Syrah Resources : Change in substantial holding

Scanned Document

Form 604

Corporations Law

Section 671B

Notice of change of interests of substantial holder

To: Company Name/Scheme SYRAH RESOURCES LIMITED ACN/ARSN _1=25=242=-=2-84'--

1. Details of substantial holder

Name UBS Group AG and i ts related bodies corporate ACN/ARSN (if applicable):

There was a change in the interests of the substantial holder on 31 December 2015 The previous notice was given to the company on 17 December 2015

1. 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 (2) 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	12,936,141	5.60%	15,525,634	6.71%

   
   

2. 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
   Please see Appendix C.

   
   

3. Present relevant interests

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

Holder of relevant interest	Registered holder of securities	Person entitled to be registered holder (8)	Nature of relevant interest (6)	Class and number of securities	Person's votes
UBS AG	Various Custodians	UBS AG	Fund Manager with power to exercise control over voting shares	78,010 Ordinary	78,010
UBS Asset Management (Australia) Ltd	Various Custodians	UBS Asset Management (Australia) Ltd	Fund Manager with power to exercise control over voting shares	593, 149 Ordinary	593,149
UBS Asset Management (UK) Limited	Various Custodians	UBS Asset Management (UK) Limited	Fund Manager with power to exercise control over voting shares	17,348 Ordinary	17,348

UBS Fund Management (Switzerland) AG	Various Custodians	UBS Fund Management (Switzerland) AG	Fund Manager with power to exercise control over voting shares	32,609 Ordinary	32,609
UBS Securities Australia Ltd	Warbont Nominees Ply Ltd	UBS Securities Australia Ltd	Power to control disposal over shares pursuant to stock borrowing and lending activities (see Appendix A)	210,000 Ordinary	210,000
	Brispot Nominees Ply Ltd	UBS Securities Australia Ltd	Beneficial Owner	3,951,576 Ordinary	3,951,576
UBS Securities LLC	Various Custodians	UBS Securities LLC	Power to control disposal over shares pursuant to stock borrowing and lending activities (see Appendix A)	42,000 Ordinary	42,000
UBS AG Australia Branch	UBS Nominees Ply Ltd	UBS AG Australia Branch	Prime Broker that has exercised its borrowing right in respect of shares pursuant to a Prime Broking Agreement (see Appendix A)	8,016,579 Ordinary	8,016,579
UBS Switzerland AG	Various Custodians	UBS Switzerland AG	Power to control disposal over shares pursuant to stock borrowing and lending activities (see Appendix B)	2,584,363 Ordinary	2,584,363

1. 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
   N/A	N A

   
   

2. Addresses

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

Name	Address
Details of all UBS offices can be found through the following link: http://apps2.ubs.comAocationfinder/

SIGNATURE

Print Name: Pepe Chan Capacity: Authorised signatory

Sign Here: , Date: 4 January 2016

Print Name: Weixiao Qin Capacity: Authorised signatory

""""'" {11 Date: 4 January 2016

Contact details for this notice:

Weixiao Qin Compliance Operations (T) [phone]

Appendi x A

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Type of agreement Securities Lending Agreement Securities Lending Agreement Prime Brokerage Agreement

Parties to agreement (i) UBS AG, Australia Branch ("UBS (i) UBS Securities LLC ("UBS Sec (i) UBS AG, Australia Branch ("UBS AG")/ UBS Securities Australia LLC") AG")

Limited

(ii) Client (Please refer to Appendix (ii) Client (Please refer to Appendix

(ii) Client (Please refer to Appendix A-1.) A-1.)A-1.)

Transfer date	Please refer to Appendix A-1.	Please refer to Appendix A-1.	Please refer to Appendix A-1.
Holder of voting rights	UBS AG/ UBS Securities Australia	UBS Sec LLC	UBS AG
Limited
Are there any restrictions on voting rights?	Please refer to the details below.	No.	Please refer to the details below.
If yes, detail	Since all right and title in the	N/A	Since all right and title in the
securities passes to the transferee	securities passes to the transferee
(i.e. UBS AG/ UBS Securities	(i.e. UBS AG), the transferee has
Australia Limited), the transferee	the right to vote. However, in certain
has the right to vote. However, in	circumstances! the transferee may
certain circumstances, the	seek to arrange for instructions to
transferee may seek to arrange for	be exercised in accordance with the
instructions to be exercised in	instructions of the transferor (i.e.
accordance with the instructions of	Client).
the transferor (i.e. Client).
Scheduled return date (if any)	None, subject to the terms of the	None unless agreed to by the	None, subject to the terms of the
relevant loan.	parties.	relevant loan.
Does the borrower have the right	Yes.	Yes. Either party can terminate the	Yes.
to return early?	loan upon notice unless otherwise
agreed.
If yes, detail	The borrower (i.e. UBS AG/ UBS	The borrower (i.e. UBS Sec LLC)	The borrower (i.e. UBS AG) has the
Securities Australia Limited) has the	has the right to return at its	right to return at its discretion.
right to return at its discretion.	discretion.
Does the lender have the right to	Yes.	Yes. Either party can terminate the	Yes.
recall early?	loan upon notice unless otherwise
agreed.
If yes, detail	The lender (i.e. Client) can recall at	The lender has the right to return at	The lender (i.e. Client) can recall at
its request subject to compliance	its discretion.	its request subject to compliance
with margin requirements and the	with margin requirements and the
terms of the relevant loan.	terms of the relevant loan.
Will the securities be returned on	Yes.	Yes (equivalent securities).	Yes.
settlement?
If yes, detail any exceptions	None.	None.	None.

The information in this appendix is based on the relevant standard UBS agreement.

A copy of the agreement is available to the company, or responsible entity to whom the prescribed form must be given, or to ASIC, upon request.

Appendi x A-1

Securities Lending Agreement - UBS AG, Australia Branch/ UBS Securities Australia Limited Parties tQ gre111iint

JPMorgan Chase Bank, N.A. as an agent acting on behalf of its clients

Macquarie Bank Ltd

Securities Lending Agreement - UBS Securities LLC

(i) 5 February 2015

1. 5 February 2015

   
   

   Barclays Global Investment NA as an agent acting on behalf of its clients (i) 24 November2015

   
   

   Prime Brokerage Agreement - UBS AG, Australia Branch

   
   

   Signature Capital Nominees Pty Ltd as trustee for the Signature Quantitative Fund (i) 16 October2015

2. 16 December 2015

Regal Funds Management Pty Ltd as trustee and manager of Atlantic Absolute Return

Fund

Regal Funds Management Pty Limited as manager and trustee for Regal Australian Long

Short Equity Fund

Regal Funds Management Pty Limited as trustee for Regal Australian Long Short Geared Equity Fund

Regal Funds Management Pty Limited as Trustee of the Regal Australian Small Companies Fund

1. 5 February 2015

   
   

2. 18 November 2015

(i) 18 November 2015

(i) 18 November 2015

(i) 18 November 2015