CAR GROUP LIMITED — Major Shareholding Notification 2012

Aug 1, 2012

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2 August 2012

Company Announcements Platform Australian Securities Exchange Limited 20 Bridge Street SYDNEY NSW 2000

Dear Sir/Madam,

Notice of Ceasing to be a Substantial Holder

In accordance with section 671B of the Corporations Act 2001 (Cth), we attach a Notice of Ceasing to be a Substantial Holder (Form 605) in respect of Carsales.Com Limited.

A notice in substantially the same terms will also be lodged with the ASX on behalf of Westpac Banking Corporation (WBC).

Yours faithfully,

Chris Millard Company Secretary

{00002306.DOC}BT Investment Management Limited ABN 28 126 385 822

www.btim.com.au

PO Box 7072 Sydney NSW 2001 Australia

The Chifley Tower Level 15, 2 Chifley Square Sydney NSW 2000 Australia Tel 612 8253 2999

BT[® ] is a registered trade mark of BT Financial Group Pty Ltd and is used under licence

Form 605

Corporations Law Section 671B Notice of ceasing to be a substantial holder

To Company Name/Scheme CARSALES.COM LIMITED

ACN/ARSN ABN 91 074 444 018

1. Details of substantial holder(1)

Name

BT INVESTMENT MANAGEMENT LIMITED (BTT)

ACN/ARSN (if applicable) ABN 28 126 385 822

The holder ceased to be a substantial holder on 31/07/2012

The previous notice was given to the company on 01/08/2012 The previous notice was dated 30/07/2012

2. Changes in relevant interests

Particulars of each change in the nature of, a relevant interest (2) of the substantial holder or an associate (3) in voting securities of the company or scheme, since the substantial holder was last required to give a substantial holding notice to the company or scheme are as follows:

Date of change	Person whose relevant interest changed	Nature of change (4)	Consideration given in relation to change (5)	Class (6) and number of securities affected	Person’s votes affected
31/07/2012	WBC & its Associates Westpac Financial Services Group Limited (WFSG), Asgard Capital Management Limited, BT Funds Management No.2 Limited, BT Funds Management Limited, Advance Asset Management Limited, BT Investment Management (RE)Limited	See Schedule	See Schedule	See Schedule	See Schedule

3. Changes in association

The persons who have become associates (3) of, ceased to be associates of, or have changed the nature of their association (7) with, the substantial holder in relation to the voting interests of the company or scheme are as follows:

Name and ACN/ARSN (if applicable)

Nature of association

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4. Addresses

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

The addresses of persons named in this form are as follows:	The addresses of persons named in this form are as follows:
Name		Address
Westpac Banking Corporation (WBC)		Level 20, Westpac Place, 275 Kent St, Sydney NSW 2000
Westpac Financial Services Group Limited (WFSGL)		Level 20, Westpac Place, 275 Kent St, Sydney NSW 2000
Asgard Capital Management Limited		Level 20, Westpac Place, 275 Kent Street, Sydney NSW 2000
BT Funds Management No.2 Limited		Level 20, Westpac Place, 275 Kent Street, Sydney NSW 2000
BT Funds Management Limited		Level 20, Westpac Place, 275 Kent Street, Sydney NSW 2000
Advance Asset Management Limited		Level 20, Westpac Place, 275 Kent Street, Sydney NSW 2000
BT Investment Management (RE) Limited		Level 14, Chifley Tower, 2 Chifley Square, SydneyNSW 2000
CARSALES.COM LIMITED		Carsales.Com Limited Level 4, 449 Punt Road RICHMOND VIC 3121 Tel: 03 9093 8600 Fax : 09 9093 8698
Signature print name sign here	Chris Millard capacity CompanySecretary
	date 2/8/2012

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DIRECTIONS

• (1) If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the 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 4 of the form.

• (2) See the definition of “relevant interest” in sections 608 and 671B(7) of the Corporations Law.

• (3) See the definition of “associate” in section 9 of the Corporations Law.

• (4) Include details of: (a) Any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy of any document setting out the terms of any relevant agreement, and a statement by the person giving full details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and

• (b) Any qualification of the power of a person to exercise, control the exercise of, the voting powers or disposal of the securities 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 Law.

• (5) Details of the consideration must include any and all benefits, money and other that any person from whom a relevant interest was acquired 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.

• (6) The voting shares of a company constitute one class unless divided into separate classes.

