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RTG Mining Inc. Declaration of Voting Results & Voting Rights Announcements 2018

May 22, 2018

47130_rns_2018-05-22_03799ffa-cbc7-4d7a-a26b-4f0bcfcf00bf.pdf

Declaration of Voting Results & Voting Rights Announcements

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NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

RTG MINING INC. REPORT OF VOTING RESULTS Under Section 11.3 of National Instrument 51-102 – Continuous Disclosure Obligations

May 23, 2018

RTG Mining Inc. ("RTG" or "the Company") held its Annual General Meeting on 23 May at 10:30am Perth, Western Australia time.

A total of 56,516,117 shares were voted by proxy prior to the Meeting, representing approximately 29.32% of the issued and outstanding shares of the Company and 16,913,730 were available to be voted at the meeting by corporate representative but were not voted as all resolutions were passed by a show of hands.

The resolutions voted on were in accordance with the Notice of Meeting previously provided to Shareholders.

The results of voting on each motion was as follows:

Resolution 1 – Appoint BDO Audit (WA) Pty Ltd as auditors of the Company for the ensuing year and to authorize the directors to fix the auditor's remuneration: The motion was carried on a show of hands as an ordinary resolution.

Resolution 2 – To set the number of Directors at five (5): The motion was carried on a show of hands as an ordinary resolution.

Resolution 3.1 – Election of Mr. Michael Carrick as a director of the Company: The motion was carried on a show of hands as an ordinary resolution.

Resolution 3.2 – Election of Ms. Justine Magee as a director of the Company: The motion was carried on a show of hands as an ordinary resolution.

Resolution 3.3 – Election of Mr. Robert Scott as a director of the Company:

The motion was carried on a show of hands as an ordinary resolution.

Resolution 3.4 – Election of Mr. David Cruse as a director of the Company: The motion was carried on a show of hands as an ordinary resolution.

Resolution 3.5 – Election of Mr. Phillip Lockyer as a director of the Company: The motion was carried on a show of hands as an ordinary resolution.

Resolution 4 – To ratify and approve the loan funded share plan, pursuant to which certain employees and directors of the Company will be invited to subscribe for fully paid shares in the Company using financial assistance provided by the Company: The motion was carried on a show of hands as an ordinary resolution.

The Company advises that the proxy votes were received as follows:

RESOLUTIONS OSSNUMBERFHARE PERCENTAGEOF VOTESCAST FORAND AGAINST
FOR AGAINST WITHHELD INVALID NON VOTE FOR AGAINST
lutOd()d adf theReion1– AintBDAuitWAPtyLtitosoppos aursoCoforheingd thorizehedirefixtuttctotompanyensuyear ano arshed's rtitotionauremunera 55,122,567 1,060,650 330,000 2,900 0 98% 2%
luthebef Dfiv()Reion2 –Tot tirectoat5sosenumr orse 54,685,008 0 330,000 804,5 1,496,259 100% 0%
Relution3.1 –Elecionf Mr. MichaelCarrick adiref thetctosoos ar oCompany 02,8955,15 901,5 2,914 2,900 96,2591,4 00%1 0%
f Mf tRelution3.2 –ElecionJusineMdirehettctosoos.ageeasar oCompany 54,656,889 331,950 2,149 28,870 1,496,259 99% 1%
lut3.3 –lecf Mbedf theReionEtionr. RrtScott airectosooos ar oCompany 53,972,859 1,041950, 2,149 2,900 1,496,259 98% 2%
Relution3.4 –Elecionf Mr. DidCrudiref thetctosooavseasar oCompany 3,9889544, 03,901,45 2,914 28,870 96,2591,4 98% 2%
f Mf tRelution3.5 –Elecionr. PhillipLockydirehetctosooerasar oCompany 53,972,859 1,041950, 2,149 2,900 1,496,259 98% 2%
fyfunRelution4– Tid aheloaded shalanate tsoo ranpprovnrep,hich cloyddf theConttoertinirectopursuawaempees anrsompanywillbeinvited tbscribeforfullyid shainheCoto suparesmpanyfinl asdedbyheingiaistaitCousancsnceprovmpany 28,767,671 25418,098, 2,149 74200, 2,253,999 53% 47%

The Company notes that an additional 16,913,730 shares were available to vote in favour of the resolutions, but were not required as all resolutions carried on a show of hands.

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 a proposal with a landowner lead consortium to secure an exploration licence at the high tonnage coppergold Panguna Project in Bougainville PNG and the high grade copper/gold/magnetite Mabilo Project 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 which has to date developed seven mines in five different countries, including being 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 US Contact President & CEO – Justine Magee Investor Relations – Jaime Wells

Tel: +61 8 6489 2900 +1 970 640 0611 Fax: +61 8 6489 2920 Email: [email protected] [email protected]