ST BARBARA LIMITED — Major Shareholding Notification 2014

Jul 3, 2014

605 page 1/2 15 July 2001

Form 605
Corporations Act 2001
Section 671B

Notice of ceasing to be a substantial holder

To Company Name/Scheme	St Barbara Ltd

ACN/ARSN

009 165 066

1. Details of substantial holder (1)

Name	Van Eck Associates Corporation (and its associates referred to in paragraph 4).
N/A ACN/ARSN (if applicable)
The holder ceased to be a
substantial holder on	25/6/2014
The previous notice was given to the company on	20/3/2014
The previous notice was dated	18/3/2014

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 $(5)$	Class (6) and number of securities affected	Person's votes affected
	Nan Eck Associates See Annexure A Corporation (VEAC)				with the company of the company of

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:

Name and ACN/ARSN (if applicable)	Nature of association
_____

4. 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

print name	USSELL BRENNAN	capacity
sign here $\bigcup_{i\in\mathbb{C}}$	WV Kenne	date	/7/2014

ME_114363101_1 (W2003x)

$\alpha$ . The set of $\alpha$

$\sim 100$ m $^{-1}$

$\mathcal{M}$

605 15 July 2001 page 2/2

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 and
  trustee of an equity trust), the names could be included in an ann $(1)$ is clearly set out in paragraph 4 of the form.
• $(2)$ See the definition of "relevant interest" In sections 608 and 671 B(7) of the Corporations Act 2001.
• $(3)$ See the definition of "associate" in section 9 of the Corporations Act 2001.
• $(4)$ Include details of:
• 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 stat
• 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.

Detalls of the consideration must include any and all benefits, moneys 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 $(5)$ are not paid directly to the person from whom the relevant interest was acquired,

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

C.

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

605 GUIDE page 1/1 13 March 2000

GUIDE

This guide does not form part of the prescribed form
and is included by ASIC to assist you in completing and lodging form 605.

¥

Signature	This form must be signed by either a director or a secretary of the substantial holder,
Lodging period	ΝIΙ
Lodging Fee	NII
Other forms to be completed	NII
Additional information	If additional space is required to complete a question, the information may be included on a separate plece of (a) paper 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,
	The person must give a copy of this notice: (c)
	(1) 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 the information 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 ACN or ARBN
	з number the pages consecutively
	print or type in BLOCK letters in dark blue or black ink so that the document is clearly legible when photocopied 4
	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)
	sign and date the annexure, 7.
	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.

ME_114363101_1 (W2003x)

Holder of relevant	Date of	8/s		Consideration		Consideration Non
GDXJ	2/26/2OL4 B		(	Cash		cash	Number of Securitles
GDXJ						ln-Kind	285,792
GDXJ	3/4/20t4 B	B				ln-Kind ln-Kind	7L,438
GDXJ	3lsl20L4 B					In-Kind	I78,570
GDXJ	3/6/20L4 B					ln-Kind	178,595 t78,635
GDXJ	316/2074 B						178,65s
GDXJ	3/6120t4 B		)			ln-Kind	21.4,392
GDXJ	3h0/2014 B		)			ln-Kind	2t4.392
GDXJ	3/s/2014 B		s			ln-Kind	40
GDXJ	3htl201,4	B	s			ln-Kind	357,340
GDXJ	3/L2120t4 B		5		ln-Kind		274,362
	3/!4/20Lt	B			ln		7t4,420
GDXJ	3/2L/2074 B		\$	gtq,aæ	I		2,634,&ss
GDXJ	3/26/20t4 B		s		ln-Kind		38,498
GDXJ			s		ln-Kind		192,525
GDXJ	41212074 B		(		ln-Kind		115,536
MVEAU	4/8120t4 B			1.4	s		57
GDXJ	41912014 B				ln-Kind		76,990
GDXJ	4/24/20L4 B						38,494
CDXJ	4128/20L4 B				ln-Kind		38,490
MVEAU	sl27/20t4 B				( I		610
GDXJ	s/28/2014 ß		5	qt¿tz	(		249,597
GDXJ	6/3/20t4	B	S	r¡.orz	(		92,880
GDXJ	6/3/2014 B		s		ln-Kind		423,797
GDXJ	6/4/2074 B				ln-Kind		L54,704
GDXJ	6/6/2014 B		s		ln-Kind		885,983
GDXJ	6/10120t4 B					ñn	77,O44
GDXJ	6/L2/2014 B				ln-Kind		385,150
GDXJ	6/L3/20L4 B				ln-Kind		307,792
GDXJ	6/L9/201.4 B		s		ln-Kind		423,L70
GDXJ	2120/20t4 s				ln-Kind		77,s46
MVEAU	2126120i4 S		)	24			64
GDXJ	3/6/2014 5				ln-Kind		178,635
GDXJ	3/5/20i74 s				ln-Kind		60
GDXJ	3/L8/2014	I			ln-Kind		285,784
GDXJ	3/ts/2074 S				ln-Kind		71,444
GDXJ	3/2012074 s		s		ln-Kind		499,296
MVEAU	3/2L/2074 5		s	77	(		208
GDXJ	3/24/2014 S				ln-Kind		792,475
GDXJ	s/28/20L4 s		s		ln-Kind		38,524
GDXJ	6/3/20t4 S		s	16,128	s		t19,349
MVEAU	6l20l2OL4 )		s		s		1.0,79t
GDXJ	6/20/2Ot4 S				ln-Kind		76,932
GDXJ	6/20/2014 s				s		42,297,517

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

n-Klnd transactions result from the ETF receiving a basket of securities (includlng St Barbara Ltd) in exchange for ¡n the ETF.

Thls is Annexure A of 2 pages referred to ¡n Form 604' Notice of change of interests of substantlal holder

Holder of relevant	Date of		Consideration	Consideration Non-:
interest	Acquisltion/Disposal	B/S	Cash	cash	Number of Securities
(ETF) can reconcile the dlfferences In-Kind transect¡ons refers to how market makers ofexchange traded funds
between net asset value (NAVI and market values when shares of the ETFs are bought and sold. The market maker
can arbitrage the ETF shares wlth the shares that make up the underlying portfolio, by creatlng or redeemlng lots of
the ETF shares. Thls structure causes ETFS to be treated as "in kind" transact¡ons where lnvestors only pay capital
	like wlth as			mutual fu