THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS DEFINED IN REGULATION NO. 596/2014 (AS IT FORMS PART OF RETAINED EU LAW AS DEFINED IN THE EUROPEAN UNION (WITHDRAWAL) ACT 2018) AND IS IN ACCORDANCE WITH THE COMPANY'S OBLIGATIONS UNDER ARTICLE 7 OF THAT REGULATION.
3 July 2023
Eurasia Mining Plc
Annual Results and Notice of AGM
Eurasia Mining Plc ("Eurasia", the "Company" or the "Group"), the palladium, platinum, rhodium, iridium and gold producing company, announces its audited financial results and operational summary for the year ending 31 December 2022 (the "Annual Report") as well as a notification of the Annual General Meeting (the "AGM"), to be held virtual via an electronic meeting platform on 26 July 2023 at 9:00am. More details can be found in the complete notice of AGM below, which together with the Form of Proxy, is available on the Company's website from 7:00am today.
Audited Group Reporting for the year ending 31 December 2022
The Company's full Annual Report, including the audited financial statements for the year ended 31 December 2022, is set out below and will be posted, along with notice of AGM and form of proxy to those Eurasia shareholders electing to receive paper format notifications, today. The Company is grateful to the remaining shareholders choosing to receive digital notifications and the report is also available for download from the Company's website at: https://www.eurasiamining.co.uk/investors/financial-reports.
The Company would like to remind shareholders that they may sign up for digital notifications, and help to reduce the number of paper reports printed and posted, by logging on to www.signalshares.com to amend communications preferences. An Investor Code is required for initial registration. Alternatively, shareholders can call the Company's registrar, Link Group, on 0371 664 0300 (calls are charged at the standard geographical rate and may vary by provider) or +44 371 664 0300 if calling from overseas. Shareholders can also write to Link Group at 10th Floor, Central Square, 29 Wellington Street, Leeds, LS1 4DL.
A copy of this announcement is also available on Eurasia's website at:
https://www.eurasiamining.co.uk/investors/news-announcements
For further information, please contact:
Eurasia Mining Plc | +44 (0) 20 7932 0418 |
Christian Schaffalitzky / Keith Byrne | |
SP Angel (Nominated Advisor and Joint Broker) Jeff Keating / David Hignell / Adam Cowl | +44 (0) 20 3470 0470 |
Optiva Securities (Joint Broker) Christian Dennis | +44 (0) 20 3137 1902 |
Chairman's statement
The year 2022 stands out as a uniquely challenging year not only for Eurasia, but also for the entire mining sector. Apart from the Ukraine conflict which hit the world hard in February, the entire industry has been disrupted by supply chain interruptions although this has, however, resulted in positive price changes for EUA's metals.
In the meantime, work has continued on optimising the asset base prior to a possible sale.
West Kytlim
We took the decision to stockpile the ore from West Kytlim and not to generate revenue from Russia in 2022 due to our strong cash position and the expectation of improving prices in the future.
The West Kytlim mine saw significant investment over many years culminating with a conversion of operations from diesel power to electricity powered equipment and infrastructure. Hydro-derived grid power and an electric dragline installed to site. This allows stripping work to continue through the winter, with the accommodation and office also on the grid. Significant reductions in operating costs have been achieved.
As previously announced, we took the decision to stockpile the mine product (a 'black sand' concentrate containing platinum, palladium, iridium, rhodium and gold) from West Kytlim and not to generate revenue from Russia during 2022.
Monchetundra
DFS
At Monchetundra, the DFS study for the several open pits at Loipishnune and West Nittis was completed for the project's development and submitted at the end of 2022 and the Company was notified that all authorities were received at the end of June 2023.
NKT / Monchetundra Flanks
The NKT project comprises a brownfield Tier-1 scale deposit: 305Kt of Nickel, 143Kt of Copper, 57 tons of PGM and Gold (11.2Moz of Platinum equivalent) as estimated by Wardell Armstrong International as JORC-compliant resources for an underground mining operation. We continue to look at the potential for additional mineralisation on the property. For now the NKT Project sits as considerable upside adjacent the Monchetundra asset.
Nyud Project and Rosgeo agreement
Eurasia retains a right to 75% of the Nyud exploration licence, which was applied for and later received by Rosgeo's subsidiary OOO Monchegorskoye with an intention of establishing a joint venture with Eurasia's 100% owned subsidiary, Yuksporskaya Mining Company, pursuant to the now expired two-year agreement between Rosgeo and Eurasia as announced 26 March 2021. The project is now being considered in the context of the Company's proposed asset sale.
Possible sale of Russian Assets
The Board remains of the view that any buyer is likely to be found in BRICS countries. This process has now run on substantially longer than the Company's management team had anticipated. We acknowledge shareholder frustration regarding the duration of the sale process, however, we also note recent precedent transactions which have successfully completed despite the geopolitical situation. Further updates will be made as appropriate although there is currently low visibility as to when this might be. As ever, there can be no guarantee that Eurasia will enter into binding agreements regarding the sale process.
Company Cash Position
The Company's cash position, including US treasury notes, at 29 June 2023 stands at approximately £1.686 million*. In addition, the Company's unsold PGM concentrate is valued at £4.1 million (net of VAT). The Company's cash reserves are held in USD and GBP accounts outside of Russia and therefore not exposed to Rouble foreign exchange gains or losses against other major hard currencies.
*Please note the cash figures provided by the Company in the announcements dated 21 December 2022 and 11 April 2023 also included US treasury notes held by Eurasia.
Sanctions
During 2022, the Board has maintained a regular dialogue with the Company's legal advisers regarding the potential impact of any sanctions. The Board remains satisfied the Company's activities are not prohibited under the sanctions' rules. Furthermore, the Group does not engage and has not engaged with any sanctioned persons, entities or agencies.
Directorate Change
Management of the Company has also evolved in parallel with the other changes. With the completion of the Monchetundra DFS, the open pit mines are ready for construction. While we have a EPCF agreement for the development of Monchetundra, the Board do not believe it is appropriate to commence immediately due to the ongoing sale process of the Russian assets. It is expected that counterparties will have their own plans for future development, and it is important to leave such options open. In that regard, James Nieuwenhuys, an EPC expert, has retired from Eurasia. The Company is grateful to James for his excellent work as CEO since 2020 and wish him well for the future.
Konstantin Firstov, our CEO at Kola has been appointed the Country Manager and at West Kytlim, newly appointed CEO Vasily Kudrin is in charge of pre-sale activities. Vasily has a strong audit background with Ernst & Young and other firms in various senior roles including a partner position.
Following James Nieuwenhuys' departure from the Eurasia board, Christian Schaffalitzky will take on additional executive responsibilities. As such, the Company anticipates announcing further board changes to ensure the roles of the Chairman and CEO are split.
