REGIS RESOURCES LIMITED — Major Shareholding Notification 2017

Jan 18, 2017

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
1. Details of substantial holder (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 the substantial holder on The previous notice was given to the company on The previous notice was dated		13/1/2017 5/01/2017 4/01/2017

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	89.984.680	17.96%	95.429.638	19.05%

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	IBank of New York Mellon as custodian lfor VanEck Vectors IGold Miners ETF	Miners ETF (GDX)	VanEck Vectors Gold VEAC 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	Ordinary shares 29,753,917	5.94%

VEAC	Bank of New York Mellon as custodian for VanEck Vectors Junior Gold Miners ETF	VanEck Vectors Junior Gold Miners ETF (GDXJ)	Same as above.	Ordinary shares 64,256,831	12.83%
VEAC	Bank of New York Mellon as custodian for VanEck Vectors Australian Resources ETF	VanEck Vectors Australian Resources ETF (MVR.AU)	Same as above.	Ordinary shares 71,884	0.01%
VEAC	Bank of New York Mellon as custodian for VanEck Vectors Small Cap Dividend Payers ETF	VanEck Vectors Small Cap Dividend Payers ETF (MVS.AU)	Same as above.	Ordinary shares 250,564	0.05%
VEAC	Bank of New York Mellon as custodian for VanEck Vectors Gold Miners UCITS ETF	VanEck Vectors Gold Same as above. Miners UCITS ETF (UCTGDX)		Ordinary shares 315,312	0.06%
VEAC	Bank of New York Mellon as custodian for VanEck Vectors Junior Gold Miners UCITS ETF	VanEck Vectors Junior Gold Miners UCITS ETF (UCTGDXJ)	Same as above.	Ordinary shares 781,130	0.16%

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 e∩il	ACN/ARSN	(if	Nature of association
			_

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

IVan Eck Absolute Return Advisers, Inc.	666 Third Avenue, New York, NY 10017
VanEck Australia Pty Ltd	Level 4 Aurora Place, 88 Phillip Street, Sydney NSW 2000
NanEck Investments Limited	Level 4 Aurora Place, 88 Phillip Street, Sydney NSW 2000

Signature

	print name Andrew Tilzer	capacity	Assistant Vice President
sign here		date	18/01/2017

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.
• $(2)$ 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:
• $(a)$ any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy 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".
• $(9)$ Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

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 of paper 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 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	1.			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
	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)
	$\overline{7}$			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	09/14/2016B			In-Kind	142,889
GDX	09/15/2016B			In-Kind	49,845
GDX	09/16/2016B		2,666,288.40		692,058
GDX	09/19/2016B			In-Kind	969,576
GDX	09/19/2016 B		27,739.05		7,159
GDX	09/20/2016 B		164,775.05		42,781
GDX	10/03/2016 B			In-Kind	1,010,840
GDX	10/04/2016 S			In-Kind	51,225
GDX	10/05/2016S			In-Kind	10,245
GDX	10/06/2016 S			In-Kind	112,695
GDX	10/07/2016B			In-Kind	443,950
GDX	10/12/2016 S			In-Kind	13,660
GDX	10/13/2016B			In-Kind	273,200
GDX	10/17/2016 S			In-Kind	17,075
GDX	10/19/2016B			In-Kind	71,715
GDX	10/21/2016 B			In-Kind	68,300
GDX	10/26/2016 S			In-Kind	27,320
GDX	11/03/2016 S			In-Kind	54,624
GDX	11/07/2016 S			In-Kind	6,828
GDX	11/09/2016 S			In-Kind	208,254
GDX	11/11/2016S			In-Kind	17,070
GDX	11/14/2016B			In-Kind	99,006
GDX	11/15/2016B			In-Kind	512,100
GDX	11/18/2016 S			In-Kind	122,904
GDX	11/21/2016 S			In-Kind	13,656
GDX	11/28/2016 S			In-Kind	187,770
GDX	11/29/2016 S			In-Kind	119,490
GDX	12/02/2016 B			In-Kind	430,290
GDX	12/05/2016 B			In-Kind	68,300
GDX	12/13/2016B			In-Kind	37,565
GDX	12/14/2016B			In-Kind	273,280
GDX	12/15/2016 B			In-Kind	78,568
GDX	12/16/2016 S		4,842,222.87		2,026,709
GDX	12/19/2016 S			In-Kind	9,603
GDX	12/22/2016B			In-Kind	108,494
GDX	12/28/2016 B			In-Kind	478,650
GDX	01/03/2017B 01/04/2017 S			In-Kind	191,460
GDX GDX	01/05/2017B			In-Kind	15,955
GDX	01/09/2017 B			In-Kind	478,650
				In-Kind	70,202
GDX	01/10/2017 S 09/14/2016 B			In-Kind	510,560
GDXJ GDXJ	09/16/2016 B			In-Kind In-Kind	6,811,519 161,574

