ST BARBARA LIMITED — Major Shareholding Notification 2014

Aug 31, 2014

Form 604

Corporations Law Section 671B

Notice of change of interests of substantial holder

ToCompany Name/Scheme	St Barbara Limited
ACN/ARSN
1. Details of substantial holder (1)
Name	M&G Investment Funds (3)
	M&G Investment Funds (12)
	M&G Investment Management Limited
	M&G Limited
	M&G Group Limited
	M&G Securities Limited
	Prudential plc
ACN/ARSN (if applicable)
There was a change in the interests	28 August 2014
of the substantial holder on
The previous notice was given to the	18 August 2014
company on
The previous notice was dated	18 August 2014

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 Security (4)	Previous Notice	Previous Notice	Present Notice	Present Notice
	Person’s votes	Voting Power (5)	Person’s votes	Voting Power (5)
Ordinary	61,507,862	12.60%	50,077,786	10.26%

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 relevant interest changed	Nature of change (6)	Nature of change (6)	Consideration given in relation to change (7)	Class and number of securities affected	Person’s votes affected
	M&G Investment Funds (3) M&G Investment Funds (12) M&G Investment Management Limited M&G Limited M&G Group Limited M&G Securities Limited Prudential plc
		PLEASE SEE ANNEX 1 (Below)

Freehills Melbourne ASIC00603\003811236

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 asholder	Nature of relevant interest	Class and number of securities
M&G Investment Management Limited, M&G Limited, M&G Group Limited, Prudentialplc	Chase Nominees Ltd	Chase Nominees Ltd	Power to dispose of, or control the exercise of a power to dispose of, the securities	14,617,786
M&G Investment Funds (3) M&G Investment Management Limited M&G Limited M&G Group Limited M&G Securities Limited Prudential plc	State Street Noms LTD A/C GMIQ	State Street Noms LTD A/C GMIQ	Power to exercise or control the exercise of, a right to vote attached to the securities Power to dispose of, or control the exercise of a power to dispose of, the securities	30,960,000
M&G Investment Funds (12) M&G Investment Management Limited, M&G Limited, M&G Group Limited, M&G Securities Limited, Prudential plc	State Street Noms LTD A/C GML2	State Street Noms LTD A/C GML2	Power to exercise or control the exercise of, a right to vote attached to the securities Power to dispose of, or control the exercise of a power to dispose of, the securities	4,500,000

5. Changes in association

The persons who have been 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:

ts in the company or scheme are as follows:
Name and CAN/ARSN (if applicable)	Nature of association
ddresses dresses of persons named in this form are as follows:
Name	Address
M&G Investment Funds (3) M&G Investment Funds(12)	Laurence Pountney Hill, London EC4R 0HH, England
M&G Investment Management Limited	Laurence Pountney Hill, London EC4R 0HH, England
M&G Limited	Laurence Pountney Hill, London EC4R 0HH, England
M&G Group Limited	Laurence Pountney Hill, London EC4R 0HH, England
M&G Securities Limited	Laurence Pountney Hill, London EC4R 0HH, England
Prudential plc	Laurence Pountney Hill, London EC4R 0HH, England
Chase Nominees Ltd	125 London Wall, London EC2Y 5AJ, England
State Street Nominees Limited	20 Churchill Place, Canary Wharf, London E14 5HJ, England

6. Addresses

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

Signature
	print name	James Todd	capacityNotifiables Administrator
	sign here	James Todd	Date:29 August 2014

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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 7 of the form.

• (2) See the definition of “associate” in section 9 of the Corporations Law.

• (3) See the definition of “relevant interest” in sections 608 and 671B(7) of the Corporations Law.

• (4) The voting shares of a company constitute one class unless divided into separate classes.

• (5) The total number of votes attached to all the voting shares in the company or voting interests in the scheme (if any) that the person or an associate has a relevant interest in.

• (6) The person’s votes divided by the total votes in the body corporate or scheme multiplied by 100.

• (7) Include details of:

• (a) any relevant agreement or other circumstances by which the relevant interest was acquired. 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 Law.

• (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) 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.

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Annex 1: Transactions 16 August 2014 – 28 August 2014

Holder of relevant interest	Date of acquisition	Consideration (9)	Consideration (9)	Class and number of securities
		Cash	Non-cash	OrdNPV
M&G Investment Management Limited M&G Limited M&G Group Limited Prudential plc (Chase Nominees Ltd) VANG	28-Aug-14 25-Aug-14 22-Aug-14 21-Aug-14 20-Aug-14 19-Aug-14 18-Aug-14	-1,023,258 -2,498 -123 -24,803 -38,700 -21,618 -69,455		-10000000 -22728 -1116 -225642 -352069 -196667 -631854

Freehills Melbourne ASIC00603\003811236