MINERAL RESOURCES LIMITED — Major Shareholding Notification 2017

Jan 11, 2017

Level 25, 1 O'Connell Street Sydney NSW 2000 Australia

GPO Box 3909 Sydney NSW 2001 DX 69 Sydney

T +61 2 8248 5800
F +61 2 8248 5899

Our ref DRZ:HHJ:3624165

12 January 2017

The Company Secretary Mineral Resources Limited By facsimile: +61 8 9329 3601

Companies Announcements Office Australian Securities Exchange By facsimile: 1300 135 638

Dear Sir/Madam

ASIC Form 604: Notice of change of interests of substantial holder Mineral Resources Ltd (ASX:MIN)

Please find enclosed an ASIC Form 604 for lodgement by SailingStone Capital Partners LLC.

Yours faithfully THOMSON GEER

David Zwl

(Partner-+61 2 8248 3414 M 0419 284 143 dzwi@tglaw.com.au E.

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Form 604 Corporations Act 2001

Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme		Mineral Resources Limited
ACN/ARSN	118 549 910
1. Dotalis of substantial holder (1)
Name		SallingStone Capital Partners LLC
ACN/ARSN (if applicable)	N/A
There was a change in the interests of the
substantial holder on		10/01/2017
The previous notice was given to the company on		09/11/2016

2. Previous and present voting power

The provious notice was dated

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 notico to the company or scheme, are as follows:

09/11/2016

	. Previous notice		Present notice .
Class of securities (4) .	Person's votes	Voting power (5)	Person's votes	Voting power (5) -
Ordinary shares	13.307.388 .	------ 11%	1.423.215 ______	11% 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:

οf Date change	Porson's whose interest relevant changed	Nature оf change (6)	Consideration given in relation to change (7)	Class and number securities of affected	Person's votes affected
8/11/2016	SallingStone Capital Partners LLC (SallingStone)	Sale of shares	AUD \$2,980,627.17	249,790 ordinary shares	249,790 ordinary shares
15/11/2016	SallingStone	Sale of shares	AUD \$9,636,066.54	785,000 ordinary shares	785,000 ordinary shares
16/11/2016	SallingStone	Sale of shares	AUD \$4,175,252.02	352,883 ordinary shares	352,883 ordinary shares
17/11/2016	SallingStone	Sale of shares	AUD \$1,188,343.61	96,909 ordinary shares	96,909 ordinary shares
21/11/2016	SallingStone	Sale of shares	AUD \$148,840.25	12,100 ordinary shares	12.100 ordinary shares
29/11/2016	SailingStone	Purchase of shares	AUD \$1,029,830.43	78,588 ordinary shares	78,588 ordinary sharos
1/12/2016	SailingStone	Sale of shares	AUD \$1,910,275.62	154,650 ordinary shares	154,650 ordinary shares
1/12/2016	SailingStone	Purchase of shares	AUD \$741,900.42	60,000 ordinary shares	60.000 ordinary shares
2/12/2016	SailingStone	Salo of shares	AUD \$154,139.30	12,660 ordinary shares	12,660 ordinary shares
13/12/2016	SailingStone	Sale of shares	AUD \$267,006.87	22.134 ordinary shares	22.134 ordinary shares
14/12/2016	SailingStone	Sale of shares	AUD \$256,324.39	20.920 ordinary chares	20.920 ordinary shares
20/12/2016	SailingStone	Sale of shares	AUD \$1,076,993.99	91,990 ordinary shares	91.990 ordinary shares
20/12/2016	SailingStone	Sale of shares	AUD \$66 940,71	5,760 ordinary shares	5,760 ordinary shares
22/12/2016	SallingStone	Purchase of shares	AUD \$236,822.12	20,220 ordinary shares	20,220 ordinary shares
27/12/2016	SallingStone	Disposal of shares	AUD \$414,573.39	35,343 ordinary shares	35,343 ordinary shares
5/01/2017	SallingStone	Sale of shares	AUD \$2,158,896.19	172,832 ordinary shares	172,832 ordinary shares
10/01/2017	SallingStone	Sale of shares	AUD \$371,584.48	30,010 ordinary shares	30.010 ordinary shares

Present relevant interests 4.

Particulars of oach relevant interest of the substantial holder in voting securities after the change are as follows;

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
iSailingStone	IBMO Harris Bank; lCitibank: BNY Mellon: I lCredit Suisse: JP Morgan; Northern Trust; Investment manager RBC: State Street; UBS for a range of client	SallingStone holds ilts relevant Interest in its capacity as portfollos.	SallingStone holds its relevant linterest by having the power to exercise, control the exercise lof or disposal of the securities ito which the relevant interest relations in the ordinary course of investment management lbusiness.	11.423.215 ordinary shares	6.11%

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:

--------------------------------------- . . Name and ACN/ARSN (if applicable)	Nature of association
---------------------------------------	. ------ ______
	. ----

6. Addresses

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

Name	Address .
SailingStone Capital Partners LLC	One California Street, 30th Floor, San Francisco, CA 94111 USA ---------

Signature

print name Kathiyne Kiaio

sign here

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 trust), the names could be included in an ann $(1)$ 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.
• See the definition of "associate" in section 9 of the Corporations Act 2001. $(2)$
• See the definition of "relevant interest" in sections 608 and 6718(7) of the Corporations Act 2001. $(3)$

Kathline Fiare

• The voting shares of a company constitute one class unless divided into separate classes. $(4)$
• The person's votes divided by the total votes in the body corporate or scheme multiplied by 100. $(5)$
• $(6)$ Include details of:
• any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy of (a) 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 stateme

Chief Compliance

Officer

12/01/2017

capacity

date

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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 $(b)$

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

• $(7)$ Detalls 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 on any benefit paid on behalf of th are not paid directly to the person from whom the relevant interest was acquired.
• 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". $(8)$
• $(9)$ Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.