NANOSONICS LIMITED — Major Shareholding Notification 2012

Oct 23, 2012

+61282248601

Form 604

TUTH VVT

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme	Nanosonics Limited
ABN	11 095 076 896
1. Details of substantial holder (1)
Name	Alian Gray Australia Pty Ltd (Allan Gray Australia - formerly known as Orbis Investment Management (Australia) Pty Ltd) 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/ ARCN ( il applicable)	112 316 168 (ACN of Allan Gray Australia)
	22 Oct 2012
There was a change in the interests of the substantial holder on The previous notice was given to the company on The previous notice was dated	14 May 2012
	14 May 2012

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 n otice
	Person's votes	Voting power	Person's votes	Voling power (5) 8.83%
Ordinary shares	20,000,000	7,69%	23,049,955

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 i entrance or case similar in or energy in the case of a constant invictor or the experimental retail was on 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 securities	Person entitled to be registered as holder (8)	Nature of relevant interest (6)	Class and number of secunties	Person's 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
See Annexure A, Tables 1 and 2

6. Addresses

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

The sucresses to persons named in this runn are as idinoids.

Hame	Address
The Group	C/- Allan Gray Australia, Level 2 Challis House, 4 Martin Place Sydney, NSW 2000

Signature

print name	Simon Marais	Director
sign here	-or varano	date 24 October 2012

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 8 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 witten 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.
• If the substantial holder is unable to determine the identity of the person (eg if the relevant interest arises because of an option) $(8)$ write unknown.
• $(9)$ Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

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	Nanosonics THIS IS ANNEXURE A OF 2 PAGES REFERRED TO IN THE ABOVE FORM 604				Director
	Simon Marais Print name
	Simon Marais Print name				Director
Sign here	Navais				Date: 24 Oct 2012
	Table 1 - Related booles 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 Orbis Investment Advisory (Hong Kong) Limited Triple Blue Holdings Limited Pictet Overseas Trust Corporation and Pictet Trustee Company SA Table 2 - 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
	An entity within the Group acts as investment manager for some or all of the assets in the following funds.				Persons entitled to be registered
No	Fund name	Investment Manager	Ref. Code	Registered Holder	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
$\overline{2}$	Warakirri Endeavour Fund	AGA	SMWK	ANZ Nominees Ltd as nominee of SMWK	ANZ Nominees Ltd as nominee of SMWK
3	Orbis Global Equity Fund (Aust. Registered)	OIML	GAPL	Citi (HK) as nominee of GAPL	Citi (HK) 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 Ltc as nomines of OSAP
6	Orbis SICAV - Global Equity Fund	DIML	SGPL	Citigroup Pty Ltd as nominee of SGPL	Citigroup Pty Ltc as nominee of SGFL
$\gamma$	Orbis Optimal Global Fund LP	OAML	OOLP	Citigroup Pty Ltd as nominee of OOLD -	Citigroup Pty Ltc as nominee of OOLP

