SC 13D

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

SCHEDULE 13D

(Rule 13d-101)

Under the Securities Exchange Act of 1934*

Asanko Gold, Inc.

(Name of Issuer)

COMMON SHARES

(Title of Class of Securities)

04341Y105

(CUSIP Number)

Zhang Zonglin Zijin Global Fund Unit 7503A, Level 75, International Commerce Centre 1 Austin Road West Kowloon, Hong Kong + (852) 2803 2116 Joyce Chan Gold Mountains Asset Management Limited Unit 7503A, Level 75, International Commerce Centre 1 Austin Road West Kowloon, Hong Kong + (852) 2803 2280 Edward Ho Jin Huang Mining Company Limited Unit 7503A, Level 75, International Commerce Centre 1 Austin Road West Kowloon, Hong Kong + (852) 2803 2738

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

January 19, 2018

(Date of Event Which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ☐

Note. Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7 for other parties to whom copies are to be sent.

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).  

CUSIP NO. 04341Y105

1	NAMES OF REPORTING PERSONS Zijin Global Fund
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☒  (b) ☐
3	SEC USE ONLY
4	SOURCE OF FUNDS WC
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER 0
	8	SHARED VOTING POWER 16,529,0971,2
	9	SOLE DISPOSITIVE POWER 0
	10	SHARED DISPOSITIVE POWER 11,529,097

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 16,529,0971,2
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 8.1%
14	TYPE OF REPORTING PERSON OO

¹ Zijin Global Fund, Gold Mountains Asset Management Limited, and Jin Huang Mining Company Limited entered into a Voting Agreement, dated as of January 29, 2018, pursuant to which the parties to the Voting Agreement agreed to vote all of their respective holdings in the Common Stock of the Issuer as a group.

² Consists of (a) 11,529,097 shares held by Zijin Global Fund; (b) 12,529,097 shares which may be deemed beneficially owned by Gold Mountains Asset Management Limited as the manager of Zijin Global Fund (holding 11,529,097 shares) and various other funds (holding 1,000,000 shares); (c) 4,000,000 shares held by Jin Huang Mining Company Limited.

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CUSIP NO. 04341Y105

1	NAMES OF REPORTING PERSONS Gold Mountains Asset Management Limited
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☒ (b) ☐
3	SEC USE ONLY
4	SOURCE OF FUNDS OO
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION Hong Kong

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER 0
	8	SHARED VOTING POWER 16,529,0971,2
	9	SOLE DISPOSITIVE POWER 0
	10	SHARED DISPOSITIVE POWER 12,529,097

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 16,529,0971,2
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 8.1%
14	TYPE OF REPORTING PERSON IV3

¹ Zijin Global Fund, Gold Mountains Asset Management Limited, and Jin Huang Mining Company Limited entered into a Voting Agreement, dated as of January 29, 2018, pursuant to which the parties to the Voting Agreement agreed to vote all of their respective holdings in the Common Stock of the Issuer as a group.

² Consists of (a) 11,529,097 shares held by Zijin Global Fund; (b) 12,529,097 shares which may be deemed beneficially owned by Gold Mountains Asset Management Limited as the manager of Zijin Global Fund (holding 11,529,097 shares) and various other funds (holding 1,000,000 shares); (c) 4,000,000 shares held by Jin Huang Mining Company Limited.

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CUSIP NO. 04341Y105

1	NAMES OF REPORTING PERSONS Jin Huang Mining Company Limited
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☒ (b) ☐
3	SEC USE ONLY
4	SOURCE OF FUNDS WC
5	CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION British Virgin Islands

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	7	SOLE VOTING POWER 0
	8	SHARED VOTING POWER 16,529,0971,2
	9	SOLE DISPOSITIVE POWER 4,000,000
	10	SHARED DISPOSITIVE POWER 0

11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 16,529,0971,2
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 8.1%
14	TYPE OF REPORTING PERSON CO

¹ Zijin Global Fund, Gold Mountains Asset Management Limited, and Jin Huang Mining Company Limited entered into a Voting Agreement, dated as of January 29, 2018, pursuant to which the parties to the Voting Agreement agreed to vote all of their respective holdings in the Common Stock of the Issuer as a group.

² Consists of (a) 11,529,097 shares held by Zijin Global Fund; (b) 12,529,097 shares which may be deemed beneficially owned by Gold Mountains Asset Management Limited as the manager of Zijin Global Fund (holding 11,529,097 shares) and various other funds (holding 1,000,000 shares); (c) 4,000,000 shares held by Jin Huang Mining Company Limited.

