EMERALD RESOURCES NL — Major Shareholding Notification 2016

Sep 7, 2016

page 1/4

15 July 2001

604

Form 604

C orporations A c t2001 S ec tion 67 1B

Notic e ofc hange ofinterests ofsu bstantialhold er

To	Company Name/Scheme Renaissance Minerals Limited	Company Name/Scheme Renaissance Minerals Limited	Company Name/Scheme Renaissance Minerals Limited	Company Name/Scheme Renaissance Minerals Limited
ACN/ARSN			ACN 141 196 545
1	**D etails **	ofsu bstantialhold er(1)
Name			Emerald Resources NL(EM R)
ACN/ARSN (if applicable)			ACN009795 046
There was a change in the interests of the
substantial holder on				07/09/16
The previous notice was given to the company
on				07/09/16
The previous notice was dated				07/09/16
2	P reviou s and presentvoting 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 securities (4)		Previous notice						Present notice
				Person’s votes			Voting power (5)			Person’s votes		Voting power (5)
		Ordinary shares		215,221,053			37.47%			227,256,085			39.56%
3	C hanges in relevantinterests
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 are as follows:
		Date of	Person whose	Nature of	Consideration			Class and			Person’s votes
		change	relevant interest	change (6)	given in relation to			number of			affected
			changed		change (7)			securities
								affected
				Acquisition of a
				relevant
				interest in
				Renaissance
				Minerals
		1 September 2016	Emerald Resources NL	Limited (RNS) ordinary shares as a result of EMR receiving acceptances to	1.55 EMR shares for every 1 RNS Share, as per the Takeover Offer			12,035,032 ordinary shares			12,035,032 ordinary shares
				its takeover
				offer dated 24
				August 2016
				(Takeover
				O ffer)
4	P resentrelevantinterests
Particulars of each relevant interest of the substantial holder in voting					securities after the change are					as follows:
		Holder of	Registered	Person entitled to			Nature of relevant			Class and			Person’s
		relevant	holder of	be registered as			interest (6)			number of			votes
		interest	securities	holder (8)						securities

Holder of relevant interest	Registered holder of securities	Person entitled to be registered as holder (8)	Nature of relevant interest (6)	Class and number of securities	Person’s votes
Emerald Resources NL	The parties listed in AnnexureA	The parties listed in Annexure A	Relevant interest under section 608(1)(c) and/orsection608(8)	54,096,902 ordinary shares	9.42%

			of the Corporations Act, being a relevant interest arising under the Pre-Bid Deeds. A copy of a Pre-Bid Deed is attached to EMR’s Form 604 – Notice of change in interests of substantial holder dated 20 July2016
Emerald Resources NL	Emerald Resources NL	Emerald Resources NL	Relevant interest under section 608(1)(a) of the Corporations Act as the holder of the shares	57,444,445 ordinary shares	10%
Emerald Resources NL	Shareholders of RNS who have accepted offers pursuant to the TakeoverOffer	Emerald Resources NL subject to the terms of the Takeover Offer	Relevant interest under section 608(8) of the Corporations Act, as a result of acceptance of theTakeoverOffer	115,714,738 ordinary shares	20.14%

5. C hanges in assoc iation The persons who have become 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:

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

6. A d d resses

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

Name	Address
Emerald Resources NL	1110 Hay Street, West Perth, WA, 6005
Renaissance Minerals Ltd	78 Churchill Avenue, Subiaco, WA, 6008

S ignatu re

Morgan Hart print name

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sign here

Director

date 8/ 09/2016

D IREC TIO NS

• (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 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 671B(7) of the Corporations Act 2001.

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

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

• (6) 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 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 Act 2001.

• (7) 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.

• (8) If the substantial holder is unable to determine the identify of the person (eg. if the relevant interest arises because of an option) write “unknown”.

• (9) Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

A nnexu re A to Form 604 –Notic e ofc hange ofinterests ofsu bstantialhold er Em erald Resou rc es NL A C N 009 7 95 046

This is Annexure A of 1 page referred to the Form 604 signed by me on the date noted below.

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Signature Print name: Morgan Hart Capacity: Director Date: 8 September 2016

H old er	A C N	C lass and nu m berofsec u rities	P erson's votes
Market Watch Pty Ltd Super FundA/C>	607832628	350,000	0.06%
Mr Simon David Yeo and Mrs Jennifer Dale Yeo A/C>		700,000	0.12%
Mr RobertHirzel Black		500,000	0.09%
Tethyan Holdings Pty Ltd InvestmentA/C>	119 850725	1,480,000	0.26%
Mr KeeKhoo Seah		8,333,333	1.45%
Attrition HoldingsPtyLtd	056447 280	570,000	0.10%
BNM Holdings Pty Ltd FamilyA/C>	107 483 312	1,490,000	0.26%
Mr Andrew McKenzie and Mrs Catherine McKenzie Super FundA/C>		920,000	0.16%
Mutual Investments Pty Ltd FamilyA/C>	063 869410	3,333,333	0.58%
Mrs JodiClayton		1,490,000	0.26%
MrsMelanie Jane Chessell		1,490,000	0.26%
InkesePtyLtd	009294071	2,100,000	0.37%
MrsEmma JaneWoods		1,490,000	0.26%
ZeroNomineesPtyLtd	091927981	27,610,236	4.81%
ZeroNomineesPtyLtd	091927981	1,490,000	0.26%
Mrs CatherinePatriciaMcKenzie		750,000	0.13%