SIMS LIMITED — Major Shareholding Notification 2007

Jun 13, 2007

Milena Ickeringill Company Secretary

Phone: 61 3 9616 3852 Fax: 61 3 9614 5298

14 June 2007

Australian Stock Exchange Limited Company Announcements Office 20 Bridge Street SYDNEY NSW 2000

Dear Sir/Madam

Initial Substantial Security Holder Notice

Please find attached an Initial Substantial Security Holder Notice for Sims Group Limited.

à,

Yours sincerely

Milena Ickeringill

Page 1 of 8 pages.

AXA Asia Pacific Holdings Limited ABN 78 069 123 011

Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme	Sims Group Limited
ACNIARSN	008 634 526
1. Details of substantial holder (1)
Name	AXA SA ("AXA"), AXA Asia Pacific Holdings Limited ("AXA APH") and various bodies corporate controlled by AXA and AXA APHlisted in Schedule 1 (together, "the AXA Group") and certain other entities associated with AXA and AXA APH isted inSchedule 1.
ACN/ARSN (if applicable)	069 123 011
There was a change in the interests of thesubstantial holder on	31/05/2007
The previous notice was given to the company on	24/01/2007
The previous notice was dated	24/01/2007

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 votesVoting power (5)		Person's votes	Voling power (5)
Ordinary	5.05%6.338.316		7.706.433	6.11%
			111111111111111111111111111111111111

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 thesubstantial holder was last required to give

Date ofchange	Person whose relevantinterest changed	Nature ofchange (6)	Considerationgiven in relationto change $(7)$	Class and number ofsecurities affected(ordinary sharesunless statedotherwise)	Person's votesaffected
See column 2of Schedule 2.	Each person whoserelevant interest haschanged is listed inSchedule 1.	The change in the relevantinterest occurred as a resultof various transactionseffected on the AustralianStock Exchange (seeSchedule 2 for details, inparticular column 3).	See column 4 ofSchedule 2.	See column 5 ofSchedule 2.	[See previous]column.}

4. Present relevant interests

Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:

Holder of	Registered	Person entitled	Nature of	Class and	Person's votes
relevant	holder of	to be registered.	relevant	number of
interest	securities	as holder (8)	interest $(6)$	securities
The holdersof a relevantinterest arelisted in PartA of:Schedule 1.	The registered holdersof the securities arevarious third partiesacting as custodianson behalf of AXAGroup entities (seealso column 1 ofSchedule 2).	[Not applicable.]	Each person listed in Part A(ii) ofSchedule 1 has a relevantinterest because it has power toexercise or control the exercise ofa right to vote or to dispose of therelevant securities (s 608(1)(b)and (c) Corporations Act 2001("CA")).Each person listed in Part A(ii) ofSchedule 1 has a relevantinterest because it has votingpower above 20% over one ormore persons listed in Part A(i)of Schedule 1 (s 608(3) CA).	See column 5of Schedule 2.	See previouscolumn.]

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 voling interests in the company or scheme are as follows:

Name and ACN/ARSN (if applicable)	Nature of association______________________________________
Not applicable 1	Hot applicabie.⊾.

6. Addresses

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

--------------------------------------Name	--------------------------------------Address---------------------------------------**************************************
.3 See Parts A and B of Schedule 1 (column 1).	See Parts A and B of Schedule 1 (column 2).

Signature

Print name:

Sign here

Milena Ickeringill

Capacity: Company Secretary, AXA Asia Pacific Holdings Limited

Date: 14 June 2007

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 frustee 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 6 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 person's votes divided by the total votes in the body corporate or scheme multiplied by 100. $(5)$
• $(6)$ include details of:
  • any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 6718(4) applies, a copy of ${a}$ 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
  • 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.

• 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, $(7)$ 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) write "unknown". $(8)$
• Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice. $(9)$

SCHEDULE 1 - HOLDERS OF A RELEVANT INTEREST AND ASSOCIATES

Note: All information provided in this schedule is based on the information available to AXA APH at the time of filing this notice.

