Sandfire Resources NL : Change in substantial holding

Corporations Law Section 6718

To Company Name/Scheme ACN/ARSN

1. Details of su bstantial holder (I)

   Name JCP Investment Partners Ltd

   ACN (if applicable) 085 400 540

   There was a change in the interests of the

   substantial holder on 20/10/2016

   The previous notice was given to the company on 17/10/2016

   The previous notice was dated 17/10/2016

2. Previous and present voting power

   The total number of votes attached lo all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in when last required , and when now required , lo 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	11,267,135	7.15%	12,972,135	8.22%

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 or scheme are as follows:

   Date of change	Person whose relevant interest changed	Nature of change (6)	Consideration given in relation to change (7)	Class and number of securities affected	Person's votes affected
   See Annexure B

4. Present relevant interests

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

   Holder of relevaot interest	Registered holder of securities	Person entitled to be registered as holder (8)	Nature of relevant interest (6)	Class and number of securities	Person 's votes
   See Annexure A

5. Changes in association

   604 - SFR 24102016.doc Page I of 2

   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 (if applicable)	Nature of association

6. Addresses

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

Signature

print name capacitv Company Director

sign here date 24/10/2016

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 fo,m. lf the relevant interests of a group of persons are essentially similar, they may be referred to throughout the fonn 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 fonn.

2. See the definition of "associate" in section 9 of the Corporations Law.

3. See tbe definition of "relevant interest" in sections 608 and 6718(7) of the Corporations Law.

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 l 00.

6. Include details of:

7. any relevant agreement or other circumstances because of which the change in relevant interest occurred. lf subsection 6718(4) applies, a copy of any document setting out the tenns of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this fom1, together wi th a written statement certi fying this contract, scheme or arrangement; and

8. any quaIi fication 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 Law.

9. 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 tbe benefit is conditional on the happming 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.

10. lf tbe substantial holder is unable to detennine the identity of the person (eg. if the relevant interest arises because of an option) write "unknown".

11. Given details, if approp,iate, of the present association and any change in that association since the last substantial holding notice.

604 - SFR 24102016 .doc Page 2 of 2

Annexure A JCP Investment Partners Ltd ACN 085 400 540

Holder of Relevant Interest	Registered Holder of Securities Class	Number of Securities
JCP Investment Partners Ltd	National Nominees Limited	Fully Paid Ordinary	314,583
JCP Investment Partners Ltd	HSBC Custody Nominees (Australia) Limited	Fully Paid Ordinary	7,386,573
JCP Investment Partners Ltd	BNP Paribas Nominees Pty Limited	Fully Paid Ordinary	1,159,405
JCP Investment Partners Ltd	JPMorgan Nominees Australia Ltd	Fully Paid Ordinary	684,355
JCP Investment Partners Ltd	UBS Nominees Ptv Ltd	Fully Paid Ordinary	3,427,219
12,972,135

Paul Joyce

Company Director

24/10/20 16

Annexure B JCP Investment Partners Ltd ACN 085 400 540

JCP	Sandfire Resources NL	Purchase	AUD	$ 644,999.23	130,000
JCP	Sandfire Resources NL	Purchase	AUD	$ 1,928,354.98	390,000
JCP	Sandfire Resources NL	Purchase	AUD	$ 1,613,019.08	325,000
JCP	Sandfire Resources NL	Purchase	AUD	$ 2,522,396.27	500,000
JCP	Sandfire Resources NL	Purchase	AUD	$ 1,823,375.27	360,000

"JCP" = JCP Investment Partners Ltd

Paul Joyce Company Director 24/10/2016