PERSEUS MINING LIMITED — Major Shareholding Notification 2014

Aug 6, 2014

page 2/2 15 July 2001 604

Form 604 Corporations Act 2001
Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme	Perseus Mining Limited
ACN/ARSN	106 808 986
Details of substantial holder (1) 1. Name	Van Eck Associates Corporation (and its associates referred to in paragraph 6).
N/A ACN/ARSN (if applicable)
There was a change in the interests of the
substantial holder on	31/07/2014
The previous notice was given to the company on	10/07/2014
The previous notice was dated	09/07/2014

2. Previous and present 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 (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:

	Previous notice		Present notice
Class of securities (4)	Person's votes	Voting power (5)	Person's votes	Voting power (5)
Ordinary shares	54.109.908	10.274%	159.424.587	11.283%

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 change	Person whose relevant interest changed	Nature of change $(6)$	Consideration given in relation to change (7)	Class and number of securities affected	Person's votes affected
	Van Eck Associates See Annexure A

4. Present relevant interests

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

Holder of	Registered	Person entitled	Nature of	Class and	Person's votes
relevant	holder of	to be registered	relevant	number of
interest	securities	as holder (8)	interest (6)	securities
VEAC	Bank of New York Mellon as custodian lfor Market Vectors Trust - Junior Gold Miners ETF	- Junior Gold Miners ETF (GDXJ)	Market Vectors Trust VEAC holds its relevant linterest by having the lpower to exercise, control lthe exercise of, or linfluence the exercise of, lthe voting powers or disposal of the securities lto which the relevant linterest relates in the brdinary course of investment management lbusiness.	Ordinary shares 59,404,844	111.280%

VEAC	Bank of New York I Mellon as custodlan lfor Market Vectors Trust. Market Vectors Australian Emerging lResources ETF	Market Vectors Trust Same as above. Market Vectors Australian Emerging Resources ETF (MVE.AU)	Ordinary shares 13,530	$10.003\%$
IVEAC	I Bank of New York Mellon as custodían lfor Market Vectors Australian Resources IETF	Market Vectors Trust, Same as above. Market Vectors Australian Resources ETF (MVR.AU)	Ordinary shares 6,213	l0.001%

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:

(if ACN/ARSN Name and	Nature of association
	_________

6. Addresses

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

Name	Address
VEAC	335 Madison Avenue, New York, NY 10017
Van Eck Securities Corporation	335 Madison Avenue, New York, NY 10017
Van Eck Absolute Return 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 Vectors Investments Limited	Gold Fields House, Level 3, 1 Alfred Street, Sydney NSW 2000

Signature

print name	Russell Brennan	capacity	Assistant of VP
sign here		date	06/08/2014

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 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 671B(7) of the Corporations Act 2001. $(3)$
• $(4)$ The voting shares of a company constitute one class unless divided into separate classes.
• 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 any document setting out the terms of any relevant agreement, and a statemen $(a)$
• 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.

ME_115092096_1 (W2007)

• 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 m $\langle 7\rangle$
• $(8)$ 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 present association and any change in that association since the last substantial holding notice.

604 GUIDE page 1/1 13 March 2000

GUIDE

This guide does not form part of the prescribed form 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	Nil
Lodging Fee	Nil
Other forms to be completed	Nil
Additional information	If additional space is required to complete a question, the information may be included on a separate piece of (a) paper annexed to the form.
	This notice must be given to a listed company, or the responsible antity for a listed managed investment scheme. (b) A copy of this notice must also be given to each relevant securities exchange.
	The person must give a copy of this notice: (c)
	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 securities exchange after they become aware of the (ii) information if:
	a takeover bid is made for voting shares in the company or voting interests in the scheme; and (A)
	the person becomes aware of the information during the bid period. (B)
Annexures	To make any annexure conform to the regulations, you must use A4 size paper of white or light pastel colour with a margin of at least 10mm on all sides 1.
	show the corporation name and A.C.N or ARBN 2 number the pages consecutively з
	print or type in BLOCK letters in dark blue or black ink so that the document is clearly legible when photocopied 4
	identify the annexure with a mark such as A, B, C, etc. 5
	endorse the annexure with the words: 6 This is annexure (mark) of (number) pages referred to in form (form number and title)
	7 sign and date the annexure.
	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 solicitor for further advice.