PART A - PERSONS WITH A RELEVANT INTEREST

Name	Address
Part A(i) - Responsible entities / trustees / managers of funds / delegates of managers [s 608(1)(b) and (c)]
Various AXA Group entities which are responsibleentities, trustees, managers of funds and delegates of	Not applicable
National Mutual Funds Management Limited	447 Collins Street, Melbourne, Victoria 3000
IPAC Securities Limited	447 Collins Street, Melbourne, Victoria 3000
IPAC Asset Management Limited	447 Collins Street, Melbourne, Victoria 3000
AllianceBernstein L.P.	1345 Avenue of the Americas, NYC 10105
AllianceBernstein Australia Limited	Level 29, 1 Farrer Place, Sydney, NSW 2000
AXA Investment Managers UK Ltd	7, Newgate Street, London EC1A 7NX, England
AXA Rosenberg Investment Management LLC	4 Orinda Way Building E Orinda, California 94563
Various custodians on behalf of various internationalentities ultimately controlled by AXA (details notavailable at time of filing)	Various
Part $A(i)$ - Persons with voting power greater than 20%in persons listed in Parts A(i) and (ii)
Various AXA Group entities, including, as ultimateholding companies, those set out below	Not applicable
AXA SA	25 Avenue Matignon 75008 Paris France
AXA Asia Pacific Holdings Limited	447 Collins Street Melbourne, Victoria 3000
Part A(iii) - Other relevant interests
[Not applicable.]

PART B - ASSOCIATES OF PERSONS WITH A RELEVANT INTEREST

Name	Address
Part (B)(i) - AXA Group Companies [associates by virtue of $s$ 12(2)(a) of CA]
-AXA SA	25 Avenue Matignon 75008 Paris France
Folio Nominees Pty Ltd	447 Collins Street, Melbourne, Victoria 3000

Name	Address
National Mutual Funds Management (Global) Limited	447 Collins Street, Melbourne, Victoria 3000
AXA Asia Pacific Holdings Limited	447 Collins Street, Melbourne, Victoria 3000
The National Mutual Life Association of Australasia Ltd	447 Collins Street, Melbourne, Victoria 3000
Ipac Asset Management Ltd	447 Collins Street, Melbourne, Victoria 3000
Ipac Financial Care Ltd	447 Collins Street, Melbourne, Victoria 3000
Ipac Portfolio Management Ltd	447 Collins Street, Melbourne, Victoria 3000
Ipac Financial Services Pty Ltd	447 Collins Street, Melbourne, Victoria 3000
Ipac Group Services Pty Ltd	447 Collins Street, Melbourne, Victoria 3000
David Bird Financial Services Pty Ltd	447 Collins Street, Melbourne, Victoria 3000
Lidomein Pty Ltd	447 Collins Street, Melbourne, Victoria 3000
Walker Lawrence & Associates Pty Ltd	447 Collins Street, Melbourne, Victoria 3000
Strategic Planning Partners Pty Ltd	447 Collins Street, Melbourne, Victoria 3000
Albert & Will Financial Planning Pty Ltd	447 Collins Street, Melbourne, Victoria 3000
Financial Resources Group Pty Ltd	447 Collins Street, Melbourne, Victoria 3000
Clienteare Australia (Investments) Pty Ltd	447 Collins Street, Melbourne, Victoria 3000
TM Securities Pty Ltd	447 Collins Street, Melbourne, Victoria 3000
Monere	447 Collins Street, Melbourne, Victoria 3000
Armitage Investment Services Pty Ltd	447 Collins Street, Melbourne, Victoria 3000
Armitage Group Pty Ltd	447 Collins Street, Melbourne, Victoria 3000
Sterling Grace Portfolio Management Group Pty Ltd	447 Collins Street, Melbourne, Victoria 3000
SG Holdings Ltd	447 Collins Street, Melbourne, Victoria 3000
Alliance Capital Management Corporation of Delaware	1345 Avenue of the Americas, NYC 10105
AXA Equitable Life Insurance Company	1290 Avenue of the Americas, NYC 10105
AXA Financial, Inc.	1290 Avenue of the Americas, NYC 10105
NMMT Limited	447 Collins Street, Melbourne, Víctoria 3000
National Mutual Funds Management NZ Limited	Level 6, 80 The Terrace, Wellington
A.C.M.C. Inc	1345 Avenue of the America, NYC 10105
Neuville Company Inc	C/-447 Collins Street, Melbourne, Victoria 3000
Spicers Portfolio Management Ltd	Level 6, 80 The Terrace, Wellington