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

$1$ of 3 Page

$AT$

Holder of relevant			Consideration	Consideration
interest	Date of Acquisition	B/S	Cash	Non-Cash	Number of Securities
GDXJ	09/16/2016 S		24,066,900.55		6,251,143
GDXJ	09/20/2016 B			In-Kind	539,420
GDXJ	09/21/2016 B			In-Kind	269,690
GDXJ	10/18/2016 B			In-Kind	269,710
GDXJ	10/19/2016 B			In-Kind	26,972
GDXJ	11/16/2016 S			In-Kind	242,874
GDXJ	11/18/2016 S			In-Kind	161,946
GDXJ	11/28/2016 S			In-Kind	161,952
GDXJ	12/15/2016 S			In-Kind	242,730
GDXJ	12/16/2016 B		1,395,597.78		583,757
GDXJ	12/19/2016 B			In-Kind	429,405
GDXJ	12/19/2016 S		913,681.96		388,825
GDXJ	12/20/2016 B			In-Kind	54,326
GDXJ	12/22/2016 B			In-Kind	489,006
GDXJ	12/28/2016 B			In-Kind	543,180
GDXJ	12/29/2016 B			In-Kind	515,983
GDXJ	12/30/2016 B			In-Kind	760,256
GDXJ	01/03/2017 B			In-Kind	488,880
GDXJ	01/05/2017B			In-Kind	977,544
GDXJ	01/09/2017 B			In-Kind	2,280,768
GDXJ	01/11/2017B			In-Kind	733,023
GDXJ	01/12/2017 B			In-Kind	216,424
GDXJ	01/13/2017B			In-Kind	541,160
MVRAU	09/16/2016 S		20,226.18		5,255
MVRAU	09/26/2016 B		62.58		16
MVRAU	11/09/2016B		61.73		17
MVRAU	11/11/2016B			In-Kind	7,506
MVRAU	11/23/2016B		95.06		33
MVRAU	12/12/2016B			In-Kind	3,756
MVRAU	12/16/2016 B		82,011.50		34,305
MVRAU	12/19/2016B		217.68		93
MVRAU UCTGDX	12/28/2016 S 09/16/2016B		40.94 35,622.02		15
UCTGDX	09/19/2016B		1,863.59		9,246 487
UCTGDX	09/20/2016B
	10/14/2016 S		959.59		249
UCTGDX UCTGDX	12/16/2016 S		46,284.90 51,815.57		13,951 21,691
UCTGDX	01/12/2017 S		21,040.36		6,638
UCTGDXJ	09/14/2016 B		168,664.22		43,552
UCTGDXJ	09/16/2016 B		309,795.20		80,410
UCTGDXJ	09/19/2016 B		5,962.35		1,537
UCTGDXJ	09/21/2016B		93,709.03		24,514
UCTGDXJ	10/13/2016 B		83,886.30		24,511

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

Page $2$ of $3$

$A_t$

Holder of relevant			Consideration	Consideration
interest	Date of Acquisition	B/S	Cash	Non-Cash	Number of Securities
UCTGDXJ	10/27/2016 S		29,976.88		9,493
UCTGDXJ	10/28/2016 B		160,394.52		49,016
UCTGDXJ	11/03/2016 B		173,515.10		48,434
UCTGDXJ	11/23/2016 S		209,019.34		72,627
UCTGDXJ	12/02/2016 S		5,341.60		1,869
UCTGDXJ	12/16/2016B		69,954.77		29,261
UCTGDXJ	12/19/2016B		10,884.50		4,551
UCTGDXJ	12/21/2016 S		125,751.91		50,336
MVSAU	09/13/2016B		1,524.22		401
MVSAU	09/16/2016 S		64,900.85		16,862
MVSAU	09/28/2016B		1,521.42		390
MVSAU	10/14/2016B		567.87		$171$
MVSAU	10/27/2016 S		1,630.11		516
MVSAU	11/10/2016B		556.16		169
MVSAU	12/02/2016B			In-Kind	10,740
MVSAU	12/12/2016B		5,451.84		2,049
MVSAU	12/13/2016 S		895.01		338
MVSAU	12/16/2016 B		54,289.44		22,709
MVSAU	12/28/2016B		1,818.68		666
	In-Kind transactions result from MVSAU receiving a basket of securities (including REGIS RESOURCES LTD) in exchange for securities in MVSAU.

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