Outlook
In terms of the future development of Eurasia Mining PLC, we continue to look at expanding the business in various ways, including the development of hydrogen projects outside of Russia coupled with new mining opportunities in investment friendly jurisdictions. The Company remains committed to the continued sale of its assets in Russia.
Our strategy continues to be the eventual sale of the Company's assets in Russia, being the West Kytlim operating mine, the Monchetundra Project mining license, the NKT brownfield project, and the entitlement to the Nyud brownfield project.
In conclusion, and especially for this challenging year, I want to thank my staff colleagues and fellow directors for their hard work and dedication. I would also like to thank shareholders, who have shown great patience with us in recognising that much of our planning assumptions have been altered by the events of this year past which were outside our control. We look forward to providing our shareholders with further updates regarding our key objectives, including the possible sale of our Russian assets.
C. Schaffalitzky
Executive Chairman
02 July 2023
Strategic Report
OPERATIONS UPDATE
Eurasia Mining Plc is a London listed, battery metals, PGM and green hydrogen Company with a focus on environmental and sustainability focused solutions, and with awareness of the future outlook for the world energy supply landscape. Eurasia is an international company incorporated in the UK with its headquarters in London.
Following construction of a power line to site, an electric dragline was assembled at the Company's West Kytlim PGM and gold mine to provide a more environmentally sustainable and attractive asset as well as a lower cost operation for the ongoing sale discussions.
The Central Kola Peninsula Battery Metals (predominantly Nickel and Copper) and PGM projects developed around the Company's fully permitted Monchetundra Project adjacent the town of Monchegorsk, home to Norilsk's Severonickel nickel and PGM processing facility. A Definitive Feasibility Study was approved for the Monchetundra Project, while the brown field NKT Mine is advanced, a former producer.
The Company has demonstrated a consistent approach to creating value by bringing quality projects from exploration through to mining, as well as marketing for its proposed strategic sale following the Board's decision to exit from Russia.
WEST KYTLIM
Open Pit PGM and Gold mine with a sustainability focus. Predominantly powered by grid (hydro-derived) electric power.
Sustainable Mining
· Shallow open pitting has reduced environmental impact compared to conventional mining methods, and less long-term environmental footprint - no blasting on site and no chemicals used in the production process.
· Recovery to previous land use within 5 to 10 years post remediation and with no remnant pit or tailing dumps. Allows the mine owner and management team to make provisions for remediation on realistic time scale.
· Hydro generated electricity powering ore body development (dragline) and beneficiation (stationary plant).
· Water a key element in beneficiation process - recycled in a closed loop outside of river course.
· Limiting the use of asphalt and concrete on site, many mine buildings built from timber milled on site.
Historical CAPEX Highlights
• Three enrichment plants.
· Powerline and electric dragline projects delivered on schedule including peripherals and high voltage substations and hook ups.
· A large fleet of equipment to support the electric dragline, including: 2X Komatsu D275 Dozers, 1X Cat D8 Dozer, 1X Shantui SD26AS, 6X Cat 330 excavators as well as one additional washplant.
The Operation at West Kytlim has seen very significant upgrades to machinery and mining equipment over the past years. Mining at West Kytlim was initially sub-contracted with Eurasia retaining control of the concentrate upgrade and refining components for two seasons in 2017 and 2018. From 2019 to 2021 further machinery including additional washplants were procured with stripping of overburden and parts of the mining operation contracted as required. A 14 kilometre power line was constructed from the nearby town of Kytlim allowing the mine site and all stationary plant to switch to hydro-derived grid electricity. A large electric shovel, or dragline was also procured and assembled on site during 2022 and was available to contribute to the following winter stripping program. This machine with a 70m boom and 11m3 bucket allows stripping at greater efficiency and a fraction of the cost of excavator/bulldozer pairings.
KOLA BATTERY METALS AND PGM
World class PGM and Nickel-Copper projects on Kola Peninsula - cornerstone to a proposed new predominantly open-pittable PGM and Battery Metals mining district.
To enable the sale of the assets and to exit from Russia, the work during 2022 was dominated by the important Definitive Feasibility Study (Russian TEO of permanent conditions) for the open pits at Loipishnune and West Nittis within the Monchetundra project (License MUR 16493) which was submitted on time in December 2022. The study involved a new metallurgical sample collected from drill core and analysed following from the 2016 (pre-feasibility) metallurgical work. Land surveying, geophysics and hydrogeological and geotechnical studies were also completed. The ore at Monchetundra contains commercial grades of Palladium, Nickel, Copper, Platinum and Gold.
Monchetundra - 2022 Highlights
· Submission of Definitive Feasibility Study for two open pits at Loipishnune and West Nittis in December 2022.
· Recognition of NKT as a potential Nickel dominant mine relaunch opportunity, as a standalone project or integrated with Monchetundra.
Monchetundra - 2023 Highlights in the year to date
· Monchetundra DFS final approval received.
· Mine now shovel ready with further developments to be led by a new owner in the context of the Company's sale-of-assets process.
· No significant expenditure or work programme planned for the Monchetundra Project during 2023.
NKT (Nittis-Kumuzhya-Travyanaya) Project - Base metals mine relaunch adjacent the Monchetundra project
Tier-1 scale Nickel deposit with JORC MRE containing: 305Kt Nickel, 143Kt Copper, and 57 tonnes PGM and Gold (11.2Moz of Platinum equivalent) estimated by Wardell Armstrong International (WAI) as JORC-compliant resources for a step room and pillar mining operation, with nickel comprising half of the value in the metal basket on a Net Smelter Royalty basis.
The NKT Project is being developed under license MUR 00950 BP.
A mine was successfully operated by Norilsk Nickel in the area, put on hold because of low IRR at a Nickel price in the region of US$2-5/lb versus above US$10/lb today1.
Following receipt of the Monchetundra Flanks exploration license in August 2020, work commenced on collation of the very significant body of historic and recent exploration and mining data available. Originally developed as early as the 1930's, some further drilling was completed in the early 1990's. Subsequently, further exploration programs were completed by SeveroNickel, PechengaNickel, Kolskaya Mining Metallurgical Company (Kolskaya MMC), and more recently a drilling program undertaken by Rosgeo from 2015 to 2017.
Eurasia commissioned Wardell Armstrong International to complete a JORC analysis of the principal targets on the site during 2021 leading to publication of an NKT Competent Persons Report describing the feasibility of a room and pillar mining operation based on a 93,422kt (room-and-pillar mineable ore per 2021 WAI CPR) with a total resource of Tier-1 scale: 305Kt of Nickel, 143Kt of Copper, 57 tons of PGM and Gold (11.2Moz of Platinum equivalent) - as estimated by WAI as JORC-compliant resources. The net present value ("NPV") using an 8.33% discount rate for the underground part of the NKT project is $1.2bn under the WAI price forecast and $1.7bn under spot prices. The study had an IRR of 47% with a payback period of 3 years.
