SIMS LIMITED — Share Issue/Capital Change 2015

Oct 29, 2015

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

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 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12

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	+Classof+securitiesissued or tobe issued	(1) (a) Ordinary shares(b) Restricted stock units [SGMAI](2) Restricted stock units [SGMAI]
2	Numberof+securitiesissued or tobe issued (ifknown)or	(1) (a) 34,955(b) (34,955)
	maximumnumber	(2) 51,707

which may be issued

+ 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) (a) Fully paid ordinary shares

(b) N/A

(2) 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 in the entity upon satisfaction of vesting conditions for a nil issue price. In respect of this particular grant of 51,707 RSUs made to an executive, for the RSUs to vest, and ordinary shares be issued, which they may do in equal instalments on 1 October 2016, 2017, and 2018 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

(1) (a) Yes

(b) N/A

(2) An RSU convertible to an ordinary share does not entitle a participant under the SimsMM Plan to participate in new issues of securities or to receive dividends. In the event that ordinary shares are issued under the SimsMM Plan on the respective Vesting Dates, those ordinary shares will rank equally with existing ordinary shares.

5 Issue price or consideration

N/A

+ See chapter 19 for defined terms.

6	Purpose of the issue(If issued as consideration for theacquisitionofassets,clearlyidentify those assets)	(1) Issue of fully paid ordinary shares pursuantto the vesting of RSUs under the Sims MMPlan.(2) Issue of RSUs under the SimsMM Plan.
6a	Is the entity an +eligible entity thathasobtainedsecurityholderapproval under rule 7.1A?If Yes, complete sections 6b – 6hin relation to the +securities thesubject of this Appendix 3B, and	N/A
6b	comply with section 6iThedatethesecurityholderresolution under rule 7.1A waspassed
6c	+securitiesNumberofissuedwithout security holder approvalunder rule 7.1
6d	Number of +securities issued withsecurity holder approval under rule7.1A
6e	Number of +securities issued withsecurity holder approval under rule7.3, or another specific securityholder approval (specify date ofmeeting)
6f	Number of securities issued underan exception in rule 7.2

+ See chapter 19 for defined terms.

• 6g If securities issued under rule 7.1A, was issue price at least 75% of 15 day VWAP as calculated under rule 7.1A.3? Include the issue date and both values. Include the source of the VWAP calculation.
• 6h If securities were issued under rule 7.1A for non-cash consideration, state date on which valuation of consideration was released to ASX Market Announcements
• 6i Calculate the entity's remaining issue capacity under rule 7.1 and rule 7.1A – complete Annexure 1 and release to ASX Market Announcements
• 7 Dates of entering +securities into uncertificated holdings or despatch of certificate

(1) 29 October 15

(2) N/A

+ See chapter 19 for defined terms.

		Number	+Class
8	+classNumberandofall+securitiesquotedonASX(including the securities in section2 if applicable)	205,461,146	Fullypaidordinaryshares

+ See chapter 19 for defined terms.

		Number	+Class
9	+classNumberandofall+securities not quoted on ASX(includingthesecuritiesinsection 2 if applicable)	4,680,462	performance rights and restricted stock units[SGMAI](this is the maximum number of ordinary sharesand ADSs, collectively, which may be issuedpursuant to the performance rights and restrictedstock units assuming that the performance hurdlesare metunder the SimsMM Plan or the formerSims Metal Management Long Term IncentivePlan or individual contracts.
		273,999	options exp 2/04/2016 [SGMAK](issued to participants pursuant to the SimsMMPlan - this is the maximum number of ordinaryshares and ADSs, collectively, which may beissued pursuant to the exercise of options)
		850,946	options exp 17/06/2016 [SGMAK](issued to participants pursuant to the SimsMMPlan - this is the maximum number of ordinaryshares and ADSs, collectively, which may beissued pursuant to the exercise of options).
		________4,747	_____________________________________options exp 22/10/2016 [SGMAK](issued to executive pursuant to the SimsMM Plan- this is the maximum number of ordinary sharesand ADSs, collectively, which may be issuedpursuant to the exercise of options)

+ See chapter 19 for defined terms.

