Resolute Mining Limited — Director's Dealing 2017

Sep 7, 2017

Rule 3.19A.2

Appendix 3Y

Change of Director's Interest Notice

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX's property and may be made public.

Introduced 30/9/2001.

Name of entity	RESOLUTE MINING LIMITED
ABN	39 097 088 689

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of Director	John Paul Welborn
Date of last notice	25 August 2017

Part 1 - Change of director's relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Direct or indirect interest	Direct
Nature of indirect interest(including registered holder)Note: Provide details of the circumstances giving riseto the relevant interest.	N/A
Date of change	8 November 2016
No. of securities held prior to change	881,478 fully paid ordinary shares1,515,000 Performance Rights with a vesting date of 30June 2018 (annual grant)564,000 Performance Rights with a vesting date of 30June 2019 (annual grant)400,000 Performance Rights with a vesting date of 30June 2018 (special grant)600,000 Performance Rights with a vesting date of 30June 2019 (special grant)1,000,000 Performance Rights with a vesting date of 30June 2020 (special grant)
Class	Fully paid ordinary shares
Number acquired	30,000

+ See chapter 19 for defined terms.

Number disposed	N/A
Value/ConsiderationNote: If consideration is non-cash, provide details andestimated valuation	$45,000
No. of securities held after change	911,478 fully paid ordinary shares1,515,000 Performance Rights with a vesting date of 30June 2018 (annual grant)564,000 Performance Rights with a vesting date of 30June 2019 (annual grant)400,000 Performance Rights with a vesting date of 30June 2018 (special grant)600,000 Performance Rights with a vesting date of 30June 2019 (special grant)1,000,000 Performance Rights with a vesting date of 30June 2020 (specialgrant)
Nature of changeExample: on-market trade, off-market trade, exerciseof options, issue of securities under dividendreinvestment plan, participation in buy-bac	Purchase of shares on market. In the course of theinvestigations into the sale of Resolute shares held inMr Welborn's name referred to in his previousAppendix 3Y, it was found that due to anadministrative oversight the Company had not lodgedan Appendix 3Y in relation to the purchase of 30,000Resolute shares by Mr Welborn on 8 November 2016.This Appendix 3Y has been lodged to remedy thatoversight. See attached notice.The investigations into the unauthorised transfer of1,218,522 Resolute shares held in Mr Welborn's nameare continuing.

Part 2 – Change of director's interests in contracts

Detail of contract	N/A
Nature of interest
Name of registered holder
(if issued securities)
Date of change
No. and class of securities to which interest
related prior to change
Note: Details are only required for a contract in relation
to which the interest has changed

+ See chapter 19 for defined terms.

Interest acquired
Interest disposed
Value/Consideration
Note: If consideration is non-cash, provide details and an
estimated valuation
Interest after change

Part 3 – Closed Period

Were the interests in the securities orcontracts detailed above traded during aclosed period where prior written clearancewas required?	No
If so, was prior written clearance provided toallow the trade to proceed during thisperiod?	N/A
If prior written clearance was provided, onwhat date was this provided?	N/A

+ See chapter 19 for defined terms.

Dale Allen Senior Advisor, Listings (Perth) ASX Limited

8 September 2017

Dear Mr Allen

Resolute Mining Limited (Company) – Appendix 3Y

We refer to the Appendix 3Y for John Welborn, a Director of the Company, lodged on 8 September 2017.

The Company advises the following:

1. The change to John Welborn's notifiable interest occurred as a result of one transaction on 8 November 2016.

There were a number of transactions in the period between 1 November 2016 and 18 November 2016 which resulted in a change to John Welborn's notifiable interest. Four separate Appendix 3Y's were lodged on 1 November 2016, 3 November 2016 and two on 18 November 2016 in accordance with the timeframe in ASX Listing Rules 3.19A.2 and 3.19B.

The late lodgement of the fifth Appendix 3Y was an administrative oversight.

• 1. The Company has in place the following documents/procedures that reflect the arrangements the Company has in place with its directors to ensure the Company is able to meet its disclosure obligations under ASX Listing Rule 3.19A and 3.19B:
  • (a) a Director must enter into a disclosure agreement with the Company on appointment. This agreement sets out the obligations of a Director with respect to disclosure of interests in the Company, including the requirements in relation to lodging of an Appendix 3Y;
  • (b) each Director is provided with a copy of the Company's Securities Trading Policy. This policy includes requirements in relation to securities trading by a Director;
  • (c) the above mentioned documents clearly stipulate the responsibilities of both the Company and a Director in declaring a Director's interests in the Company's securities; and
  • (d) the Company continually monitors compliance with the above mentioned documents/procedures.
• 1. The Company believes that the current arrangements are adequate and does not intend on taking any additional steps. The Company and its Directors are and remain aware of their obligations under ASX Listing Rule 3.19A and 3.19B in relation to notifiable interests.

Yours sincerely

Amber Stanton Company Secretary and General Counsel