Exhibit 99.3

THE INSTRUCTIONS ACCOMPANYING THIS LETTER OF TRANSMITTAL (AS DEFINED HEREIN) SHOULD BE READ CAREFULLY BEFORE THIS LETTER OF TRANSMITTAL IS COMPLETED. THIS LETTER OF TRANSMITTAL IS FOR DEPOSITING YOUR COMMON SHARES OF YAMANA GOLD INC. IN CONNECTION WITH THE PLAN OF ARRANGEMENT UNDER SECTION 192 OF THE CANADA BUSINESS CORPORATIONS ACT INVOLVING, AMONG OTHERS, YAMANA GOLD INC., SHAREHOLDERS OF YAMANA GOLD INC., GOLD FIELDS LIMITED AND GOLD FIELDS SUBCO (AS DEFINED BELOW).

THIS LETTER OF TRANSMITTAL IS FOR USE BY REGISTERED SHAREHOLDERS OF YAMANA GOLD INC. ONLY. SHAREHOLDERS OF YAMANA GOLD INC. WHOSE COMMON SHARES OF YAMANA GOLD INC. ARE REGISTERED IN THE NAME OF A BROKER, INVESTMENT DEALER, BANK, TRUST COMPANY, TRUSTEE, CUSTODIAN, NOMINEE OR OTHER INTERMEDIARY SHOULD CONTACT THAT INTERMEDIARY FOR ASSISTANCE IN DEPOSITING THOSE COMMON SHARES AND SHOULD FOLLOW THE INSTRUCTIONS OF SUCH INTERMEDIARY IN ORDER TO DEPOSIT THEIR COMMON SHARES. AS PROVIDED IN THE CIRCULAR (AS DEFINED BELOW), IF YOU ARE A REGISTERED SHAREHOLDER OF YAMANA GOLD INC., YOU MAY MAKE AN ELECTION AS TO THE FORM OF CONSIDERATION THAT YOU WILL BE ENTITLED TO RECEIVE UNDER THE ARRANGEMENT (AS DEFINED BELOW). IN ORDER FOR YOUR CONSIDERATION ELECTION TO BE EFFECTIVE, THIS LETTER OF TRANSMITTAL MUST BE VALIDLY COMPLETED, DULY EXECUTED AND RETURNED TO THE EXCHANGE AGENT, COMPUTERSHARE INVESTOR SERVICES INC. IN ACCORDANCE WITH THE INSTRUCTIONS CONTAINTED HEREIN PRIOR TO 5:00 P.M. (TORONTO TIME) ON THE ELECTION DEADLINE (AS DEFINED HEREIN). IF YOUR COMPLETED LETTER OF TRANSMITTAL IS NOT RETURNED TO THE EXCHANGE AGENT BY THAT TIME OR YOU OTHERWISE FAIL TO COMPLY WITH THE REQUIREMENTS OF THE PLAN OF ARRANGEMENT OR THIS LETTER OF TRANSMITTAL, YOU WILL BE DEEMED TO HAVE ELECTED TO RECEIVE AMERICAN DEPOSITARY SHARES OF GOLD FIELDS LIMITED IN EXCHANGE FOR ALL OF YOUR COMMON SHARES OF YAMANA GOLD INC. IN ACCORDANCE WITH THE TERMS OF THE PLAN OF ARRANGEMENT. NOTHING CONTAINED IN THIS LETTER OF TRANSMITTAL CONSTITUTES, OR IS INTENDED TO CONSTITUTE, AN OFFER OF SECURITIES TO THE PUBLIC OR AN ADVERTISEMENT IN RELATION TO AN OFFER OF SECURITIES TO THE PUBLIC IN ANY JURISDICTION.

LETTER OF TRANSMITTAL AND ELECTION FORM

FOR COMMON SHARES

OF

YAMANA GOLD INC.

