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RAMELIUS RESOURCES LIMITED — Major Shareholding Notification 2019
Mar 28, 2019
65718_rns_2019-03-28_6806cb43-a651-437a-8004-d7a6435f54a3.pdf
Major Shareholding Notification
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R T
Ruffer LLP 80 Victoria Street London SWIE 5JL Fax +44 (0)20 7963 8175 www.ruffer.co.uk
28 March 2019
The Manager Company Announcements Office ASX Limited 20 Bridge Street Sydney NSW 2000
By electronic lodgement
Dear Sir/Madam
Re: Notice of change of interests of 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
M-
Tony Allen Compliance Manager
Attach.

VESTORS Ruffer LLP is a limited liability partnership, registered in England with registration number OC305288
PEOPLE The firm's principal place of business and registered office is 80 Victoria Street, London SW1E 5JL
Ruff
Form 604
Corporations Act 2001 Section 671B
Notice of change of interests of substantial holder
| Jo. Company Name/Scheme | Ramelius Resources Limited | ||||||
|---|---|---|---|---|---|---|---|
| ACN/ARSN | .001.717.540. | ||||||
| [1] Details of substantial heider(1) | |||||||
| Name ACTVARISM (if applicable) |
Further ii D | ||||||
| There was a change in the interests of the substantial holder on |
27/03/2019 | ||||||
| The previous notice was given to the company on The previous notice was dated |
20/09/2018 20/09/2018 |
||||||
| 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:
| ________ | . | 11.11.1 | . AUDIO AUDIO |
|||
|---|---|---|---|---|---|---|
| of securities Ciass of |
Previous natice | Present notice | ||||
| The board contract and the the state of the board of the H. Candidate and the parameter account of the board in the contract of | vues יהמד |
Volina nower |
arto e Jorenn הח |
DOM M E hailma. |
-19. . |
|
| $\neg$ $\neg$ $\neg$ $\neg$ $\neg$ $\neg$ $\neg$ $\neg$ . |
ጣ ድጥ | 28 RT - |
MA- a shekar -- |
74% | ||
| -- | -------- | ------ | ------- |
3. Changes in relevant Interests
Particulars of each change in, or change in the hature 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
| Date of change |
Person whose ralevant interest changed |
Naturo O. DIREKOS Ω). |
Consideration given in relation to change (7) |
Class and number of $\cdots$ cocurities affected |
Person's votes affected |
|---|---|---|---|---|---|
| See Annexure A | |||||
Holder of
relevant
interest
Ruffer LLP
| 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 |
|---|---|---|---|---|
| Bank of New York | Ruffer LLP (on | Ruffer LLP has entered 50, 392, 723 | 50,392,723 | |
| Mellon SA/NV | behalf of | into Investment ordinary Management Agreements ordinary (IMAs) under which itshares |
||
| LF Ruffer Gold | ||||
| Fund) | serves 85 investment |
|||
| advisor to 6.000 over |
||||
| discretionary clients |
||||
| collectively. the "Accounts"). Only one of |
||||
| these Account clients is | ||||
| currently the beneficial | ||||
| holder of the Issuer's securities. being |
||||
| collective : investment |
||||
| scheme called LF Ruffer | ||||
| Gold Fund. However, in the future it is possible that |
||||
| the Issuer's securities may | ||||
| be held by other Account | ||||
| clients. | ||||
| As investment advisor. |
||||
| Ruffer LLP is empowered | ||||
| to exercise all voting rights and make investment |
||||
| decisions regarding the | ||||
| Issuer's securities held by | ||||
| the Accounts. | ||||
| Under each IMA, Ruffer | ||||
| LLP is entitled to be paid a | ||||
| fee for managing the portfolio(s) for the |
||||
| discretionary client and the | ||||
| discretionary client îЫ |
||||
| entitled to terminate the IMA. in. certain |
||||
| oiroumstances by giving | ||||
| notice to Ruffer LLP. | ||||
| LLP Ruffer may bd |
||||
| deemed to have a relevant | ||||
| änterest in the Ordinary Fully Paid Shares held for |
