ECLIPSE METALS LIMITED. — Major Shareholding Notification 2015

Dec 22, 2015

604 page 1/3 15 July 2001

Form 604

Corporations Act 2001

Section 671B

Notice of change of interest of substantial holder

To Company Name/Scheme Eclipse Metals Limited

ACN/ARSN 142 366 541

1. Details of substantial holder (1)

To Company Name/Scheme Ghan Resources Pty Ltd

ACN/ARSN 146 459 814

There was a change in the interests of the Substantial holder on 22/12/2015

The previous notice was given to the company on 12/12/2014 The previous notice was dated 12/12/2014

2. Changes in relevant interests

The total number of votes attached to all the voting shares in the company or voting interests in he scheme that the substantial holder or an associate (2) had a relevant interest (3) in when last required, an when now required, to give a substantial holding notice to the company or scheme, are as follows:

Class of securities (4)	PreviousNotice	PreviousNotice		PresentNotice	PresentNotice
	Person’s Votes	Voting power (5)	Person’s Votes		Voting power (5)
Ordinary Shares	159,553,131	26.76%	250,329,696		30.16%

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	Persons whose relevant	Nature of	Consideration	Class and number	Class and number	Person’s votes
Change	interest changed	change	given in		of securities	affected
			relation to the		affected
			change
17/12/2015	Ghan Resources Pty Ltd	Takeupof	0.003		Ordinary Shares	79,776,565
		entitlement			79,776,565
		underNon-
		Renounceable
		RightsIssue
22/12/2015	Ghan Resources Pty Ltd	Issueof	0.005	Ordinary Shares		11,000,000
		Shares in lieu			11,000,000
		ofChairman
		Salary**
** This issue of Shares was approved by Shareholders at the Company’s 2015					Annual General Meeting and the
number was	capped pursuant toItem9 of	Section611ofthe CorporationsAct.

604 page 3/3 15 July 2001

4. Present relevant interests

Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:

Holder of relevantinterest	Registered holder ofsecurities	Persons entitled to beregistered as holder	Nature ofrelevantinterest	Class andnumber ofsecurities	Person’svotes
Ghan Resources PtyLtd	Ghan Resources PtyLtd	Ghan Resources PtyLtd	RegisteredholderandrelevantInterestpursuanttoSection608(2) of theCorporationsAct2001	Ordinary Shares90,776,565	90,776,565

5. Changes in association

The persons who have become associates (2) of, ceased to be associates of, or have changed the nature of their associations (9) with, he substantial holder in relation to voting interests in the company or scheme are as follows:

Name andACN/ARSN(ifapplicable)	Nature ofassociation
NotApplicable	NotApplicable

6. Addresses

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

Name	Address
Ghan Resources Pty Ltd	Level 31060 Hay StreetWEST PERTH WA6005

Signature:

Print name Carl Popal capacity Director date 22/12/2015

Sign here

DIRECTIONS

1. If there are a number of substantial holders with similar or related interests (eg. A corporation and is related corporations, or the manager and trustee of an equity trust), the names could be include in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred ti 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 6 of the form.

2. See the definition of “associate” in section 9 of the Corporations Act 2001

3. See the definition of “relevant interest” in sections 608 and 671(B) of the Corporations Act 2001.

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

604 page 3/3 15 July 2001

1. The person’s votes divided by the total votes in the body corporate or scheme multiplied by 100.

2. Include details of:

   • (a) Any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy of any document setting out he 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 posers or disposal of the securities to which he 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 Act 2001.

1. 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 he happening or not of a contingency. Details must be included of any benefit paid on behalf of the substantial holder or is associates in relation to the acquisitions, even if they are not paid directly to the person from whom he relevant interest was acquired.

2. 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”.

3. Give details, if appropriate, of the person association and any change in that association since the last substantial holding notice.