This Letter of Transmittal and Election Form (this “Letter of Transmittal”), properly completed and duly executed, together with all other required documents, is for use by registered holders (“Registered Yamana Shareholders”) of common shares (the “Yamana Shares”) of Yamana Gold Inc. (“Yamana”) and must accompany certificate(s) or DRS statement(s) representing the Yamana Shares deposited in connection with the plan of arrangement pursuant to section 192 of the Canada Business Corporations Act (the “Plan of Arrangement”) involving, among others, Yamana, holders of Yamana Shares (the “Yamana Shareholders”), Gold Fields Limited (“Gold Fields”) and Gold Fields Holding Company Ltd. or such other entity (“Gold Fields Subco”) as may be designated by Gold Fields in its sole discretion (the “Arrangement”), in accordance with the terms of the arrangement agreement between Gold Fields and Yamana dated May 31, 2022 (as amended, supplemented or otherwise modified from time to time, the “Arrangement Agreement”).

The Arrangement is being submitted for approval at the special meeting of the Yamana Shareholders scheduled to be held on November 21, 2022, or any adjournment or postponement thereof (the “Yamana Meeting”). Registered Yamana Shareholders (other than Dissenting Shareholders) will receive the Consideration Shares that they are entitled to pursuant to the Arrangement, as well as any Dividends (as defined below).

Copies of the Circular, the Arrangement Agreement and the Plan of Arrangement may be accessed under Yamana’s profile on SEDAR at www.sedar.com and on EDGAR at www.sec.gov. Capitalized terms used but not defined herein have the respective meanings set out in the Circular. You are encouraged to carefully review the Circular in its entirety.

If the Arrangement is completed, at the effective time of the Arrangement (the “Effective Time”), Gold Fields Subco will acquire all of the issued and outstanding Yamana Shares (other than Yamana Shares held by a Dissenting Shareholder) and Registered Yamana Shareholders (other than Dissenting Shareholders) who have properly completed, duly executed and delivered this Letter of Transmittal and all other required documents to Computershare Investor Services Inc. (“Computershare” or the “Exchange Agent”), will be entitled to elect to receive, on completion of the Arrangement, for each Yamana Share held, either:

all as described in the management information circular of Yamana dated October 19, 2022 (as amended, supplemented or otherwise modified from time to time, the “Circular”).

In order for a valid election to be made, this Letter of Transmittal setting out your election, validly completed and duly executed, must be received by the Exchange Agent, together with all other required documents (including certificate(s) or DRS statement(s) representing the Yamana Shares in respect of which the election relates), by 5:00 p.m. (Toronto time) on the Business Day that is three Business Days preceding the Effective Date (as defined herein) of the Arrangement (the “Election Deadline”). Yamana will provide at least two Business Days’ notice prior to the Election Deadline to Yamana Shareholders by means of a news release; provided that, if the Effective Date is delayed to a subsequent date, the Election Deadline will be similarly delayed to a subsequent date, and Yamana will promptly announce any such delay and, when determined, the rescheduled Election Deadline.

Any Registered Yamana Shareholder who does not deposit with the Exchange Agent a duly completed Letter of Transmittal prior to the Election Deadline, or otherwise fails to comply with the requirements of the Plan of Arrangement and this Letter of Transmittal, will be deemed to have elected to receive the Consideration Shares in the form of Gold Fields ADSs (the “Deemed Election”). Where a Deemed Election has occurred, a Registered Yamana Shareholder is still required to validly complete and duly execute this Letter of Transmittal and deposit it, together with the certificate(s) or DRS statement(s) representing such holder’s Yamana Shares, and all other required documentation, with the Exchange Agent in order to receive the DRS statement(s) or shareholding statement(s), as applicable, representing the Consideration Shares (in the form of Gold Fields ADSs) and the cheque(s) representing the Excess Share Proceeds and/or Dividends (as defined herein), if any, that such holder is entitled to receive pursuant to the Arrangement for such holder’s Yamana Shares.

