EVOLUTION MINING LIMITED — Major Shareholding Notification 2013

May 20, 2013

Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To Company Name/Schome	Evolution Mining Ltd
AGNIARSNIABN	74 084 669 036
1. Details of substantial holder (1)
Name	Allan Gray Australia Pty Ltd (Allan Gray Australia) and its related bodies corporate as set out in Table 1 of Annexure A (together the Group), as investment manager for the funds or investment mandates listed at Table 2 of Annexure A
ACN/ARSN (if applicable)	112 316 168 (ACN of Allan Gray Australia)
There was a change in the interests of the substantial holder on	17 April 2013 15 April 2013
The previous notice was given to the company on	15 April 2013
The previous notice was dated
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 Voting power (5) Person's votes		Present notice
			Person's votes	Voting power (5)
Ordinary shares	51,634,391	7 29%	59.634.970	8.42%

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 a substantial holding notice to the company or scheme are 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 secunties affected	Person's votes affected
See Annexure A, Tables 2 and 3

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 voles
. Tables 2 and 4 See Annexure A.

1. 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
See Annexure A, Tables 1 and 2

6. Addresses

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

$\begin{array}{c} \mathbf{1} \ \mathbf{1} \ \mathbf{2} \end{array}$

$\frac{1}{2}$

Name -		Address
The Group		C/- Allan Gray Australia, Level 2 Challis House, 4 Martin Place Sydney, NSW 2000
Signature
orint name	Simon Marais	Director
sign here	Marais	date 22 April 2013
		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 peragraph 6 of the form.
(2)	See the definition of "associate" in section 9 of the Corporations Act 2001.
(3)	See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.
(4)	The voting shares of a company constitute one class unless divided into separate classes.
(5)	The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.
(6)	Include details of:
	any relevant agreement or other circumstances because of which the change in relevant interest occurred. If (a) 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 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
	(b) to which the qualification applies).	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 securities to which the relevant interest relates (indicating clearly the particular securities
	See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.
(7)	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.

• If the substantial holder is unable to determine the identity of the person (eg if the relevant interest arises because of an option) $(3)$ write "unknown".
• Give details, if appropriate, of the present association and any change in that association since the last substantial holding $(9)$ notice.

