SANDFIRE RESOURCES LIMITED — Major Shareholding Notification 2015

Mar 15, 2015

605 page 1/2 15 July 2001

Corporations Act 2001 Section 671B

Form 605

Notice of ceasing to be a substantial holder

To Company Name/Scheme

Sandfire Resources NL (“SFR”)

ACN/ARSN

ACN 105 154 185

1. Details of substantial holder (1)

Name ACN/ARSN (if applicable)

OZ MINERALS LIMITED GROUP (See Annexure ‘A’)

The holder ceased to be a substantial holder on 13/03/2015 The previous notice was given to the company on 14/02/2011 The previous notice was dated 14/02/2011

2. Changes in relevant interests

Particulars of each change in, or change in the nature of, a relevant interest (2) of the substantial holder or an associate (3) 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 of change	Person whose relevant interest changed	Nature of change (4)	Consideration given in relation to change (5) ($AUD)	Class (6) and number of securities affected	Person’s votes affected
13/03/2015	OZ Minerals Limited Group	Sale of shares	$125,000,000	29,915,090 ordinary shares.	Cessation of all voting power following the sale of all SFR shares held by OZ Minerals Group Limited.

3. Changes in association

The persons who have become associates (3) of, ceased to be associates of, or have changed the nature of their association (7) with, the substantial holder in relation to voting interests in the company or scheme are as follows:

interests in the company or scheme are as follows:
Name and ACN/ARSN(if applicable)	Nature of association
Refer Annexure ‘B’	Refer Annexure ‘B’

4. Addresses

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

Name	Address
OZ Minerals Investments PtyLtd	Level 10, 31 Queen Street, Victoria 3000.

Signature

print name	Paul Lynch	capacity	Company Secretary
sign here		date	16/03/2015

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DIRECTIONS

• (1) If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the 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 4 of the form.

• (2) See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.

• (3) See the definition of "associate" in section 9 of the Corporations Act 2001.

• (4) Include details of:

• (a) any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) 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.

• (5) 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, 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.

• (6) The voting shares of a company constitute one class unless divided into separate classes.

• (7) Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

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“A” THIS IS ANNEXURE MARKED “A” REFERRED TO IN THE NOTICE OF CEASING TO BE A SUBSTANTIAL HOLDER OF SANDFIRE RESOURCES NL A.C.N 105 154 185

1. Details of Substantial Holder

The substantial holder is the ‘OZ Minerals Limited Group’ which includes OZ Minerals Limited (ACN 005 482 824) and the following entities that are controlled by OZ Minerals Limited:

Company Name	Australian Company Number	Country
Australian Subsidiaries
Minotaur ResourcesHoldingsPtyLtd	091525 343	Australia
OZ Exploration Pty Ltd	137 626 914	Australia
OZ Minerals CarrapateenaPtyLtd	149 626255	Australia
OZ Minerals Equity Pty Ltd	129 012 273	Australia
OZ Minerals Group Treasury Pty Ltd	082 932 116	Australia
OZ Minerals Holdings Pty Ltd	101 657 309	Australia
OZ Minerals International (Holdings) Pty Ltd	066 088 159	Australia
OZ MineralsInvestmentsPtyLtd	127603 605	Australia
OZ Minerals Prominent Hill Operations Pty Ltd	091 546 691	Australia
OZ Minerals Prominent Hill Pty Ltd	091 504 497	Australia
OZ Minerals Zinifex Holdings Pty Ltd	130 335 545	Australia
OZM Carrapateena Pty Ltd	007 756 443	Australia
ZRUSHoldingsPtyLtd	108169 642	Australia
International Subsidiaries
OZ Exploration (USA), LLC		United States
OZ Exploration Chile Limitada		Chile
OZ MineralsEuropeLimited		Channel Islands
OZ Minerals Insurance Pte Ltd		Singapore
OZ Minerals JamaicaLimited		Jamaica

Print Name: Paul Lynch

Capacity: COMPANY SECRETARY

Sign Here …………………..

Date: 16 March 2015

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“B”

THIS IS ANNEXURE MARKED “B” REFERRED TO IN THE NOTICE OF CEASING TO BE A SUBSTANTIAL HOLDER OF SANDFIRE RESOURCES NL A.C.N 105 154 185

5. Changes in Association

Company Name	Australian Company Number	Country
Entities that have become associates:
OZ Minerals Carrapateena Pty Ltd	149 626 255	Australia
OZMCarrapateenaPtyLtd	007 756443	Australia
OZ Exploration (USA), LLC		United States
OZ Exploration Chile Limitada		Chile
OZ Minerals Jamaica Limited		Jamaica
Entities that have become then later ceased to be associates:
Nil
Entities that have ceased to be associates:
OZ Minerals Agincourt Holdings Pty Ltd	123 900 738	Australia
OZ Minerals Agincourt Pty Ltd	088 174 565	Australia
OZ Minerals Finance (Holdings) Pty Ltd	125 581 740	Australia
OZ MineralsFinancePtyLtd	125 590 936	Australia
OZ Minerals Golden Grove (Holdings) Pty Ltd	114 868 254	Australia
OZ Minerals Martabe Pty Ltd	119 655 506	Australia
OZ Minerals Superannuation Pty Ltd	007 261 609	Australia
OZ Minerals Reliance Exploration Pty Ltd	098 917 732	Australia
OZ Minerals (Cambodia)Limited		Cambodia
OZ Minerals Mexico SA de CV		Mexico
Souvannaphoum ResourcesPteLtd		Singapore

Print Name: Paul Lynch

Capacity: COMPANY SECRETARY

Sign Here …………………..

Date: 16 March 2015

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