SIMS LIMITED — Major Shareholding Notification 2019

Jan 22, 2019

Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To Company Name/SchemeSims Metal Management Limited
ACN/ABN	114 838 630
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 AnnexureA (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 thesubstantial holder on		21 January 2019
The previous notice was given to the company on		16 January 2019
The previous notice was dated		16 January 2019

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	Person's votes	Voting power (5)
Ordinary shares	26,678,087	13.16%	29,105,369	14.36%

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 relevantinterest changed	Nature ofchange (6)	Considerationgiven in relationto change (7)	Class and number ofsecurities affected	Person's votesaffected
See Annexure A, Tables 2and 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
See Annexure A, Tables 1 and 2

6. Addresses

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

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

Signature

print name	Eugene Tan	Company Secretary
sign here		date 23 January 2019

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 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:
  • (a) any relevant agreement or other circumstances because of which the change in relevant interest occurred. If 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.

Sims Metal Management Limited

THIS IS ANNEXURE A OF 2 PAGES REFERRED TO IN THE ABOVE FORM 604

Print name	Eugene Tan	Company Secretary
Sign here		Date: 23 January 2019

Table 1 – Related bodies corporate

Superannuation Fund

1. Government Employees Superannuation Board

Registered)

1. Orbis Global Equity Fund (Australia

2. Orbis Emerging Markets Equity Fund (Australia Registered)

3. Orbis Global Equity LE Fund (Australia Registered)

The following entities are associates of Allan Gray Australia Pty Ltd (AGA) and each other by virtue of being related bodies corporate.
Orbis Allan Gray Limited	Orbis Mansfield Street Properties Ltd
Orbis Holdings Limited	Orbis Investment Management (BVI) Limited (OIMLBVI)
Orbis Investment Management Limited (OIML)	Orbis Investment Advisory Pty Limited
Orbis Asset Management Limited (OAML)	Allan Gray (Holdings) Pty Ltd
Orbis Administration Limited	Orbis Investment Management (Hong Kong) Limited
Orbis Investment Research Limited	Orbis Client Services (Canada) Limited
Orbis Investment Management (MIS) Limited	Orbis Holdings (UK) Limited
Triple Blue Holdings Limited	Orbis Investment Management (Europe) LLP
Pictet Overseas Trust Corporation and Pictet Trustee Company SA	Orbis Investment Management (Luxembourg) S.A
Allan & Gill Gray Foundation (Guernsey)	EmCap Limited (Guernsey)

	Allan & Gill Gray Foundation (Guernsey)			EmCap Limited (Guernsey)
	Table 2 - FundsAn entity within the Group acts as investment manager for some or all of the assets in the following funds.
No	Fund name	Manager	Code	Registered holder	Persons entitled to be registeredholder
1.	Allan Gray Australia Equity Fund	AGA	SMEF	Citibank N.A., Sydney Branch asSMEF's custodian	Equity Trustees Limited as SMEF'sresponsible entity
2.	Allan Gray Australia Balanced Fund	AGA	SMBF	Citibank N.A., Hong Kong Branchas SMBF's custodian	Equity Trustees Limited as SMBF'sresponsible entity
3.	Allan Gray Australia Stable Fund	AGA	SMSF	Citibank N.A., Sydney Branch asSMSF's custodian	Equity Trustees Limited as SMSF'sresponsible entity
4.	Warakirri Australian Equities Pensionsand Charities Fund	AGA	SMWA	RBC Investor Services Trust asSMWA's custodian	Warakirri Asset Management Pty LtdSMWA's trustee
5.	Morningstar Australian Shares HighAlpha Fund	AGA	SMIA	JP Morgan Nominees AustraliaLtd as SMIA's custodian	Morningstar Investment ManagementAustralia Limited SMIA's trustee
6.	Construction and Building UnionsSuperannuation Fund	AGA	SMCB	JP Morgan Nominees AustraliaLtd as SMCB's custodian	United Super Pty Ltd as SMCB's trustee
7.	HESTA Superannuation Fund	AGA	SMHT	JP Morgan Nominees AustraliaLtd as SMHT's custodian	H.E.S.T. Australia Ltd as SMHT's trustee
8.	Hostplus Pooled SuperannuationTrust	AGA	SMHP	Citibank N.A., Sydney Branch asSMHP's custodian	Host Plus Pty ltd as SMHP's trustee
9.	Russell Australian Opportunities Fund	AGA	SMRI	State Street Australia Ltd asSMRI's custodian	Russell Investment Management Ltd asSMRI's responsible entity
10.	MyLifeMyMoney SuperannuationFund	AGA	SMCS	NAB Custodial Services ascustodian for SMCS	CSF Pty Ltd as SMCS's trustee
11.	Maritime Super	AGA	SMMS	NAB Custodial Services ascustodian for SMMS	Maritime Super Pty Ltd as SMMS'strustee
12.	Non-Government Schools	AGA	SMNG	State Street Australia Ltd as	Non-Government Schools

