EVOLUTION MINING LIMITED — Major Shareholding Notification 2014

Mar 26, 2014

AURORA PLACE, 86 PHILLIP STREET, SYDNEY NSW 2000, DX 117 SYONEY

To	Company announcements office ASX	Facsimile	1300 135 638
	Company Secretary Evolution Mining Limited	Facsimile	$+61296962901$
From	Henry Wong Email: henry.wong@minterellison.com	Facsimile Direct line Our Ref	+61 2 9921 8058 $+61299218536$ SSE:HLW:20-6818439
Date	27 March 2014		Number of pages (including this one): 7

Notice of change of interests of substantial holder Subject

Please find attached a notice of change of interests of substantial holder in relation to shares in Evolution Mining Limited from Van Eck Associates Corporation.

Regards MINTER ELLISON

If you do not receive all pages please telephone +61 2 9921 8536

IMPORTANT - The contents of this facsimile may be privileged and confidential. Any unauthorised use of the contents is expressly prohibited. If you have received the document in error, please advise us by telephone (reverse charges) immediately and then shred the document. Thank you.

			604	рада 2/2	15 July 2001
		Form 604 Corporations Act 2001 Section 671B
		Notice of change of interests of substantial holder
To Company Name/Scheme	Evolution Mining Limited
ACN/ARSN	084 689 036
Details of aubatential holder (1) Name N/A		Van Eck Associates Corporation (and its associates referred to in paragraph 6).
ACN/ARSN (if applicable) There was a change in the interests of the substantial holder on The previous notice was given to the company on The previous notice was dated		24/03/2014 19/02/2014 18/02/2014

2. Previous and present voting power

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

_________	Previous notice		Present notice
Class of securities (4)	Person's votes	Voting power (5) .	Porson's votes	Voting power (5)
Ordinary sharas	59.912.076	18.31% ---------------------------------------	166.223.264	19.34%
.				-------

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 schome, since the substantial holder was tast raquired to give a substantial holding notice to the company or achame are as follows:

Date of change	Person whose relovant internat changed	Nature of change (6)	Consideration given in relation to change (7) ---	Class and number of securities allected	Person's votes affected
	. Eck Associates See Annexure A Nen Corporation (VEAC)
ALL ALL
	------------		AAAAAAAA		------ 1.1.11

4. Present relevant interests

Particulars of each relevant interest of the substantial helder in veting securities after the change are as follows:

Holder of retevant mterest	Registered holder of sacunties	Person entitled to be registered as holder (B)	Naturo of rələvant Interest (8)	Class and number of securities	Person's votes
VEAC	State Street Bank as kustodian for Van Eck iFunds - International investors Gold Fund	Wan Eck Funds - International Investors Gold Fund ((IG)	NEAC holds its relevant interest by having the lpower to exercise, control. lihe exercise of, or influence the exercise of, ithe voting powers or disposal of the securities to which the relavant interest relates in the ordinary course of (nvostmont menagement bucinees.	Ordinary shares 9.736.424	1.374%
VEAC	lBank of New York Mellon sa custodian for Market Vectore Trust - Junior Gold Minam ETF	IMarket Vectors Trust ISame as above. - Junior Gold Miners JETF (GDXJ)		Ordinary sharas 49.995.104	7.055%

ME_112370316_1 (W2007)

MEAC	Northern Trust as lcustodian for Lockhood Marthy Corporation Master Belimment Trust	Lockhaed Martin Juntar Gold (LM).	Samo as abovo.	Ordinary shares 488,160	0.069%
NEAC	Credit Agricole es kustoolan for LOOH lmvast - Tho World Gold Expertise Fund	LODH Invasi - Tho World Gold Expertise Fund (LOOH).	Same as above.	Ordinary shares 2,757,881	io 389%
VEAC	JPMorgan as custodian for Jackson. National	Jackson National/VaniSame as above. Eck International Fund (JLGOLD)		Ordinary shares 1,886,600	0.266%
IVEAC	Northern Trust as- icustodian for Guidestone Global Natural Rosources - Van Eck	Guidostono Global Natural Resources – Van Eck (GGOLD)	'Sama as abova.	Ordinery sharos 897.000	10.127%
VEAC	lSiate Street Bank as custodian for Van Eck (VIP Global Gold VIP Trust - VIP Global (VGOLD) Gold	Nan Eck VIP Trust-	lSame es above.	Ordinary shares 191.000	0.013%
VEAC	Northern Trust as custodian for Lockhood Martin Corporation Master Reurement Truat	Lockheed Martin Corporation Mester Rollramani Trust (LMJ)	Samo as abovo.	Ordinary shares (380,000	0.051%
VEAC	Bank of New York Mallon as Custodian 'l'or Markot Vectore Trust, Market Vectors Australian Emerging.	Market Vectors Trust Markel Vectors Australian Emorging Resources ETF limve aut	Sama as above.	Ordinary shares 12.995	0.002%