	________	______________________________________
	370,915________	options exp 23/11/ 2016 [SGMAK](issued to participants pursuant to the SimsMMPlan - this is the maximum number ofordinary shares and ADSs, collectively, which maybe issued pursuant to the exercise of options).______________________________________
	501,214	options exp 17/12/ 2016 [SGMAK](issued to participants pursuant to the SimsMMPlan - this is the maximum number ofordinary shares and ADSs, collectively, which maybe issued pursuant to the exercise of options).
	203,908	options exp 22/11/ 2017 [SGMAK](issued to participants pursuant to the SimsMMPlan - this is the maximum number of ADSs whichmay be issued pursuant to the exercise of options)
	714,796	options exp 30/11/2017 [SGMAK](issued to participants pursuant to the SimsMMPlan - this is the maximum number of ordinaryshares and ADSs, collectively, which may be issuedpursuant to the exercise of options)
	________16,499	_____________________________________options exp 17/12/2017 [SGMAK](issued to participants pursuant to the SimsMMPlan - this is the maximum number of ADSs whichmay be issued pursuant to the exercise of options)
	1,305,748	______________________________________options exp 11/11/2018 [SGMAK](issued to participants pursuant to the SimsMMPlan - this is the maximum number of ordinaryshares and ADSs, collectively, which may be issuedpursuant to the exercise of options)
	2,127,869________	______options exp 16/11/2019 [SGMAK](issued to participants pursuant to the SimsMMPlan - this is the maximum number of ordinaryshares and ADSs, collectively, which may be issuedpursuant to the exercise of options)
	1,280,700________	options exp 15/11/2020 [SGMAK](issued to participants pursuant to the SimsMMPlan - this is the maximum number of ordinaryshares which may be issued pursuant to the exerciseof options)______________________________________
	1,352,292	options exp 14/11/2021 [SGMAK](issued to participants pursuant to the SimsMMPlan - this is the maximum number of ordinaryshares which may be issued pursuant to the exerciseof options)
+ See chapter 19 for defined terms.
Appendix 3B Page 8		01/08/2012

10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)

No change

Part 2 - Bonus issue or pro rata issue

11	Issecurityholderapprovalrequired?	N/A
12	Is the issue renounceable or nonrenounceable?	N/A
13	Ratio in which the +securities willbe offered	N/A
14	+Class of +securities to which theoffer relates	N/A
15	+Recorddatetodetermineentitlements	N/A
16	Will holdings on different registers(or subregisters) be aggregated forcalculating entitlements?	N/A
17	Policy for deciding entitlements inrelation to fractions	N/A
18	Names of countries in which theentity has +security holders whowillnotbesentnewissuedocumentsNote: Security holders must be told how theirentitlements are to be dealt with.	N/A
	Cross reference: rule 7.7.
19	Closingdateforreceiptofacceptances 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 partoftheirentitlementsthroughabroker 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)?

N/A

33 +Despatch date N/A

B T / 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 quotationnowExample: In the case of restricted securities, end ofrestriction period	N/A
	(ifissueduponconversionofanother security, clearly identify thatother security)
42	Number and +class of all +securitiesquotedonASX(includingthesecurities in clause 38)	NumberN/A	+ClassN/A

+ See chapter 19 for defined terms.

Quotation agreement

• 1 +Quotation of our additional +securities is in ASX's absolute discretion. ASX may quote the +securities on any conditions it decides.
• 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: 30/10/2015 (Company secretary)

== == == == ==

Print name: Frank Moratti

+ See chapter 19 for defined terms.

Appendix 3B – Annexure 1

Calculation of placement capacity under rule 7.1 and rule 7.1A for + eligible entities

Introduced 01/08/12

N/A

+ See chapter 19 for defined terms.