In no event will any Registered Yamana Shareholder be entitled to a fractional Consideration Share. Where the aggregate number of Consideration Shares to be issued to a Registered Yamana Shareholder as consideration under or as a result of the Arrangement would result in a fraction of a Consideration Share being issuable, the number of Consideration Shares to be received by such Registered Yamana Shareholder will be rounded down to the nearest whole number of Consideration Shares. In lieu of any such fractional Gold Fields Share or fractional Gold Fields ADS, as applicable, each Yamana Shareholder otherwise entitled to a fractional interest in a Gold Fields Share or Gold Fields ADS, respectively, will be entitled to receive a cash payment equal to an amount representing such Yamana Shareholder’s proportionate interest in the net proceeds (the “Excess Share Proceeds”) from the sale by the Exchange Agent on behalf of all such Yamana Shareholders of the excess number of Gold Fields Shares and Gold Fields ADSs issued and delivered to the Exchange Agent pursuant to the Plan of Arrangement exceeding the aggregate number of whole Consideration Shares to be issued to Yamana Shareholders pursuant to the Plan of Arrangement (such excess, the “Gold Fields Excess Shares”). Former Yamana Shareholders will also be entitled to receive, at the time of depositing the Yamana Shares, without interest, all dividends or other distributions made with a record date after the Effective Time in respect of the Consideration Shares to which such holder is entitled, less any applicable withholding taxes (collectively, “Dividends”).

The effective date of the Arrangement (the “Effective Date”) is currently expected to occur in the fourth quarter of 2022, after all conditions to completion of the Arrangement have been satisfied or waived. COMPLETION OF THE ARRANGEMENT IS SUBJECT TO THE SATISFACTION OR WAIVER OF CERTAIN CONDITIONS. NO DELIVERY OF ANY CONSIDERATION SHARES WILL BE MADE PRIOR TO THE EFFECTIVE TIME. Reference should be made to the Circular for more information regarding the expected timing for completion of the Arrangement.

All deposits and elections made under this Letter of Transmittal are irrevocable and may not be withdrawn, except that all Letters of Transmittal will be automatically revoked if the Exchange Agent is notified in writing by Gold Fields and Yamana that the Arrangement has not been completed.

In order to receive the Consideration Shares and the Excess Share Proceeds, if any, that a Registered Yamana Shareholder is entitled to receive pursuant to the Arrangement, as well as any Dividends, Registered Yamana Shareholders are required to deposit the certificate(s) or DRS statement(s) representing their Yamana Shares with the Exchange Agent. This Letter of Transmittal, validly completed and duly executed, together with all other required documents, must accompany the certificate(s) or DRS statement(s) representing their Yamana Shares deposited for receipt of the Consideration Shares and the Excess Share Proceeds, if any, that a Registered Yamana Shareholder is entitled to receive pursuant to the Arrangement, as well as any Dividends.

This Letter of Transmittal is for use by Registered Yamana Shareholders only and is not to be used by beneficial holders of Yamana Shares (the “Beneficial Yamana Shareholders”). A Beneficial Yamana Shareholder does not have Yamana Shares registered in its name; rather, such Yamana Shares are registered in the name of a broker, investment dealer, bank, trust company, trustee, custodian, nominee or other intermediary (each, an “Intermediary”) through which it purchased the Yamana Shares or in the name of a clearing agency (such as CDS Clearing and Depository Services Inc. or The Depositary Trust Company) of which the Intermediary is a participant. If you are a Beneficial Yamana Shareholder, you should contact your Intermediary for instructions and assistance in receiving the Consideration Shares and the Excess Share Proceeds, if any, that you are entitled to receive pursuant to the Arrangement for such Yamana Shares, as well as any Dividends, and making an election with respect to the form of Consideration Shares to be received for your Yamana Shares.

Holders of Yamana Depositary Interests will not need to take any action to receive the Consideration Shares and the Excess Share Proceeds, if any, that they are entitled to receive pursuant to the Arrangement and will not be provided with, and will not need to submit, this Letter of Transmittal. Holders of Yamana Depositary Interests should refer to the Circular for further information regarding the procedure for exchanging Yamana Depositary Interests for Consideration Shares and Excess Share Proceeds.