The WAI report also included open pit optimisations for the project area and a development program progressed to further detail the overall geometry of all open pittable mineralisation throughout the project area but principally at Kumuzhya, while also gathering additional information on underground mining targets. Mineralisation presents in two principal categories throughout the area, both of which contribute to both open pit and underground mineral resources;
A. Shallow epigenetic/post-magmatic low sulphide nickel-palladium disseminated and vein (chalcopyrite-pyrrhotite-pentlandite) mineralisation more concentrated in the axis of the massif.
B. Bottom lode syngenetic mineralisation (wider interval and lower grade) occurring on the margins of the massif - Open pit and underground mining potential.
1 Nickel price history : https://www.mining.com/markets/commodity/nickel/all/ (early 200's price). Despite significant volatility from January 2022 Nickel has traded above the US$10/lb line for much of the past two years.
Key performance indicators
Results for the year - the Group has made a loss before tax of £7,230,088 for the year ended 31 December 2022 (2021: loss before tax of £3,138,521). The single largest item causing this variation is the absence of revenue in 2022.
Shareholder return and share price performance. The Company's shares are quoted on the AIM market of the London Stock Exchange and the shares have traded at between 4.1p and 28.5p*(2021: 15p-36.5p) during the year under review. A range of factors both internal and external to the Company can impact share price performance, including significant geopolitical developments and uncertainty therein, commercial and new business developments, operational performance and metal price and metal price forecasting fluctuations. The emergence of conflict in Ukraine in February and March 2022 had an immediate effect on the Company's share price as investor perception was affected across all business sectors.
Exploration and development.
The Group maintained sufficient funding to develop and expand operations during the year reported.
The West Kytlim asset, following considerable investment over the past number of years is considered by management to be fully capitalised and capable of sustained production at current levels for a life of mine of up to 15 years, excluding further resources and reserves to be defined in both the West Kytlim Flanks and Typil license areas adjacent the mining license.
A Definitive Feasibility Study ('DFS') for the Monchetundra project was completed during 2022. No further significant expenses are forecast for the Monchetundra project.
The NKT Project is being assessed either as a standalone mine relaunch adjacent to the Monchetundra Project or with its reserves and resources integrated with those at the Monchetundra Project for concurrent development.
No funds were raised in equity or debt capital markets and no warrants or options were exercised in the period reported.
*Based on yahoo finance closing prices for 01 January 2022 to 31 December 2022
Non-financial KPIs
Environmental management: the Group has environmental policies in place and receives annual approvals for development work at West Kytlim, where adherence to the relevant environmental subsoil licensing laws is clearly stipulated. All relevant codes in managing exploration programmes (specifically drilling) are also strictly adhered to. Performance against environmental policies is continuously monitored and annually audited including a provision for environmental rehabilitation (note 28).
Health and Safety: the Group has occupational health and safety policies and procedures in place ensuring that all efforts are made to minimise adverse personal and corporate outcomes, through best practice training, implementation and monitoring. These were appropriately reviewed including appointment of a permanent health and safety office following supply of high-voltage electric power and oversized machinery to West Kytlim. The Group's LTIFR (Lost time injury frequency ratio) remains at zero for the year reported.
Operational: The Group has achieved further milestones at each of the Monchetundra, NKT and West Kytlim Projects during the year in review, as discussed in the Operations section herewith. Key deliverables at each project are the Definitive Feasibility Study at Monchetundra, the provision of electric power to West Kytlim and the ongoing development program for the NKT project.
Governance: The Company followed the appointment of two board members during 2021 with the appointment of Artem Matyushok in May 2022. Artem brings significant international mergers and acquisitions experience to the Board which now comprises four Directors and an Executive Chairman and Managing Director. New appointments were made to roles within key subsidiary Kosvinsky Kamen and the creation of a new Country Manager role in May 2023.
The risks inherent in all mineral exploration and development businesses are kept under constant review by the Board and the executive team. The risks affecting the Group and the Company are described in detail in the Directors' report and Notes 2 (Going concern) and 32 (Risk management objectives and policies) to the financial statements. The principal operating risks affecting the Group are highlighted below:
Exploration and project development risks
Mineral exploration presents an inherent risk in that information on in-ground resources is both limited (quantitatively and qualitatively) and in most instances expensive to obtain. This presents a challenge which if not properly managed can lead to misallocation of exploration funds, not identifying reserves and resources or, following discovery, not demonstrating the economics of an ore reserve to accepted industry standards. The necessary consents and approvals to conduct exploration and development work must also be obtained and managed.
Mitigation: The Group maintains appropriate in-house expertise and long-standing relationships with external consultancies in mining and metallurgy to keep abreast of their changing requirements, and to make sure all regulatory obligations are met and duly reported. Together these increase the prospect of a successful outcome which is measured in terms of a project meeting its licensing and reporting requirements and the overall financial and other metrics of the project. The Board impress on senior management the need to identify and address the major sources of execution risk in any development project, and to continuously monitor diversion from schedules or targets.
Operating mine risks
Machinery breakdowns, departures from expected grade and other operational risks may have a significant impact on revenue, which is a component of the group's financial capacity.
Mitigation: Multiple areas are developed concurrently to mitigate risks of a lower than calculated grade at any location. In-fill drilling and in pit sampling are carried out as required, and in addition to resource definition requirements. The majority of the machinery mine fleet is relatively new, having been acquired from 2021 onwards. Skilled operators and mechanics were appointed as required to operate and service this significant new item of machinery at the mine site, as well as new health and safety protocols.
Political risk and sanctions compliance
In view of sanctions imposed on individuals and entities in Russia, from 2014 until the present time, further legal and economic risks may arise. Further sanctions were imposed on Russia from late February 2022 and were subject to further updates during 2022. The group has generated no revenue from Russia since the beginning of February 2022.
Mitigation: Strict adherence to the Group's sanctions policy. The Group does not engage with politically exposed or sanctioned persons or entities. The Company employs expert legal advisors and continues to monitor updates to international sanctions legislation focussed on Russia and resulting from the conflict in Ukraine to determine their effect on the businesses operations and medium and long-term strategies. Two in-depth reviews of operations against changes in the UK and EU sanctions landscape were carried out in May and December 2022.
Environmental
The Group's operations are subject to statutory environmental regulation, including environmental impact assessments and permitting including forestry permitting. The environmental legislation comprises numerous federal and regional codes discussed further in the environmental report herewith. The Group makes an assessment of the environmental impact when applying for permits and licences. Review and approval of the rehabilitation plan is a pre-requisite of the mine plan approval for each season of mining.
Mitigation: The Group mitigates risk to the operation arising from environmental issues by strictly adhering to relevant environmental laws and codes and by ensuring an appropriate plan for managing the environmental impact of any operation is in place prior to commencement of on-site activity. The West Kytlim mine, by nature of the relatively simple beneficiation methods employed does not require management of hazardous mine and process plant tailings within a tailings dam, as is necessary in large scale underground and open pit mining operations.