5. Changes in association

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:

Nama ano appiicable)	---------------- ACN/ARSN (H ________	______ --------------------------------------- Nature of association
------------		______ __ .
		______ -------------------------- ----- ______
------	---------------------------------------	______

6. Addresses

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

Namo	Addrees
NEAC	335 Madison Avenue, New York, NY 10017
Nan Eck Securities Corporation	335 Madison Avenue, New York, NY 10017
Man Eck Absolute Ratum Advisers, Inc.	335 Madison Avenue, New York, NY 10017
Market Vectors Australia Pty Ltd	Gold Fields House, Level 3, 1 Alfred Street, Sydney NSW 2000
Market Voctors Investments Limited	Gold Fields House, Level 3, 1 Alfred Stroet, Sydney NSW 2000

Signature

print name Russell Brennen ***	capacity	Assistant VP
sign here	_______ dato	26/03/2014

DIRECTIONS

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 must), the names could be included in an anne $(1)$ is clearly set out in paragraph 6 of the form.

$\left(3\right)$ See the definition of "relevant interast" in sections 608 and 6718(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:
• any relevant egreement or other circumstances bacause of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy $(a)$ 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 stat
• 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 $(b)$ securities to which the relevent interest relates (indicating clearly the particular securities to which the qualification applies).

Soe the definition of "relevant agreement" in section 9 of the Corporations Act 2001.

• $(T)$ 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 roceivo in relation to that acquisition. Details must be included even if the benefit is conditioned on the bespecting or not of a contingency. Details must be included on any benefit of the substantial
• (ອາ 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".
• $(9)$ Give details, if appropriate, of the prasont association and any change in that association since the (ast substantial holding notice.

$(2)$ See the definition of "associate" in section 8 of the Corporations Act 2001.

604 GUIDE page 1/1 13 March 2000

This guide does not form part of the prescribed form GUIDE and is included by ASIC to assist you in completing and lodging form 604. Signature This form must be signed by either a director or a secretary of the substantial holder. Lodging period Νij Lodging Fee MI Other forms to be Nß completed If additional space is required to complete a question, the information may be included on a separate prece of Additional information (e) paper annexed to the form. This notice must be given to a listed company, or the responsible ently for a listed managed investment scheme.
A copy of this notice must siso be given to each relevant securities exchange. (b) The person must give a copy of this notice: $\langle c \rangle$ within 2 business days after they become aware of the information; or (i) by 9.30 am on the next trading day of the relevant aecuritias exchange after they become aware of the $\langle 0 \rangle$ Information if: $(A)$ a takeover bid is made for voting shares in the company or voting interests in the scheme; and the person becomes aware of the information during the bid period. (B) To make any annexure conform to the regulations, you must Annexures use A4 aize paper of white or light pastel colour with a margin of at least 10mm on all sides х. 2 show the corporation name and A.C.N or ARBN 3 number the pages consecutively print or type in SLOCK letters in dark blue or black ink so that the document is clearly legible when photocopied Δ. 6 Identify the annexure with a mark such as A, B, C, etc. endorse the annexure with the words: 6 This is annoxure (mark) of (number) pages referred to in form (form number and litte) $\overline{ }$ sion and date the ennexure. The annexure must be signed by the same person(s) who signed the form.

Information in this guide is intended as a guide only. Please consult your accountant or selleltor for further advice.

ME_112370315_1 (W2007)