All Registered Yamana Shareholders must complete Box D. To avoid backup withholding in respect of the Excess Share Proceeds, if any, each U.S. Shareholder (as defined below) which is a “U.S. person” (as defined in Instruction 7 below) should complete and submit United States Internal Revenue Service (“IRS”) Form W-9. See Instruction 7. To avoid backup withholding in respect of the Excess Share Proceeds, if any, each Registered Yamana Shareholder who provides an address in Box A or Box B that is located within the United States or any territory or possession thereof and is not a U.S. Shareholder should complete and submit the appropriate IRS Form W-8. See Instruction 7. Each U.S. Shareholder is urged to consult its own tax advisors to determine whether it is exempt from backup withholding tax requirements and to determine the proper form to be used to avoid backup withholding tax. A current IRS Form W-9 is included in this Letter of Transmittal. The applicable IRS Forms W-8 and accompanying instructions can be found on the IRS website at https://www.irs.gov/forms-pubs/about-form-w-8.

Whether or not the undersigned delivers the required documentation to the Exchange Agent, as of the Effective Time, the undersigned will cease to be a holder of Yamana Shares and, subject to the ultimate expiry deadline identified below, will only be entitled to receive the Consideration Shares and the Excess Share Proceeds, if any, to which the undersigned is entitled under the Arrangement, as well as any Dividends. REGISTERED YAMANA SHAREHOLDERS WHO DO NOT DELIVER THE CERTIFICATE(S) OR DRS STATEMENT(S), AS APPLICABLE, REPRESENTING THEIR YAMANA SHARES AND ALL OTHER REQUIRED DOCUMENTS TO THE EXCHANGE AGENT ON OR BEFORE THE SIXTH ANNIVERSARY OF THE EFFECTIVE DATE WILL LOSE THEIR RIGHT TO RECEIVE ANY CONSIDERATION FOR THEIR YAMANA SHARES AND ANY CLAIM OR INTEREST OF ANY KIND OR NATURE AGAINST GOLD FIELDS, GOLD FIELDS SUBCO, YAMANA OR THE EXCHANGE AGENT, INCLUDING WITH RESPECT TO ANY DIVIDENDS.

Please read the Circular and the instructions set out herein carefully before completing this Letter of Transmittal. Delivery of this Letter of Transmittal to an address other than as set forth on the last page of this Letter of Transmittal will not constitute a valid delivery. If Yamana Shares are registered in different names, a separate Letter of Transmittal must be submitted for each different Registered Yamana Shareholder. See Instruction 2.

The undersigned hereby irrevocably delivers and deposits with the Exchange Agent the enclosed certificate(s) or DRS statement(s), as applicable, representing Yamana Shares (the “Deposited Shares”). The following are the details of the enclosed certificate(s) or DRS statement(s), as applicable, representing Yamana Shares:

Notes:

q Check here if some or all of the certificates representing your Yamana Shares have been lost, stolen or destroyed. Please review Instruction 6 for the procedure to replace lost, stolen or destroyed certificates.

BENEFICIAL YAMANA SHAREHOLDERS SHOULD CONTACT THEIR INTERMEDIARY WHO HOLD THEIR YAMANA SHARES ON THEIR BEHALF TO ARRANGE FOR THEIR EXCHANGE.

ELECTION OF FORM OF CONSIDERATION SHARES

(See Instruction 1)

For each Yamana Share you hold, you may elect to receive the Consideration Shares in either the form of Gold Fields Shares or in the form of Gold Fields ADSs. Please check Option A or B:

Option (SELECT ONLY ONE):

A: q Election to receive [______________] Consideration Shares in the form of Gold Fields Shares (traded on the Johannesburg Stock Exchange)

B: q Election to receive [______________] Consideration Shares in the form of Gold Fields ADSs (traded on the New York Stock Exchange and to be traded on the Toronto Stock Exchange (the “TSX”), subject to the final approval of the TSX)

Notes:

REPRESENTATIONS, WARRANTIES, COVENANTS AND ACKNOWLEDGEMENTS

REGISTRATION AND DELIVERY INSTRUCTIONS

PLEASE COMPLETE THE FOLLOWING BOXES, AS APPROPRIATE.