The regulatory environment
The Company and the group's activities are subject to laws and regulations governing various matters, including licensing, production, taxes, mine safety, labour standards, occupational health and safety and environmental protections.
Mitigation: The Group closely monitors all regulatory requirements and changes to the laws, rules and regulation taking steps whenever necessary to comply with regulation. The board considers the regulatory environment for mining companies to be transparent, not more difficult than other jurisdictions, sufficiently prescriptive and in general navigable for a company employing sufficient expertise and resources to manage that aspect of its business. Sanctions legislation has presented a new challenge to the Company which has been met by the appointment of suitably qualified and UK based firm.
Commodity risk
A potential fall in commodity prices could result in it becoming uneconomic for the Group to mine its assets.
Mitigation: The Group closely monitors the markets for platinum group metals and battery metals, changes in their demand and supply, and the effect these have on metal prices, with a view to taking necessary measures in response to such changes, including stockpiling concentrate as has occurred during 2022. The group continues to consider potential opportunities in other mineral and energy industries which can diversify risk.
Demand for platinum group metals from their principal use - autocatalysts, which reduce harmful engine emissions is perceived by market commentators to remain strong as electric vehicle uptake is offset by tighter emissions control for traditional internal combustion engine vehicles, and as PGM continue to find application in emerging transport technologies such as Fuel Cell Electric Vehicles. For further details see the PGM market summary section at the front of this report.
Loss of key personnel risk
The loss of key personnel consists of the departure (voluntary or otherwise) of an important employee, which will, in all likelihood, result in a financial loss or increased expense to the small or medium business. The expenses may be of a temporary or a permanent nature. These increased expenses relate to the search for and hiring of a new employee, training costs for the new hire, possible "signing" bonus and higher remuneration packages.
Mitigation: The Group takes measures to motivate and retain existing employees and has retained a significant number of its senior management for more than ten years. There is not currently a shortage of Mining industry personnel and expertise and the Group is confident a suitable replacement could be found should it be necessary to replace any key member of staff.
Financing risk
Historically, the Company has relied on international equity and to a lesser extent debt capital markets to maintain adequate levels of working capital.
Mitigation: The Group maintains tight financial and budgetary controls as well as cost controls which with forward planning help ensure the Company is adequately funded to reach its objectives. The Russian assets' sale process is in progress.
The Board considers risk assessment to be important in achieving its strategic objectives. Further details of the Group's financial risk management policies can be found in note 32.
Research and future development
The Group's activities during the year continued to be concentrated on advancing mineral exploration projects through feasibility to mine development. While developing its core projects as discussed in the Operations Update the Company will continue to consider new directions for the business in other minerals and energy markets globally.
ENVIRONMENTAL, SOCIAL and GOVERNANCE
Introduction
Environmental, Social and Governance priorities are a clear focus of the mining industry generally and increasingly mining industry investors. The Board welcome changes to the international mining landscape particularly with respect to environmental responsibility, and the example being set by industry majors in setting net zero emissions targets, as well as developments in international reporting standards to ensure adequate reporting mechanisms. The Company's West Kytlim operation has undergone significant changes in energy usage which will determine its future environmental impact. With the Monchetundra Project on Kola in pre-mine development, the Board feel it is premature for the Group to set a net-zero emissions target but has taken steps to commence appropriate environmental reporting going forward.
This section of the report describes how Directors consider and adopt principles of corporate governance, as well as environmental and social governance and apply them through the group of Companies while achieving corporate objectives and ensuring the overall direction, supervision and accountability of the organisation. Other key aspects of Corporate Governance within this report are;
· The Section 172 Statement (Strategic Report above) describes how Directors promote the Company for the benefit of members as a whole;
· Financial and non-financial Key Performance Indicators which are outlined to measure performance of the board year on year; and
· Principal Risks and Uncertainties demonstrate an awareness of potential obstacles to achieving corporate goals.
The Board has adopted the QCA Corporate Governance Code (2018) ("QCA Code") and strives to follow its 10 principles to the fullest extent possible. Directors consider the West Kytlim operation, one of the largest mines of its type in the world, to be an opportunity to demonstrate a potential new style of lower emissions PGM production, competing with other global sources of PGM in terms of CO2/oz metal produced as well as long term environmental disturbance. The Group ensures the land disturbed by mining activities is returned, post mining, to a safe and stable landform. Rehabilitation plans set out land and forestry is managed with an equal amount of forest planted as is removed for mining. Open pits are infilled with the overburden removed prior to mining, top-soil is replaced and the land regenerates over a period of five to ten growing seasons.
Environmental report
West Kytlim
The area developed at West Kytlim will itself be replanted with appropriate local species and will recover to its pre-mine condition within 5 to 10 years following mining.
Surface mining requires significant disturbance of the upper layers of top-soil and river sediment terraces which are removed to allow access to mineral bearing gravels. These areas are then scheduled for remediation following mining.
Water is a key resource in any stable natural environment. Process water at the mine site is derived from river water and is fully recirculated meaning the water used to disintegrate and beneficiate pay gravels is continuously recycled in a closed loop maintained separate to any free-flowing water course. This hydro infrastructure of damns, roads and ponds is constructed as required at washplant sites in the mining area. There have not as yet been cases of contamination of rivers or streams in the areas under development in the year under review or in previous years. Tails from the mining operation do not contain hazardous chemicals but do include large volumes of sediment and clay, which could damage the ecosystem in a natural river course if not correctly managed. Several relatively small specially protected water environments are defined within the mine license and particular care is taken to not disturb these areas.
Waste management
The tailings of alluvial mining do not contain any hazardous substances as no chemicals are used in the beneficiation process which is driven by gravity and hydro-mechanical operations. Measures are taken at site to ensure mine site water is maintained in a closed loop separate from river courses.
Air emissions
The switch to electric powered draglines as the key machine component for overburden stripping will remove a significant amount of the vehicle emissions associated with overburden stripping. Tracked and heavy machinery on site complies with the latest accepted emissions standards having mostly been purchased new and is specified to the latest environmental compliance standards.
Social
Relationship with the local community
Consultation
Giving notice of pre-approved and permitted work such as the West Kytlim Power line project, and receiving feedback from the local community who may be affected is a key element of good community relations. No impact on local communities or their activities has been identified at the West Kytlim Mine which is situated in an area of unpopulated wilderness without nearby farming operations. The Monchetundra operation adjacent the town of Monchegorsk is located in a mining friendly jurisdiction with mining and metallurgical processing being the largest employer in the town and district.
Health and Safety report
During 2022 and in the year to date there have been no injuries or accidents on operational sites. Health and safety protocols have been upgraded at the West Kytlim mine site following the arrival of electric draglines and high voltage electricity. Appropriate HSE is available to all employees and its use closely monitored. Signage is a key element of safety awareness which is maintained by the mine site Health and Safety Officer. The highest risk situations are during construction and assembly of various components of the washplants and their peripherals as no on foot presence is required in pit during excavation, and no drilling and blasting required prior to digging.
