manager or in its own holdings for the persons or trusts listed beside its name, has the power to control voting and /or the dispoal of securities	799,414.00 Ordinary Fully Paid	799,414.00
Hyperion	National Nominees Ltd < Maritime Super Pty Ltd A/C >	Maritime Super Ply Ltd	Investment Manager or in its own holdings for the persons or trusts listed beside its name, has the power to control voting Hyperion Asset Management Limited, in its capacity as and /or the dispoal of securities	863,323.00 Ordinary Fully Paid	863,323.00
Hyperion	Meat Industry Employees' Superannuation 1:td Fund Pty Ltd A/C > JP Morgan Chase Nominees Pty Ltd <	Meat Industry Employees' Superannuation Fund Pty	Investment Manager or in its own holdings for the persons or trusts listed beside its name, has the power to control voting Hyperion Asset Management Limited, in its capacity as and /or the dispoal of securities	416,543.00 Ordinary Fully Paid	416,543.00
Hyperion	National Nominees Ltd < Military Superannuation A/C >	Military Superannuation	Investment Manager or in its own holdings for the persons or trusts listed beside its name, has the power to control voting Hyperion Asset Management Limited, in its capacity as and /or the dispoal of securities	1,342,950.00 Ordinary Fully Paid	1,342,950.00
Hyperion	Citicorp Nominees Ply Limited < Scope Investment Trust A/C >	e Scope Murdoch Investments Pty Ltd ATF Th Investment Trust	Investment Manager or in its own holdings for the persons or trusts listed beside its name, has the power to control voting Hyperion Asset Management Limited, in its capacity as and for the dispoal of securities	6,099.00 Ordinary Fully Paid	6,099.00
Hyperion	State Street Australia Pty Ltd < Tower Australia A/C >	Tower New Zealand	Investment Manager or in its own holdings for the persons or trusts listed beside its name, has the power to control voting Hyperion Asset Management Limited, in its capacity as and for the dispoal of securities	234,855.00 Ordinary Fully Paid	234,855.00
Hyperion	National Nominees Ltd < United Super Ply United Super Ply Ltd Ltd A/C >		Investment Manager or in its own holdings for the persons or trusts listed beside its name, has the power to control voting Hyperion Asset Management Limited, in its capacity as and /or the dispoal of securities	4,216,624.00 Ordinary Fully Paid	4,216,524.00
Hyperion	$\mathbf{v}_{\perp}$ $\mathbf{v}$ Citicarp Nominees Ply Limited University of Queensland A/C	The University of Queensland	Investment Manager or in its own holdings for the persons or trusts listed beside its name, has the power to control voting Hyperion Asset Management Limited, in its capacity as and /or the dispoal of securities	255,935.00 Ordinary Fully Paid	255,935.00
Hyperion		Sandhurst Trustees Ltd < VISION SUPER Vision Australia Foundation ATO Vision Australia A/C >	Investment Manager or in its own holdings for the persons or trusts listed beside its name, has the power to control voting Hyperion Asset Management Limited, in its capacity as and for the dispoal of securities	197,490.00 Ordinary Fully Paid	197,490.00
Hypenon		Ξ Individually Managed Accounts Wilso	Investment Manager or in its own holdings for the persons or trusts listed beside its name, has the power to control voting Hyperion Asset Management Limited, in its capacity as and for the dispoal of securities	323,476.00 Ordinary Fully Paid	323,476.00
Hyperion	HSBC Custodial Services <investment Administration Services></investment	Indivudally Managed Accounts IAS	Investment Manager or in its own holdings for the persons or trusts listed beside its name, has the power to control voting Hyperion Asset Management Limited, in its capacity as dienool of coordinat	547,096.00 Ordinary Fully Paid	547,096.00

للمدانين

Citicorp Nominees Pty Limited <
Hyperion Asset Mgt -- Aus Clients A/C>

Hyperion

Hyperion Asset Mgt - Aus Clients

Hyperion Asset Management Limited, in its capacity as
Investment Manager or in its own holdings for the persons or
trusts listed beside its name, has the power to control voting
and /or the dispoal of securities

3,000.00 Ordinary Fully Paid

3,000.00

This is Annexure "B" of 3 pages as mentioned in form 604 Notice of change of
interests of substantial holder

gro Hom Signed by:

LOMPANY SECRETARY Capacity: Printed on 14 Mar 2011 9:32:29

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