By signing below, the undersigned expressly agrees to the terms and conditions set out herein.

This Letter of Transmittal must be signed by the Registered Yamana Shareholder(s) exactly as the name(s) appear(s) on the certificate(s) and/or DRS statement(s) representing the Deposited Shares or by person(s) authorized to become registered holder(s) by certificates and documents transmitted herewith, or, pursuant to Instructions 2, 3 or 4, by a fiduciary or authorized representative.

SHAREHOLDER SIGNATURE(S)

YOU MUST COMPLETE THE FOLLOWING CERTIFICATE IF YOU WROTE
“APPLIED FOR” IN PART I OF THE IRS Form W-9.

+

INSTRUCTIONS

This Letter of Transmittal must be filled in and signed by the Registered Yamana Shareholder described above or by such holder's duly authorized representative (in accordance with Instruction 4).

No signature guarantee is required on this Letter of Transmittal if this Letter of Transmittal is signed by the registered owner(s) of the Deposited Shares surrendered herewith. Subject to Instruction 4, if this Letter of Transmittal is signed by a person other than the registered owner(s) of the Deposited Shares, or if the Consideration Shares are to be issued in the name of a person other than the registered owner(s) of the Deposited Shares as shown on the registers of Yamana, such signature must be guaranteed by an Eligible Institution (as defined below), or in some other manner satisfactory to the Exchange Agent (except that no guarantee is required if the signature is that of an Eligible Institution).

An “Eligible Institution” means a Canadian Schedule I chartered bank, a major trust company in Canada, a commercial bank or trust company in the United States, a member of the Securities Transfer Association Medallion Program (STAMP), a member of the Stock Exchange Medallion Program (SEMP) or a member of the New York Stock Exchange Inc. Medallion Signature Program (MSP). Members of these programs are usually members of a recognized stock exchange in Canada and the United States, members of the Investment Industry Regulatory Organization of Canada, members of the Financial Industry Regulatory Authority or banks and trust companies in the United States.

If this Letter of Transmittal or any share transfer power(s) of attorney is signed by a person acting in a representative capacity, such as (a) an executor, administrator, trustee or guardian, or (b) on behalf of a corporation, partnership, or association, then in each case such signature must be accompanied by satisfactory evidence of the authority to act, or in some other manner satisfactory to the Exchange Agent (except that no guarantee is required if the signature is that of an Eligible Institution). Either Gold Fields, Yamana or the Exchange Agent, at its discretion, may require additional evidence of authority or additional documentation.

This section does not apply to DRS statements.

If, prior to the Effective Time, any certificate(s) that immediately prior to the Effective Time represented one or more outstanding Yamana Shares has been lost, stolen or destroyed, you are instructed to contact the transfer agent and registrar for the Yamana Shares to obtain a replacement certificate representing such shares. If a Registered Yamana Shareholder wishes to make an election as to the form of Consideration Shares to be received by such holder in exchange for such holder’s Yamana Shares to be deposited hereunder, the foregoing action must be taken sufficiently in advance of the Election Deadline in order for such holder to obtain a replacement certificate or DRS statement representing such holder’s Yamana Shares and to deposit such replacement certificate or DRS statement with the Exchange Agent prior to the Election Deadline, together with this Letter of Transmittal, validly completed and duly executed, and all other required documents.

If, following the Effective Time:

Option #1: If a certificate that immediately prior to the Effective Time represented one or more Yamana Shares that were transferred to Gold Fields pursuant to the Arrangement has been lost, stolen or destroyed, this Letter of Transmittal should be completed as fully as possible and forwarded together with a letter describing the loss to the Exchange Agent. The Exchange Agent will respond with the replacement requirements in order to receive payment of the Consideration Shares and any Excess Share Proceeds and/or Dividends, if any, that such Yamana Shareholder is entitled to receive in accordance with the Plan of Arrangement.

Option #2: Alternatively, Registered Yamana Shareholders who have lost, stolen, or destroyed a certificate(s) that immediately prior to the Effective Time represented one or more Yamana Shares that were transferred to Gold Fields pursuant to the Arrangement may participate in the Exchange Agent's blanket bond program with Aviva Insurance Company of Canada by completing Box E above, and submitting the applicable certified cheque or money order made payable to Computershare Investor Services Inc.

