CAR GROUP LIMITED — Share Issue/Capital Change 2011

Dec 15, 2011

16^th December, 2011.

Company Announcements Office Australian Securities Exchange Limited

for release to the Market

Dear Sir or Madam

ASIC Form 484 – C1 Cancellation of Shares & C3 Change to Share Structure

Please find attached a copy of ASIC Form 484 (Change to Company Details) lodged with ASIC today providing notification as to:

• 1. cancellation of shares acquired by carsales.com Limited under the existing on-market buy-back, and
• 1. changes to the company share structure.

Yours faithfully,

argare Lestie

Margaret Beattie Company Secretary

					2 February 2004
ASIC registered agent number lodging party or agent name	1987 ARNOLD BLOCH LEIBLER Level 21, 333 Collins Street MELBOURNE VICTORIA 3000 (Ref:RP:01 - 1592735)			A BARCODE IS NOT
address			REQUIRED ON THIS
				DOCUMENT
telephone facsimile	$(03)$ 9229 9999 (03) 9229 9900			ASS. $\Box$ REQ-A $\Box$ CASH $\Box$ REQ-P $\Box$
DX number	455 MELBOURNE			PROC. $\square$
	Australian Securities & Investments Commission			form $104$
	duplicate Record of lodgement of documents
	This is a record of documents lodged with the Australian Securities and Investments Commission. It is not a receipt for documents. At this time, ASIC will not issue an ASCOT or a cashier's receipt
Documents enclosed
A.C.N. or A.R.B.N.	company name	form number & title			fee
074 444 018	Carsales.com Limited	Form 484			Nil
				RECEIVED
				1 6 DEC 2011
				M.S.C.
				TOTAL	Nil
ASIC use only place of lodgment date of lodgment	16/12/2011	time
receiver to sign here
	original to lodging party	duplicate to ASIC

Australian Securities & Investments Commission

OFFICE USE ONLY. 1F

Form 484

Corporations Act 2001

Change to company details

Sections A, B or C may be lodged independently with this signed cover page to notify ASIC of:

• A1 Change of address
• A2 Change of name officeholders or proprietary
• company members

A3 Change - ultimate holding company

All mandatory fields will be identified with an ".

B1 Cease company officeholder B2 Appoint company officeholder

B3 Special purpose company

C1 Cancellation of shares

• C2 Issue of shares
• C3 Change to share structure
• C4 Changes to the register of members for proprietary
• companies

If there is insufficient space in any section of the form, you may photocopy the relevant page(s) and submit as part of this lodgement

Company details	Company name *
	carsales.com Limited
Refer to guide for information about	ACN/ABN *	Corporate key*
corporate key	91 074 444 018	$1.000000000000000000000000000000000000$
Lodgement details	Who should ASIC contact if there is a query about this form?
	Firm/organisation
	carsales.com Limited
	Contact name/position description
	Margaret Beattie / Company Secretary
	ASIC registered agent number (if applicable)
	Telephone number
	(03)90938760
	Postal or DX address
	Level 4, 449 Punt Road
	Richmond, Vic, 3121
	Total number of pages including this cover sheet 4

Signature

This form must be signed by a current officeholder of the company.

This form must be SIGNED and DATED by a current officeholder after it is PRINTED	I certify that the information in this cover sheet and the attached sections of this form are true and complete. Name MARGARET BEATTIE Capacity Director $ $ Company secretary Signature $Q$ on $\pi$ Date signed {current date/time} 2011 5/12	(dd/mm/yyyy)
Lodgement	Send completed and signed forms to: Australian Securities and Investments Commission, PO Box 4000, Gippsland Mail Centre VIC 3841. Or lodge the form electronically by visiting the ASIC website www.asic.gov.au	For help or more information 1300 300 630 Telephone Click here to send ASIC an email. Email Web www.asic.gov.au
ASIC Form 484 1F ver 1.4		Cover page

Change Notification Page

Please notify the changes you wish to make by selecting at least one of the tick boxes available below. Your tickbox selections will generate the appropriate section(s) which will appear after this page.

$AI$ Change of address
$A2$ $\Box$ Change a name for officeholder or proprietary company members
A3 Change of ultimate holding company details	Click on the button below if you need assistance in making your selection
B1 Cease an officeholder	Form 484 Guide
B2 □ Appoint an officeholder	Once you have made all your selections, scroll down to complete the
B3 Change to special purpose company status	required sections

To notify ASIC of changes to the shares and/or members register, select the appropriate tickbox below. Please wait until the table displays showing the appropriate sections that you should complete.

	C1 - Cancellation of Ishares	C 2 - Issue of shares	C 3 - Change to share structure table	C4 - Change to members register
$C \Box$ Issue of shares
C Cancellation of shares Proprietary company
Public company ₩ if in response to the Annual company statement
if not in response to the Annual company statement	V	Not required	$\mathcal V$ Preferred	Not required

C Transfer of shares

C Changes to amounts paid

C Changes to beneficial ownership

Once you have made all your selections, scroll down to complete the required sections

To notify ASIC about a division or conversion of a class of shares, you must lodge a form 211 within 28 days after the change occurring.

To notify ASIC about a conversion of shares into larger or smaller numbers, you must lodge a form 2205B within 28 days after the change occurring.

C1 Cancellation of shares

$\ddot{\phantom{a}}$

Reason for cancellation Please indicate the reason that shares	Redeemable preference shares - S.254J
have been cancelled (select one or more	Capital reduction - S.256A - S.256E
boxes)	$\checkmark$ Share buy-back - ss.257H(3)
	Minimum holding buy-back by listed company
		the share buy-back can take place.	Other buy-back type. A form 280 or 281 must be lodged at least 14 days, and no more than 1 year before
	Forfeited shares - \$.2580
	Shares returned to a public company $-$ ss.258E(2) & (3)
	Other
Details of cancelled shares		List the details of shares cancelled in the following table
	Share class code	Number of shares cancelled	Amount paid (cash or otherwise)
	ORD	897608	\$4,128,020.45
	Earliest date of change
		Please indicate the earliest date that any of the above changes occurred *
	22/11/2011	(dd/mm/yyyy)

C3 Change to share structure

Where a change to the share structure table has occurred (eg. as a result of the issue or cancellation of shares), please show the updated details for the share classes
affected. Details of share classes not affected by th

Share class code	Full title if not standard	Total number of shares (current after changes)	Total amount paid on these shares	Total amount unpaid on these shares
ORD		233114223	\$60,535,758	NIL
Earliest date of change
	Please indicate the earliest date that any of the above changes occurred *

Lodgement details

Is this document being lodged to update the Annual Company Statement that was sent to you?

$\Box$ Yes $\boxed{\triangleright}$ No