REGIS RESOURCES LIMITED — Major Shareholding Notification 2016

Jun 29, 2016

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	Van Eck Associates Corporation (and its associates referred to in paragraph 6).
ACN/ARSN (if applicable)	N/A
There was a change in the interests of thesubstantial holder onThe previous notice was given to the company onThe previous notice was dated	27/06/201621/06/201620/06/2016

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	64.808.213	12.97%	70.387.504	14.08%

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 ofchange	Person whoserelevant interestchanged	Nature ofchange (6)	Considerationgiven in relationto change $(7)$	Class andnumber ofsecuritiesaffected	Person's votesaffected
	Van Eck Associates See Annexure ACorporation (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
IVEAC	Bank of New YorkMeilon as custodianlfor VanEck VectorsGold Miners ETF	Miners ETF (GDX)	VanEck Vectors Gold VEAC holds its relevantlinterest by having thepower to exercise, controlthe exercise of, orlinfluence the exercise of.the voting powers ordisposal of the securities	Ordinary shares23,591,555	4.72%

VEAC	Bank of New YorkMellon as custodianfor VanEck VectorsJunior Gold MinersETF	VanEck VectorsJunior Gold MinersETF (GDXJ)	Same as above.	Ordinary shares45,781,690	9.16%
VEAC	Bank of New YorkMellon as custodianfor VanEck VectorsAustralian EmergingResources ETF	VanEck VectorsAustralian EmergingResources ETF(MVE.AU)	Same as above.	Ordinary shares14,233	0.003%
VEAC	Bank of New YorkMellon as custodianfor VanEck VectorsAustralian ResourcesETF	VanEck VectorsAustralian ResourcesETF (MVR.AU)	Same as above.	Ordinary shares17,952	0.004%
VEAC	Bank of New YorkMellon as custodianfor VanEck VectorsSmall Cap DividendPayers ETF	VanEck VectorsSmall Cap DividendPayers ETF(MVS.AU)	Same as above.	Ordinary shares217,878	0.04%
VEAC	Bank of New YorkMellon as custodianfor VanEck VectorsGold Miners UCITSETF	VanEck Vectors Gold Same as above.Miners UCITS ETF(UCTGDX)		Ordinary shares344,661	0.07%
VEAC	Bank of New YorkMellon as custodianfor VanEck VectorsJunior Gold MinersUCITS ETF	VanEck Vectors®Junior Gold MinersUCITS ETF(UCTGDXJ)	Same as above.	Ordinary shares419,535	0.08%

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/ARSN (if applicable)	Nature of association

the company of the company of the	s a component component of the component of the component of the component of the component of the component of
	_______________________________________the contract of the contract of the contract of the contract of the contract of

6. Addresses

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

Name	Address
IVEAC	666 Third Avenue, New York, NY 10017
Van Eck Securities Corporation	666 Third Avenue, New York, NY 10017
Van Eck Absolute Return Advisers, Inc.	666 Third Avenue, New York, NY 10017
VanEck Australia Pty Ltd	Gold Fields House, Level 3, 1 Alfred Street, Sydney NSW 2000
NanEck Investments Limited	Gold Fields House, Level 3, 1 Alfred Street, Sydney NSW 2000

Signature

	print name Andrew Tilzer		Assistant Vice Presidentcapacity
sign here		date	29//06/2016