$\ddot{\phantom{a}}$

Holder of relevant	Date of		Consideration	Consideration Non-
Interest	Acquisition/Disposal	B/S	Cash	cash	Number of Securities
GDXJ	12/10/2013 B		\$	In-Kind	95,954
GDXJ	12/11/2013 B		\$	In-Kind	527,747
GDXI	12/13/2013 B		Ŝ	in-Kind	47,966
GDXJ	12/18/2013 8		\$	In-Kind	47,963
LODH	12/19/2013 B		Ŝ 124,011	.\$	226,000
GGOLD	12/19/2013 B		ŝ 64,200	Ŝ	117,000
GDXI	12/19/2013 B		ξ	In-Kind	47,958
MVEAU	12/28/20138		3 205	इ	354
LODH	12/31/2013 B		\$ 136,239	`\$	225,000
GDXJ	1/3/2014B		3	In-Kind	184,008
GDXJ	1/6/2014 8		5	In-Kind	46,000
ILGOLD	1/9/2014B		5 128,581	\$	209,000
JLGOLD	1/10/2014 B		\$ 29,825	3	50,000
GDXJ	$1/13/2014$ B		3	In-Kind	459,990
GDXJ	1/14/2014B		S	In-Kind	91,966
GDXJ	1/15/2014 B		5	In-Kind	91,930
GDXJ	$1/16/2014$ B		3	In-Kind	551,532
GOXJ	1/17/2014 B		5	In-Kind	45,956
GDXJ	1/21/2014 B		Ξ	In-Kind	1,010,878
GDXJ	$1/22/2014$ B		\$	In-Kind	275,628
GDXJ	1/24/2014B		3	In-Kind	918,660
GDXI	1/27/2014 B		3	In-Kind	321,524
GDXJ	1/30/2014B		ॱड़	In-Kind	183,700
TM1	1/31/2014 8		Ş 228,763	5	360,000
GDXJ GDXJ	2/4/2014B		इ	In-Kind	45,935
GDXJ	2/5/2014 8 $2/6/2014$ B		ţ $\overline{\mathsf{s}}$	In-Kind	1,148,125
GDXI	$2/7/2014$ B		5	In-Kind tn-Kind	91,854
GDXJ	2/10/2014 B		7		45,929
GDXJ	2/11/2014 B			In-Kind	964,362
VGOLD			\$	In-Kind	229,560
	2/12/2014 B		\$ 21,985	Ŝ	26,000
GDXJ	2/12/2014 B		\$	In-Kind	964,089
GDXI GDXJ	2/13/2014 B 2/14/2014B		ξ	In-Kind	1,331,651
MVEAU	2/19/2014 B		ς	In-Kind	1,193,790
GDXI	2/18/2014 B		Ş 22 S Ş	tn-Kind	26 918,260
GDXJ	2/26/2014B		ţ.	In-Kind	366,840
GDXJ	3/3/2014 B		\$ ÷,	In-Kind	91,698
GDXJ	3/4/2014 B		5
GDXJ	3/5/2014 B		Ŧ S	In-Kind In-Kind	229,215 229,245
GDXJ	$3/6/2014$ B		3 ۰	In-Kind	229,295
GDXJ	3/6/2014 B		\$ w	In-Kind	275,196
GDXJ	3/5/2014B		\$ u,	In-Kind	80
GDXJ	3/10/2014 B		\$ $\blacksquare$	In-Kind	275,196
GOXJ	3/11/2014 B		3	In-Kind	458,680
GDXJ	$3/12/2014$ B		$\overline{\mathcal{P}}$ \$	In-Kind	275,160
GDXJ	$3/14/2014$ B		\$	In-Kind	917,020
GDXI	3/21/2014 B		\$ $3,043,538$ $\sqrt{5}$		3,382,085

This is Annexure A of 2 pages referred to In Form 604 -Notice of change of interests of substantial holder

Holder of relevant	Date of		Consideration	Consideration Non-
interest	Acquisition/Disposal	B/5	Cash	cash	Number of Securities
GDXJ	11/27/2013 B		s	In-Kind	191,836
GDXJ	12/20/2013 5		\$ 868,486	Ś	1,523,659
MVEAU	12/20/2013 S		\$ 1,518	\$.	2,666
MVEAU	$1/9/2014$ S		\$		14
GDXJ	1/28/2014 5		\$	In-Kind	45,935
GGOLD	2/20/2014 S		\$ 79,712	\$.	92,000
GDXJ	2/20/2014 S		Ś	In-Kind	91,838
MVEAU	2/26/20145		Ŝ 78	s	82
GDXJ	3/18/2014 5		\$	in-Kind	366,832
GDXJ	$3/19/2014$ S		\$	In-Kind	91,706
GDXJ	3/20/2014 5		Ŝ	In-Kind	640,892
MVEAU	3/21/2014 5		\$ 240	Ś	267
GDXJ	3/24/2014 5		Ś	in-Kind	246,980
GDX)	11/26/2013 5		\$ ٠	In-Kind	47,956
GDXJ	12/3/2013 5		s	In-Kind	47,968
GDXJ	12/6/2013 5		\$	In-Kind	47,984
MVEAU	$12/3/2013$ S		\$ 12	s	24
MVEAU	12/9/2013 5		S	In-Kind	8,424
GOXJ	12/9/2013 S		`Ş	In-Kind	239,905

This is Annexure A of 2 pages referred to in Form 604 -Notice of change of interests of substantial holder

In-Kind transactions result from the ETF receiving a basket of securities (including Evolution Mining Ltd) in exchange for securities in the ETF.

In-Kind transactions refers to how market makers of exchange traded funds (ETF) can reconcile the differences between net asset value (NAV) and market values when shares of the ETFs are bought and sold. The market maker can arbitrage the ETF shares with the shares that make up the underlying portfollo, by creating or redeeming lots of the ETF shares. This structure causes ETFs to be treated as "in kind" transactions where investors only pay capital $\,$ gains like with stocks, as opposed to other fees associated with mutual funds.