Resolute Mining : Change in substantial holding for MSR

604

page 1/2

15 July 2001

Form 604

Corporations Act 2001

Section 671B

Notice of change of interests of substantial holder

ToCompany Name/Scheme	Manas Resources Limited (ASX:MSR)
ACN/ARSN	ACN 128 042 606
1. Details of substantial holder(1)
Name	Resolute Mining Limited (ASX: RSG) and its related bodies corporate as listed below
ACN/ARSN (if applicable)	ACN 097 088 689
There was a change in the interests of the
substantial holder on		24/11/2020
The previous notice was given to the company
on		30/01/2019
The previous notice was dated		30/01/2019

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

1. 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	682,484,709	25.82%	682,484,709	24.73%

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 are as follows:

	Date of	Person whose	Nature of change (6)	Consideration	Class and number	Person's
	change	relevant interest changed		given in relation	of securities	votes
				to change (7)	affected	affected
			Decrease in percentage of
		Resolute (Treasury) Pty Ltd	substantial holding due to	Nil	N/A	N/A
	24/11/2020		dilution of interest arising from
		Resolute Mining Limited	share placement by MSR to
			investors
4. Present relevant interests

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

Holder of relevant	Registered	Person entitled to be	Nature of relevant interest	Class and	Person's
interest	holder of	registered as holder	(6)	number of	votes
	securities	(8)		securities
Resolute (Treasury) Pty	Resolute	Resolute (Treasury)	Relevant interest under
(Treasury)	section 608(1)(a) of the	682,484,709	682,484,709
Ltd	Pty Ltd
Pty Ltd	Corporations Act.
			Relevant interest under
	Resolute		section 608(3)(b) of the
	Resolute (Treasury)	Corporations Act.
Resolute Mining Limited	(Treasury)	682,484,709	682,484,709
Pty Ltd	Resolute Mining Limited
	Pty Ltd
		owns 100% of Resolute
			(Treasury) Pty Ltd.

604

page 2/2

15 July 2001

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:

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

6. Addresses

The addresses of persons named in this form are as follows:
	Name		Address
	Resolute Mining Limited		Level 2, 15-17 William Street Perth WA 6000
	Resolute (Treasury) Pty Ltd		Level 2, 15-17 William Street Perth WA 6000

Signature	print name	Amber Stanton	capacity Company Secretary
	sign here		date 25 / 11 / 2020

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 6 of the form.
2. See the definition of "associate" in section 9 of the Corporations Act 2001.
3. See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.
4. The voting shares of a company constitute one class unless divided into separate classes.
5. The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.
6. Include details of:
7. 1. 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
   2. 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.

1. 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.
2. 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".
3. Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

	Annexure A
	Associates
This is Annexure A of 3 page(s) referred to in Form 604.
Name and ACN/ARSN (if applicable)	Nature of Association
Resolute Mining Limited	Resolute Mining Limited is an associate of each of the other entities to
ACN 097 088 689	the left (and vice versa) because they are ultimately controlled by
Resolute Treasury UK Limited	Resolute Mining Limited.
	The entities to the left other than Resolute Mining Limited are also
Resolute UK 2 Limited
associates of each other because they are each ultimately controlled by
	Resolute Mining Limited (they are subsidiaries of Resolute Mining
Resolute UK 1 Limited
Limited).
Resolute (Treasury) Pty Ltd ACN 120 794
603
Resolute Corporate Services Pty Ltd ACN
009 047 581
Carpentaria Gold Pty Ltd ACN 010 706 966
Resolute Canada Pty Ltd ACN 626 300 981
Resolute Canada 2 Pty Ltd ACN 626 301
200
ACN 627 384 098 Pty Ltd ACN 627 384
098
RSG Tanzania Pty Ltd ACN 625 151 135
RSG Tanzania 2 Pty Ltd ACN 626 221 574
Resolute Sudan Pty Ltd ACN 623 529 859
Resolute Sudan 2 Pty Ltd ACN 624 155
273
Resolute Burkina Faso Pty Ltd ACN 623
531 224
Resolute (CDI Holdings) Pty Ltd ACN 616
380 119
Geb and Nut Resources SARL
Amber Gold CDI SARL
Nimba Resources SARL

Resolute CDI SARL

Excalibur CDI SARL

Resolute Egypt (Australia) Pty Ltd ACN 618 535 014

Resolute Egypt (Australia) 2 Pty Ltd ACN 619 333 345

Resolute Egypt Pty Ltd

Resolute (SOMISY) Pty Ltd ACN 616 378 468

Resolute Mali SA

Société des Mines de Syama SA

Resolute (Finkolo) Pty Ltd ACN 616 380 093

Resolute Exploration SARL

Société des Mines de Finkolo SA

Mensin Bibiani Pty Ltd ACN 616 380 173

Drilling and Mining Services Limited

Mensin Gold Bibiani Limited

Noble Mining Ghana Limited

Resolute (Ghana) Limited

Resolute Burkina SARL

Toro Gold Limited

ORCA SA

Bambuk Minerals Limited

Petowal Mining Company SA

Bambuk Minerals Senegal SARL

Resolute Corporate Services UK Ltd