Sims Metal Management : Becoming a substantial holder from NAB

Form 603

Corporations Act 2001

Notice of initial substantial holder Section 671B To: Company Name/Scheme ACN

1. Details of substantial shareholder

   Name

   ACN (if applicable)

   The Secretary Sims Metal Management Limited Level 2, Suite 3 32-34 Lord Street Botany NSW 2019 PH: [phone] Fax: [phone] 838 630

   National Australia Bank Limited and its associated entities listed in Annexure A (ACN 004 044 937)

   SGM

   The holder became a substantial holder on 19/01/2017

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 had a relevant interest in on the date the substantial holder became a substantial holder are as follows:

   Class of securities	Number of securities	Persons' votes	Voting power
   Fully paid ordinary shares	10,057,562	10,057,562	5.094%

3. Details of relevant interests

   The nature of the relevant interest the substantial holder or an associate 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
   MLC Investments Limited	Power to control the voting and /or disposal of securities pursuant to its position as the responsible entity or trustee of various managed investment schemes and trusts	Fully paid ordinary shares 3,421,037
   Antares Capital Partners Limited	Power to control the voting and /or disposal of securities pursuant to its position as the responsible entity, investment manager or trustee of various managed investment schemes or trusts.	Fully paid ordinary shares 38,764
   MLC Wealth Management Limited	Power to exercise voting rights pursuant to position held as the Registrable Superannuation Entity licensee for the superannuation products it issues.	Fully paid ordinary shares 45,576
   NULIS Nominees (Australia) Limited	Power to control the voting and /or disposal of securities pursuant to position held as manager under investment mandate.	Fully paid ordinary shares 193
   National Australia Bank Limited	Power to control the voting and /or disposal of securities pursuant to securities lending agreements.	Fully paid ordinary shares 1,314,883
   National Australia Bank Limited	Relevant interest arising as a result of National Australia Bank Limited having voting power above 20% in Pengana Holdings Pty Limited who controls Pengana Capital Limited, an investment manager of various unit trusts.	Fully paid ordinary shares 1,500,000
   Antares Capital Partners Limited	Power to control the voting and /or disposal of securities pursuant to its position as the responsible entity or trustee of various managed investment schemes or trusts.	Fully paid ordinary shares 2,525,653

   Antares Capital Partners Limited	Power to control the voting and /or disposal of securities pursuant to its position as an investment manager in accordance with investment mandates and as an investment manager of Antares Capital Partners Limited trusts.	Fully paid ordinary shares 1,006,823
   National Australia Bank Limited	Power to control the voting and /or disposal of securities pursuant to securities lending agreements.	Fully paid ordinary shares 204,633
   TOTAL	10,057,562

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
   MLC Investments Limited	National Nominees Limited (ACN 004 278 899)	Fully paid ordinary shares 3,421,037
   Antares Capital Partners Limited	National Nominees Limited (ACN 004 278 899)	Fully paid ordinary shares 38,764
   MLC Wealth Management Limited	Navigator Australia Limited (ACN 006 302 987)	Fully paid ordinary shares 45,576
   NULIS Nominees (Australia) Limited	National Nominees Limited (ACN 004 278 899)	Fully paid ordinary shares 193
   National Australia Bank Limited	National Nominees Limited (ACN 004 278 899)	Fully paid ordinary shares 1,314,883
   National Australia Bank Limited	BNP Paribas Nominees Pty Limited (ACN 084 150 023)	Fully paid ordinary shares 1,500,000
   Antares Capital Partners Limited	National Nominees Limited (ACN 004 278 899)	Fully paid ordinary shares 2,525,653
   Antares Capital Partners	JP Morgan Nominees Australia	Fully paid ordinary shares
   Limited	Limited	624,194
   	(ACN 002 899 961)
   	Citicorp Nominees Pty Limited	Fully paid ordinary shares
   	(ACN 000 809 030)	82,629
   	UBS Nominees Pty Limited	Fully paid ordinary shares
   	(ACN 001 450 522)	300,000
   National Australia Bank Limited	National Nominees Limited (ACN 004 278 899)	Fully paid ordinary shares 204,633
   TOTAL	10,057,562

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	Consideration	Class and number of securities
   Cash	Non-cash	Fully paid ordinary shares
   Antares Capital Partners Limited	18/01/2017	$25,113.41	2,000
   Antares Capital Partners Limited	18/01/2017	$37,670.10	3,000
   National Australia Bank Limited	18/01/2017 to 19/01/2017 - Securities Lending	No consideration directly referable to the securities provided by NAB	Refer to Appendix 1 Table
   National Australia Bank Limited	18/01/2017 - Stock return (refer Appendix 2)	No consideration directly referable to the securities provided by NAB	1,862

6. Associates

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

   Name and ACN/ARSN (if applicable	Nature of association
   MLC Investments Limited	MLC Investments Limited is a wholly owned subsidiary of MLC Holdings Limited whose ultimate parent is National Australia Bank Limited.
   MLC Wealth Management Limited	MLC Wealth Management Limited is a wholly owned subsidiary of National Wealth Management Holdings Limited whose ultimate parent is National Australia Bank Limited.
   Antares Capital Partners Limited	Antares Capital Partners Limited is a wholly owned subsidiary of National Wealth Management Holdings Limited whose ultimate parent is National Australia Bank Limited.
   NULIS Nominees (Australia) Limited	NULIS Nominees (Australia) Limited is a wholly owned subsidiary of National Wealth Management Holdings Limited whose ultimate parent is National Australia Bank Limited.

7. Addresses

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

Name	Address
National Australia Bank Limited	Level 1 800 Bourke Street DOCKLANDS VIC 3008
MLC Investments Limited	Ground Floor 105-153 Miller Street NORTH SYDNEY NSW 2060
National Nominees Limited	Level 1 800 Bourke Street DOCKLANDS VIC 3008
MLC Wealth Management Limited	Ground Floor 105-153 Miller Street NORTH SYDNEY NSW 2060
Navigator Australia Limited	Ground Floor 105-153 Miller Street NORTH SYDNEY NSW 2060
Antares Capital Partners Limited	Ground Floor 105-153 Miller Street NORTH SYDNEY NSW 2060
NULIS Nominees (Australia) Limited	Ground Floor 105-153 Miller Street NORTH SYDNEY NSW 2060
JP Morgan Nominees Australia Limited	Level 37 259 George Street SYDNEY NSW 2000
Citicorp Nominees Pty Limited	2 Park Street SYDNEY NSW 2000

BNP Paribas Nominees Pty Limited	Level 6 60 Castlereagh Street SYDNEY NSW 2000
UBS Nominees Pty Limited	Level 16 2 Chifley Square Sydney NSW 2000

Signature

Elizabeth Melville-Jones	Capacity Company Secretary for and on behalf of National Australia Bank Limited
Date 24/01/2017

Name

Signature