Holder of relevant	Date of		Conslderation	Consideration Non
interest	Acquisition/Disposal	BIS	Cash	cash	Number of Securities
GDXJ	412/2O!4 B		s	ln-Kind	L44,543
GDXJ	4/e/2014 B		s	ln-Kind	96,322
GDXJ	4/24/20t4 B		)	ln-Kind	48,159
GDXJ	4/28/201.4 B			ln-Kind	48,t54
GDXJ	sl28/2074 B		s 10,323		34,500
GDXJ	5128/20L4 s		s	ln-Kind	48,1-97
GDXJ	6/2/2014 B		S L24,L46		394,089
GDXJ	6/3/20L4 B		s	ln-Kind	530,200
GDXJ	6/3120L4 S		s t8,24s	(	59,000
GDXJ	6/412074 B		,	ln-Kind	L92,796
GDXJ	6/6/2074 B		)	ln-Kind	t,Log,439
GDXJ	6/70/20L4 B			ln-Kind	95,386
GDXJ	6/t2/20L4 B			ln-Kind	481,870
GDXJ	6/L3/20t4 B			ln-Kind	385,064
CDXJ	6/le/2074 B		s	ln-Kind	s29,408
GD}!I	6l20l2OL4:		S ttg,tts	s	408,877
GDXJ	6120/20L4 B		s	ln-Kind	96,248
GDU	6/23/2011 s		s	ln-Kind	L46,259
GDXJ	6/24120L4 s		s	ln-Kind	48,74t
GDXJ	6/2s/2OL4	s	\$	ln-Kind	L46,244
GDXJ	7/2/2014 B		s	ln-Kind	487,490
GDXJ	717/2014 B		s	ln-Kind	438,750
GDXJ	7ls/20t4	B	s	ln-Kind	L,364,832
GDXJ	7/LOl20t4 B		s	ln-Kind	1,169,688
GDXJ	7/14/20L4 B		\$	ln-Kind	925,965
GDXJ	7/27/20L4 B		s	ln-Kind	536,723
GDXJ	7124120L4 s		\$	ln-Kind	48,799
GDXJ	7128/20].4 B		5	ln-Kind	97,592
GDXJ	7/29/201t	B	s	ln-Kind	292,758
GDXJ	7/3L/2Ot4 B		s	ln-Kínd	975,920
GDXJ	814/20t4 B		s	ln-Kind	292,782
GDXJ	8/s/20t4	B	5	ln-Kind	488,980
MVRAU	4/2/20L4 B		LL s	(	27
MVEAU	418120L4 B		31 s	(	72
MVEAU	5/27 /20t4	B	247		763 118
MVRAU	sl27/2014		37 \$	S	ts4
MVEAU	6/20/20L4 B		65 341	s	811
MVRAU	6/20/20t4 B			s	t24
MVEAU	7/U2o14 s 7/t/21t4		59 46	s	95
MVRAU		s		s

This is Annexure A of 1 pages referred to in Form 604 - Notice of change of ¡nterests of substantial holder

transact¡ons result from the ETF receiving a basket of securities lincluding fua'¿w Mining Ltd) in exchange securities in the ETF.

ln-Klnd transactions refers to how market makers of exchange traded funds (ETF) can reconcile the differences between net asset value (NAVI 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 portfolio, by creating or redeemlng lots of the ETF shares. This structure causes ETFs to be treated as "ln klnd" transactlons where investors only pay capital gains like wlth stock, as opPosed to other fees associated with mutual funds'