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Resolute Mining Limited Major Shareholding Notification 2014

Jun 19, 2014

10548_rns_2014-06-19_5e5937ed-0f13-4cfd-9f4b-83d8f7d23b3e.pdf

Major Shareholding Notification

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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
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 on 17/06/2014
The previous notice was given to the company on 21/02/2014
The previous notice was dated 20/02/2014

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 32.490.820 5.07% 39.070.172 6.09%

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 A

4. Present relevant interests

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

Holder ofrelevantinterest Registeredholder ofsecurities Person entitledto be registeredas holder (8) Nature ofrelevantinterest (6) Class andnumber ofsecurities Person's votes
VEAC IBank of New YorkMellon as custodianlfor Market VectorsTrust - Junior GoldMiners ETF - Junior Gold Miners(ETF (GDXJ Market Vectors Trust IVEAC holds its relevantlinterest by having thebower to exercise, controlthe exercise of, orinfluence the exercise of. Ordinary shares39,060,105 6.092%
VEAC Bank of New YorklMellon as custodianlfor Market VectorsTrust, Market VectorsAustralian Emerging Market Vectors Trust Same as above.Market VectorsAustralian EmergingResources ETFI(MVE.AU) Ordinary shares10.067 0.002%

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:

Nameandapplicable) ACN/ARSN (if ______________the property of the control of$\sim$$\sim$Nature of association
the property of the control of
and the control of the control of the control of the control of the control of the control of the control of the control of the control of the control of the control of the control of the control of the control of the cont

6. Addresses

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

Name Address
VEAC 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 Brennanprint name capacity Assistant of VP
$\sim$sign hereEnnera date 19 /06/2014

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.
  • See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001. $(3)$
  • $(4)$ 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) 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.
  • 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". $(8)$
  • Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice. $(9)$

604 GUIDE

GUIDE

This guide does not form part of the prescribed formand 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 becompleted 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
$\overline{2}$ show the corporation name and A.C.N or ARBN
З 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.

This is Annexure A of 2 pages referred to in Form 604 -
Notice of change of interests of substantial holder
Holder of relevant Date of Consideration Consideration Non-
interest Acquisition/Disposal B/S Cash cash Number of Securities
MVEAU $2/19/2014$ B $ 14 $\boldsymbol{\zeta}$ 19
GDXJ $2/18/2014$ B $ In-Kind 667,200
GDXJ $2/26/2014$ B $ In-Kind 266,544
GDXJ 3/3/2014 B $ ÷ In-Kind 66,626
GDXJ $3/4/2014$ B $ In-Kind 166,545
GDXJ $3/5/2014$ B $ $\overline{\phantom{m}}$ In-Kind 166,565
GDXJ $3/6/2014$ B $ ۰ In-Kind 166,605
GDXJ $3/6/2014$ B $ In-Kind 166,625
GDXJ $3/6/2014$ B $\overline{\xi}$ In-Kind 199,956
GDXJ $3/10/2014$ B $\overline{\xi}$ Ξ In-Kind 199,950
GDXJ 3/5/2014 B $ ۰ In-Kind 40
GDXJ $3/11/2014$ B $ ä, In-Kind 333,270
GDXJ $3/12/2014$ B $ In-Kind 199,926
GDXJ $3/14/2014$ B $\overline{\varsigma}$ In-Kind 666,300
GDXJ $3/21/2014$ B $ 1,579,567 $ 2,468,459
GDXJ $3/26/2014$ B $ In-Kind 35,916
GDXJ $3/28/2014$ B $ In-Kind 179,610
GDXJ $4/2/2014$ B $\overline{\varsigma}$ In-Kind 107,787
MVEAU $4/8/2014$ B $\overline{\xi}$ 32 $\varsigma$ 53
GDXJ $4/9/2014$ B $ In-Kind 71,826
GDXJ $4/24/2014$ B $ In-Kind 35,912
GDXJ $4/28/2014$ B $ In-Kind 35,908
MVEAU $5/27/2014$ B $ 350 $ 569
GDXJ $5/28/2014$ B $ 137,646 $\zeta$ 232,859
GDXJ $6/3/2014$ B $ 50,292 $ 86,650
GDXJ $6/3/2014$ B $ In-Kind 395,373
GDXJ $6/4/2014$ B $ In-Kind 143,768
GDXJ $6/6/2014$ B $\overline{\boldsymbol{\varsigma}}$ In-Kind 826,574
GDXJ $6/10/2014$ B $\overline{\boldsymbol{\varsigma}}$ ¥ In-Kind 71,876
GDXJ $6/12/2014$ B $ In-Kind 359,330
GDXJ $6/13/2014$ B $ In-Kind 287,144
GDXJ $2/20/2014$ S $\overline{\xi}$ In-Kind 66,728
MVEAU $2/26/2014$ S $\overline{\xi}$ 40 $\overline{\mathsf{S}}$ 60
GDXJ $3/6/2014$ S $ In-Kind 166,605
GDXJ $3/5/2014$ S $ In-Kind 60
GDXJ $3/18/2014$ S $\overline{\xi}$ In-Kind 266,536
GDXJ $3/19/2014$ S $ In-Kind 66,632
GDXJ $3/20/2014$ S $ In-Kind 465,668
MVEAU $3/21/2014$ S $ 122 $\zeta$ 191
GDXJ $3/24/2014$ S $ In-Kind 179,510
GDXJ $5/28/2014$ S $ In-Kind 35,940
GDXJ $6/3/2014$ S $ 64,180 $ 111,344

In-Kind transactions result from the ETF receiving a basket of securities (including Resolute Mining Ltd) in exchange for securities in the ETF.

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

Holder of relevant Date of Consideration Consideration Non-
interest Acquisition/Disposal B/S Cash cash Number of Securities
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.