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Item 1. Security and Issuer.

This Schedule 13D relates to the common stock , without par value (“Common Stock”), of Asanko Gold Inc., a corporation incorporated under the laws of British Columbia (the “Issuer”). The principal executive offices of the Issuer are located at Suite 680, 1066 West Hastings Street Vancouver, British Columbia, Canada V6E 3X2.

Item 2. Identity and Background.

(a), (b), (c), (f) This Schedule 13 D is being filed jointly by:

(i) Zijin Global Fund, a Cayman Islands company limited by shares (“Zijin”),

(ii) Gold Mountains Asset Management Limited, a company limited by shares and formed in Hong Kong (“Gold Mountains”), and

(iii) Jin Huang Mining Company Limited, a British Virigin Islands company limited by shares (“Jin Huang”).

Each of the foregoing is referred to as a “Reporting Person” and collectively as the “Reporting Persons”.

Zijin is an investment fund managed by Gold Mountains and is engaged in holding, distributing or effecting any sale of securities held by it. The address of the principal business office of Zijin is Unit 7503A, Level 75, International Commerce Centre, 1 Austin Road West, Kowloon, Hong Kong.

Gold Mountains is a Hong Kong investment company (that is not registered under the Investment Company Act of 1940) whose principal business purpose is to provide investment management services to Zijin and other funds. The address of the principal business office of Gold Mountains is Unit 7503A, Level 75, International Commerce Centre, 1 Austin Road West, Kowloon, Hong Kong.

Jin Huang is an investment holding company and is engaged in holding, distributing or effecting any sale of securities held by it. The address of the principal business office of Jin Huang is Unit 7503A, Level 75, International Commerce Centre, 1 Austin Road West, Kowloon, Hong Kong.

Each Reporting Person is a subsidiary of Zijin Mining Group Co., Ltd. (whose principal business is mining and extracting raw materials) and, except as otherwise described herein, is not controlled by any other Reporting Person or Zijin Mining Group Co., Ltd.

Pursuant to General Instruction C of Schedule 13D, the following information is provided for each executive officer and director of the Reporting Persons (the “Insiders”):

ZIJIN
Name	Position	Occupation	Citizenship
Michael Neylan	Director	President of Sprott Asia LP	Canadian
Zhang Zonglin	Director	General Manager of Gold Mountains Asset Management Limited	Chinese
Fang Qixue	Director	Executive Director, Senior VP, Chief Engineer of Zijin Mining Group Co., Ltd	Chinese
Huang Xiaohong	Director	Head of Corporate Development, Overseas Operations of Zijin Mining Group Co., Ltd.	Chinese

GOLD MOUNTAINS
Name	Position	Occupation	Citizenship
Zhang Zonglin	Director/CEO	General Manager	Chinese
Ip Kin Chi	CFO	Finance	Chinese

JIN HUANG
Name	Position	Occupation	Citizenship
Yiu Kai	Director	Accountant	Chinese
Zhang Qiaochun	Director	Merchant	Chinese
Fan Cheung Man	Director	Accountant	Chinese

The business address of the Insiders is Unit 7503A, Level 75, International Commerce Centre, 1 Austin Road West, Kowloon, Hong Kong.

(d), (e) During the last five years, none of the Reporting Persons or Insiders (i) have been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors); or (ii) have been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

Item 3. Source or Amount of Funds or Other Consideration.

Row (4) of the cover pages to this Schedule 13D are hereby incorporated by reference.

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Item 4. Purpose of Transaction.

Although the Reporting Persons and Insiders have no present intention to acquire additional securities of the Issuer, they intend to review their investment on a regular basis and, as a result thereof, may at any time or from time to time determine, either alone or as part of a group, (i) to acquire additional securities of the Issuer, through open market purchases, privately negotiated transactions or otherwise, (ii) to dispose of all or a portion of the securities of the Issuer owned by it in the open market, in privately negotiated transactions or otherwise or (iii) to take any other available course of action, which could involve one or more of the types of transactions or have one or more of the results described in the next paragraph of this Item 4. Any such acquisition or disposition or other transaction would be made in compliance with all applicable laws and regulations and subject to any applicable restrictions on transfers. Notwithstanding anything contained herein, each of the Reporting Persons specifically reserves the right to change its intention with respect to any or all of such matters. In reaching any decision as to its course of action (as well as to the specific elements thereof), each of the Reporting Persons and Insiders currently expects that it would take into consideration a variety of factors, including, but not limited to, the following: the Issuer’s business and prospects; other developments concerning the Issuer and its businesses generally; other business opportunities available to the Reporting Persons and Insiders; changes in law and government regulations; general economic conditions; and money and stock market conditions, including the market price of the securities of the Issuer.