||||
| such Accounts as Ruffer | ||||
| LLP. is. empowered to |
||||
| exercise all voting rights make hnd investment |
||||
| decisions regarding the | ||||
| Issuer's securities held by the relevant Account of |
||||
| Accounts. | ||||
| Bank of New York Melloni SA/NV is the registered |
||||
| holder of the securities and | ||||
| the depositary for LFI Ruffer Gold Fund. |
||||
| Accompanying this form is | ||||
| lan extract of the investment management |
||||
| agreement (Annexure B) | ||||
| between Ruffer LLP and Link Financial Managers |
||||
| Limited (the authorised | ||||
| corporate director of LF | ||||
| Ruffer - Gold Fund) under - which Ruffer LLP is |
||||
| authorised to manage the | ||||
| bortfolio of LF Ruffer | ||||
| Gold Fund. | ||||
Changes in association
The paraches with have become associates Cipit, commed to be accepted to the consider the conditions (8) with, the adoptation folder in relation to voting interests in the company or acheine are as follows:
Name and ACN/ARSN (if approable) ******** . |
Natura of алзосіаноп |
THE REPORT OF A PUBLIC HUBBAN IN HIS HOLD AN ARANG A A A REAL AND A LIGHT COMMUNICATION CONTINUES. |
|---|---|---|
| a termin dan bang dari mengangkan dan karang mengentukkan kalah dan mempunyai dan mempunyai dan mempunyai yang dan mempunyai dan mempunyai dan mempunyai dan mempunyai dan mempunyai dan mempunyai dan mempunyai dan mempunyai -------------------------------------- |
8. Addresses
The addresses of persons named in this form are as follows:
| MINE-Houses Nome SAMAREA Account of the ******** |
. ******** Address . 10000000000000000000000000000000000000 |
|
|---|---|---|
| tur n mп. 16 F - z a d - Brama v |
-184 v Street, London, SWIE 3JL. 'ictoma |
--------------------------------------- |
| 2 - - - - - - - - - - - - - - - - - - - | . |
HIII.III.13.3.1.13.3.1.1.3.3.1.1.1.1. |
Signature
| print name 'Tony Allen | 心気の身にな | Compliance Manager |
|---|---|---|
| sign nere | date 1.41 |
28/03/2019 |
DIRECTIONS
$(1)$ If there are a number of substantial holders with simitar 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 6 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 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 $\left( n\right)$ 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 of the securities to $\left( 0 \right)$ 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.
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, becom'e $(7)$ 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.
If the substantial holder is unable to determine the identity of the person (e.g. if the relevant interest arises because of an option) write "unknown". $\left( 0\right)$
$\langle 9 \rangle$ Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.
Annexure A
$\frac{1}{\sqrt{2}}\int d^3x\sqrt{2}dx\sqrt{2}dx\sqrt{2}dx$
This is Annexure A of 2 pages referred to in Form $604$ – Notice of change of interests of substantial holder.
| Date of change |
Person whose relevant interest changed |
Nature ۵f change (6) |
Consideration given in relation. to change $(7)$ |
Glass and number ٥ſ securities affected |
Person's votes affected |
|---|---|---|---|---|---|
| 26/09/2018 | Ruffer LLP | Purchase of ordinary shares |
AUD \$72,343.58 | 149,532 Ordinary Shares |
149,532 |
| 27/09/2018 | Ruffer LLP | Purchase of ordinary shares |
AUD \$45,056.83 | 92.939 Ordinary Shares |
92,939 |
| 28/09/2018 | Ruffer LLP | Purchase of ordinary shares. |
AUD \$105,924.70 | 219.898 Ordinary Shares |
219,989 |
| 01/10/2018 | Ruffer LLP | Purchase of ordinary shares |
AUD \$73,863.33 | 152,768 Ordinary Shares |
152,768 |
| 02/10/2018 | Ruffer LLP | Purchase of ordinary shares |
AUD \$183,574.72 | 384,772 Ordinary Shares |
384,772 |
| 30/10/2018 | Ruffer LLP | Purchase of ordinary shares |
AUD \$2,593.92 | 6,176 Ordinary Shaxes |
