REGIS RESOURCES LIMITED — Major Shareholding Notification 2015

Jan 15, 2015

Form 604 Corporations Act 2001
Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme	Regis Resources Limited
ACN/ARSN	009 174 761
Details of substantial holder (1) 1. Name ACN/ARSN (if applicable)	N/A	Van Eck Associates Corporation (and its associates referred to in paragraph 6).
There was a change in the interests of the substantial holder on The previous notice was given to the company on The previous notice was dated		14/01/2015 24/12/2014 23/12/2014

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:

Class of securities (4)	Previous notice		Present notice
	Person's votes	Voting power (5)	Person's votes	Voting power (5)
Ordinary shares	29,031,089	$15.81\%$	34,190,479	6.84%

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 the substantial holder was last required to give a substantial holding notice to the company or scheme are as follows:

Date of change	Person whose relevant interest changed	Nature of change (6)	Consideration given in relation to change (7)	Class and number of securities affected	Person's votes affected
	Van Eck Associates See Annexure A Corporation (VEAC)

4. Present relevant interests

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

Holder of	Registered	Person entitled	Nature of	Class and	Person's votes
relevant	holder of	to be registered	relevant	number of
interest	securities	as holder (8)	interest (6)	securities
VEAC	Bank of New York Mellon as custodian lfor Market Vectors lTrust - Junior Gold Miners ETF	Junior Gold Miners - (ETF (GDXJ	Market Vectors Trust IVEAC holds its relevant linterest by having the power to exercise, control the exercise of, or linfluence the exercise of, the voting powers or disposal of the securities Ito which the relevant linterest relates in the lordinary course of linvestment management lbusiness.	Ordinary shares 34,173,999	6.838%

VEAC	Bank of New York Mellon as custodian lfor Market Vectors Trust. Market Vectors lAustralian Emerging Resources ETF	Market Vectors Trust Same as above. Market Vectors Australian Emerging Resources ETF (MVE.AU)	Ordinary shares 11.103	0.002%
VEAC	Bank of New York Mellon as custodian lfor Market Vectors Trust. Market Vectors Australian Resources IETF	Market Vectors Trust Same as above. Market Vectors Australian Resources ETF (MVR.AU)	Ordinary shares 5,377	0.001%

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:

ACN/ARSN 74 Name and ш applicable)	Nature of association

6. Addresses

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

Name	Address
IVEAC	335 Madison Avenue, New York, NY 10017
Van Eck Securities Corporation	335 Madison Avenue, New York, NY 10017
Van Eck Absolute Return Advisers, Inc.	335 Madison Avenue, New York, NY 10017
Market Vectors Australia Pty Ltd	Gold Fields House, Level 3, 1 Alfred Street, Sydney NSW 2000
Market Vectors Investments Limited	Gold Fields House, Level 3, 1 Alfred Street, Sydney NSW 2000

Signature

Russell Brennan print name	capacity	Assistant of VP
sign here	date	15/01/2015

DIRECTIONS

• 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 $(1)$ 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.
• See the definition of "associate" in section 9 of the Corporations Act 2001. $(2)$
• $(3)$ 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 $(a)$ of 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 of the $(b)$ 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.

• 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, become entitled to receive in relation to that acquisition. Details m $(7)$
• $(8)$ 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".
• Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice. $(9)$

604 GUIDE page 1/1 13 March 2000

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.

Signature		This form must be signed by either a director or a secretary of the substantial holder.
Lodging period	Nil
Lodging Fee	Nil
Other forms to be completed	Nil
Additional information	(a) (b) (c) (i) (ii)	If additional space is required to complete a question, the information may be included on a separate piece of paper annexed to the form. This notice must be given to a listed company, or the responsible entity for a listed managed investment scheme. A copy of this notice must also be given to each relevant securities exchange. The person must give a copy of this notice: within 2 business days after they become aware of the information; or by 9.30 am on the next trading day of the relevant securities exchange after they become aware of the information if: (A) a takeover bid is made for voting shares in the company or voting interests in the scheme; and (B) the person becomes aware of the information during the bid period.
Annexures	$\mathbf{1}$ 4 5 6 7	To make any annexure conform to the regulations, you must use A4 size paper of white or light pastel colour with a margin of at least 10mm on all sides 2 show the corporation name and A.C.N or ARBN 3 number the pages consecutively print or type in BLOCK letters in dark blue or black ink so that the document is clearly legible when photocopied identify the annexure with a mark such as A, B, C, etc. endorse the annexure with the words: This is annexure (mark) of (number) pages referred to in form (form number and title) sign and date the annexure. The annexure must be signed by the same person(s) who signed the form.

