RAMELIUS RESOURCES LIMITED — Capital/Financing Update 2003

May 29, 2003

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement, application for quotation of additional securities and agreement

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX's property and may be made public.

Introduced 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003.

Name of entity

RAMELIUS RESOURCES LIMITED

ABN

51 001 717 540

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

$\mathbf{I}$ issued

⁺Class of ⁺securities issued or to be | ORDINARY FULLY PAID SHARES

• $\overline{2}$ Number of ⁺securities issued or to 17,500 be issued (if known) or maximum number which may be issued
• $\mathfrak{Z}$ Principal terms of the *securities (e if options, exercise price and expidate; if partly paid *securities, tl amount outstanding and due date for payment; if ⁺convertib securities, the conversion price a dates for conversion)

έg,	EXERCISE	OF	OPTIONS	EXPIRING
rу	31/12/07 AT \$0.20
he
es
łс
ıd

⁺ See chapter 19 for defined terms.

4	Do the "securities rank equally in all respects from the date of allotment with an existing class of quoted securities? If the additional securities do not rank equally, please state: the date from which they do which the extent to they participate for the next dividend, $(in$ the case of $\mathbf{a}$ trust. distribution) or interest payment the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment	YES
5	Issue price or consideration	\$3,500
6	Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets)	EXERCISE OF OPTIONS
7	Dates of entering "securities into uncertificated holdings or despatch of certificates	2/5/03
		Number	+ Class
8	Number and class of all securities	16,834,000	ORDINARY
	quoted on ASX (including the securities in clause 2 if applicable)	8,390,750	20 CENT OPTIONS EXPIRING 31/12/07

		Number	+ Class
0	Number and + class of all +securities not quoted on ASX (including the	17,950,002	ORDINARY*
	securities in clause 2 if applicable)	13,750,000	20 CENT OPTIONS EXPIRING 31/12/07*
			* (Escrowed)

$10^°$ Dividend policy (in the case of a $N/A$ trust, distribution policy) on the increased capital (interests)

Part 2 - Bonus issue or pro rata issue N/A

$\mathbf{1}$	holder approval Ĭs security required?
12	Is the issue renounceable or non- renounceable?
13	Ratio in which the "securities will be offered
14	+ Class of + securities to which the offer relates
15	*Record determine date $\mathfrak{t}$ $\mathfrak{o}$ entitlements
16	Will holdings on different registers (or subregisters) be aggregated for calculating entitlements?
17	Policy for deciding entitlements in relation to fractions
18	Names of countries in which the entity has *security holders who will not be sent new issue documents
	Note: Security holders must be told how their entitlements are to be dealt with.
	Cross reference: rule 7.7.
19	Closing of date for receipt acceptances or renunciations

20	Names of any underwriters
21	Amount of any underwriting fee or commission
22.	Names of any brokers to the issue
23	Fee or commission payable to the broker to the issue
24	Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of *security holders
25	If the issue is contingent on security holders' approval, the date of the meeting
26	Date entitlement and acceptance form and prospectus or Product Disclosure Statement will be sent to persons entitled
27	If the entity has issued options, and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders
28	Date rights trading will begin (if applicable)
29	Date rights trading will end (if applicable)
30	How do *security holders sell their entitlements in full through a broker?
31	How do *security holders sell part of their entitlements through a broker and accept for the balance?

32 How do ⁺security holders dispose of their entitlements (except by sale through a broker)?

33 *Despatch date

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

34 Type of securities (tick one) Securities described in Part 1 $(a)$ All other securities $(b)$ Example: restricted securities at the end of the eserowed period, partly paid securities that become fully paid, employee

incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities $N/A$

Tick to indicate you are providing the information or documents

• 35 If the ⁺securities are +equity securities, the names of the 20 largest holders of the additional "securities, and the number and percentage of additional "securities held by those holders
• 36 If the "securities are "equity securities, a distribution schedule of the additional *securities setting out the number of holders in the categories $1 - 1,000$ $1,001 - 5,000$ $5,001 - 10,000$ 10,001 - 100,000 100,001 and over

37

A copy of any trust deed for the additional "securities

Entities that have ticked box 34(b)

38.	Number of securities for which + quotation is sought	17,500
39.	which Class of "securities for quotation is sought	ORDINARY FULLY PAID SHARES
40	Do the "securities rank equally in all respects from the date of allotment with an existing *class of quoted $\pm$ securities? If the additional securities do not	YES
	rank equally, please state: the date from which they do ۰ extent to which they the . participate for the next dividend, case of (in the. a trust. distribution) or interest payment the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment
41	Reason for request for quotation now Example: In the case of restricted securities, end of restriction period	EXERCISE OF 31/12/07 AT \$0.20	OPTIONS EXPIRING
	upon conversion (if issued) -oť another security, clearly identify that other security)
42	Number and "class of all "securities"	Number	+ Class
	quoted on ASX (including the securities in clause 38)	17,950,002 13,750,000	ORDINARY 20 CENT OPTIONS EXPIRING 31/12/07
			* (Escrowed)

Quotation agreement

• *Quotation of our additional *securities is in ASX's absolute discretion. ASX may $\mathbf{1}$ quote the *securities on any conditions it decides.
• $\overline{2}$ We warrant the following to ASX.
• The issue of the "securities to be quoted complies with the law and is not for an illegal purpose.
• There is no reason why those *securities should not be granted *quotation.
• An offer of the "securities for sale within 12 months after their issue will not require disclosure under section $707(3)$ or section $1012C(6)$ of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

• Section 724 or section 1016E of the Corporations Act does not apply to any ٠ applications received by us in relation to any +securities to be quoted and that no-one has any right to return any *securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the *securities be quoted.
• We warrant that if confirmation is required under section 1017F of the Corporations Act in relation to the *securities to be quoted, it has been provided at the time that we request that the *securities be quoted.

• If we are a trust, we warrant that no person has the right to return the *securities to be quoted under section 1019B of the Corporations Act at the time that we request that the "securities be quoted.

• 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.

• $\overline{4}$ We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before 'quotation of the *securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

Afrancese Date: 30/5/2003 . . . . . . . . . .

Sign here:

(Director/Company secretary)

Print name: D A FRANCESE.

www.www.com.com

$\varphi=\varphi$

⁺ See chapter I9 for defined terms.