Name	Address
Assure New Zealand Ltd	Level 6, 80 The Terrace, Wellington
Arcus Investment Management Ltd	Level 6, 80 The Terrace, Wellington
Client Portfolio Administration Ltd	Level 6, 80 The Terrace, Wellington
Sterling Portfolio Management Ltd	Level 6, 80 The Terrace, Wellington
Client Reserve Ltd	Level 6, 80 The Terrace, Wellington
Mortgage Backed Bonds Limited	Level 6, 80 The Terrace, Wellington
In addition to the entities referred to above, each otherentity in AXA's global corporate group which isultimately controlled by AXA is an associate of a personwhose relevant interest changed.
Part B(ii) - Other associates
Not applicable

	Date of	Transaction
Holder of Relevant Interest	Transaction	Type	Consideration	#Shares
Westpac Custodian Nominees Ltd ascustodian for The National Mutual Life
Association of Australasia Ltd	open			845,689.00
	09-Feb-07	BUY	1,439,100.00	65,000.00
	13-Apr-07	BUY	546,384.33	24,187.00
	25-May-07	BUY	218,844.25	8,100.00
	28-May-07	BUY	105,847.09	3,900.00
	29-May-07	BUY	261,599.11	9,500.00
	30-May-07	BUY	208,063.65	7,600.00
				963,976.00
Westpac Custodian Nominees Ltd as
custodian for ipac Securities Ltd	open			119,534.00
	13-Apr-07	BUY	71,700.66	3,174.00
	25-May-07	BUY	210,738.91	7,800.00
	28-May-07	BUY	59,708.62	2,200.00
	29-May-07	BUY	250,584.41	9,100.00
	20-May-07	BUY	202,588.30	7,400.00
				149,208,00
Merril Lynch Custodian Nominees Ltd as
custodian for ipac Securities Ltd	open			355,023.00
	01-Feb-07	SELL	540,328.33 -	24,600.00
	$16 - Feb - 07$	SELL	2,740,547.42 -	122,405.00
	21-Feb-07	SELL	881,704.70 -	39,803.00
	01-Mar-07	SELL	1,901,768.15 -	86,476.00
	07-Mar-07	SELL	699,692.63 -	31,373.00
	16-Mar-07	SELL	29,941.93 -	1,240.00
	17-Mar-07	SELL	2,487.30 -	103.00
	03-Apr-07	BUY	970,381.59	42,153.00
	17-Apr-07	BUY	522,854.95	21,400.00
	17-Apr-07	SELL	1,029,522.05 -	42,153.00
	19-Apr-07	BUY	671,076.75	26,600.0024,800.00
	20-Apr-0729-May-07	BUYSELL	618,816.75459,892.92	16,723.00
				105,100.00
Various Nominees (international AXA
entities)	open			5,018,070.00
	Jan (19-31)
	Feb	BUY		148,941.00
	Mar	BUY		100,263.00
	Apr	SELLBUY		78,799.001,299,674.00
	May			6,488,149.00
TOTAL				7,706,433.00

SCHEDULE 2 - CHANGES IN RELEVANT INTERESTS