TITANIUM SANDS LIMITED — Major Shareholding Notification 2013

May 19, 2013

ASX Form 603

Form 603

Corporations Act 2001 Section 671B

Notice of initial substantial shareholder

To Company Name/Scheme WINDIMURRA VANADIUM LIMITED

ACN

009 131 533

1. Details of substantial holder (1)

Name The Goldman Sachs Group, Inc. (“GSGI”) on behalf of itself and its subsidiaries (“Goldman Sachs Group”) including its significant subsidiaries listed in Annexure A (“Significant Subsidiaries”) and Goldman Sachs Holdings ANZ Pty Limited and its subsidiaries (“Goldman Sachs Australia Group”).

ACN/ARSN (if applicable)

Not applicable

The holder became a 15 May 2013 substantial holder on

2. Details of 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 on the date the substantial holder became a substantial holder are as follows:

Class of securities	Number of securities	Persons’ votes	Voting power
Ordinary Fully Paid Shares	974,403	974,403	5.05%

3. Details of relevant interests The nature of the relevant interest the substantial holder had in the following voting securities on the date the substantial holder became a substantial holder are as follows:

Holder of relevant interest	Nature of relevant interest	Class and number of securities
The Goldman Sachs Group Inc (“GSGI”)	GSGI has a relevant interest in these ordinary fully paid shares by virtue of section 608(3) of the Corporations Act 2001.	974,403 Ordinary Fully Paid Shares
Goldman Sachs International (“GSI”)	Prime Brokerage with power to control the exercise of the power to dispose of shares pursuant to a Prime Broking Agreement (See Annexure B).	974,403 Ordinary Fully Paid Shares

4. Details of present registered holders

The persons registered as holders of the securities referred to in paragraph 3 above are as follows:

Holder of relevant interest	Registered holder of securities	Person entitled to be registered as holder	Class and number of securities
GSI	HSBC Custody Nominees Australia Limited	GSI	974,403 Ordinary Fully Paid Shares

ASX Form 603

5. Consideration

The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the four months prior to the day that the substantial holder became a substantial holder is as follows:

Holder of Relevant Interest	Date of Acquisition	Number of Securities	Total Consideration
GSI	3/12/2013	1,858,457	N/A
GSI	3/20/2013	433,101	N/A
GSI	3/20/2013	308,995	N/A
GSI	5/15/2013	433,101	N/A
GSI	5/15/2013	541,302	N/A

Note: A consolidation of securities on a 1 for 8 basis was announced on 12 March. Transactions from 20 March onward in the table above were executed in the consolidated shares.

6. Associates

The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:

Name and ACN (if applicable)	Nature of association
N/A	N/A

7. Addresses

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

Name	Address
GSGI	Corporation Trust Center, 1209 Orange Street, Wilmington DE 19801, U.S.A.
GSI	Peterborough Court, 133 Fleet Street, London EC4A 2BB, United Kingdom
HSBC Custody Nominees Australia Limited	GPO Box 5302, Sydney NSW 2001

Signature

Print name Michael Corwin Capacity Authorised Person (signing under power of attorney in accordance with section 52 of the Corporations Act) Sign here Date 17 May 2013

ASX Form 603

Annexure A

Significant Subsidiaries of The Goldman Sachs Group, Inc.

The following are significant subsidiaries of The Goldman Sachs Group, Inc. as of December 31, 2012 and the states or jurisdictions in which they are organized. Indentation indicates the principal parent of each subsidiary. The Goldman Sachs Group, Inc. owns, directly or indirectly, at least 99% of the voting securities of substantially all of the subsidiaries included below. The names of particular subsidiaries have been omitted because, considered in the aggregate as a single subsidiary, they would not constitute, as of the end of the year covered by this report, a “significant subsidiary” as that term is defined in Rule 1-02(w) of Regulation S-X under the Securities Exchange Act of 1934.

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ASX Form 603

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THE GOLDMAN SACHS GROUP, INC AND ITS SUBSIDIARIES

Signature

print name Michael Corwin capacity Authorised Person (signing under power of attorney in accordance with section 52 of the Corporations Act) sign here date 17 May 2013

ASX Form 603

Annexure B

This is Annexure B referred to in the Form 603: Notice of Initial Substantial Holder issued by The Goldman Sachs Group, Inc. and its subsidiaries.

The following is description of the Prime Brokerage Agreement referenced in the accompanying Form 603:

Type of agreement	Prime Brokerage Agreement(“PBA”)
Parties to agreement	Goldman Sachs International (“GSI”), The Wildhorn Master Fund (“Lender”)
Transfer date	5 December 2012, 20March 2013
Holder of voting rights	The current registered legal owner of the referenced voting shares is GSI.
Are there any restrictions on voting rights?Yes/no Ifyes, detail	Not to our knowledge.
Scheduled return date (if any)	N/A
Does the borrower have the right to return early?Yes/no Ifyes, detail	No
Does the lender have the right to recall early?Yes/no Ifyes, detail	Yes, Clauses 4.5 and 4.6 of the PBA allow the Lender to call for the redelivery of the Equivalent Collateral (as defined in the PBA) upon request.
Will the securities be returned on settlement?Yes/no Ifyes, detail anyexceptions	Yes, save the PBA allows the Lender to return Equivalent Collateral (as that term is defined in the PBA) rather than the relevant securities.

Type of agreement	Prime Brokerage Agreement(“PBA”)
Parties to agreement	Goldman Sachs International (“GSI”), The Breithorn Master Fund (“Lender”)
Transfer date	12 March 2013
Holder of voting rights	The current registered legal owner of the referenced voting shares is GSI.
Are there any restrictions on voting rights?Yes/no Ifyes, detail	Not to our knowledge.
Scheduled return date (if any)	N/A
Does the borrower have the right to return early?Yes/no Ifyes, detail	No
Does the lender have the right to recall early?Yes/no Ifyes, detail	Yes, Clauses 4.5 and 4.6 of the PBA allow the Lender to call for the redelivery of the Equivalent Collateral (as defined in the PBA) upon request.
Will the securities be returned on settlement?Yes/no Ifyes, detail anyexceptions	Yes, save the PBA allows the Lender to return Equivalent Collateral (as that term is defined in the PBA) rather than the relevant securities.

A copy of the agreements will be provided to Windimurra Vanadium Limited or the Australian Securities and Investments Commission upon request.

ASX Form 603

Signature

print name Michael Corwin capacity Authorised Person (signing under power of attorney in accordance with section 52 of the Corporations Act) sign here date 17 May 2013