If a certificate representing the Yamana Shares has been lost, stolen or destroyed, either of the foregoing actions must be taken sufficiently in advance of the sixth anniversary of the Effective Date in order to satisfy the replacement requirements in sufficient time to permit the Yamana Shares to be deposited with the Exchange Agent at or prior to the sixth anniversary of the Effective Date.

The following does not constitute a summary of the tax consequences of the Arrangement, and Yamana Shareholders should review the discussions in the Circular under the heading “Certain Income and Other Tax Considerations” and consult with their own tax advisors regarding the tax consequences of the Arrangement.

Each U.S. Shareholder that is a “U.S. person” (as defined below), which is receiving consideration in connection with the Arrangement is generally required under U.S. federal income tax law to provide the Exchange Agent with his, her or its TIN on the IRS Form W-9 which is provided above, and to certify whether such holder is subject to backup withholding of U.S. federal income tax. If the U.S. persons does not provide the correct TIN or an adequate basis for exemption, such U.S. person may be subject to 24% backup withholding on any Excess Share Proceeds due to such holder in connection with the Arrangement. Backup withholding is not an additional tax. Rather, the U.S. federal income tax liability of persons subject to backup withholding will be reduced by the amount of tax withheld. If backup withholding results in an overpayment of taxes, a refund may be obtained by the holder from the IRS, provided that the required information is timely furnished to the IRS. The Exchange Agent cannot refund amounts withheld by reason of backup withholding. Failure to provide a correct TIN may result in additional fines. More serious penalties may be imposed for providing false information which, if willfully done, may result in fines and/or imprisonment.

For purposes of this Letter of Transmittal, you are a “U.S. person” if you are (a) an individual citizen or resident alien of the United States as determined for U.S. federal income tax purposes; (b) a corporation (including an entity taxable as a corporation) created or organized in or under the laws of the United States or any state in the United States or the District of Columbia; (c) an estate the income of which is subject to United States federal income tax regardless of its source; (d) a trust if: (i) a court within the United States is able to exercise primary jurisdiction over its administration and one or more U.S. persons have the authority to control all substantial decisions of the trust; or (ii) that has a valid election in effect under applicable Treasury regulations to be treated as a U.S. person; or (e) a partnership, limited liability company or other entity classified as a partnership for United States federal income tax purposes that is created or organized in or under the laws of the United States or any state in the United States or the District of Columbia.

Exempt holders (including, among others, corporations) are not subject to backup withholding requirements. To prevent possible erroneous backup withholding, an exempt holder must enter its correct TIN in the IRS Form W-9 and sign and date the form.

If a U.S. Shareholder has not been issued a TIN and has applied for one or intends to apply for one in the near future, such holder should write “Applied For” in the space provided for the TIN in the IRS Form W-9, and sign and date the IRS Form W-9 and the Certificate of Awaiting Taxpayer Identification Number. If “Applied For” is written in the IRS Form W-9 and the Exchange Agent is not provided with a TIN within 60 days, the Exchange Agent may withhold 24% of any Excess Share Proceeds due to such holder in connection with the Arrangement until a TIN is provided to the Exchange Agent.

Each U.S. Shareholder that is not a U.S. person, should instead submit an appropriate and properly completed IRS Form W-8, signed under penalty of perjury, certifying the U.S. Shareholder’s foreign status to avoid backup withholding. The applicable IRS Forms W-8 and accompanying instructions can be found on the IRS website at https://www.irs.gov/forms-pubs/about-form-w-8..