	Print name	Simon Marais				Director
	Sign here Marais				Date: 22 April 2013
	Orbis Holdings Limited Orbis World Limited Orbis Administration Limited Triple Blue Holdings Limited Table 2 - Funds	Table 1 -- Related bodies corporate Orbis Investment Management Limited (OIML) Orbis Asset Management Limited (OAML) Orbis Investment Research Limited Pictet Overseas Trust Corporation and Pictet Trustee Company SA Orbis Investment Advisory (Hang Kong) Limited		Ref.	The following entities are associates of Allan Gray Australia and each other by virtue of being related bodies corporate. Orbis Mansfield Street Properties Ltd Orbis Investment Management (BVI) Limited (OBIVL) Orbis Investment Advisory Pty Limited Allan Gray (Holdings) Pty Limited Allan Gray Australia Pty Limited Orbis Client Services (Canada) Limited Orbis Holdings (UK) Limited Orbis Investment Management (Europe) LLP Orbis Investment Management (Luxembourg) SA An entity within the Group acts as investment manager for some or all of the assets in the following funds. Registered Holder	Persons entitled to be registered
No	Fund name		Investment Manager	Code		holder
1		Allan Gray Australia Equity Fund (formerly Orbis/SM Australia Equity Fund)	Allan Gray Australia (AGA)	SMEF	Citibank N.A (Citi) as nominee of SMEF	Citi as nominee of SMEF
$\overline{2}$		Warakim Endeavour Fund	AGA	SMWK	ANZ Nominees Ltd as nominee of SMWK	ANZ Nominees Ltd as nominee of SMWK
3	Registered)	Orbis Global Equity Fund (Aust.	OIML	GAPL	Citi (HK) as nominee of GAPL	Citi (HK) as nominee of GAPL Citigroup Pty Ltd as nomines of
4		Orbis Global Equity Fund Limited	OIML	OĞEF	Citigroup Pty Ltd as nominee of OGEF	OGEF Citigroup Pty Ltd as nominee of
5		Orbis Optimal SA Fund Limited	OIML	OSAP	Citigroup Pty Ltd as nominee of OSAP	OSAF Ciligroup Pfy Ltd as nominee of
6		Orbis SICAV-Global Equity Fund	OIML	SGPL	Citigroup Pty Ltd as nominee of SGPL	SGPL Citigroup Pty Ltd as nominee of
7		Orbis Optimal Global Fund LP	OAML	OOLP	Citigraup Pty Ltd as nominee of OOLP	OOLP Citigroup Pty Ltd as nominee of
8		Orbis Asia ex-Japan Fund	OBVIL	XJPL	Citigroup Pty Ltd as nominee of XJPL	XJPL JP Morgan Nominees Australia Ltd
9		Intech Australian Shares High Alpha Trust	AGA	SMIA	JP Morgan Nominees Australia Ltd as nominee of SMIA	as nominee of SMIA
$\overline{10}$	Superannuation Fund	Construction and Building Unions	AGA	SMCB	NAB Custodian Services as nominee for SMCB	NAB Custodian Services as nominee for SMCB
11		HESTA Superannuation Fund	AGA	SMHT	JP Morgan Nominees Australia Ltd as nominee of SMHT	JP Morgan Nominees Australia Ltd as nominee of SMHT JP Morgan Nominees Australia Ltd
12		Hostolus Superannuation Fund	AGA	SMHP	JP Morgan as nominee of SMHP	as nominee of SMHP SSAL as nominee of SMRI
13 14		Russell Australian Opportunities Fund Orbis International Equity LP	AGA OAML	SMRI IELP	SSAL as nominee of SMRI Citigroup Pty Ltd as nominee of IELP	Citigroup Pty Ltd as nominee of IELP
15		Calholic Superannuation Fund	AGA	SMCS	NAB Custodian Services	NAB Custodian Services
16		Orbis US Equity Fund LP	OAML	USLP	Citigroup Ply Ltd as nomines of USLP	Citigroup Pty Ltd as nominee of USLP
$\overline{17}$		Qantas Superannuation Plan	AOA	SMOS	JP Morgan Nominees Australia Ltd as nominee of SMQS	JP Morgan Nominees Australia Ltd as nominee of SMQS
18	Maritime Super		AGA	SMMS	NAB Custodian Services as nominee for SMMS	NAB Custodian Services as nominee for SMMS
19	and Charities Fund	Warakini Australian Equities Pensions	AGA	SMWA	ANZ Nominees Ltd as nominee of SMWA	ANZ Nominees Ltd as nominee of SMWA
20	Superannuation Fund	Non-Government Schools	AGA	SMNG	SSAL as nominee for SMNG	SSAL as nominees for SMNG
21	Fund)	Allan Gray Australia Opportunity Fund (formerly Orbis/SM Australia Opportunity	ACA	SMSF	Citi as nominee for SMSF	Citi as nominee for SMSF
$22 \,$		REST Superannuation Fund	AGA	SMRT	SSAL as nominee for SMRT	SSAL as nominees for SMRT
		Government Employees Superannuation	AGA	SMCB	NAB Custodian Services as	NAB Custodian Services as

$\bar{\beta}$

Trade Date	Reference Code	Action	No of security	Consideration
15 Apr 13 to 17 Apr 13	SMCB	Buy	1,096,120	\$1,117,800
15 Apr 13 to 17 Apr 13	SMCS	Buy	450.728	\$459,654
15 Apr 13 to 17 Apr 13	SMEF	Buy	1.796,249	\$1,831,773
12 Apr 13 to 17 Apr 13	SMGB	Buv	748,130	\$821,367
15 Apr 13 to 17 Apr 13	SMHP	Buy	713,240	\$727,357
15 Apr 13 to 17 Apr 13	SMHT	Buy	888.344	\$905,924
17 Apr 13	SMIA	Buy	79 35 2	\$78,058
15 Apr 13 to 17 Apr 13	SMMS	Buy	378,290	\$386.521
15 Apr 13 to 17 Apr 13	SMNG	Buy	791.863	\$807.520
15 Apr 13 to 17 Apr 13	SMQS	Buy	392.528	\$400,316
15 Apr 13 to 17 Apr 13	SMRI	Buy	180,782	\$184,710
17 Apr 13	SMRT	Buv	467,956	\$460,331
17 Apr 13	SMWA	Buy	16 997	\$16,728
	Total		8.000,579	\$8,198,060

Table 3 - Change in relevant interest

All trades on market unless otherwise indicated

Table 4 - Present relevant interest

Reference Code	Total no of securities
SMCB	6,701,778
SMCS	2,782,017
SMEF	11,204,594
SMGB	3,986,523
SMHP	4.356.942
SMHT	5,452,032
SMIA	1,157,444
SMMS	2,320,075
SMNG	4.913.557
SMQS	2,416,027
SMRI	1.118.578
SMRT	12,863,430
SMWA	312,173
SMWK	49.800
Total	59,634,970