Maintaining best-in-class Environmental, Social and Governance position remains a key focus
OUR MINE SITES ARE ENGAGED WITH LOCAL COMMUNITIES
· Consultation - A key aspect of community involvement for high impact projects.
· All mine workers and equipment operators are local (within 70km area), Project companies registered locally and taxes are paid locally.
· The mine has a sustainability focus - for example most mine building structures and interiors are constructed from timber milled on site and move to electric power.
ENVIRONMENTAL PROTECTION IS FRONT OF MIND
· Minimise impact - Surface mining with limited remnant waste and tails heaps
· Limit use of concrete, steel and asphalt at the mine site
· Rehabilitate - Eurasia is committed to ensuring the land disturbed by mining is returned to a safe and stable landform with no long term damage to the environment or eco system
· Rehabilitation plans envisage works impacting local climate, geochemistry of soils, fertility, degree of disturbance, specific landscape and topography features
· GHG emissions reduction - Installation of electric draglines powered by mains hydro-derived electricity
OVER 20 YEARS' EXPERIENCE
· Building robust partnerships and developing industry contacts
· Leveraging an in-depth knowledge of the licensing system in partnership with support from expert international technical consultants
· Group companies maintain strong contacts base amongst machinery suppliers, contractors, industry consultants, and sub-soil licensing professionals
Christian Schaffalitzky
Managing Director and Chairman
Directors' report
Directors
The Directors who served during the period were:
Christian Schaffalitzky - Executive Chairman
Anthony James Nieuwenhuys - Chief Executive Officer (retired July 2023)
Tamerlan Abdikeev - Non-Executive Director
David Iain Rawlinson - Non-Executive Director
Kotaro Kosaka - Non-Executive Director
Artem Matyushok - Non-Executive Director (appointed May 2022)
Director's interests
Share interests
The Directors of the Company active at 31 December 2022 held the following beneficial interests (including interests held by spouses and minor children) in the ordinary shares of the Company:
| 31 Dec 2022 | 31 Dec 2021 |
| No. of shares | No. of shares |
C. Schaffalitzky | 89,569,517 | 89,569,517 |
Total | 89,569,517 | 89,569,517 |
Share options and warrants
| 31 Dec 2022 | 31 Dec 2021 |
Options | No. of shares | No. of shares |
C. Schaffalitzky | 20,000,000 | 20,000,000 |
Total | 20,000,000 | 20,000,000 |
| | |
All options granted to the Directors vested by 31 December 2021.
No share options were exercised by the Directors during 2022 (2021 - nil).
Dividends and profit retention
No dividend is proposed in respect of the year (2021: nil) and the retained loss for the year attributable to the equity holders of the parent of £5,840,245 (2021: loss of £2,910,479) has been taken to reserves.
Share capital
The issued capital of the Company as at 31 December 2022 was:
| Number of shares | Nominal value | Share premium account |
Fully paid ordinary of shares at 0.1 pence each | 2,853,559,995 | 2,853,560 | 51,343,246 |
Deferred shares of 4.9 pence each | 143,377,203 | 7,025,483 | - |
| 2,996,937,198 | 9,879,043 | 51,343,246 |
Risk Management
The Directors consider that assessing and monitoring the inherent risks in the exploration and mine development business, as well as other financial risks, is crucial for the success of the Group. The Board regularly reviews the performance of the Company's projects against plans and forecasts. Further detail on management of financial risks, which includes foreign currency, interest rate, credit, liquidity and capital risks are set out in Note 32.
Going Concern
As at 31 December 2022 the Group's net current assets amounted to £5,883,581 (£23,036,966 in 2021) and includes unsold inventory of £4,182,382. As at the same date, the Group's cash balance was £1,009,908 (£22,009,507 in 2021) and investment in US treasuries of £3,807,925 (2021: nil). The majority of the reduction in year on year cash position (2021 to 2022) is attributable to capital investments and operating costs for the West Kytlim Mine.
The Group's debt consists of lease liabilities set up to acquire mining machinery for a total amount of £348,269 (at 31 December 2021 - £429,543).
The Group's current (as at 29 June 2023) cash position is around £40,000 and US treasury Bonds valued at £1,646,255 with the reduction since December 2022 being accounted for by £150,000 in capital expenditure, £950,000 on development expenditure on its assets portfolio, and £2,031,578 in costs.
These financial statements have been prepared on a going concern basis, which assumes that the Group will continue in operation for the foreseeable future. The directors have prepared detailed bottom-up financial forecasts to address a range of scenarios for the Group's operations. The Group's forecasts and assumptions reflect key assumptions based on information available at the time of review and include:
1. Sale of inventory of raw platinum concentrate:
The Company currently has an inventory of raw platinum concentrate, the product of the 2022 mining season at the Kluchiki and Bolshaya Sosnovka areas, which has been retained in safe storage for later refining. The concentrate has a total net weight of 199.3 kg and a realisable value of not less than £4.1 million. The Company is in advanced negotiations with a number of parties to realise this value in the near future. These funds will be used to support the current mining season (see 2 below) and to continuing operating costs of the Group.
2. Continuing mining operations of the Group
The Group's current mining operations in West Kytlim mine has been running at reduced capacity at start-up of the season, as we were engaged in stripping activity only with a commensurate and very significant reduction in diesel and labour costs. The Board have agreed a new and extensive mining plan for the remainder of the season, based on electricity powered machinery and equipment. The mining operations in West Kytlim will contribute significant additional funds to the Group when the value of the extracted concentrate is realised.
3. Expenditure on Monchetundra asset
The Group has spent £900,000 on a development programme for the Monchetundra asset during 2022 leading to approval of the DFS in 2023. No further significant outgoings have been budgeted for this asset.
4. Management of future cash outflows
In addition to the above, the Group have the ability to manage and where required, reduce expenditure as needed.
As such, the Directors have prepared the financial statements on a going concern basis and consider it to be reasonable.
2022 Events and sanctions compliance
The Company has satisfied itself that its current activities at the West Kytlim Mine and on the Kola Peninsula are not prohibited under UK or EU sanctions rules. For the avoidance of doubt this includes sale of West Kytlim mine product. Furthermore, the Group does not engage and has not engaged with any sanctioned persons/ entities or agencies. Two in-depth reviews of the Company and Group's activities were tested with appropriate legal advice against EU and UK sanctions legislation in May and December 2022.
The Company has continued to fund Group companies through international disbursements as required and in compliance with applicable regulation.
Debt and equity capital markets are expected to remain as options for the Company going forward.
Directors have concluded that the combination of the above factors, with account of the current applicable sanctions regimes, support the Board's opinion that it has a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future, which management has determined to be at least 12 months from the signing of this Annual Report.
