EVOLUTION MINING LIMITED — Major Shareholding Notification 2013

Apr 14, 2013

Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme	Evolution Mining Ltd
ACN/ARSN/ABN	$\cdot$ $-$ 74 084 669 036
1. Details of substantial holder (1)
Name	Allan Gray Australia Ply 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	11 April 2013
The previous notice was given to the company on	4 March 2013
The previous notice was dated	4 March 2013
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 shares	44.502.123	6.28%	__ 51.634.391	7.29%

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 voling 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 securities 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	Person entitled to be	Nature of relevant	Class and number	Person's
	securities	registered as holder (8)	interest (6)	of securities	votes
See Annexure A, Tables 2 and 4				—

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
and 2 Tables 1 see e Annexure A	____

6. Addresses

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

. -- Name -------	adde- nuumoo Support Ford
The Group	Challis House. NSW 2000 . . Allan Martin Place Sydney Level Srav ' Australia w

Signature

print name	Simon Marais	Director
sign here	of larais	date 15 April 2013

DIRECTIONS

• $(1)$ If there are a number of substantial holders with similar or related relevant interests (eq 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 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.
• Include details of: $(6)$
• 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
• $(b)$ 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 to which the qualification applies).

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.
• $(8)$ 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".
• $(9)$ Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

	Print name	Simon Marais
	Sign here Marai-		Date: 15 April 2013
	Table 1 - Related bodies corporate The following entities are associates of Allan Gray Australia and each other by virtue of being related bodies corporate. Orbis Holdings Limited Orbis World Limited Orbis Investment Management Limited (OIML) Orbis Asset Management Limited (OAML) Orbis Administration Limited Orbis Investment Research Limited Triple Blue Holdings Limited Pictet Overseas Trust Corporation and Pictet Trustee Company SA Orbis Investment Advisory (Hong Kong) Limited Table 2 - Funds An entity within the Group acts as investment manager for some or all of the assets in the following funds.			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
No	Fund name	Investment Manager	Ref. Code	Registered Holder	holder	Persons entitled to be registered
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
$\overline{2}$	Warakirri Endeavour Fund	AGA	SMWK	ANZ Nominees Ltd as nominee of SMWK	SMWK	ANZ Nominees Ltd as nominee of
3	Orbis Global Equity Fund (Aust. Registered)	OIML	GAPL	Citi (HK) as nominee of GAPL		Citi (HK) as nominee of GAPL
$\overline{4}$	Orbis Global Equity Fund Limited	OIML	OGEF	Citigroup Pty Ltd as nominee of OGEF	OGEF	Citigroup Pty Ltd as nominee of
5	Orbis Optimal SA Fund Limited	OIMI OSAP Citigroup Pty Ltd as nominee of OSAP OSAP			Citigroup Pty Ltd as nominee of
6	Orbis SICAV-Global Equity Fund	OIML	SGPL	Citigroup Pty Ltd as nominee of Citigroup Pty Ltd as nominee of SGPL SGPL
$\overline{I}$	Orbis Optimal Global Fund LP	OAML	OOLP	Citigroup 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		Citigroup Pty Ltd as nominee of

7	Orbis Optimal Global Fund LP	OAML	OOLP	Citigroup Pty Ltd as nominee of Citigroup Pty Ltd as nominee of OOLP 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	AGA	SMIA	JP Morgan Nominees Australia Ltd JP Morgan Nominees Australia Ltd as nominee of SMIA as nominee of SMIA
10	Construction and Building Unions Superannuation Fund	AGA	SMCB	NAB Custodian Services as nominee for SMCB	NAB Custodian Services as nominee for SMCB
$\overline{11}$	HESTA Superannuation Fund	AGA	SMHT	JP Morgan Nominees Australia Ltd as nominee of SMHT	JP Morgan Nominees Australia Ltd as nominee of SMHT
$\overline{12}$	Hostplus Superannuation Fund	AGA	SMHP	JP Morgan as nominee of SMHP	JP Morgan Nominees Australia Ltd as nominee of SMHP
$\overline{13}$	Russell Australian Opportunities Fund	AGA	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	AGA	SMCS	NAB Custodian Services	NAB Custodian Services
$\overline{16}$	Orbis US Equity Fund LP	OAML	USLP	Citigroup Pty Ltd as nominee of USLP	Citigroup Pty Ltd as nominee of USLP
$\overline{17}$	Qantas Superannuation Plan	AGA	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
$\overline{19}$	Warakirri Australian Equities Pensions and Charities Fund	AGA	SMWA	ANZ Nominees Ltd as nominee of SMWA	ANZ Nominees Ltd as nominee of SMWA
$\overline{20}$	Non-Government Schools Superannuation Fund	AGA	SMNG	SSAL as nominee for SMNG	SSAL as nominees for SMNG
$\overline{21}$	Allan Gray Australia Opportunity Fund (formerly Orbis/SM Australia Opportunity Fund)	AGA	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
23	Government Employees Superannuation Board	AGA	SMGB	NAB Custodian Services as nominee for SMGB	NAB Custodian Services as nominee for SMGB

Table 3 - Change in relevant interest
---------------------------------------	--	--	--

Trade Date	Reference Code	Action	No of security	Consideration
01 Mar 13 to 21 Mar 13	SMCB	Buy	323,289	\$429.270
01 Mar 13 to 21 Mar 13	SMCS	Buy	137,471	\$182,676
01 Mar 13 to 21 Mar 13	SMEF	Buy	362,583	\$485,874
18 Mar 13 to 11 Apr 13	SMGB	Buy	3,238,393	\$4,348,817
01 Mar 13 to 21 Mar 13	SMHP	Buy	214,919	\$285,305
01 Mar 13 to 21 Mar 13	SMHT	Buy	268,295	\$356,166
01 Mar 13 to 14 Mar 13	SMIA	Buy	60,679	\$80,199
01 Mar 13 to 14 Mar 13	SMMS	Buy	108,185	\$143,039
01 Mar 13 to 21 Mar 13	SMNG	Buy	238,609	\$316,755
01 Mar 13 to 21 Mar 13	SMQS	Buy	120,610	\$160,381
01 Mar 13 to 14 Mar 13	SMRI	Buy	51,688	\$68,366
14 Mar 13 to 28 Mar 13	SMRT	Buy	1,934,443	\$2,824,304
01 Mar 13 to 15 Mar 13	SMWA	Buy	65,660	\$87,804
06 Mar 13 to 21 Mar 13	SMWK	Buy	7,444	\$10,214
	Total		7,132,268	\$9,779,171

All trades on market unless otherwise indicated

Table 4 - Present relevant interest

$\mathcal{A}^{\mathcal{A}}$

Reference Code	Total no of securities
SMCB	5,605,658
SMCS	2,331,289
SMEF	9,408,345
SMGB	3,238,393
SMHP	3,643,702
SMHT	4,563,688
SMIA	1,078,092
SMMS	1,941,785
SMNG	4,121,694
SMQS	2,023,499
SMRI	937,796
SMRT	12,395,474
SMWA	295,176
SMWK	49,800
Total	51,634,391

$\sim$ $\sim$