A U.S. SHAREHOLDER WHO FAILS TO PROPERLY COMPLETE THE IRS FORM W-9 SET OUT IN THIS LETTER OF TRANSMITTAL OR THE APPROPRIATE IRS FORM W-8 MAY BE SUBJECT TO BACKUP WITHHOLDING OF 24% OF ANY EXCESS SHARE PROCEEDS PAID TO SUCH HOLDER PURSUANT TO THE ARRANGEMENT. BACKUP WITHHOLDING IS NOT AN ADDITIONAL TAX. RATHER, THE TAX LIABILITY OF PERSONS SUBJECT TO BACKUP WITHHOLDING WILL BE REDUCED BY THE AMOUNT OF TAX WITHHELD. IF BACKUP WITHHOLDING RESULTS IN AN OVERPAYMENT OF TAXES, A REFUND MAY BE OBTAINED BY TIMELY FILING A CLAIM FOR REFUND WITH THE IRS. THE EXCHANGE AGENT CANNOT REFUND AMOUNTS WITHHELD BY REASON OF BACKUP WITHHOLDING.

EACH HOLDER OF YAMANA SHARES IS URGED TO CONSULT HIS, HER OR ITS OWN TAX ADVISOR TO DETERMINE WHETHER SUCH HOLDER IS REQUIRED TO FURNISH AN IRS FORM W-9 OR THE APPROPRIATE IRS FORM W-8 OR IS EXEMPT FROM BACKUP WITHHOLDING AND INFORMATION REPORTING.

Gold Fields ADSs

If a Registered Yamana Shareholder validly elects to receive, or is deemed to have elected to receive, Gold Fields ADSs pursuant to the Arrangement, such Gold Fields ADSs will be issued on behalf of Gold Fields to the former Registered Yamana Shareholder in the Direct Registration System, or DRS. The DRS is a system that allows you to hold your Gold Fields ADSs in “book-entry” form without having a physical share certificate issued as evidence of ownership. Instead, your Gold Fields ADSs will be held in your name and registered electronically in Gold Fields's records, which will be maintained by the depositary for the Gold Fields ADSs, The Bank of New York Mellon (the “ADS Depositary”). The Direct Registration System eliminates the need for shareholders to safeguard and store certificates, it avoids the significant cost of a surety bond for the replacement of, and the effort involved in replacing, physical certificate(s) that might be lost, stolen or destroyed and it permits/enables electronic share transactions.

Upon completion of the Arrangement, if you validly elected to receive, or are deemed to have elected to receive, Gold Fields ADSs, you will receive an initial DRS statement acknowledging the number of Gold Fields ADSs you hold in your DRS account. Each time you have any movement of Gold Fields ADSs into or out of your DRS account, you will be mailed an updated DRS statement. You may request a DRS statement at any time by contacting the ADS Depositary at the address set forth on the back of this Letter of Transmittal.

Following receipt of the DRS statement representing your Gold Fields ADSs, you may request an American depositary receipt for all or a portion of the Gold Fields ADSs held in your DRS account. Simply contact the ADS Depositary at the address set forth on the back of this Letter of Transmittal with your request. An American depositary receipt for the requested number of Gold Fields ADSs will be sent to you by first class mail upon receipt of your instructions, at no cost to you.

Gold Fields Shares

In addition to all other requirements set out in this Letter of Transmittal, in order to validly elect to receive the Consideration Shares in the form of Gold Fields Shares, Registered Yamana Shareholders must select Option A on page 5 of this Letter of Transmittal and also complete Box A and Box C. If a Registered Yamana Shareholder does not select Option A on page 5 of this Letter of Transmittal, or selects Option A on page 5 of this Letter of Transmittal but does not complete Box A or Box C, such Registered Yamana Shareholder will not receive the Consideration Shares in the form of Gold Fields Shares and will be deemed to have elected to receive the Consideration Shares in the form of Gold Fields ADSs.

If a Registered Yamana Shareholder validly elects to receive the Consideration Shares in the form of Gold Fields Shares pursuant to the Arrangement, such Gold Fields Shares will be issued and delivered to such former Registered Yamana Shareholder in dematerialised or uncertificated form only in accordance with the normal settlement procedures applicable to equity securities in the electronic settlement system for dealings in securities listed on the Johannesburg Stock Exchange operated by Strate Proprietary Limited (the South African Central Securities Depository) (the “Strate System”).