Orbis Global Equity Fund (Aust. Registered)	OIML	GAPL	Citi (HK) as nominee of GAPL	Citi (HK) as nominee of GAPL
Orbis Global Equity Fund Limited	OIMI.	OGEF	Citigroup Pty Ltd as nominee of OGEF	Citigroup Pty. Ltd as nominee of OGEF
Orbis Optimal SA Fund Limited	OIML	OSAP	Citigroup Pty Ltd as nominee of OSAP	Citigroup Pty Ltc as nominee of OSAP
Orbis SICAV - Global Equity Fund	DIML	SGPL	Chigroup Pty Ltd as nominee of SGPL	Citigroup Pty Ltc as nominee of SGFL
Orbis Optimal Global Fund LP	OAML	OOLP	Citigroup Pty Ltd as nominee of OOLP	Citigroup Pty Ltc as nominee of OOLP
Orbis Asia ex-Japan Fund	OBVIL	XIPL	Citigroup Pty Ltd as nomines of XJPL	Citigroup Pty Ltc as nominee of XJP-
Ibboison Australian Shares High Alpha Trust	AGA	SMIA	JP Mórgán Nóminees Austrália Ltd as nominee of SMIA	JP Morgan Nominees Australia Ltd as naminee of SMIA
Construction and Building Unions Superannuation Fund	AGA	SMCB	National Nominees (NAB Custodian Services) as nominee for SMCB	NAB Custodian Services as nominee for SMCB
HESTA Superannuation Fund	AGA	SMHT	JP Morgan Nominees Australia Ltd as nominee of SMHT	JP Morgan Nominees Australia Ltd as naminee of SMHT
Hostplus Superannuation Fund	AGA	SMHP	JP Morgan as nominee of SMHP	JP Morgan Nominees Australia Ltd as nominee of SMHP
	AGA	SMRI	SSAL as nominee of SMRI	SSAL as nominee of SMRI
Russell Australian Opportunities Fund Orbis International Equity LP	OAML	IELP	Citigroup Pty Ltd as nominee of IELP	Citigroup Pty Ltd as nominee of IELP
Catholic Superannuation Fund	AGA	SMCS	NAB Custodian Services	NAB Custodian Services
Orbis US Equity Fund LP	DAML	USLP	Citigroup Pty Ltd as nominee of USLP	Citigroup Pty Ltd as nominee of USLP
Qantas Superannuation Plan	AGA	SMOS	JP Morgan Nominees Australia Ltd as nominee of SMOS	JP Morgan Nominees Australia Ltd as nominee of SMQS
Maritime Super	AGA	SMMS	NAB Custodian Services as nominee for SMMS	NAH Custodian Services as nominee for SMMS
Warakim Australian Equities Pensions and Charities Fund	AGA	SMWA	ANZ Nominees Ltd as nominee of SMWA	ANZ Nominees Ltd as nominee of SMWA
Non-Government Schools Superannuation Fund	AGA	SMNG	SSAL as nominee for SMNG	SSAL as nominees for SMNG
Allan Gray Australia Opportunity Fund (formerly Orbis/SM Australia Opportunity Fund)	AGA	SMSF	Citi as nomines for SMSF	Citi as nominee for SMSF
REST Superannuation Fund	AGA	SMRT	SSAL as nominee for SMRT	SSAL as nominees for SMRT

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Trade Date		Reference Code	Action	No of security	Consideration
Trade Date		Reference Code	Action	No of security	Consideration
11 May 12 to 14 Jun 12		SMCB	Buy	246,743	\$121.525
11 May 12 to 19 Jun 12		SMCS	Buy	88,492	\$43,618
10 May 12 to 18 Jun 12		SMEF	Buy	378,191	\$186,304
11 May 12 to 22 Oct 12		SMHP	Buy	501671	\$246,146
11 May 12 to 21 Jun 12		SMHT	Buy	211 656	\$104,271
22 May 12 to 15 Jun 12		SMIA	Buy	69.107	\$33,865
22 May 12 to 21 Jun 12		SMMS	Buy	90,891	\$44,658
11 May 12 to 22 Oct 12		SMNG	Buy	678,059	\$332,315
11 May 12 to 19 Jun 12		SMQS	Buy	78,511	\$38,756
22 May 12 to 07 Jun 12		SMRI	Buy	42,837	\$21,314
22 May 12 to 22 Oct 12		SMRT	Buy	463,494	\$227,528
21 May 12 to 18 Oct 12		SMWA	Buy	195 771	\$95,774
09 Aug 12 to 09 Oct 12		SMWK	Buy	4,532	\$2,198
		Total		3,049,955	\$1,498,272

Table 3 - Change in relevant interest

All trades on market unless otherwise specified

Table 4 - Present relevant interest

Reference Code	Total no of securities
SMCB	3,304,179
SMCS	1,544 362
SMEF	5,114.123
SMHP	2,485,030
SMHT	2,686,324
SMIA	764,002
SMMS	1,223 258
SMNG	2,540.953
SMQS	1,263,160
SMRI	550,821
SMRT	1,327.812
SMWA	214,550
SMWK	31,381
Total	23,049,955