Gascoyne Resources : Becoming a substantial holder, 585 KB

The holder becanea substantialholder on 23/12/16

1. Details of voting power

   The total mrrbernf votes attached to allthe votingshares in the companyor voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in on the date the substantial holder became a substantial holderare as follows:

2. Details of relevant interests

   The nature of therelevantinterest the substantial holder or anassociate had in the followingvoting securities on ttie date the substantial holder becane a substantial holder are as follows:

3. Details of present registered holders

   The persons registered as holders of the securities referred to in paragraph3 above are as follows:

4. Consideration

   The consideration paidforeachrelevant interest referredto inparagraph 3 above, andacquiredin thefourmonths prior to theday that the substantialholder becane a substantialholderis as follows:

   Pursuant to a sale agreement whereby Jaime McDowell sold his 20% Joint Venture interest in the Dalgaranga Gold Project to GNTResources Ply Ltd in consideration for $4.5 million and the issue of 11million shares in Gascoyne Resources Ltd.

5. Associates

   The reasons the persons named in paragraph3 above are associates of the substantial holder are as follows:

   Name andACN'ARSN (if applicable)	Nature of association

6. Addresses

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

   Name	Address
   !Jaime McDowell	Cl- Kings Park Corporate Lawyers,Level 2, 45 Richardson St, West Perth

   Signature

   printname capacity So lic..l b, /A M"

   sign here date b I '2....0 l7

   DIRECTIONS

7. If there are a numberofsubstantial hoklerswith similaror related relevant interests (eg.Acorporation and itsrelated corporations, or the managerand trustee ofan eqlity trust),the nares col.Id be induded in an annexiE tothe fOfTTl. Ifthe relevart interests of a groupof pasons are essertially smilar, they may be referred to throughout the form as a specifically named group if the membershipofeach group, with the names andaddresses ofrnerbeisis clearly set

   out inparagraph7of the form.

8. Seethe definition of"associate" Insection 9of the CorporationsAct200 1.

9. See the definition of "relevant interest'' in sections 608 and 6718(7) of the Corporations Act2001. (4} The votingshares of acompany constitute one dass unless divided into separate dasses.

1. The total numberof votes attached to allthe voting shares inthe company orvoting interests inthe scheme (rfany} that the personor anassociate has arelevant interestin.

2. The person's votes divided bythe total votes in the body corporateorscheme multiplied by100.

3. Include details of:

   (a} Any relevant agreement or other circumstances by which the relevant interest was acxiuired. If subsection 671B(4)applies, a copy of any document setting out the terms of any relevantagreement, and astatement bythe person givingfulland aocuratedetailsof any contract, sdiareor arrangement, mustaoxmpanythisform, togetherwith awritten statement certifying this contract,scheme or arrangement; and

   (b} Any qualification ofthe po'Nerofa person to exercise, control the exercise of,orinfluence the exercise of, the voting powers or disposalofthe securities to which the relevant interest relates (indicating clear1ythe particularsecurtties to which the qualification applies).

   See the definition of "relevant agreement" in section9 of the Corporations Act 2001 .

4. If the substantial hokler is unableto determine the identity of theperson (eg. if the relevant interest arises because of an option} write ''unknown".

5. Details of the consideration must include any and allbenefits, money and other,that any person from whom a relevantinterest was acxiuired has, or may, becomeentitled torecave inrelation tothatacxiLisition. tails must be indudedeven if the benEfit is condtiona on the happening ornctof a cortingency

tails must beincluded ofany benefit paid on behalfof the substantial hokleror tts associate in relation tothe acxiuisitions, evenif they are notpaid directly tothe person from whom the relevant interest was acxiuired.