RAMELIUS RESOURCES LIMITED — Major Shareholding Notification 2020

Sep 27, 2020

RU U $E$ $\boldsymbol{R}$

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

25 September 2020

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

FFU

Tony Allen Compliance Manager

Attach.

Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme	Ramelius Resources Limited
ACN/ARSN	001 717 540
1. Details of substantial holder(1)
NameACN/ARSN (if applicable)	Ruffer LLP.
There was a change in the interests of thesubstantial holder onThe previous notice was given to the company onThe previous notice was dated	23/09/202026/06/202026/06/2020

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 r

Class of securities (4)	Previous notice		,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,Present notice
	Person's votes	Voting power (5)	Person's votes!	Votina power (5)
Ordinary Fully Paid	64,445.721	$8.00%$	54,920,903	6.79%

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 thesubstantial holder was last required to give

Date ofchange	Person whoserelevant interestchanged	Natureाchange$\binom{6}{2}$	Considerationgiven in relationto change (7)	Class andnumber ofsecuritiesaffected	Person'svotesaffected
	See Annexure A			1201011-0120-02022

4. Present relevant interests

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

holder ofto be registeredrelevantnumber ofrelevantsecuritiessecuritiesinterestas holder (8)interest (6)Ruffer LLP has entered 54,920,903Ruffer LLP (onBank of New YorkRuffer LLP54,920,903into InvestmentManagement Agreements -behalf ofMellon SA/NVLF Ruffer Gold(IMAs) under which it shares(Fundinvestmentserves88advisor toover 6,000discretionaryclients}(collectively,thei"Accounts"). Only one ofthese Account clients is{ currently the beneficial holder of the Issuer's{sceurities.beingcollectiveinvestmentscheme called LF RufferGold Fund. However, inthe future it is possible thatthe Issuer's securities maybe held by other Account
clients.As investment advisor.Ruffer LLP is empoweredto exercise all voting rightsandmakeinvestmentdecisions regarding theIssuer's securities held bythe Accounts.Under each IMA, RufferLLP is entitled to be paid afee for managing theportfolio(s)fortheldiscretionary client and thediscretionaryclienti≾entitled to terminate theIMA.incertain{circumstances by givingnotice to Ruffer LLP.RufferLLPmay— be∤doomed to havo a relevantinterest in the OrdinaryFully Paid Shares hold forsuch Accounts as RuffertL.L.P is empowered toexercise all voting rightsmakeandinvestmentdecisions regarding theIssuer's securities held bythe relevant Account orAccounts.Bank of New York MellonSA/NV is the registeredholder of the securities andthe depositary for LFRuffer Gold Fund.Accompanying this form isan extract of the investment management agreement (Annexure B)between Ruffer LLP andLink Financial ManagersLimited (the authorisedcorporate director of LFRuffer Gold Fund) underwhich Ruffer LLP isauthorised to manage theportfolio of LF RufferGold Fund.

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:

Name and ACN/ARSNl (if applicable ,	Nature of association1
N/A

6. Addresses

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

Name	Address1
Rвوسرس	--80swactoria Street, London, N1 Hبالمج

Signature

print name Tony Allen	Compliance Managercapacity
sign here	25/09/2020- A Company of the Company of the Company of the Company of the Company of the Company of the Company of the Co$\mathcal{L}$
	data

DIRECTIONS

• $(1)$ If there are a number of substantial holders with similar or related relevant interests (eq. 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 6718(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 $(b)$ 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.

• $(7)$ 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 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 pald 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". $(8)$
• $(9)$ Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

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.

Information in this guide is intended as a guide only. Please consult your accountant or solicitor for further advice.

Annexure A

This is Annexure A of 2 pages referred to in Form $604$ – Notice of change of interests of substantial holder.

Date ofchange	Person whoserelevant interestchanged	Nature ofchange (6)	Considerationgiven in relationto change (7)	Classandnumberοfsecuritiesaffected	Person'svotesaffected
25/06/2020	Ruffer LLP	Sale of ordinaryshares	AUD $209,884.36	100,635Ordinary Shares	100,635
26/06/2020	Ruffer LLP	Sale of ordinaryshares	AUD $104,821.60	50,395 OrdinaryShares	50,395
29/06/2020	Ruffer LLP	Sale of ordinaryshares	AUD $132,977.83	63,904Ordinary Shares	63,904
08/07/2020	Ruffer LLP	Sale of ordinaryshares	AUD $1,636,862.61	785,066Ordinary Shares	785,066
09/07/2020	Ruffer LLP	Sale of ordinaryshares	AUD $986,659.61	467,279Ordinary Shares	467,279
10/07/2020	Ruffer LLP	Sale of ordinaryshares	AUD $121,441.81	57,539Ordinary Shares	57,539
13/07/2020	Ruffer LLP	Sale of ordinaryshares	AUD $10,985.64	5,248 OrdinaryShares	5,248
21/07/2020	Ruffer LLP	Sale of ordinaryshares	AUD $1,757,164.55	823,105Ordinary Shares	823,105
22/07/2020	Ruffer LLP	Sale of ordinaryshares	AUD $381,056.34	171,647Ordinary Shares	171,647
22/07/2020	Ruffer LLP	Sale of ordinaryshares	AUD $2,243,400.00	1,000,000Ordinary Shares	1,000,000
23/07/2020	Ruffer LLP	Sale of ordinaryshares	AUD $22,738.44	9,973Ordinary Shares	9,973
27/07/2020	Ruffer LLP	Sale of ordinaryshares	AUD $2,285,972.34	990,027Ordinary Shares	990,027
01/09/2020	Ruffer LLP	Sale of ordinaryshares	AUD $583,842.67	270,035Ordinary Shares	270,035
02/09/2020	Ruffer LLP	Sale of ordinaryshares	AUD $252,009.67	116,574Ordinary Shares	116,574
04/09/2020	Ruffer LLP	Sale of ordinaryshares	AUD $987.12	457 OrdinaryShares	457
07/09/2020	Ruffer LLP	Sale of ordinaryshares	AUD $1,000.83	457 OrdinaryShares	457

08/09/2020	Ruffer LLP	Sale of ordinaryshares	AUD $1,357,677.77	612,477 Ordinary Shares	612,477
15/09/2020	Ruffer LLP	Sale of ordinaryshares	AUD $2,451,800.00	1,000,000 Ordinary Shares	1,000,000
17/09/2020	Ruffer LLP	Sale of ordinaryshares	AUD $38,416.58	15,235Ordinary Shares	15,235
18/09/2020	Ruffer LLP	Sale of ordinaryshares	AUD $2,483,183.42	984,765Ordinary Shares	984,765
23/09/2020	Ruffer LLP	Sale of ordinaryshares	AUD $4,447,400.00	2,000,000Ordinary Shares	2,000,000

$H$

Annexure B

This is Annexure B of 1 page referred to in Form $604 -$ Notice of change of interests of substantial holder.

Ruffer LLP

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))

• Appointment: LFM appoints the investment Manager as the $2.1$ 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 FCA Handbook. LFM has the right to request re-categorisation as a retail client at any time. LFM has the right to give the Investment Manager instructions from time to time.
• $2.2$ 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 FCA Rules and will act in good faith and with the skill and care reasonably be expected of $\mathbf{a}$ professional investment to 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 FCA 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.