The Board therefore believes it is appropriate to adopt a going concern basis in preparing the Annual Report and Accounts.
Directors Responsibilities statement
The Directors are responsible for preparing the Strategic report and the Directors' report.
Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors must prepare the financial statements in accordance with the UK adopted International Accounting Standards and in accordance with the Companies Act 2006. Under company law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs and profit or loss of the Company and Group for that period. In preparing these financial statements, the Directors are required to;
• select suitable accounting policies and apply them consistently;
• make judgements and accounting estimates that are reasonable and prudent;
• state whether applicable accounting standards have been followed, subject to any material departures being disclosed and explained in the financial statements;
• with contributions from advisors, set the Company and Group's corporate strategy including research and development activities (detailed in the strategic report above);
• prepare the financial statements on a going concern basis unless it is inappropriate to presume that the Company will continue in business. The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time, the financial position of the Company and Group and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The Directors confirm that: so far as each Director is aware there is no relevant audit information of which the Company's auditor is unaware; and the Directors have taken all the steps that they ought to have taken as Directors in order to make themselves aware of any relevant audit information and to establish that the Company's auditor is aware of that information. The Directors are responsible for the maintenance and integrity of the corporate and financial information included on the company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
Revenue
No sale of mine product from the West Kytlim mine occurred in the year under review. Historically, revenues generated by the Group have been from refining of PGM concentrates. Refinery receipts record the total of metal sales with payments received for platinum and gold, at the market rate, on average every month throughout the mining season. For reasons related to the nature of metals refining the revenue for other PGM (Rhodium, Iridium and Palladium) are received when all shipments for that year have been received.
Directors Indemnity
The group maintains Directors and Officers liability insurance as an indemnity provision renewed annually.
Corporate Governance
Eurasia Mining applies the QCA Code as a Corporate Governance framework to ensure adequate corporate governance standards for the current business and mindful of how the business will evolve in-line with its corporate strategy and business goals. The QCA Code's ten principles describe how the code should be applied to any company.
Eurasia has established a strategy designed to promote long-term value and a return on investment for its shareholders, a strategy which also aims to build the Company to an increasingly profitable enterprise while maintaining good corporate governance and social and environmental responsibility standards.
Delivering Growth
Eurasia has established a strategy designed to promote long term value and a return on investment for its shareholders, a strategy which also aims to build the Company to an increasingly profitable enterprise while maintaining good corporate governance and social and environmental responsibility standards.
Principle 1: Strategy
The Company's strategy is to self-fund exploration and development of marketable resource and energy projects in various commodities, and to realise a return on investment, either by carrying the project through feasibility to commissioning or by straightforward sale at any stage of development. The Company recognises that all project development expenditure adds value to a project by increasing its resource and reserve base. Risk to further investment in development expenditure, or in mine development, is also reduced as resources are moved to lower risk categories. The Company has adopted a dual strategy of both project development towards mining, while also investing significant resources in active high-level mergers and acquisitions activity. The Company adapts this strategy in response to external stimulus such as geopolitical events.
The Company is focused on selling its assets in Russia while maintaining corporate governance principles in line with the QCA Code. The key commitments and challenges in adhering to the QCA's 10 principles are set out below.
Principle 2:
Understanding shareholders
Eurasia seeks to maintain open, direct and two-way communication with its shareholders through various media including press releases, the Company website, interviews and industry events. The Company employs public relations professionals and maintains third-party contracts as required to better disseminate Company news-flow. Through shareholder feedback the Company ensures that it remains in touch with the information requirements of shareholders, their expectations regarding their investment, and the motivation behind their voting decisions. Director's consider shareholder's expectations to be correlated with that of the Company and the Company's strategy. The Company aims to update on key operation and commercial events as appropriate and the Board recognises that shareholders require complete and timely information as a necessary input to their investment decisions. Working with its Nominated Advisor the Company maintains strict adherence to the AIM rules for Companies.
Principle 3:
Stakeholders and social responsibility
Experienced and knowledgeable long-standing employees and service providers are a recognised key asset within the Company and our Corporate Governance principles seek to cultivate a productive and fulfilling working environment within the Company and the Group of companies. Our mining and other operations are a further key asset and attention is paid to how these operations engage with society and the various stakeholders important to the project's continuous success. Any issue arising from any stakeholder will immediately be dealt with or communicated to the required level to allow for action to be taken. No material events have occurred in the history of the mining operation and where an issue may arise it is reported in full to senior management and Directors. Managing relationships within the Company's workforce, and its outward interactions with local communities, service providers, and the environment, all have the potential to impact on the Company's ability to achieve its medium to long term goals - managing these relationships is considered a fundamental facet of good Corporate Governance operating at project level.
Principle 4:
Risk management
The leading risks at operational level relate to the reliability of our resource and reserve estimations and our ability to manage the mining operation to achieve its goals. These risks are mitigated by ensuring qualified and knowledgeable personnel are employed and that they are adequately resourced and supported by effective management. Resource exploration involves inherent risks stemming from the fact that information relating to the mineralisation is not immediately available and is expensive to obtain. Recognising this risk and then managing it effectively is a critical aspect of a successful resource exploration and development business. The Company's annual audit provides an opportunity to reassess the key risks facing the business at both a corporate and operational level (see principal risks and uncertainties herewith). These are agreed by directors and delineated and audited on an annual basis, thus ensuring adequate recognition and articulation of each risk category.
Principle 5:
Maintaining a dynamic management framework
The Board consists of a Chairman and Managing Director supported by four Non-Executive Directors. The Board aims to maintain two independent Non-Executive Director positions at all times. At the date of this revision Iain Rawlinson, Artem Matyushok and Kotaro Kosaka are considered independent Non-Executive Directors. In addition, the board maintains appointments made as strategic advisors with the Mergers and Acquisitions Officer role recognised as pivotal in the current overall strategy.
The board meets when an executive decision requires board approval, and in any event no less than once per six-week period. Board members are regularly consulted on executive decisions which would benefit from specific input relevant to a board members area of expertise. All board members are aware of and comfortable with the time and resource requirements associated with their position. Relevant information relating to a board discussion is prepared and circulated in advance of board meetings. An attendance record for each director is maintained and annualised for distribution within the board. Separately, the Company secretary, is considered a key position necessary in preserving a functional and ergonomic management framework within the Company and good communication across the Group of companies.
Principle 6:
Experience and skills
The board has an effective combination of commercial and technical experience, being led by a chair with a strong background in geology, who is supported by non-executive directors with commercial, legal and mergers and acquisitions experience in a range of markets and jurisdictions. Board members retire on a fixed rota and declare themselves eligible for reappointment by shareholders at the Company's AGM.
