PERSEUS MINING LIMITED — Major Shareholding Notification 2016

Apr 14, 2016

$\overline{R}$ $\overline{Q}$

Ruffer LLP 80 Victoria Street London SW1E 5JL Fax +44 (0)20 7963 8175 www.ruffer.co.uk

14 April 2016

The Manager Company Announcements Office ASX Limited 20 Bridge Street Sydney NSW 2000

By electronic lodgement

Dear Sir/Madam

Re: Notice of intial substantial holder - Perseus Mining Limited

We enclose a notice of initial substantial holder in Perseus Mining Limited. This notice is given by Ruffer LLP.

Yours faithfully

Tony Allen Compliance Manager

attach

Form 603

Corporations Act 2001 Section 671B

Notice of initial substantial holder

To Company Name/Scheme	Perstus Mining Limited
ACN/ARSN	/www.www.www.www.www.www.www.www.www.che106 808 986	1111 111111111111111111111111111111111
	--------------------------------------	$\ldots$ , , , , , , , , , , , , , , , , , , ,
1. Details of substantial holder (1)
Name	Ruffer LLP
ACN/ARSN (if applicable)
		1999 1997 at a tactarta d'arta d'arta a comanda any personal anno any sy personana arrany personal p
The holder became a substantial holder on	-137(04)

2. Details of 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 anassociate (2) had a relevant interest (3) in on the date the substantial holder

- Class of securities (4)		- Number of securities,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,	Person's votes (5)	**************************************Voting power (6)
Grdinary Fully Paid	,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,	28,228,646	20,228,646,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,	5.33%,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,
Courses			"Ч" "" ТИП СИНИНГССС К ТИП ПИТИТИ ПАЛЬШШИШИ ВАХАВАЛАВАЛ САЛА-ША-БАЛАВАЛАВАЛ (МЕМАЛЬВАЛЬВАНЫ МАЛЬНА) (ДАУД)	,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,

3. Details of relevant interests

The nature of the relevant interest the substantial holder or an associate had in the following voting securities on the date the substantial holder became a substantial holder are as follows:

Holder of relevant interestNature of relevant interest (7)		Class and number of securities
	Ruffer LLP has entered into InvestmentManagoment Agreements (IMAs) underwhich it serves as investment advisorto over 6,000 discretionary clients(collectively, the "Accounts"). Onlyone of these Account clients iscurrently the beneficial holder of theIssuer's securities, being acollective investment schame called CFRuffer Gold Fund. However, in thefuture it is possible that the Issuer'ssecurities may be held by other Accountclients.
Ruffer LLP	As investment manager, Ruffer LLP isempowared to axercise all votingrights and make investment decisionsregarding the Issuer's securities heldby the Accounts.	28,228,646
	Under each IMA, Ruffer LLP is entitledto be paid a fee for providinginvestment advice to the discretionaryclient and the discretionary client isentitled to terminate the IMA incertain circumstances by giving noticeao Ruffer LLP.
	Ruffer LLP may be deemed to have arelevant interest in the OrdinaryFully Paid Shares held for suchAccounts as Ruffer LLP is empowered toexercise all voting rights and makeinvestment decisions regarding theIssuer's securities held by the

relevant Account or AccountsBank of New York Mellon SA/NV is theregistered holder of the securitiesand the depositary for CF Ruffer GoldFund.
Accompanying this form is an extract ofthe investment management agreement(Annexura A) between Ruffer LLD andCapita Financial Managara Limited (theauthorised corporate director of CFButfer Gold Fund) under which RutferLLP is authorised to manage theportfolio of CF Ruffer Gold Fund.

4. Details of present registered holders

The persons registered as holders of the securities referred to in paragraph 3 above are as follows:

Holder of relevantditermit	matematika (1999)Registered holder ofascunties	Person entitled to beregistered as holder (6)	Class and number of securities
Ru tter LLP5.	Xev Yorkಲೆಸೆmarin.-92/ NVMellonanna (philiphilipum	Ruffer LLD-------------------	20,228,646– ordinaryahares,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,
		in in die naam die maak met die maak met die maak van die maak met die maak met die maak met die maak met die

6. Consideration

The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the four months prior to the day that thesubstantial holder became a substantial holder is as follows:

Holder of relevantinterest	Date of acquisition	Consideration (9)		Class and number of securities
		Cash	Non-cash
RULLER LLP	19/01/2016	-332.800.00 AUD		1,000,000 ordinaryshares
Ruffer LLP	13/04/2016	888, 600.00 AUD		$2,000,000$ ordinaryshares