• (7) Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

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SCHEDULE 2

Sales & Purchases for the period : 31/07/2012 to 31/07/2012 SECURITY: CRZ

BT Funds Management Limited	BT Funds Management Limited
Date	Registered Company	Quantity	Value
31/07/2012	BT Portfolio Services Limited	-2,000	-12,563.60
	Total	-2,000	-12,563.60
	BT Funds Management Limited Total :	-2,000	-12,563.60
**BT Investment **	Management (RE) Limited
Date	Registered Company	Quantity	Value
			-
31/07/2012	JP Morgan Chase Bank	-87,620	557,263.20
			-
31/07/2012	JP Morgan Chase Bank	-20,850	132,606.00
			-
	Total	-108,470	689,869.20
Date	Registered Company	Quantity	Value
31/07/2012	National Custodian Nominees	-10,017	-63,207.27
	Total	-10,017	-63,207.27
	BT Investment Management (RE) Limited Total		-
	:	-118,487	753,076.47

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ANNEXURE A – ASSOCIATED COMPANIES

This is annexure ‘A’ (being 3 pages) referred to in Form 605, Notice of ceasing to be a substantial holder, lodged for Westpac and its associated entities

Tim Hartin – Company Secretary WBC – 31/07/2012

Westpac Banking Corporation	Australia	Phoenix Trust	Australia
1925 (Commercial) Pty Limited	Australia	Qvalent Pty Limited	Australia
1925 (Industrial) Pty Limited	Australia	RAMS Financial Group Pty Limited	Australia
1925 Advances Pty Limited	Australia	RMS Warehouse Trust 2007-1	Australia
	Papua New
A.G.C. (Pacific) Limited	Guinea	Sallmoor Pty Limited	Australia
Advance Asset Management Limited	Australia	Securitor Financial Group Limited	Australia
Altitude Administration Pty Limited	Australia	Series 2005-1G WST Trust	Australia
Altitude Rewards Pty Limited	Australia	Series 2007-1G WST Trust	Australia
Aotearoa Financial Services Limited	New Zealand	Series 2008-1M WST Trust	Australia
Ascalon Capital Managers Limited	Australia	Series 2009-1 WST Trust	Australia
Ascalon Capital Managers (Asia) Limited	Hong Kong	Series 2011-1 WST Trust	Australia
Ascalon Funds Seed Pool Trust	Australia	Series 2011-2 WST Trust	Australia
Seed Pool Trust No. 2	Australia	Series 2011-3 WST Trust	Australia
Asgard Capital Management Limited	Australia	Series 2012-1 WST Trust	Australia
Asgard Wealth Solutions Limited	Australia	Sixty Martin Place (Holdings) Pty Limited	Australia
Athena Finance Pty Limited	Australia	Southern Cross Inc.	USA
Australian Infrastructure Fund International 1 Pty
Limited	Australia	St.George Business Finance Pty Limited	Australia
Australian Loan Processing Security Company Pty
Limited	Australia	St.George Custodial Pty Limited	Australia
Australian Loan Processing Security Trust	Australia	St.George Equity Finance Limited	Australia
Belliston Pty Limited	Australia	St.George Finance Holdings Limited	Australia
Bill Acceptance Corporation Limited	Australia	St.George Finance Limited	Australia
BLE Capital Investments Pty Limited	Australia	St.George Group Holdings Pty Limited	Australia
BLE Capital Limited	Australia	St.George Insurance Australia Pty Limited	Australia
BLE Development Pty Limited	Australia	St.George Life Limited	Australia
BLE Holdings Pty Limited	Australia	St.George Motor Finance Limited	Australia
BT (Queensland) Pty Limited	Australia	St.George New Zealand Limited	New Zealand
BT Australia Pty Limited	Australia	St.George Procurement Management Pty Limited	Australia
BT Financial Group (NZ) Limited	New Zealand	St.George Security Holdings Pty Limited	Australia
BT Financial Group Pty Limited	Australia	Sydney Capital Corp Inc	USA
BT Funds Management (NZ) Limited	New Zealand	Tasman LLC	USA
BT Funds Management Limited	Australia	Tavarua Funding Trust III	USA
BT Funds Management No.2 Limited	Australia	Tavarua Funding Trust IV	USA
BTIM UK Limited	UK	Teuton Pty Limited	Australia
BT Investment Management (RE) Limited	Australia	The Home Mortgage Company Limited	New Zealand
BT Investment Management Limited	Australia	The Mortgage Company Pty Limited	Australia
BT Private Nominees Pty Limited	Australia	The Warehouse Financial Services Limited	New Zealand
BT Life Limited	Australia	TIF International 1 Pty Limited	Australia
BT Short Term Income Fund	Australia	Value Nominees Pty Limited	Australia
BT Long Term Income Fund	Australia	W1 Investments Pty Limited	Australia
BT Portfolio Services Limited	Australia	Waratah Receivables Corp Pty Limited	Australia
BT Securities Limited	Australia	Waratah Securities Australia Limited	Australia