Gold Fields Shares delivered on the Johannesburg Stock Exchange through the Strate System require an investor to have a custodian or brokerage account capable of holding uncertificated securities listed and trading on the Johannesburg Stock Exchange (a “JSE Brokerage Account”). Registered Yamana Shareholders that wish to receive Gold Fields Shares are therefore required, if they have not done so previously, to open a JSE Brokerage Account as soon as possible given that no Gold Fields Shares will be issued and delivered to former Registered Yamana Shareholders in certificated form.

In the event that a Registered Yamana Shareholder does not have a JSE Brokerage Account for receiving and holding their Gold Fields Shares, or does not notify the Exchange Agent of the account details in relation to their JSE Brokerage Account by completing Box C prior to the Election Deadline, such Registered Yamana Shareholder will only be entitled to receive Gold Fields ADSs instead of Gold Fields Shares.

For assistance in opening a JSE Brokerage Account, Registered Yamana Shareholders may visit the websites of The JSE Limited (www.jse.co.za) or Strate Proprietary Limited (www.strate.co.za/aboutstrate/participants), which set out all the names and numbers of the brokers and custodians and members of the Johannesburg Stock Exchange who can assist with the opening of such accounts. Please note that, among other steps that may be required, you will need to complete a custody mandate and provide verification in terms of the Financial Intelligence Centre Act, No. 38 of 2001, to your chosen custodian or broker, a process similar to opening a bank account in South Africa. Please contact a broker or custodian member of the Johannesburg Stock Exchange for specific advice and assistance with the opening of such accounts.

Computershare is committed to protecting your personal information. In the course of providing services to you and our corporate clients, we receive non-public personal information about you from transactions we perform for you, forms you send us, other communications we have with you or your representatives, etc. This information could include your name, contact details (such as residential address, correspondence address, email address), social insurance number, survey responses, securities holdings and other financial information. We use this to administer your account, to better serve your and our clients' needs and for other lawful purposes relating to our services. Computershare may transfer personal information to other companies in or outside of Canada that provide data processing and storage or other support in order to facilitate the services it provides. Where we share your personal information with other companies to provide services to you, we ensure they have adequate safeguards to protect your personal information. We also ensure the protection of rights of data subjects under the General Data Protection Regulation, where applicable. We have prepared a Privacy Code to tell you more about our information practices, how your privacy is protected and how to contact our Chief Privacy Officer. It is available at our website, www.computershare.com, or by writing to us at 100 University Avenue, 8^th Floor, Toronto, Ontario, M5J 2Y1. Computershare will use the information you are providing in order to process your request and will treat your signature(s) as your consent to us so doing.

Pick-up instructions must be selected in Box A. Entitlements may be picked up at the office of the Exchange Agent the office of the Exchange Agent in Toronto, located at:

Computershare Investor Services Inc.

100 University Ave, 8th Floor,

Toronto, ON, M5J 2Y1

The Exchange Agent for the Arrangement is:

COMPUTERSHARE INVESTOR SERVICES INC.

By Hand or by Courier

100 University Avenue, 8th Floor, North Tower

Toronto, Ontario

M5J 2Y1

By Mail

P.O. Box 7021

31 Adelaide St E

Toronto, ON M5C 3H2

Attention: Corporate Actions

For Inquiries Only:

Toll Free: 1-800-564-6253

Email: corporateactions@computershare.com

Delivery of this Letter of Transmittal to an address other than as set forth above does not constitute a valid delivery.

The ADS Depositary is:

THE BANK OF NEW YORK MELLON

The Bank of New York Mellon

P O Box 43006

Providence, RI 02940-3078

US toll-free telephone: +1 866 247 3871

Tel: +1 201 680 6825

The Gold Fields Share Transfer Agent is:

COMPUTERSHARE INVESTOR SERVICES (PROPRIETARY) LIMITED

Computershare Investor Services (Proprietary) Limited

Rosebank Towers

15 Biermann Avenue

Rosebank, Johannesburg

2196

Private Bag X9000 Saxonworld 2132

Tel: +27 11 370 5000

Fax: +27 11 688 5248