EVOLUTION MINING LIMITED — Major Shareholding Notification 2011

Aug 10, 2011

Form 603

Corporations Act 2001 Section 671B

Notice of initial substantial holder

To_Company Name/Scheme	Catalpa Resources Limited
ACN/ARSN/ABN	74 084 669 036
1. Details of substantial holder (1)
Name	Orbis Investment Management (Australia) Pty Ltd (Orbis Australia) and its related bodies corporate as set out in Table 1 of Annexure A ( together Orbis Group ), as investment manager for the funds or investment mandat e s listed at Table 2 of Annexure A
ACN (if applicable)	112 316 168 (ACN of Orbis Australia)
The holder became a substantial holder on	9 August 2011

2. Details of 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 on the date the substantial holder became a substantial holder are as follows:

Class of securities (4)	Number of securities	Person's votes (5)	Voting power (6)
Ordinarv	8,964,836	(same as no of securities)	5.03%

3. Details of relevant interests

The nature of the relevant interest the substantial holder or an associate had in the following voting securities on the date the substantial holder became a substantial holder are as follows:

Holder of relevant interest	Nature of relevant interest (7) .	-------- Class and number of securities
See Annexure A, Tables 2 and 3

4. Details of present registered holders

The persons registered as holders of the securities referred to in paragraph 3 above are as follows:

Holder of relevant interest	Registered holder of securities	Person entitled to be registered as holder (8)	Class and number of securities
See Annexure A, Tables 2 and

5. Consideration

The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the four months prior to the day that the substantial holder became a substantial holder is as follows:

Holder of relevant interest	Date of acquisition	Consideration (9)		Class and number of securities
		Cash	Non-Cash
See Annexure A, Tables $2$ and $3$

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2/4

6. Associates

The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:

$\sim 12$

Name and ACN/ARSN (if applicable)	Nature of association
See Annexure A, Tables 1 and 2

7. Addresses

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

Name	---- Address
Orbis Group	C/- Orbis Australia, Level 2 Challis House 4 Martin Place Sydney NSW 2000

Signature

Print name Simon Marais Capacity Director

Sign here

tamis

Date 11 August 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 manager and trustee of $(1)$ 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 7 of the form.
• See the definition of "associate" In section 9 of the Corporations Act 2001. $(2)$
• See the definition of "relevant interest" In sections 608 and 671B(7) of the Corporations Act 2001. $(3)$
• $(4)$ The voting shares of a company constitute one class unless divided into separate classes.
• The total number of votes attached to all the voting shares in the company or voting interests in the scheme (if any) that the person or an associate has a relevant $(5)$ interest in.
• The person's votes divided by the total votes in the body corporate or scheme multiplied by 100. $(6)$
• Include details of: $(7)$
• any relevant agreement or other circumstances by which the relevant interest was acquired. If subsection 671B(4) applies, a copy of any document $(a)$ 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 disposal of the $(b)$ 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.

• If the substantial holder is unable to determine the identity of the person (eg if the relevant interest arises because of an option) write "unknown". $(8)$
• 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 $(9)$ 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.

$Pg:$

$3/4$

Catalpa Resources Limited

THIS IS ANNEXURE A OF 2 PAGES REFERRED TO IN THE ABOVE FORM 603

Print name	TITLE Simon Marais	Director
	ーベント
	baraco $\mathbb{Z}^r$
Sign here		Date 11 August 2011

Table 1 - Related bodies corporate

The following entities are associates of Orbis Australia and each other by virtue of being related bodies corporate. Orbis Holdings Limited Orbis Mansfield Street Properties Ltd Orbis World Limited Orbis Investment Management (BVI) Limited (OBIVL) Orbis Investment Advisory Pty Limited
Orbis Holdings (Australia) Pty Limited Orbis Investment Management Limited (OIML) Orbis Asset Management Limited (OAML) Orbis Investment Management (Australia) Pty Limited
Orbis Investment Management (Australia) Pty Limited
Orbis Client Services (Canada) Limited Orbis Administration Limited Orbis Investment Research Limited Orbis Holdings (UK) Limited Orbis Investment Management (MIS) Limited Triple Blue Holdings Limited Orbis Investment Management (Europe) LLP Orbis Investment Advisory (Hong Kong) Limited

Pictet Overseas Trust Corporation and Pictet Trustee Company SA

Table 2 - Funds

An entity within the Orbis Group acts as investment manager for some or all of the assets in the following funds.