The board considers the skill sets within the current board to be sufficient for the successful running of the business, and the delivery of the stated corporate strategy and goals through the medium to long term, however further appointments may be made in due course. In addition, where more specialised skills are required, the board has access to a network of individuals and organisations with whom it can consult for further information. This can include input to operational decisions relating to the Company's operating mine, or advice of a commercial nature. Each board member's long-standing career in the industry is invaluable in this regard. Continuing Professional Development ('CPD') and membership of institutions which promote best practice in industry is encouraged in all board members, though not compulsory to board membership. As an example, the professional accreditations PGeo ('Professional Geologist', Institute of Geologists of Ireland) and EurGeol ('European Geologist', European Federation of Geologists), attained by the Executive Chairman, are maintained by adherence to a programme of CPD activities.
All board members regularly attend industry events and conferences to keep abreast of developments in their area of expertise. No one board member, or group of board members, dominates decision making within the Board.
Principle 7:
Board performance
The Remuneration Committee, whose membership is considered annually is responsible for evaluating the performance of the executive directors. As mentioned above board members retire on a fixed rota, and efforts are made with regard to succession planning and appointment of new board members.
The appointment process involves; assessment of suitability based on qualifications and work history, due diligence by the Company and its Nominated Adviser, a series of meetings with board members and key personnel, and finally contract negotiation and appointment. Board evaluations are internal to the Company and on an ad-hoc basis, as befits the small scale of the Company currently, but not less than once per year at the time of the Company AGM. Adhering to the Company's strategy, achieving the Company's goals, and maintaining good corporate governance standards are the three most prominent identifiers by which board effectiveness is evaluated. Board evaluations are not currently made public, and it is the Company's intention to reconsider this position and ensure continued compliance with the Code as the Company develops.
Principle 8:
Values
The Company is founded on a culture of following and promoting the highest ethical standards with regard to its commercial transactions, business practices, strategy, internal employee relations and outward-facing stakeholder and community relationships. The Company is incorporated and domiciled in the UK and governed by the laws of England and Wales and its corporate culture and values extend from PLC level throughout the organisation irrespective of jurisdiction. An ability to recognise and promote good ethical values is seen throughout the organisation as an asset to an employee, potential employee or board member. The current board members have been chosen with awareness of the Company's corporate culture and the Company's ethical standards in mind - new board appointments are also considered in this light. Corporate culture, and high ethical standards with regard to business practices are considered a critical element in attaining the Company's strategy and goals and these standards are reinforced through the nominations and staff appraisal process. High standards of ethics create a competitive advantage for the Company and are a core element of the Company's business model, as they ensure the Company's long-term sustainability. Eurasia is an equal opportunities employer, and the Board has recognised a lack of board diversity which it intends to address.
Principle 9:
Governance
Maintaining governance structures that are fit for use as the Company evolves in size and complexity is an essential element of good corporate governance. Maintenance of the corporate governance code is the sole remit of the Chairman, who instigates changes in policy, and ensures the code is applied throughout the organisation. Non-executive directors are appointed and participate in all board level decisions and also provide scrutiny and oversight of the executive director's roles. The board's non-executive directors are each skilled in different aspects of commerce, law, finance and the UK regulatory environment, with a combined breath of experience across various markets, commodities and jurisdictions. They communicate regularly with the Chairman and executive directors and provide reliable advice in their areas of expertise. The terms and functions of the audit and risk, remuneration and nomination committees are set out below. The Company Secretary is available to non-executive directors to support their information requirements and decision making and reports directly to the Chairman.
Audit and Risk Committee
The Audit and Risk Committee may examine any matter relating to the financial affairs of the Group and the Group's audits, this includes reviews of the annual financial statements and announcements, internal control procedures, accounting procedures, accounting policies, the appointment, independence, objectivity, terms of reference and fees of external auditors and such other related functions as the Board may require. The external Auditors have direct access to the members of the committee, without presence of the executive Directors, for independent discussions. Several Audit and Risk Committee meetings are held during the year, prior to and during the annual audit; and to approve Interim and Annual Financial Statements. The Audit and Risk Committee opines on whether accounts are in compliance with International Financial Reporting Standards.
The Chairman of the Audit and Risk Committee is Iain Rawlinson and the committee comprises Iain Rawlinson and Tamerlan Abdikeev. The Audit and Risk Committee is guided by company policy and procedure including the Audit and Risk Committee terms of reference.
Remuneration Committee
The Remuneration Committee determines the terms and conditions of employment and annual remuneration of the executive Directors and senior staff. It consults with the Executive Chairman, takes into consideration external data and comparative third-party remuneration and has access to professional advice outside the Company.
The Chairman of the Remuneration Committee is Iain Rawlinson and the committee comprises Iain Rawlinson and Tamerlan Abdikeev.
The key policy objectives of the Remuneration Committee in respect of the Company's executive Directors and other senior executives are to ensure that individuals are fairly rewarded for their personal contribution to the Company's overall performance, and to act as an independent committee ensuring that due regard is given to the interests of the Company's Shareholders and to the financial and commercial health of the Company. Remuneration of executive Directors comprises basic salary, discretionary bonuses, participation in the Company's Share Option Scheme and other benefits. The Company's remuneration policy with regard to options is to maintain an amount of not more than 10% of the issued share capital in options for the Company's management and employees which may include the issue of new options in line with any new share issues. The Remuneration Committee is guided by company policy and procedure including the Remuneration Committee terms of reference.
Nominations Committee
The Chairman of the Nominations Committee is Christian Schaffalitzky and the committee comprises Christian Schaffalitzky and Iain Rawlinson. The committee convenes at a minimum twice annually to consider board composition, and, if considered necessary, seek further appointments. The committee is conscious of a need for board diversity when considering future appointments. The Nominations Committee is guided by company policy and procedure including the Nominations Committee terms of reference.
Principle 10:
Build trust
The Board seeks to maintain both direct and two-way communication with its shareholders through its public and investor relations programmes. All shareholders may at their discretion chose to attend the Company AGM either virtually or in person. The Company employs Public Relations and Investor Relations professionals and maintains several third-party contracts to better disseminate Company news-flow. Through shareholder feedback the Company ensures that the Board's communication of the Company's progress is thorough and well understood. A clear statement on the outcomes of board resolutions is communicated immediately after the Company's AGM by RNS and posted to the Company's website. This includes a summary of votes for and against the resolutions put before the shareholders, and where a significant number of votes is cast against a resolution this is clearly stated, with an explanation as to possible remediation regarding that voting. A catalogue of historical annual reports and AGM notices is maintained at an appropriate location on the Company's website.
Matters which are reserved strictly for the consideration of the board include, but are not limited to, discussions and decision on Company strategy, major investment decisions in new business development, commercial arrangements including funding requirements, high-level decisions on distribution of funds, and recruitment or dismissal of senior personnel and board members. The above outline of the Company's corporate governance framework befits the current scale of the Company but will be subject to appropriate modifications as the Company grows in line with its stated strategy.