6. Associates

The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:

المساماة المالية الأكادا المستحلة والمساماة والمتاركة المالية والمسامر- Name and ACN/ARSN (if applicable) -	a' na hIna ba' da' na mara ' na manaNature of association
N/A

7. Addresses

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

${\it JOMIII} and {\it JOM} and {\it JOM} and {\it JOM} and {\it JOM} and {\it JOM} and {\it JOM} and {\it JOM} and {\it JOM} and {\it JOM} and {\it JOM} and {\it JOM} and {\it JOM} and {\it JOM} and {\it JOM} and {\it JOM} and {\it JOM} and {\it JOM} and {\it JOM} and {\it JOM} and {\it JOM} and {\it JOM} and {\it JOM} and {\it JOM} and {\it JOM} and {\it JOM} and {\it JOM} and {\it JOM} and {\it JOM} and {\it JOM} and {\it JOM} and {\it JOM} and {\it JOM} and {\it JOM} and {\it JOM} and {\it JOM} and {\it J$Namo	.,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,Address
Ruffer LLP	,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,-80 Victoria Street, London, SW1E 5JLConstituted distances
	առական առաջարկան կարող արդյունացության առաջարկան համար առաջարկան համար առաջարկան համար առաջարկան համար համար ա

AMMANIANA ARABAN MANUSIA YA KWANZA MWAKA WA 1999Signature
print name	Tony Allen	capacity	Compliance Manager
sign here	addisisteisisteisteista aanaltaman maailisteista aanaltaman maailisteisteiسمبرسی میں مسئلہاللہ$\mu\nu\rho\rho\rho\rho\rho\rho\rho\rho\rho\rho\rho\rho\rho\rho\rho\rho\rho\rho\rho$	date	14/04/2016**************************************

DIRECTIONS

• If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the $(1)$ 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 7 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. $(3)$
• The voting shares of a company constitute one class unless divided into separate classes. $(4)$
• The total number of votes attached to all the voting shares in the company or voting interests in the scheme (if any) that the person or an $\langle 5 \rangle$ associate has a relevant interest in.
• The person's votes divided by the total votes in the body corporate or scheme multiplied by 100. $(6)$
• Include details of: $(7)$
  • any relevant agreement or other circumstances by which the relevant interest was acquired. If subsection 671B(4) applies, a copy of $\left( \circ \right)$ 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 arranoement: and
  • any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal $($ (c) 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,

• If the substantial holder is unable to determine the identity of the person (eg. if the relevant interest arises because of an option) write $(8)$ "unknown".
• Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired $\langle \psi \rangle$ has, or may, become entitied 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.

Annexure A

This is Annexure A of 1 page referred to in Form $603$ – Notice of initial substantial holder.

Ruffer LLP

Extract of the Investment Management Agreement (Agreement) between Ruffer LLP (Investment Manager) and Capita Financial Managers Limited (CFM) (the authorised corporate director of CF Ruffer Gold Fund (Fund))

• $2.1$ Appointment: CFM appoints the Investment Manager as the discretionary investment manager of the Fund (including the Assets) and the Investment Manager accepts such appointment, on the terms and conditions set out in the Agreement. The Investment Manager categorises CFM as a professional client for the purposes of the FSA Handbook. CFM has the right to request re-categorisation as a retail client at any time. CFM has the right to give the Investment Manager instructions from time to time.
• Investment Discretion: The Investment Manager will manage the Fund $2.2^{\circ}$ with a view to achieving the investment objectives and within any restrictions set out in the Instrument, the Prospectus, the Regulations and the FSA Rules and will act in good faith and with the skill and care professional $\circ$ f $\mathbf{a}$ investment reasonably to be expected Subject to such restrictions, the Investment Manager, manager. normally acting as agent, will have complete discretion for the account of the Fund (and without prior reference to CFM) to buy, sell, retain, exchange or otherwise deal in investments and other assets, subscribe to issues and offers for sale and accept placings, underwritings and subunderwritings of any Investments, effect transactions on any markets. negotiate and execute counterparty documentation, take all routine or day to day decisions and otherwise act as the Investment Manager considers appropriate in relation to the management of the Fund(s). subject at all times to the Investment Manager's obligations under the FSA Rules and in accordance with Good Industry Practice.
• Voting Rights: The Investment Manager may request that the $2.4$ Depositary exercise all voting and other powers and discretions relating to the Assets, although it is not obliged to do so.

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