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Castlereagh Trust	Australia	Westpac (NZ) Investments Limited	New Zealand
CBA Limited	Australia	Westpac Administration Pty Limited	Australia
Challenge Finance Pty Limited	Australia	Westpac Altitude Rewards Trust	Australia
Challenge Limited	Australia	Westpac Americas Inc.	USA
Codrington S.a.r.l.	Luxembourg	Westpac Asian Lending Pty Limited	Australia
Crusade ABS Series 2008-2	Australia	Westpac Bank of Tonga	Tonga
Crusade CP Management Pty Limited	Australia	Westpac Bank Samoa Limited	Samoa
			Papua New
Crusade CP No.1 Pty Limited	Australia	Westpac Bank-PNG-Limited	Guinea
Crusade CP Trust No. 41	Australia	Westpac Capital Corporation	USA
Crusade CP Trust No. 44	Australia	Westpac Capital Holdings Inc.	USA
Crusade CP Trust No. 48	Australia	Westpac Capital Markets Holdings Corp.	USA
Crusade CP Trust No. 49	Australia	Westpac Capital Markets LLC	USA
Crusade CP Trust No. 50	Australia	Westpac Capital Trust III	USA
Crusade CP Trust No. 52	Australia	Westpac Capital Trust IV	USA
Crusade CP Trust No. 53	Australia	Westpac Capital-NZ-Limited	New Zealand
Crusade CP Trust No. 54	Australia	Westpac Cook Cove Trust I	Australia
Crusade CP Trust No. 55	Australia	Westpac Cook Cove Trust II	Australia
Crusade CP Trust No. 56	Australia	Westpac Covered Bond Trust	Australia
Crusade CP Trust No. 57	Australia	Westpac Custodian Nominees Limited	Australia
Crusade CP Trust No. 58	Australia	Westpac Debt Securities Pty Limited	Australia
Crusade CP Trust No. 60	Australia	Westpac Delta LLC	USA
Crusade Euro Trust 1E of 2004	Australia	Westpac Direct Equity Investments Pty Limited	Australia
Crusade Euro Trust 1E of 2006	Australia	Westpac Equipment Finance (No.1) Pty Limited	Australia
Crusade Euro Trust 1E of 2007	Australia	Westpac Equipment Finance Limited	Australia
Crusade Global Trust 1 of 2004	Australia	Westpac Equity Holdings Pty Limited	Australia
Crusade Global Trust 1 of 2005	Australia	Westpac Equity Investments NZ Limited	New Zealand
Crusade Global Trust 1 of 2006	Australia	Westpac Equity Pty Limited	Australia
Crusade Global Trust 1 of 2007	Australia	Westpac Europe Limited	UK
Crusade Global Trust 2 of 2004	Australia	Westpac Finance (HK) Limited	Hong Kong
Crusade Global Trust 2 of 2005	Australia	Westpac Financial Consultants Limited	Australia
Crusade Global Trust 2 of 2006	Australia	Westpac Financial Holdings Pty Limited	Australia
Crusade Management Limited	Australia	Westpac Financial Services Group Limited	Australia
Crusade Trust 1A of 2005	Australia	Westpac Financial Services Group-NZ-Limited	New Zealand
Crusade Trust 2P of 2008	Australia	Westpac Financial Services Limited	Australia
Danaby Pty Limited	Australia	Westpac Funding Holdings Pty Limited	Australia
eQR Securities Pty. Limited	Australia	Westpac Funds Financing Holdco Pty Limited	Australia
FAI No. 2 Trust	Australia	Westpac Funds Financing Pty Limited	Australia
G.C.L. Investments Pty Limited	Australia	Westpac General Insurance Limited	Australia
Gemini Trust	Australia	Westpac General Insurance Services Limited	Australia
General Credit Holdings Pty Limited	Australia	Westpac Group Investment-NZ-Limited	New Zealand
General Credits Pty Limited	Australia	Westpac Group Investments Australia Pty Limited	Australia
Halcyon Securities Limited	Australia	Westpac Holdings-NZ-Limited	New Zealand
Hastings Advisers LLC	USA	Westpac Investment Capital Corporation	USA
Hastings Forestry Investments Limited	New Zealand	Westpac Investment Vehicle No.2 Pty Limited	Australia
Hastings Forests Australia Pty Limited	Australia	Westpac Investment Vehicle No.3 Pty Limited	Australia
Hastings Funds Management (UK) Limited	UK	Westpac Investment Vehicle Pty Limited	Australia
Hastings Funds Management (USA) Inc.	USA	Westpac Investments U.K. Limited	UK
Hastings Funds Management Limited	Australia	Westpac Leasing Nominees-Vic.-Pty Limited	Australia

