Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Clay Richard T
2. Date of Event Requiring Statement (Month/Day/Year)
11/21/2016
3. Issuer Name and Ticker or Trading Symbol
GOLDEN QUEEN MINING CO LTD [GQMNF]
(Last)
(First)
(Middle)
C/O EAST HILL MANAGEMENT COMPANY, LLC, 70 MAIN STREET, SUITE 300
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

PETERBOROUGH, NH 03458
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 1,505,678
D
 
Common Stock 807,250
I
By trust (1)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Warrant 12/08/2015 06/08/2020 Common Shares 5,967,000 $ 0.95 I By trust (2)
Warrant 12/08/2015 06/08/2020 Common Shares 1,533,000 $ 0.95 I By trust (3)
Warrant 11/21/2016 11/21/2021 Common Shares 4,773,600 $ 0.85 I By trust (4)
Warrant 11/21/2016 11/21/2021 Common Shares 1,226,400 $ 0.85 I By trust (5)

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Clay Richard T
C/O EAST HILL MANAGEMENT COMPANY, LLC
70 MAIN STREET, SUITE 300
PETERBOROUGH, NH 03458
    X    

Signatures

/s/ Richard T. Clay 11/30/2016
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Represents shares owned by Arctic Coast Petroleums, Ltd. ("Arctic Coast"). The reporting person is a trustee of the Clay Family 2009 Irrevocable Trust dated April 14, 2009 (the "CF 2009 Trust"), which owns 50% of Arctic Coast. The reporting person's father is the donor of the portion of Arctic Coast held by the CF 2009 Trust.
(2) On June 8, 2015 the issuer issued a warrant to purchase 5,967,000 shares of common stock to the Landon T. Clay 2009 Irrevocable Trust dated March 6, 2009 (the "LTC 2009 Trust"), of which the reporting person is a trustee. The warrant is currently exercisable and expires on June 8, 2020.
(3) On June 8, 2015 the issuer issued a warrant to purchase 1,533,000 shares of common stock to the CF 2009 Trust, of which the reporting person is a trustee. The warrant is currently exercisable and expires on June 8, 2020.
(4) On November 21, 2016 the issuer issued a warrant to purchase 4,773,600 shares of common stock to the LTC 2009 Trust, of which the reporting person is a trustee. The warrant is currently exercisable and expires on November 21, 2021.
(5) On November 21, 2016 the issuer issued a warrant to purchase 1,226,400 shares of common stock to the CF 2009 Trust, of which the reporting person is a trustee. The warrant is currently exercisable and expires on November 21, 2021.

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