SMNG's custodian

SMRT's custodian

SMGB's custodian

custodian for SMSW

as GAPL's custodian

as EMAF's custodian

as GALE's custodian

AGA SMGB Northern Trust Corporation as

OIML GAPL Citibank N.A., Hong Kong Branch,

OIML EMAF Citibank N.A., Hong Kong Branch,

AGA GALE Citibank N.A., Hong Kong Branch,

Superannuation Fund Pty Ltd as

Retail Employees Superannuation Pty

Government Employees Superannuation

Statewide Superannuation Pty Ltd as

Equity Trustees Limited as GAPL's

Equity Trustees Limited as EMAF's

Equity Trustees Limited as GALE's

SMNG's trustee

SMSW's trustee

responsible entity

responsible entity

responsible entity

Board

Ltd as SMRT's trustee

1. REST Superannuation Fund AGA SMRT State Street Australia Ltd as

2. Statewide Superannuation Trust AGA SMSW NAB Custodial Services as

No	Fund name	Manager	Code	Registered holder	Persons entitled to be registered
					holder
19.	Orbis Global Equity Fund Limited	OIML	OGEF	Citigroup Fund Services Canada,	OGEF
				Inc (Citi Canada) as OGEF's
				custodian
20.	Orbis Optimal SA Fund Limited	OIML	OSAP	Citi Canada as OSAP's custodian	OSAP
21.	Institutional Global Equity Fund	OIML	IGEF	Citi Canada as IGEF's custodian	IGEF
22.	Orbis Optimal LP	OIML	OOLP	Citi Canada as OOLP's custodian	OOLP
23.	Orbis International Equity LP	OIML	IELP	Citi Canada as IELP's custodian	IELP
24.	Orbis Institutional Global Equity LP	OIML	OGLP	Citi Canada as OGLP's custodian	OGLP
25.	Orbis Institutional International Equity	OIML	ONLP	Citi Canada as ONLP's custodian	ONLP
	LP
26.	Orbis Institutional U.S. Equity LP	OIML	USLP	Citi Canada as USLP's custodian	USLP
27.	Orbis Institutional Emerging Markets	OIML	EMLP	Citi Canada as EMLP's custodian	EMLP
	Equity LP
28.	Orbis SICAV – Global Equity Fund	OIML	SGPL	Citibank International plc	SGPL
				(Luxembourg Branch) (Citi Lux)
				as SGPL's custodian
29.	Orbis SICAV – Asia- Ex Japan Fund	OIML	XJPL	Citi Lux as XJPL's custodian	XJPL
30.	Orbis SICAV – Global Balanced Fund	OIML	GBSA	Citi Lux as GBSA's custodian	GBSA
31.	Orbis SICAV – International Equity	OIML	SNPL	Citi Lux as SNPL's custodian	SNPL
32.	Orbis OEIC Global Equity Fund	OIML	UKGE	Citi Lux as UKGE's custodian	UKGE
33.	Orbis Institutional Global Equity	OIML	OGEO	Citi Canada as OGEO's custodian	OGEO
	(OFO)
34.	OEIC Global Cautious Fund	OIML	OCS4	Citi Lux as OCS4's custodian	OCS4
35.	Orbis SICAV Global Cautious Fund	OIML	OCSU	Citi Lux as OCSU's custodian	OCSU

Table 3 – Change in relevant interest

Trade Date	Reference Code	Action	No of security	Consideration
16 Jan 19 to 21 Jan 19	SMBF	Buy	22,649	$ 214,654
21 Jan 19	SMCB	Buy	345,683	$ 3,207,814
21 Jan 19	SMCS	Buy	135,814	$ 1,260,305
21 Jan 19	SMEF	Buy	697,140	$ 6,469,207
21 Jan 19	SMGB	Buy	185,777	$ 1,723,940
21 Jan 19	SMHP	Buy	235,982	$ 2,189,826
21 Jan 19	SMHT	Buy	148,870	$ 1,381,459
21 Jan 19	SMIA	Buy	25,853	$ 239,908
21 Jan 19	SMMS	Buy	61,508	$ 570,770
21 Jan 19	SMNG	Buy	27,875	$ 258,666
21 Jan 19	SMRI	Buy	68,278	$ 633,598
21 Jan 19	SMRT	Buy	361,743	$ 3,356,847
16 Jan 19 to 21 Jan 19	SMSF	Buy	62,919	$ 595,735
21 Jan 19	SMSW	Buy	40,913	$ 379,661
21 Jan 19	SMWA	Buy	6,278	$ 58,257
	Total		2,427,282	$ 22,540,645

All trades on market unless otherwise specified

Table 4 – Present relevant interest

Reference Code	Total no of securities
SMBF	155,872
SMCB	4,188,908
SMCS	1,647,443
SMEF	8,437,105
SMGB	2,252,635
SMHP	2,858,894
SMHT	1,804,873
SMIA	312,856
SMMS	746,362
SMNG	338,990
SMRI	826,592
SMRT	4,382,206
SMSF	582,806
SMSW	493,792
SMWA	76,035
Total	29,105,369