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 andtrustee of an equity trust), the names could be included in an ann $(1)$ 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.
• $(5)$ The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.
• $(6)$ 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, $(7)$ 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 on 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.
• $(8)$ 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)		If additional space is required to complete a question, the information may be included on a separate piece ofpaper annexed to the form.
	(b)		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.
	(c)		The person must give a copy of this notice:
		(i)	within 2 business days after they become aware of the information; or
		(ii)	by 9.30 am on the next trading day of the relevant securities exchange after they become aware of theinformation 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			To make any annexure conform to the regulations, you must
	1		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
	4		print or type in BLOCK letters in dark blue or black ink so that the document is clearly legible when photocopied
	5		identify the annexure with a mark such as A, B, C, etc.
	6		endorse the annexure with the words:This is annexure (mark) of (number) pages referred to in form (form number and title)
	7		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			Consideration	Consideration
interest	Date of Acquisition	B/S	Cash	Non-Cash	Number of Securities
GDX	02/26/2016 S			In-Kind	103,300
GDX	03/01/2016 S			In-Kind	449,529
GDX	03/02/2016 S			In-Kind	77,505
GDX	03/04/2016 S			In-Kind	516,700
GDX	03/08/2016 B			In-Kind	10,332
GDX	03/09/2016 S			In-Kind	284,185
GDX	03/10/2016 S			In-Kind	382,358
GDX	03/11/2016 S			In-Kind	769,883
GDX	03/14/2016 S			In-Kind	263,517
GDX	03/17/2016 B			In-Kind	1,964,600
GDX	03/18/2016 S			In-Kind	289,632
GDX	03/18/2016 S		11,080,821.11		4,676,855
GDX	03/24/2016 S			In-Kind	222,100
GDX	03/28/2016 S			In-Kind	266,520
GDX	03/29/2016B			In-Kind	177,680
GDX	04/05/2016 S			In-Kind	573,147
GDX	04/06/2016 S			In-Kind	8,884
GDX	04/07/2016 S			In-Kind	151,028
GDX	04/08/2016 S			In-Kind	133,260
GDX	04/11/2016 S			In-Kind	533,040
GDX	04/14/2016 S			In-Kind	266,460
GDX	04/15/2016 S			In-Kind	53,292
GDX	04/19/2016 B		171,217.12		67,097
GDX	04/26/2016B			In-Kind	333,075
GDX	04/27/2016 S			In-Kind	888,200
GDX	04/29/2016 B			In-Kind	546,243
GDX	05/03/2016 B			In-Kind	195,404
GDX	05/04/2016 B			In-Kind	17,760
GDX	05/05/2016B			In-Kind	377,400
GDX	05/06/2016B			In-Kind	235,320
GDX	05/09/2016 B			In-Kind	541,680
GDX	05/11/2016B			In-Kind	444,000
GDX	05/12/2016 B			In-Kind	22,200
GDX	05/18/2016 B			In-Kind	22,200
GDX	05/23/2016 B			In-Kind	22,200
GDX	05/26/2016 B			In-Kind	355,200
GDX	06/06/2016B			In-Kind	488,400
GDX	06/07/2016 B			In-Kind	35,520
GDX	06/08/2016B			In-Kind	208,680
GDX	06/09/2016B			In-Kind	26,640
GDX	06/10/2016B			In-Kind	523,920
					71,040
GDX	06/13/2016B			In-Kind

This is Annexure A of 2 pages referred to in Form 603 - Notice of initial substantial holder;

Page 1 of 4

$\mathbb{R}$

Holder of relevant			Consideration	Consideration
interest	Date of Acquisition	B/S	Cash	Non-Cash	Number of Securities
GDX	06/15/2016 B			In-Kind	497,280
GDX	06/16/2016 S			In-Kind	22,200
GDX	06/17/2016 S		25,988,610.44		7,688,938
GDX	06/20/2016 B			In-Kind	239,184
GDX	06/20/2016 B		94,727.10		28,373
GDX	06/21/2016 B			In-Kind	199,320
GDX	06/23/2016 B			In-Kind	39,876
GDX	06/24/2016 B			In-Kind	265,840
GDX	06/27/2016 B			In-Kind	19,938
GDXJ	03/02/2016 S			In-Kind	330,225
GDXJ	03/04/2016 S			In-Kind	77,724
GDXJ	03/04/2016 S		373,941.30		138,563
GDXJ	03/09/2016 S		234,569.35		89,593
GDXJ	03/14/2016 S			In-Kind	326,893
GDXJ	03/17/2016 S			In-Kind	96,130
GDXJ	03/18/2016 B			In-Kind	115,392
GDXJ	03/18/2016 B		2,819,804.67		1,189,791
GDXJ	03/21/2016B		757,291.20		308,090
GDXJ	03/29/2016B			In-Kind	102,420
GDXJ	03/31/2016 S			In-Kind	81,932
GDXJ	03/31/2016B		437,869.52		178,357
GDXJ	04/01/2016B		1,646,416.36		681,523
GDXJ	04/05/2016 B			In-Kind	168,848
GDXJ	04/07/2016B			In-Kind	253,272
GDXJ	04/11/2016B			In-Kind	211,080
GDXJ	04/12/2016B			In-Kind	168,856
GDXJ	04/14/2016B			In-Kind	401,090
GDXJ	04/19/2016 B			In-Kind	84,448
GDXJ	04/20/2016B			In-Kind	422,220
GDXJ	04/26/2016 B			In-Kind	42,244
GDXJ	04/27/2016B			In-Kind	211,210
GDXJ	04/28/2016 B			In-Kind	232,298
GDXJ	04/29/2016 B			In-Kind	971,520
GDXJ	05/02/2016 B			In-Kind	232,298
GDXJ	05/03/2016 B			In-Kind	908,074
GDXJ	05/06/2016 B			In-Kind	126,690
GDXJ	05/06/2016 S		1,113,411.97		364,115
GDXJ	05/09/2016 B			In-Kind	415,220
GDXJ	05/11/2016 B			In-Kind	83,048
GDXJ	05/16/2016 B			In-Kind	62,310
GDXJ	05/17/2016 B			In-Kind	83,104
GDXJ	05/18/2016 B			In-Kind	62,316
GDXJ	05/19/2016 B			In-Kind	373,824

This is Annexure A of 2 pages referred to in Form 603 - Notice of initial substantial holder.

