SIMS LIMITED — Share Issue/Capital Change 2012

Feb 22, 2012

Appendix 3B - Amended

New issue announcement, application for quotation of additional securities and agreement

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX's property and may be made public.

Introduced 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003, 24/10/2005.

Name of entity

SIMS METAL MANAGEMENT LIMITED

ABN

69 114 838 630

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

1	+Class+securities	of	(1) Performance rights and restricted stock units [SGMAI]
issued or to beissue			(2) Options exp 17/06/2016 [SGMAK]
			(3) Options exp 17/12/ 2016 [SGMAK]
			(4) Restricted stock units [SGMAI]

2	Number	of	(1) (14,021)
	+securities
	issued or to be		(2) (6,628)
	issued	(if
	known)	or	(3) (3,429)
	maximum
	numberwhich
	may be issued		(4) 9,038

+ See chapter 19 for defined terms.

3 Principal terms of the +securities (eg, if options, exercise price and expiry date; if partly paid +securities, the amount outstanding and due dates for payment; if +convertible securities, the conversion price and dates for conversion)

(1) - (3) N/A

(4) Under the Sims Metal Management Long Term Incentive Plan ("SimsMM Plan"), participants may be granted restricted stock units ("RSUs"), which are the right to receive an ordinary share or American Depositary Share ("ADS") in the entity upon satisfaction of vesting conditions for a nil issue price. In respect of this particular grant made to an executive, for the RSUs to vest, and ADSs be issued, which they may do in equal instalments annually on 17 January 2013, 2014, and 2015 respectively (the "Vesting Dates"), the participant must remain in the employ of the entity or a related party, or have ceased to be an employee as a result of a 'qualifying cessation', on the respective Vesting Dates.

+ See chapter 19 for defined terms.

4 Do the +securities rank equally in all respects from the date of allotment with an existing +class of quoted +securities?

If the additional securities do not rank equally, please state:

• the date from which they do
• the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment
• the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment

5 Issue price or consideration (1) – (3) N/A

(1) – (4) N/A

(4) Nil

6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets)

(1) – (3) Forfeiture and cancellation of performance rights/restricted stock units and options under the SimsMM Plan following the termination of employment of a participant.

(4) Issue of restricted stock units under the SimsMM Plan.

+ See chapter 19 for defined terms.

7	Dates of entering +securities intouncertificated holdings or despatchof certificates	N/A

	Number	+Class
+class8Numberandofall+securitiesquotedonASX(including the securities in clause2 if applicable)	205,851,182	Fully paid ordinary shares

+ See chapter 19 for defined terms.

		Number_	+Class__________________________________________
9Numberand +classofnotquoted onASX(including	all+securities	3,553,606_______	performance rights and restricted stock units [SGMAI](this is the maximum number of ordinary shares and ADSs,collectively, which may be issued pursuant to the performance rightsand restricted stock units assuming that the performance hurdles aremet under the SimsMM Plan or the former Sims Metal ManagementLong Term Incentive Plan or individual contracts._________________
thesecuritiesin clause2applicable)	if	615,000	options [SGMAK](issued to certain executives that were formerly executives of MetalManagement Inc ("MMI") under the former MMI 2002 IncentivePlan and that are outstanding under the Sims Metal ManagementLimited Transition Incentive Stock Plan - this is the maximumnumber of ordinary shares which may be issued pursuant to theexercise of options.
		________45,145	____________________options exp 24/11/ 2015 [SGMAK](issued to executive directors pursuant to the SimsMM Plan - this isthe maximum number of ordinary shares and ADSs, collectively,which may be issued pursuant to the exercise of options).
		________322,949	___________________options exp 2/04/2016 [SGMAK](issued to certain executives pursuant to the SimsMM Plan - this isthe maximum number of ordinary shares and ADSs, collectively,which may be issued pursuant to the exercise of options).
		________888,702	___________________options exp 17/06/2016 [SGMAK](issued to certain executives pursuant to the SimsMM Plan - this isthe maximum number of ordinary shares and ADSs, collectively,which may be issued pursuant to the exercise of options).
		________7,121	___________________options exp 22/10/2016 [SGMAK](issued to executive pursuant to the SimsMM Plan - this is themaximum number of ordinary shares and ADSs, collectively, whichmay be issued pursuant to the exercise of options)
		________	__________________

+ See chapter 19 for defined terms.