No	Fund name	Investment Manager	Reference Code	Realstered Holder	Persons entitled to be realstered holder
1	Orbis MIS - Orbis/SM Australia Equity Fund	Orbis Australia	SMEF	Citigroup N.A (Citi) as nominee of SMEF	Citi as nominee of SMEF
2	Warakirri Endeavour Fund	Orbis Australia	SMWK	ANZ Nominees Ltd as nominee of SMWK	ANZ Nominees Ltd as nominee of SMWK
3	Orbis MIS - Orbis Global Equity Fund	OIML	CAPL	SSAL as nominee of GAPL	SSAL as nominee of GAPL
4	Orbis Global Equity Fund Limited	OIML	OGEF	Citigroup Pty Ltd as nominee of OGEF	Citigroup Pty Ltd as nominee of OGEF
5	Orbis Optimal SA Fund Limited	OIML	OSAP	Citigroup Pty Ltd as nominee of OSAP	Citigroup Pty Ltd as nominee of OSAP
6	Orbis SICAV - Global Equity Fund	OIML	SGPL	Citigroup Pty Ltd as nominee of SGPL	Citigroup Pty Ltd as nominee of SGPL
7	Orbis Optimal Global Fund LP	OAML	OOLP	Citigroup Pty Ltd as nominee of OOLP	Citigroup Pty Ltd as nominee of OOLP
8	Orbis Asia ex-Japan Fund	OBVIL	XJPL	Citigroup Pty Ltd as nominee of XJPL	Citigroup Pty Ltd as nominee of XJPL
9	Intech Australian Shares High Alpha Trust	Orbis Australia	SMIA	JP Morgan Nominees Australia Ltd as nominee of SMIA	JP Morgan Nominees Australia Ltd as nominee of SMIA
10	Construction and Building Unions Superannuation Fund	Orbis Australia	SMCB	National Nominees (NAB Custodian Services) as nominee for SMCB	NAB Custodian Services as nominee for SMCB
11	HESTA Superannuation Fund	Orbis Australia	SMHT	JP Morgan Nominees Australia Ltd as nominee of SMHT	JP Morgan Nominees Australia Ltd as nominee of SMHT
12	Hostplus Superannuation Fund	Orbis Australia	SMHP	JP Morgan as nominee of SMAU	JP Morgan Nominees Australia Ltd as nominee of SMAU
13	Russell Australian Opportunities Fund	Orbis Australia	SMRI	SSAL as nominee of SMRI	SSAL as nominee of SMRI
$\overline{14}$	Orbis International Equity LP	OAML	IELP	Citigroup Pty Ltd as nominee of IELP	Citigroup Pty Ltd as nominee of IELP
$\overline{15}$	Catholic Superannuation Fund	Orbis Australia	SMCS	NAB Custodian Services	NAB Custodian Services
$\overline{16}$	Orbis US Equity Fund LP	CAML	USLP	Citigroup Pty Ltd as nominee of IELP	Citigroup Pty Ltd as nominee of IELP
$\overline{17}$	Qantas Superannuation Plan	Orbis Australia	SMQS	JP Morgan Nominees Australia Ltd as nominee of SMQS	JP Morgan Nominees Australia Ltd as nominee of SMQS
18	Maritime Super	Orbis Australia	SMMS	NAB Custodian Services as nominee for SMMS	NAB Custodian Services as nominee for SMMS
19	Warakirri Australian Equities Pensions and Charities Fund	Orbis Australia	SMWA	ANZ Nominees Ltd as nominee of SMWA	ANZ Nominees Ltd as nominee of SMWA
$\overline{20}$	Non-Government Schools Superannuation Fund	Orbis Australia	SMNG	SSAL as nominee for SMNG	SSAL as nominees for SMNG
$\overline{21}$	Orbis/SM Australia Opportunity Fund	Orbis Australia	SMSF	Citi as nominee for SMSF	Citi as nominee for SMSF
$\overline{22}$	REST Superannuation Fund	Orbis Australia	SMRT	SSAL as nominee for SMNG	SSAL as nominees for SMNG

$\bar{1}$

$\overline{a}$

$\sim$

$\frac{1}{3}$

$\mathcal{L}_{\mathcal{A}}$

$\omega\in\mathbb{R}^{2}$ , $\omega_{\rm F}$

$\langle \hat{r}{\rm 2D} \rangle{\rm 0} \sim \langle \hat{r}{\rm 1D} \rangle{\rm 0}$

$Pg: 4/4$

$\lambda$ pairs

$\bar{z}$ i.

Table 3 - relevant interest - trades on market

$\mathcal{A}$

Trade date	Reference code	Action	No of securities	Consideration
3 Feb to 18 Jul 11	SMCB	Buy	1,199,950	1,705,192 s.
15 Mar 10 to 5 Aug 11	SMCS	Buy and Sell	1,241,365	1,693,012 S
15 Mar 10 to 19 Jul 11	SMEF	Buy and Sell	1,937,863	2,111,931 S.
15 Mar 10 to 18 Jul 11	SMHP	Buy	774,232	1,043,304 s
15 Mar 10 to 18 Jul 11	SMHT	Buy	1,122,546	1,503,737 \$
24 Jun to 18 Jul 11	SMIA	Buy	250,486	\$ 336,893
15 Mar 10 to 18 Jul 11	SMRI	Buy and Sell	212,910	\$ 184,820
11 Jul 11	SMWK	Buy	3,592	5,011 \$
3 Feb to 18 Jul 11	SMMS	Buy	485,671	679,756 \$
24 Sep 10 to 18 Jul 11	SMNG	Buy	688,839	1,409,794 s
27 Jun to 18 Jul 11	SMQS	Buy	426,522	569,894 \$
4 Aug to 9 Aug 11	SMRT	Buy	617,271	872,893 \$
11 Jul 11	SMWA	Buy	3,589	5,007 \$
	Total		8,964.836	\$12,121,244