Page 2 of 4

This is Annexure A of 2 pages referred to in Form 603 - Notice of initial substantial holder.

Holder of relevantinterest	Date of Acquisition	B/S	ConsiderationCash	ConsiderationNon-Cash	Number of Securities
GDXJ	05/24/2016S			In-Kind	332,336
GDXJ	05/27/2016 S			In-Kind	581,700
GDXJ	06/06/2016B			In-Kind	415,500
GDXJ	06/07/2016B			In-Kind	186,930
GDXJ	06/08/2016B			In-Kind	124,596
GDXJ	06/09/2016B			In-Kind	41,532
GDXJ	06/10/2016B			In-Kind	436,086
GDXJ	06/13/2016B			In-Kind
GDXJ	06/14/2016 B			In-Kind	394,402
GDXJ	06/15/2016B			In-Kind	20,759
GDXJ	06/16/2016B			In-Kind	166,088
GDXJ	06/17/2016B				186,849
GDXJ	06/17/2016 B			In-Kind	166,088
			34,032,253.32		10,068,714
GDXJ	06/20/2016 B06/20/2016B			In-Kind	409,305
GDXJ	06/22/2016B		547,798.17		162,029
GDXJ	06/24/2016B			In-Kind	900,306
GDXJ				In-Kind	709,332
GDXJ	06/28/2016 B			In-Kind	327,288
MVRAU	03/01/2016 B		223.62		84
MVRAU	03/09/2016 B			In-Kind	6,449
MVRAU	03/09/2016 B		138.97		53
MVRAU	03/18/2016 S		26,781.69		11,309
MVRAU	03/21/2016 S		61.21		25
MVRAU	05/18/2016 B		41.63		13
MVRAU	06/17/2016B		12,153.69		3,593
MVRAU	06/28/2016 B		137.46		41
MVEAU	03/01/2016 B		181.02		68
MVEAU	03/08/2016 B		311.89		115
MVEAU	03/18/2016 S		2,057.95		869
MVEAU	05/11/2016 S		650.45		206
MVEAU	05/16/2016 S			In-Kind	21,812
MVEAU	06/17/2016B		13,713.07		4,054
MVEAU	06/22/2016 S		378.90		120
UCTGDX	03/18/2016 S		182,059.11		76,872
UCTGDX	04/11/2016 S		41,854.16		17,236
UCTGDX	04/22/2016 B		11,840.53		4,465
UCTGDX	04/26/2016 B		36,905.76		13,821
UCTGDX	04/28/2016 S		12,706.42		4,607
UCTGDX	06/17/2016 S		393,127.80		116,310
UCTGDX	06/20/2016 B		1,658.31		497
UCTGDXJ	03/04/2016 S		1,921.05		712
UCTGDXJ	03/09/2016B		78,972.26		30,121
UCTGDXJ	03/18/2016 B		23,206.68		9,785

Page 3 of 4

$\widehat{p_{\tau}}$

Holder of relevant			Consideration	Consideration
interest	Date of Acquisition	B/S	Cash	Non-Cash	Number of Securities
UCTGDXJ	03/21/2016 B		7,801.81		3,235
UCTGDXJ	04/01/2016B		16,610.40		6,859
UCTGDXJ	04/28/2016 S		47,176.75		17,105
UCTGDXJ	05/03/2016 B		105,789.08		34,212
UCTGDXJ	05/04/2016B		51,011.56		17,106
UCTGDXJ	05/06/2016 S		13,992.76		4,576
UCTGDXJ	06/08/2016 B		164,031.74		50,436
UCTGDXJ	06/17/2016B		315,742.70		93,415
UCTGDXJ	06/20/2016 B		5,552.47		1,662
UCTGDXJ	06/22/2016 B		69,837.45		22,085
UCTGDXJ	06/28/2016 B		296,146.16		88,340
MVSAU	02/29/2016 B		1,417.51		549
MVSAU	03/08/2016 B		1,073.99		396
MVSAU	03/16/2016 S		870.29		382
MVSAU	03/18/2016 S		12,328.72		5,206
MVSAU	04/05/2016 B		1,220.14		508
MVSAU	04/21/2016B		8,859.82		3,405
MVSAU	05/11/2016 S		846.23		268
MVSAU	05/23/2016B		613.14		197
MVSAU	06/01/2016 B		239.39		80
MVSAU	06/17/2016 B		172,675.10		51,048
MVSAU	06/28/2016 B			In-Kind	11,469
MVSAU	06/28/2016 B		9,310.11		2,777
In-Kind transactions result from MVSAU receiving a basket of securities (including REGISRESOURCES LTD) in exchange for securities in MVSAU.

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

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