408,146________	options exp 23/11/ 2016 [SGMAK](issued to certain executives, including the executive director,pursuant to the SimsMM Plan - this is the maximum number ofordinary shares and ADSs, collectively, which may be issuedpursuant to the exercise of options).__________________
520,610	options exp 17/12/ 2016 [SGMAK](issued to certain executives, including the executive director,pursuant to the SimsMM Plan - this is the maximum number ofordinary shares and ADSs, collectively, which may be issuedpursuant to the exercise of options).
203,908	options exp 22/11/ 2017 [SGMAK](issued to executive pursuant to the SimsMM Plan - this is themaximum number of ADSs which may be issued pursuant to theexercise of options)_
820,431________	options exp 30/11/2017 [SGMAK](issued to executives pursuant to the SimsMM Plan - this is themaximum number of ordinary shares and ADSs, collectively, whichmay be issued pursuant to the exercise of options)___________________
16,499	options exp 17/12/2017 [SGMAK](issued to executive pursuant to the SimsMM Plan - this is themaximum number of ADSs which may be issued pursuant to theexercise of options)
________1,559,665	___________________options exp 11/11/2018 [SGMAK](issued to executive pursuant to the SimsMM Plan - this is themaximum number of ordinary shares and ADSs, collectively, whichmay be issued pursuant to the exercise of options)

+ See chapter 19 for defined terms.

10 Dividend policy (in the case of a trust, distributio n policy) on the increased capital (interests) No change

Part 2 - Bonus issue or pro rata issue

11 Is security holder approval required? N/A 12 Is the issue renounceable or nonrenounceable? N/A 13 Ratio in which the +securities will be offered N/A 14 +Class of +securities to which the offer relates N/A 15 +Record date to determine entitlements N/A 16 Will holdings on different registers (or subregisters) be aggregated for calculating entitlements? N/A 17 Policy for deciding entitlements in relation to fractions N/A 18 Names of countries in which the entity has +security holders who will not be sent new issue documents Note: Security holders must be told how their entitlements are to be dealt with. Cross reference: rule 7.7. N/A 19 Closing date for receipt of acceptances or renunciations N/A

+ See chapter 19 for defined terms.

Appendix 3B New issue announcement

20	Names of any underwriters	N/A
21	Amount of any underwriting fee orcommission	N/A
22	Names of any brokers to the issue	N/A
23	Fee or commission payable to thebroker to the issue	N/A
24	Amountofanyhandlingfeepayabletobrokerswholodgeacceptances or renunciations onbehalf of +security holders	N/A
25	Iftheissueiscontingenton+securityholders'approval,thedate of the meeting	N/A
26	Date entitlement and acceptanceform and prospectus or ProductDisclosure Statement will be sent topersons entitled	N/A
27	If the entity has issued options, andthe terms entitle option holders toparticipate on exercise, the date onwhich notices will be sent to optionholders	N/A
28	Date rights trading will begin (ifapplicable)	N/A
29	Date rights trading will end (ifapplicable)	N/A
30	How do +security holders sell theirentitlementsinfullthroughabroker?	N/A
31	How do +security holders sell partof their entitlements through abroker and accept for the balance?	N/A

+ See chapter 19 for defined terms.

32	How do +security holders dispose
	of their entitlements (except by sale
	through a broker)?

33 +Despatch date N/A

N/A

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

• 34 Type of securities (tick one)
• (a) Securities described in Part 1 (b) All other securities
  • Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

• Tick to indicate you are providing the information or documents
• 35 If the +securities are +equity securities, the names of the 20 largest holders of the additional +securities, and the number and percentage of additional +securities held by those holders
• 36 If the +securities are +equity securities, a distribution schedule of the additional +securities setting out the number of holders in the categories 1 - 1,000 1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 and over

37 A copy of any trust deed for the additional +securities

+ See chapter 19 for defined terms.

Entities that have ticked box 34(b)

38	Number of securities for which+quotation is sought	N/A
39	+securitiesClassofforwhichquotation is sought	N/A
40	Do the +securities rank equally in allrespects from the date of allotmentwith an existing +class of quoted+securities?	N/A
	If the additional securities do notrank equally, please state:•the date from which they do•theextenttowhichtheyparticipate for the next dividend,(inthecaseofatrust,distribution) or interest payment•the extent to which they do notrankequally,otherthaninrelation to the next dividend,distribution or interest payment
41	Reason for request for quotation	N/A
	now
	Example: In the case of restricted securities, end ofrestriction period
	(ifissueduponconversionof

Number +Class 42 Number and +class of all +securities quoted on ASX (including the securities in clause 38) N/A N/A

Quotation agreement

other security)

another security, clearly identify that

1 +Quotation of our additional +securities is in ASX's absolute discretion. ASX may quote the +securities on any conditions it decides.

+ See chapter 19 for defined terms.

• 2 We warrant the following to ASX.
  • The issue of the +securities to be quoted complies with the law and is not for an illegal purpose.
  • There is no reason why those +securities should not be granted +quotation.
  • An offer of the + securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

• Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any +securities to be quoted and that no-one has any right to return any +securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the +securities be quoted.
• If we are a trust, we warrant that no person has the right to return the +securities to be quoted under section 1019B of the Corporations Act at the time that we request that the +securities be quoted.
• 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.
• 4 We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before +quotation of the +securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

Sign here: ............................................................ Date: 23/1/2012

(Company secretary)

Print name: Frank Moratti

== == == == ==

+ See chapter 19 for defined terms.