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Hastings Group Pty Limited	Australia	Westpac Lenders Mortgage Insurance Limited	Australia
Hastings Investment Capital LP	USA	Westpac Life Insurance Services Limited	Australia
Hastings Investment LLC	USA	Westpac Life-NZ-Limited	New Zealand
Hastings Management Pty Limited	Australia	Westpac Matching Gifts Limited	Australia
Hastings Private Equity Fund IIA Pty Limited	Australia	Westpac New Zealand Group Limited	New Zealand
Hastings Investment Management Pty Limited	Australia	Westpac New Zealand Limited	New Zealand
Hickory Trust	Australia	Westpac Nominees-NZ-Limited	New Zealand
Hitton Pty Limited	Australia	Westpac NZ Covered Bond Holdings Limited	New Zealand
HLT Custodian Trust	New Zealand	Westpac NZ Covered Bond Limited	New Zealand
Infrastructure Australia (No.3) Limited	Australia	Westpac NZ Leasing Limited	New Zealand
Infrastructure Australia (No.4) Limited	Australia	Westpac NZ Operations Limited	New Zealand
J O H C M GmbH	UK	Westpac NZ Securitisation Holdings Limited	New Zealand
J O Hambro Capital Management Holdings Limited	UK	Westpac NZ Securitisation Limited	New Zealand
JO Hambro Capital Limited	UK	Westpac Overseas Holdings No. 2 Pty Limited	Australia
JO Hambro Unit Trust Managers Ltd	UK	Westpac Overseas Holdings Pty Limited	Australia
J O Hambro Capital Management Limited	UK	Westpac Pacific Limited Partnership	Australia
JOHCM (Singapore ) Pte Limited	Singapore	Westpac Private Equity Pty Limited	Australia
JOHCM (USA) General Partner Inc	USA	Westpac Properties Limited	Australia
JOHCMG Share Trustee Limited	UK	Westpac RE Limited	Australia
	Cayman
Silver Metis Investment Management Ltd	Islands	Westpac Securities Administration Limited	Australia
Magnitude Group Pty Limited	Australia	Westpac Securities Inc.	USA
MIF Custodian Trust	New Zealand	Westpac Securities Limited	Australia
Mortgage Management Limited	Australia	Westpac Securities NZ Limited	New Zealand
Nationwide Management Pty Limited	Australia	Westpac Securitisation Holdings Pty Limited	Australia
Net Nominees Limited	Australia	Westpac Securitisation Management Pty Limited	Australia
Number 120 Limited1	New Zealand	Westpac Singapore Limited	Singapore
Oniston Pty Limited	Australia	Westpac Structured Products Limited	Australia
Orion Trust	Australia	Westpac Superannuation Nominees-NZ-Limited	New Zealand
Packaging Properties 1 Pty Limited	Australia	Westpac Syndications Management Pty Limited	Australia
Packaging Properties 2 Pty Limited	Australia	Westpac Term PIE Fund	New Zealand
Packaging Properties 3 Pty Limited	Australia	Westpac TPS Trust	Australia
Partnership Pacific Limited	Australia	Westpac Unit Trust	Australia
Partnership Pacific Securities Limited	Australia	Westpac USA Inc.	USA
Pashley Investments Pty Limited	Australia	WFAL No.1 Loan Trust	Hong Kong

Note: Westpac retains 60% ownership of BT Investment Management Limited who lodges separate notices under ASX code ‘BTT’ BT Investment Management Limited (60%)

BT Investment Management (RE) Limited (Subsidiary of BT Investment Management Limited)

Australia Australia

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