Other than as described above, the Reporting Persons and Insiders do not have any plans or proposals relating to any of the following:

(a) The acquisition by any person of additional securities of the Issuer, or the disposition of securities of the Issuer;

(b) An extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the issuer or any of its subsidiaries;

(c) A sale or transfer of a material amount of assets of the issuer or any of its subsidiaries;

(d) Any change in the present board of directors or management of the issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board;

(e) Any material change in the present capitalization or dividend policy of the issuer;

(f) Any other material change in the issuer's business or corporate structure, including but not limited to, if the issuer is a registered closed-end investment company, any plans or proposals to make any changes in its investment policy for which a vote is required by section 13 of the Investment Company Act of 1940 ;

(g) Changes in the issuer's charter, bylaws or instruments corresponding thereto or other actions which may impede the acquisition of control of the issuer by any person;

(h) Causing a class of securities of the issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association;

(i) A class of equity securities of the issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Act ; or

(j) Any action similar to any of those enumerated above.

Item 5. Interest in Securities of the Issuer.

(a) Rows (11) and (13) of the Cover pages to this Schedule 13D are hereby incorporated by reference.

(b) Rows (7) through (10) of the cover pages to this Schedule 13D set forth the number of Common Stock beneficially owned by each of the Reporting Persons as to which there is sole power to vote or to direct the vote, shared power to vote or to direct the vote and sole power to dispose or to direct the disposition or shared power to dispose or direct the disposition.

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(c) The Reporting Persons have purchased all shares of the Common Stock on the open market through a broker and have not effected any other transactions in the Issuer's securities during the last 60 days.

(d) Except as described in this Schedule 13D, no other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Common Stock owned, directly or indirectly, by the Reporting Persons.

(e) Not applicable.

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.

Zijin, Gold Mountains, and Jin Huang entered into a Voting Agreement (“Voting Agreement”), dated as of January 29, 2018, pursuant to which the parties to the Voting Agreement agreed to vote all of their respective holdings in the Common Stock of the Issuer as a group. The Voting Agreement is filed as an exhibit to this Agreement and is incorporated by reference herein. The Foregoing description of the various terms of the Voting Agreement is qualified in its entirety by reference to the Voting Agreement.

Except for the Voting Agreement and as otherwise disclosed herein, as of the date of this Schedule 13D, neither the Reporting Persons nor any of the Insiders is a party to any contract, arrangement, understanding or relationship (legal or otherwise) among themselves or with any other person with respect to any securities of the Issuer, including but not limited to transfer or voting of any securities of the Issuer, finder's fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies with respect to the securities of the Issuer.

Item 7. Material to be Filed as Exhibits.

Exhibit No.	Description
99.1	Joint Filing Agreement Pursuant to Rule 13d-1(k) (filed herewith)
99.2	Voting Agreement, dated January 29, 2018, between Zijin Global Fund, Gold Mountains Asset Management Limited, and Jin Huang Mining Company Limited

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SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this Statement on Schedule 13D is true, complete and correct.

Dated: January 29, 2018

ZIJIN GLOBAL FUND
By:	/s/ ZHANG Zonglin
Name:	ZHANG Zonglin
Title:	Director

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SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this Statement on Schedule 13D is true, complete and correct.

Dated: January 29, 2018

GOLD MOUNTAINS ASSET MANAGEMENT LIMITED
By:	/s/ ZHANG Zonglin
Name:	ZHANG Zonglin
Title:	Director

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SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this Statement on Schedule 13D is true, complete and correct.

Dated: January 29, 2018

JIN HUANG MINING COMPANY LIMITED
By:	/s/ FAN Cheung Man
Name:	FAN Cheung Man
Title:	Director

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EX-99.1

Exhibit 99.1

Joint Filing Agreement

In accordance with Rule 13d-1(k) under the Securities and Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing on behalf of each of them of a Statement on Schedule 13D, and any amendments thereto, with respect to the common shares, without par value (the “Common Stock”), of Asanko Gold Inc., a corporation incorporated under the laws of British Columbia and that this agreement be included as an Exhibit to such filing.

This Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original and all of which together shall be deemed to constitute one and the same agreement.

IN WITNESS WHEREOF, each of the undersigned hereby executes this Agreement as of January 29, 2018.

[Signature pages follow]

ZIJIN GLOBAL FUND
By:	/s/ ZHANG Zonglin
Name:	ZHANG Zonglin
Title:	Director

[Joint Filing Agreement Signature Page of Zijin Global Fund]

GOLD MOUNTAINS ASSET MANAGEMENT LIMITED
By:	/s/ ZHANG Zonglin
Name:	ZHANG Zonglin
Title:	Director

[Joint Filing Agreement Signature Page of Gold Mountains Asset Management Limited]

JIN HUANG MINING COMPANY LIMITED
By:	/s/ FAN Cheung Man
Name:	FAN Cheung Man
Title:	Director

[Joint Filing Agreement Signature Page of Jin Huang Mining Company Limited]

EX-99.2

Exhibit 99.2

VOTING AGREEMENT

This Voting Agreement (the “Agreement”) is entered into as of January 29, 2018, by and among Zijin Global Fund, a Cayman Islands company limited by shares, Gold Mountains Asset Management Limited, a company limited by shares and formed in Hong Kong, and Jin Huang Mining Company Limited, a British Virgin Islands company limited by shares (each, individually, a “Shareholder” and, collectively, “Shareholders”).

RECITALS

WHEREAS, each of the Shareholders are the beneficial owners or record holders of either sole or shared voting power of ordinary shares of Asanko Gold Inc., a corporation incorporated under the laws of British Columbia (the “Company”); and they wish to set forth hereunder their respective rights and obligations in connection with their shareholding in the Company, all in accordance with the terms and conditions contained herein;

NOW, THEREFORE, in consideration of the foregoing and for other good and valuable consideration, the receipt, sufficiency and adequacy of which are hereby acknowledged, the parties hereto agree as follows:

1.   Agreement to Vote Shares. For as long as this Agreement is in effect, any and all voting rights of each Shareholder with respect to the Shares shall be exercised only upon the mutual agreement of Shareholders acting in concert.

2.   Term and Termination. This Agreement will enter into force and effect as of the date hereof and shall continue to be in effect until terminated by the mutual agreement of the Shareholders.

3.   Representations of the Shareholders.

Each Shareholder hereby represents and warrants to the other Shareholder, with respect to himself or itself only, as follows:

3.1   Organization, Standing and Power. Such Shareholder is a company duly organized, validly existing and, if applicable, in good standing under the relevant laws of the jurisdiction under which it is incorporated.

3.2   Authority. Such Shareholder has all requisite corporate power and authority to enter into this Agreement and to perform its respective obligations hereunder. With respect to an entity, the execution, delivery and performance of this Agreement have been duly authorized by all necessary corporate action on the part of such Shareholder and no other corporate proceedings on the part of such Shareholder are necessary to enter into or execute this Agreement. This Agreement has been duly executed and delivered by such Shareholder and upon the execution and delivery by the other parties thereto shall constitute a legal, valid and binding obligation of such Shareholder, enforceable against it in accordance with its respective terms, subject only to the effect, if any, of (i) applicable bankruptcy and other similar laws affecting the rights of creditors generally, and (ii) rules of law governing specific performance, injunctive relief and other equitable remedies.

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3.3   Ownership. Shareholder owns beneficially (as such term is defined in Rule 13d-3 under the Exchange Act) all of the Shares free and clear of all Encumbrances.

3.4   No Conflicts. The execution, delivery and performance of this Agreement by such Shareholder or its obligations hereunder and the compliance by such Shareholder with any provisions hereof, do not and will not result in a breach of, constitute a default (or an event which, with notice or lapse of time or both, would constitute a default), violate the terms of, result in the acceleration of any obligation, terminate, modify, or cancel, or require any notice under: (i) the respective charter documents of such Shareholder; (ii) any written and/or oral agreement, contract, commitment, lease, arrangement and/or other instrument by which such Shareholder is bound or to which any of its assets is subject; or (iii) any Law applicable to such Shareholder or its respective assets and properties and any bylaw or other organizational document of the Shareholder.