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

Holder of relevant	Date of			Consideration		Consideration Non-
interest	Acquisition/Disposal	B/S		Cash		cash	Number of Securities
MVEAU	$9/19/2014$ S		$\overline{\xi}$	397	$\overline{\boldsymbol{\varsigma}}$	÷	234
MVRAU	$9/19/2014$ S		\$	382	\$	$\blacksquare$	225
MVRAU	$9/26/2014$ B		$\overline{\boldsymbol{\zeta}}$	58	\$	$\overline{\phantom{a}}$	36 °
MVEAU	$9/30/2014$ B		\$	181	$\overline{\varsigma}$	÷,	116
MVEAU	10/14/2014 S		$\overline{\boldsymbol{\varsigma}}$	11	\$	÷.	7
MVEAU	11/21/2014 S		\$	225	\$	÷	147
MVRAU	11/21/2014 S		\$	15	$\overline{\varsigma}$	×.	10
MVEAU	11/27/2014 S		$\overline{\boldsymbol{\varsigma}}$	44	$\overline{\boldsymbol{\varsigma}}$	٠	29
MVRAU	11/27/2014 S		\$	9	$\overline{\xi}$	$\blacksquare$	$6\phantom{1}6$
MVEAU	12/10/2014B		$\overline{\boldsymbol{\varsigma}}$	82	$\overline{\boldsymbol{\varsigma}}$	۰	51
MVRAU	12/12/2014 S		\$	124	\$	$\blacksquare$	78
GDXJ	12/19/2014 B		$\overline{\boldsymbol{\varsigma}}$	50,633,509	$\overline{\boldsymbol{\varsigma}}$	٠	29,014,675
MVEAU	12/19/2014 S		\$	1,738	$\overline{\varsigma}$	$\sim$	994
MVRAU	12/19/2014 B		$\overline{\varsigma}$	291	$\overline{\xi}$	$\overline{\phantom{a}}$	166
GDXJ	12/20/2014B		\$	5,584,320	$\overline{\xi}$	$\blacksquare$	3,200,000
GDXJ	12/22/2014 S		\$	783,824	$\overline{\mathsf{S}}$	$\overline{\phantom{a}}$	450,893
GDXJ	12/22/2014 S		\$			In-Kind	50,656
MVRAU	12/31/2014 S		\$	131	$\overline{\mathsf{S}}$	÷.	68
GDXJ	$1/5/2015$ B		\$			In-Kind	150,750
GDXJ	$1/6/2015$ B		\$			In-Kind	1,080,074
GDXJ	$1/7/2015$ B		\$			In-Kind	150,624
GDXJ	$1/9/2015$ B		\$			In-Kind	326,313
GDXJ	$1/12/2015$ B		\$			In-Kind	100,404
GDXJ	$1/13/2015$ B		\$			In-Kind	150,588
GDXJ	$1/14/2015$ B		$\overline{\boldsymbol{\zeta}}$			In-Kind	502,120
MVEAU	$1/14/2015$ B		\$	268	$\overline{\xi}$	÷	134

This is Annexure A of 1 pages referred to in Form 604 -Notice of change of interests of substantial holder (RRL AU)

In-Kind transactions result from the ETF receiving a basket of securities in exchange for securities in the ETF.

In-Kind transactions refers to how market makers of exchange traded funds (ETF) can reconcile the differences between net asset value (NAV) and market values when shares of the ETFs are bought and sold. The market maker can arbitrage the ETF shares with the shares that make up the underlying portfolio, by creating or redeeming lots of the ETF shares. This structure causes ETFs to be treated as "in kind" transactions where investors only pay capital gains like with stocks, as opposed to other fees associated with mutual funds.