6,176 |
| 31/10/2018 | Ruffer LLP | Purchase of ordinary shares |
AUD \$163,240.05 | 393,824 Ordinary Shares |
393,824 |
| 01/11/2018 | Ruffer LLP | Purchase of ordinary shares |
AUD \$17,546.30 | 42.953 Ordinary Shares |
42,953 |
| 09/11/2018 | Ruffer LLP | Purchase of ordinary shares |
AUD \$26,104.89 | 63,686 Ordinary Shares |
63,686 |
| 12/11/2018 | Ruffer LLP | Purchase of ordinary AUD \$157,265.73 shares |
393,361 Ordinary Shares |
393,361 | |
| 13/11/2018 | Ruffer LLP | Purchase of ordinary AUD \$190,369.96 shares |
480,126 Ordinary Shares |
480,126 | |
| 14/11/2018 | Ruffer LLP | Purchase of ordinary AUD \$108,106.35 shares |
277,338 Ordinary Shares |
277,338 | |
| 15/11/2018 | Ruffer LLP | Purchase of ordinary shares |
AUD \$96,553.58 | 242,536 Ordinary Shares |
242,536 |
| 16/11/2018 | Ruffer LLP | Purchase of ordinary shares. |
AUD \$154,400.00 | 400,000 Ordinary Shares |
400,000 |
| 19/11/2018 | Ruffer LLP | Purchase of ordinary shares |
AUD \$6,457.43 | 16,630 Ordinary Shares |
16,630 |
| 20/11/2018 | Ruffer LLP | Purchase of ordinary shares |
AUD \$3,731.13 | 9,567 Ordinary Shares |
9,567 |
| Ruffer LLP | Purchase of ordinary | AUD \$33,030.47 | 84,824 | ||
|---|---|---|---|---|---|
| 21/11/2018 | shares | Ordinary Shares | 82,824 | ||
| 22/11/2018 | Ruffer LLP | Purchase of ordinary shares |
AUD \$26,402.46 | 67,960 Ordinary Shares |
67,960 |
| 23/11/2018 | Ruffer LLP | Purchase of ordinary shares |
AUD \$15,556.34 | 40,073 Ordinary Shares |
40,073 |
| 26/11/2018 | Ruffer LLP | Purchase of ordinary shares |
AUD \$22,989.21 | 59,419 Ordinary Shares |
59,419 |
| 26/12/2018 | Ruffer LLP | Purchase of ordinary shares |
AUD \$193,200.69 | 480,121 Ordinary Shares |
480,121 |
| 21/12/2018 | Ruffer LLP | Purchase of ordinary shares |
AUD \$92,349.18 | 219,879 Ordinary Shares |
219,879 |
| 04/01/2019 | Ruffer LLP | Acquisition of relevant interests in fully paid ordinary shares in Explaurum (Explaurum Shares) as a result of acceptances of the $\,$ takeover offer. |
1 fully paid ordinary share in Ramelius for every 4 Explaurum Shares plus \$0.02 cash per Explaurum (Ordinary Shares Shares, subject to the terms and conditions of the offer. |
3,183,940 | 3,183,940 |
| 07/02/2019 | Ruffer LLP | Purchase of ordinary shares |
AUD \$7,806.40 | 13,940 Ordinary Shares |
13,940 |
| 08/02/2019 | Ruffer LLP | Purchase of ordinary shares |
AUD \$57,839.72 | $-103,396$ Ordinary Shares |
103,396 |
| 27/02/2019 | Ruffer LLP | Sale of ordinary shares |
AUD \$13,206.30 | 21,232 Ordinary Shares |
21,232 |
| 05/03/2019 | Ruffer LLP | Purchase of ordinary shares |
AUD \$115,070.95 | 202,947 Ordinary Shares |
202,947 |
| 27/03/2019 | Ruffer LLP | Sale of ordinary shares |
AUD \$10,062,500.00 | 11,500,000 Ordinary Shares |
11,500,000 |
$\frac{1}{2}$
Annexure B
This is Annexure B of 1 page referred to in Form $604 -$ Notice of change of interests of substantial holder.
Ruffer I J P
Extract of the Investment Management Agreement (Agreement) between Ruffer LLP (Investment Manager) and Link Financial Managers Limited (LFM) (the authorised corporate director of LF Ruffer Gold Fund (Fund))
- $2.1°$ Appointment: LFM 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 LFM as a professional client for the purposes of the FSA Handbook. LFM has the right to request re-categorisation as a retall client at any time. LFM has the right to give the Investment Manager instructions from time to time.
- $2.22$ Investment Discretion: The Investment Manager will manage the Fund 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 to be expected of 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 LFM) 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 Depositary exercise all voting and other powers and discretions relating to the Assets, although it is not obliged to do so.
M
$2.4 -$