3.5   No Consent. The execution and delivery of this Agreement by the Shareholder does not, and the performance of this Agreement by the Shareholder does not and will not, require any consent, approval, authorization or permit of, or filing with or notification to, any governmental or regulatory authority by the Shareholder except where the failure to obtain such consents, approvals, authorizations or permits, or to make such filings or notifications, would not prevent or delay the performance by the Shareholder of his, her or its obligations under this Agreement.

4.   Additional Shares. Shareholder agrees that all Shares that Shareholder purchases, acquires the right to vote or otherwise acquires beneficial ownership (as defined in Rule 13d-3 under the Exchange Act) of after the execution of this Agreement shall be subject to the terms of this Agreement and shall constitute Shares for all purposes of this Agreement.

5.   Miscellaneous.

5.1   Entire Agreement. This Agreement supersedes all prior agreements, written or oral, between the parties hereto with respect to the subject matter hereof and contains the entire agreement between the parties with respect to the subject matter hereof. No waiver of any provisions hereof by either party shall be deemed a waiver of any other provisions hereof by such party, nor shall any such waiver be deemed a continuing waiver of any provision hereof by such party

5.2   Severability. If any term or provision of this Agreement is invalid, illegal or unenforceable in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction. Upon such determination that any term or other provision is invalid, illegal or unenforceable, the parties hereto shall negotiate in good faith to modify this Agreement so as to effect the original intent of the parties as closely as possible in a mutually acceptable manner in order that the transactions contemplated hereby be consummated as originally contemplated to the greatest extent possible.

5.3   Amendments. This Agreement may not be amended, modified, altered or supplemented other than by means of a written instrument duly executed and delivered on behalf of each of the Shareholders. Any amendment executed in accordance with the foregoing shall be binding upon all parties and their respective successors and assigns.

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5.4   Titles and Subtitles. The titles and subtitles used in this Agreement are for convenience only and are not to be considered in construing or interpreting this Agreement.

5.5   Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original but all of which together shall constitute one and the same instrument.

5.6   Further Assurance. Each party hereto shall execute and deliver such additional documents as may be necessary or desirable to effect the transactions contemplated by this Agreement.

6.   Definitions.

In this Agreement, unless the context shall otherwise require, the following terms shall have the following meanings:

6.1   “Affiliate” means, in relation to any Shareholder, any entity Controlled, directly or indirectly by that Shareholder, any entity that Controls, directly or indirectly that Shareholder, or any entity under common Control with that Shareholder.

6.2   “Control” means the possession, direct or indirect, of the power to direct or cause the direction of the management and policies of a person, whether through the ownership of voting securities, by contract, or otherwise.

6.3   “Encumbrance” means with respect to any security, property or asset, as the case may be, any mortgage, lien, pledge, charge, security interest, encumbrance, hypothecation, option, easement, trust, equitable interest, proxies, right of first refusal, defect in title, impediment of title, impairment of title, preemptive right or restrictions or rights of third parties of any nature.

6.4   “Exchange Act” means the Securities Exchange Act of 1934, as amended and the rules and regulations promulgated thereunder.

6.5   “Law” means any law, rule or regulation and any order, injunction, award, judgment and decree.

6.6   “Shares” means any shares of the Company (including unvested shares) owned by Shareholders or by any trustee for the benefit of Shareholders, and any other shares or securities issued or distributed in respect thereto or in substitution or exchange thereof, at any time and from time to time, and as may be adjusted, including any Shares of the Company that a Shareholder purchases after the execution of this Agreement, shall be subject to the terms and conditions of this Agreement. In the event of any share split, share dividend, merger, reorganization, recapitalization, reclassification, combination, exchange of shares or the like, the terms of this Agreement shall apply to the resulting securities.

6.7   “Transfer” means the transfer, sale, assignment, pledge, hypothecation, creation of a security interest in or any Encumbrance on, placement in trust (voting or otherwise), transfer by operation of Law, by gift or other disposition in any way.

[Signature Page Follows]

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IN WITNESS WHEREOF, each of the undersigned hereby executes this Agreement as of January 29 2018.

ZIJIN GLOBAL FUND
By:	/s/ ZHANG Zonglin
Name:	ZHANG Zonglin
Title:	Director
GOLD MOUNTAINS ASSET MANAGEMENT LIMITED
By:	/s/ ZHANG Zonglin
Name:	ZHANG Zonglin
Title:	Director
JIN HUANG MINING COMPANY LIMITED
By:	/s/ FAN Cheung Man
Name:	FAN Cheung Man
Title:	Director

[Signature Page to the Voting Agreement]