Resolute Mining Limited — Major Shareholding Notification 2013

May 21, 2013

ASX Announcement

22 May 2013

Substantial Shareholder Notice

Please find attached a copy of a substantial shareholder notice received by the Company.

GREG FITZGERALD Company Secretary

01

Form 604

Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To_Company Name/Scheme	Resolute Mining Limited
ACN/ARSN	097 088 689
1. Details of substantial holder (1)
Name	ICM Limited
ACN/ARSN (if applicable)
There was a change in the interests of thesubstantial holder on		21/05/2013
The previous notice was given to the company on		24/04/2013
The previous notice was dated		24/04/2013

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	199, 272, 476	30.99%	205, 772, 476	32.00%

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 of change (6)	Consideration given inrelation to change (7)	Class and numberof securitiesaffected	Person's votesaffected
	See Appendix"д"

4. Present relevant interests

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

Holder ofrelevantinterest	Registered holderof securities	Person entitled to beregistered as holder(8)	Nature of relevantinterest (6)	Class and numberof securities	Person's votes
	See Appendix"A"

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
See Appendix "A"

6. Addresses

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

Name	Address
See Appendix "A"

Signature

print name	Duncan Gutsche	capacity	Notifications Administrator
sign here	M	date	21/05/2013

DIRECTIONS

• If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the $(1)$ 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. $(5)$
• Include details of: $(6)$
  • any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) $(a)$ 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
  • $(b)$ 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 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 $(7)$ has, or may, 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 of 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.
• If the substantial holder is unable to determine the identity of the person (eg. if the relevant interest arises because of an option) write $(8)$ "unknown".
• $(9)$ Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

This is Appendix A of 2 pages referred to in form 604 - Notice of change of interests of substantial holder

Resolute Mining Ltd - ACN 097 088 689

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 interestchanges	Nature of change	Considerationgiven in relationto change	Class andnumber ofsecurities	Person'svotesaffected
02 - 16 May 2013	Eclectic Investment Company Ltd	Purchases - onMarket	1,662,794	2,000,000	2,000,000
03 - 13 May 2013	Bermuda Commercial Bank Ltd	Purchases - onMarket	1,260,429	1,500,000	1,500,000
09 - 16 May 2013	Utilico Emerging Markets Ltd	Purchases - onMarket	1,687,660	2,000,000	2,000,000
21 May 2013	Utilico Investments Ltd	Purchases - onMarket	747,316	1,000,000	1,000,000

4. Present relevant interests

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

Holderof relevant interest	Registered holder ofsecurities	Person entitled to beregistered as holder	Nature ofrelevantinterest	Class andnumber ofsecurities	Person'svotes
Utilico Investments Ltd	JP Morgan	Utilico Investments Ltd	Beneficialowner	122,029,227	122,029,227
Alliance Life Common Fund(L) Ltd	HSBC Custody Nominees	Alliance Life Common Fund(L) Ltd	Beneficialowner	62,989,484	62,989,484
Utilico Emerging MarketsLtd	JP Morgan	Utilico Emerging Markets Ltd	Beneficialowner	8,000,000	8,000,000
Eclectic InvestmentCompany Ltd	HSBC Custody Nominees	Eclectic InvestmentCompany Ltd	Beneficialowner	7,350,000	7,350,000
ICM Limited	State Street Bank & TrustBoston	ICM Limited	Beneficialowner	2,903,765	2,903,765
Bermuda Commercial BankLtd	State Street Bank & TrustBoston	Bermuda Commercial BankLimited	Beneficialowner	1,500,000	1,500,000
CCM Pty Ltd	St George Bank Australia	CCM Pty Ltd	Beneficialowner	1,000,000	1,000,000

5. Changes in association

The persons who have become associates of, ceased to be associates of, or have changed the nature of their association with, the substantial holder in relation to voting interests in the company or scheme are as follows:

Name and ACN	Nature of association
Bermuda Commercial Bank Ltd	Common fund manager

6. Addresses

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

Name	Address
Utilico Investments Ltd, and Utilico Emerging Markets Ltd	8 th Floor, Exchange House, Primrose Street, London, EC2A 2NY, UK
Alliance Life Common Fund (L) Ltd	Level 1, Lot 7, Block F, Saguking Commercial Building, Jalan Patau-Patau,87000, Labuan F.T., Malaysia
CCM Pty Ltd	Level 11, 1 York Street, Sydney, NSW, 2000
Bermuda Commercial Bank Ltd, Eclectic Investment CompanyLtd, and ICM Limited	1st Floor, 19 Par-La-Ville Road, Hamilton, Bermuda

21/05/2013

Duncan Gutsche Notifications Administrator