RAMELIUS RESOURCES LIMITED — Major Shareholding Notification 2017

Jun 19, 2017

R U

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

19 June 2017

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

By electronic lodgement

Dear Sir/Madam

Re: Notice of initial substantial holder - Ramelius Resources Limited

We enclose notice of a change of interests in Ramelius Resources Limited. This notice is given by Ruffer LLP.

Yours faithfully

Table

Tony Allen Compliance Manager

Attach.

Form 603

Corporations Act 2001 Section 671B

Notice of initial substantial holder

To Company Nama/Scheme	Ramelius Resources Limited
ACN/ARSN	001 717 540
1. Details of substantial holder (1)
Name	Ruffer LLP
ACN/ARSN (If applicable)
The holder became a substantial holder on	16/06/2017

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 an associate (2) had a relevant interest (3) in on the date the substantial holder became a substantial holder are as follows:

Class of securities (4)	Number of securities	Person's votes (5)---------------------------------------	Voting power (6).
Ordinary Fully Paid	38,085,104	38,085,104	7.23%---------------------------------------

3. Details of relevant interests

The nature of the relevent 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 interest	Nature of relevant interest (7)	Class and number of securities
Ruffer LLP	Ruffer LLP has entered into InvestmentManagement 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 scheme called CFRuffer Gold Fund. However, in thefuture it is possible that the Issuer'ssecurities may be held by other Accountclients.As investment manager, Ruffer LLP isempowered to exercise all votingrights and make investment decisionsregarding the Issuer's securities held	38,085,104 ordinary
	by the Accounts.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 TMA incertain circumstances by giving noticeto 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	shares

relevant Account or Accounts.
Bank 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(Annexure A) between Ruffer LLP andCapita Financial Managers Limited (theauthorised corporate director of CFRuffer Gold Fund) under which RufferLLP 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 ofrelevantinterest---------------------------------------	Realstered holder ofsecurities--------------------------------------	Person entitled to beregistered as holder (8)	Class and number of securities
Ruffer LLP	NewYorkÖЕBankMellon SA/NV	Ruffer LLP.	39,085,104 ordinaryshares
	-------------------------------		,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,

5. 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:

i relevantInterest-----------------------------------------------------------------------------	Date of acquisition	.- (9)Consideration		Class and number of securities
.	.	Cash.	.Non∝casr.	-------------.
See Annexureв.	._,,,,,,,,,,,,,,,,,	--		------------------------------------------------------

6. Associates

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

Name and ACN/ARSN (If applicable)---------------------------------------	---------------------------------------Nature of association--------------------
N/A--------------------------------------	---------------------------------------________________
..	-------------------------,,,,,,,,,,,,,,,,,,,,,,,..---------------------------------------.

7. Addresses

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

--------------------------------------Name.	.-----------------,,,,,,,,,,,,,,,,\ddress-------------------
Ruffer LLP.	--------------------------------------80 Victoria Street, London,SW1X 5JL.
--	---------------------------------------------------------------------------------------------------------------------------------

Distribution de l'accoussive d'Alas al Court de l'Signature
print name	Tony Allen	capacity	Compliance Manager
sign here	$ -$	date	19/06/2017

DIRECTIONS

• $(1)$ 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 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.
• $(2)$ See the definition of "associate" in section 9 of the Corporations Act 2001.
• $(3)$ See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.
• $(4)$ The voting shares of a company constitute one class unless divided into separate classes.
• 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 $(5)$ associate has a relevant interest in.
• $(B)$ The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.
• $(7)$ Include details of:
  • any relevant agreement or other circumstances by which the relevant interest was acquired. 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 statement certifying this contract, scheme or arrangement; 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 $(b)$ 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.

• $(6)$ 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".
• Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired $(9)$ 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 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 $2.2$ 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 reasonably be to expected of $\mathbf{a}$ professional investment manager. Subject to such restrictions, the Investment 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.
• $2.4$ Voting Rights: The Investment Manager may request that the Depositary exercise all voting and other powers and discretions relating to the Assets, although it is not obliged to do so.

TAM| H BBH

Annexure B

This is Annexure B of 1 page referred to in Form 603 - Notice of initial substantial holder.

Holder of relevantinterest	Date of acquisition	Consideration (9)		Class and number ofsecurities
		Cash	Non-cash
Ruffer LLP	08/05/2017	255,958.53 AUD		663,105 Ordinary Shares
Ruffer LLP	09/05/2017	53,395.75 AUD		137,547 Ordinary Shares
Ruffer LLP	10/05/2017	198.969.57 AUD		513,735 Ordinary Shares
Ruffer LLP	11/05/2017	170,056.10 AUD		436,265 Ordinary Shares
Ruffer LLP	19/05/2017	412,800.00 AUD		1,000,000 Ordinary Shares
Ruffer I.I.P	22/05/2017	416,284.95 AUD		979,494 Ordinary Shares
Ruffer LLP	24/05/2017	416,284.95 AUD		979,494 Ordinary Shares
Ruffer LLP	25/05/2017	47,150.00 AUD		115,000 Ordinary Shares
Ruffer LLP	26/05/2017	359,487.00 AUD		885,000 Ordinary Shares
Ruffer LLP	31/05/2017	192,553.22 AUD		469,642 Ordinary Shares
Ruffer LLP	01/06/2017	158,828.39 AUD		382,719 Ordinary Shares
Ruffer LLP	02/06/2017	912,746.58 AUD		2,147,639 Ordinary Shares
Ruffer LLP	05/06/2017	637,500.00 AUD		1,500,000 Ordinary Shares
Ruffer LLP	06/06/2017	637,500.00 AUD		1,500,000 Ordinary Shares
Ruffer LLP	08/06/2017	485,376.22 AUD		1,158,969 Ordinary Shares
Ruffer LLP	09/06/2017	90,927.90 AUD		216,495 Ordinary Shares
Ruffer LLP	16/06/2017	12,250,000.00 AUD		25,000,000 Ordinary Shares

FAHA| | H}|W| 7