RTG Mining Inc. — Declaration of Voting Results & Voting Rights Announcements 2015

May 20, 2015

Level 2, 338 Barker Road Subiaco WA 6008 Phone: +61 8 6489 2900 www.rtgmining.com

ABN: 70 164 362 850

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RTG ANNOUNCES RESULTS OF ANNUAL AND SPECIAL MEETING OF SHAREHOLDERS

ANNOUNCEMENT TO THE TORONTO STOCK EXCHANGE AND AUSTRALIAN SECURITIES EXCHANGE

May 21, 2015

RTG Mining Inc. (“RTG” or “the Company”) is pleased to announce the results of voting at its Annual and Special Meeting (the “Meeting”) on May 21, 2015 at 11:30am Perth time.

A total of 39,816,767 shares were voted in connection with the Meeting, representing approximately 29.66% of the issued and outstanding shares of the Company.

The resolutions voted on were in accordance with the Notice of Meeting previously provided to Shareholders. At the Meeting, the shareholders approved the following resolutions:

1. The appointment BDO Audit (WA) Pty Ltd as auditors of the Company for the ensuring year, was approved as an ordinary resolution passed by show of hands. The proxy results were as follows:

follows:
For	Against	Withhold	% For	% Against	% Withhold
37,028,662	0	398,105	98.948	0.00	1.06

1. The election of each of the following directors for the ensuing year, was approved as a seperate ordinary resolution passed by show of hands. The proxy results were as follows:

Nominee	For	Against	Withhold	% For	% Against	%Withhold
Michael Carrick	36,104,767	769,240	112,166	97.62	2.08	0.3
Justine Magee	35,055,027	1,821,980	102,166	94.79	4.93	0.28
Robert Scott	36,884,007	0	102,166	99.72	0.00	0.28
David Cruse	36,867,007	10,000	102,166	99.69	0.03	0.28
Phillip Lockyer	36,884,007	0	102,166	99.72	0.00	0.28

1. The Loan Funded Share Plan, pursuant to which certain employees are invited to subscribe for shares in the Company using financial assistance provided by the Company, was approved as an ordinary resolution passed by show of hands. The proxy results were as follows:

For	Against	Withhold	% For	% Against	% Withhold
33,296,176	6,118,325	2,166	84.47	15.52	0.01

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1. The maximum aggregate amount available for the remuneration of non-executive directors’ to be set at A$300,000, was approved as an ordinary resolution passed by show of hands. The proxy results were as follows:

For	Against	Withhold	% For	% Against	% Withhold
34,988,536	2,335,965	2,166	93.73	6.26	0.01

1. The increase in the Company’s capacity to issue equity securities by a number equal to 10% of the Company’s securities as at the date that is 12 months prior to the Meeting, was approved as a special resolution passed by show of hands The proxy results were as follows:

For	Against	Withhold	% For	% Against	% Withhold
34,510,221	2,814,280	2,166	92.45	7.54	0.01

1. The amendment to the Company’s articles of association to allow the Company to sell unmarketable parcels of shares on behalf of its shareholders, was approved as a two-thirds resolution passed by show of hands The proxy results were as follows:

For	Against	Withhold	% For	% Against	% Withhold
36,989,501	35,000	2,166	99.90	0.09	0.01

The Company withdrew the resolution to approve the issuance of shares to eligible directors under the RTG Plan (Item 5 in the Notice of Meeting) prior to the commencement of the Meeting.

Yours faithfully, President & CEO – Justine Magee

ABOUT RTG MINING INC

RTG Mining Inc. is a mining and exploration company listed on the main board of the Toronto Stock Exchange and Australian Securities Exchange Limited. RTG is focused on developing the high grade copper/gold/magnetite Mabilo Project and advancing exploration on the highly prospective Bunawan Project, both in the Philippines, while also identifying major new projects which will allow the company to move quickly and safely to production.

RTG has an experienced management team (previously responsible for the development of the Masbate Gold Mine in the Philippines through CGA Mining Limited), and has B2Gold as one of its major shareholders in the Company. B2Gold is a member of both the S&P/TSX Global Gold and Global Mining Indices.

ENQUIRIES

Australian Contact

President & CEO – Justine Magee

Tel: +61 8 6489 2900 Fax: +61 8 6489 2920 Email: jmagee@rtgmining.com

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