An annual review of the corporate governance framework outlined above is undertaken at the board meeting preceding or directly following the Company's AGM. Changes considered to the current corporate governance framework, to be assessed in due course, include further appointments to the board, and establishing independent bodies to review and assess board performance.
UK Code on Takeovers and Mergers: Eurasia Mining is subject to the UK City code on takeovers and mergers, which was revised and extended to apply to all companies listed on the AIM market in October 2013.
Auditors Grant Thornton are willing to continue in office and a resolution proposing their re-appointment as auditors of the Company and a resolution authoring the Directors to agree their remuneration will be put to shareholders at the Annual General Meeting.
By order of the Board
K. Byrne
Company Secretary
02 July 2023
Consolidated statement of profit or loss and other comprehensive income
For the year ended 31 December 2022
| Note | Year to 31 December 2022 | Year to 31 December 2021 |
|
| £ | £ |
Sales | 8 | 119,525 | 2,331,225 |
Cost of sales | 9 | (30,173) | (2,584,680) |
Gross profit/(loss) | | 89,352 | (253,455) |
| | | |
Administrative costs | 9 | (4,618,351) | (2,717,765) |
Investment income | | 61,325 | 1,394 |
Finance cost | 10 | (107,697) | (103,445) |
Other gains | 11 | 187,592 | - |
Other losses | 11 | (2,842,309) | (65,250) |
Loss before tax | | (7,230,088) | (3,138,521) |
Income tax expense | 12 | - | - |
Loss for the year | | (7,230,088) | (3,138,521) |
| | | |
Other comprehensive income: | | | |
Items that will not be reclassified subsequently to profit and loss: | | | |
NCI share of foreign exchange differences on translation of foreign operations | 16 | (61,656) | 36,855 |
Items that will be reclassified subsequently to profit and loss: | | | |
Parent's share of foreign exchange differences on translation of foreign operations | | (341,762) | (58,679) |
Other comprehensive expense for the year, net of tax | | (403,418) | (21,824) |
Total comprehensive loss for the year | | (7,633,506) | (3,160,345) |
| | | |
Loss for the year attributable to: | | | |
Equity holders of the parent | | (5,840,245) | (2,910,479) |
Non-controlling interest | 16 | (1,389,843) | (228,042) |
| | (7,230,088) | (3,138,521) |
Total comprehensive loss for the year attributable to: | | | |
Equity holders of the parent | | (6,182,007) | (2,969,158) |
Non-controlling interest | 16 | (1,451,499) | (191,187) |
| | (7,633,506) | (3,160,345) |
Loss per share attributable to equity holders of the parent: | | | |
Basic and diluted loss (pence per share) | 30 | (0.22) | (0.10) |
| | | |
The accompanying notes are an integral part of these financial statements.
Consolidated statement of financial position
As at 31 December 2022
| Note | 31 December 2022 | 31 December 2021 |
|
| £ | £ |
ASSETS |
|
|
|
Non-current assets |
|
|
|
Property, plant and equipment | 13 | 9,600,231 | 5,061,743 |
Assets in the course of construction | 13 | 696,026 | 640,423 |
Intangible assets | 14 | 2,859,368 | 1,389,029 |
Investment in financial assets | 17 | 3,807,925 | - |
Investment to potential share in joint venture | 15 | - | 367,464 |
Total non-current assets | | 16,963,550 | 7,458,659 |
| | | |
Current assets | | | |
Inventories | 19 | 4,182,382 | 38,673 |
Trade and other receivables | 20 | 3,171,669 | 1,681,864 |
Current tax asset | | 6,050 | 5,334 |
Cash and cash equivalents | 21 | 1,009,908 | 22,009,507 |
Total current assets | | 8,370,009 | 23,735,378 |
Total assets | | 25,333,559 | 31,194,037 |
| | | |
EQUITY | | | |
Issued capital | 22 | 61,187,111 | 61,187,111 |
Other reserves | 24 | 3,580,929 | 3,922,691 |
Accumulated losses | | (38,954,777) | (33,114,532) |
Equity attributable to equity holders of the parent | | 25,813,263 | 31,995,270 |
Non-controlling interest | 16 | (3,401,548) | (1,950,049) |
Total equity | | 22,411,715 | 30,045,221 |
| | | |
LIABILITIES | | | |
Non-current liabilities | | | |
Lease liabilities | 26 | 181,198 | 307,136 |
Provisions | 28 | 254,218 | 143,268 |
Total non-current liabilities | | 435,416 | 450,404 |
| | | |
Current liabilities | | | |
Borrowings | 25 | - | 31,953 |
Lease liabilities | 26 | 167,071 | 122,407 |
Trade and other payables | 27 | 2,230,879 | 486,558 |
Provisions | 28 | 88,478 | 57,494 |
Total current liabilities | | 2,486,428 | 698,412 |
Total liabilities | | 2,921,844 | 1,148,816 |
Total equity and liabilities | | 25,333,559 | 31,194,037 |
These financial statements were approved by the board on 02 July 2023 and were signed on its behalf by:
C. Schaffalitzky
Executive Chairman
The accompanying notes are an integral part of these financial statements.
Company statement of financial position
As at 31 December 2022
| Note | 31 December 2022
| 31 December 2021
|
|
| £ | £ |
ASSETS |
|
|
|
Non-current assets |
|
|
|
Property, plant and equipment | 13 | 419 | 804 |
Investments in financial assets | 17 | 3,807,925 | - |
Investments in subsidiaries | 16 | 1,132,246 | 1,132,246 |
Total non-current assets | | 4,940,590 | 1,133,050 |
| | | |
Current assets | | | |
Trade and other receivables | 20 | 434,040 | 308,485 |
Other financial assets | 18 | 28,157,840 | 12,681,450 |
Cash and cash equivalents | 21 | 136,733 | 21,892,793 |
Total current assets | | 28,728,613 | 34,882,728 |
| |
|
|
Total assets | | 33,669,203 | 36,015,778 |
| | | |
EQUITY | | | |
Issued capital | 22 | 61,187,111 | 61,187,111 |
Other reserves | 24 | 3,924,026 | 3,924,026 |
Accumulated losses | | (31,878,477) | (29,371,048) |
Total equity | |
33,232,660 |
35,740,089 |
| | | |
LIABILITIES | | | |
Current liabilities | | | |
Trade and other payables | 27 | 436,543 | 275,689 |
Total current liabilities | | 436,543 | 275,689 |
| | | |
Total liabilities | | 436,543 | 275,689 |
| | | |
Total equity and liabilities | | 33,669,203 | 36,015,778 |
In accordance with section 408(3) of the Companies Act 2006, Eurasia Mining plc is exempt from the requirement to present its own statement of profit or loss. The amount of loss for the financial year recorded within the financial statements of Eurasia Mining plc is £2,507,429 (2021: loss of £2,004,556).
These financial statements were approved by the board on 02 July 2023 and were signed on its behalf by:
C. Schaffalitzky
Executive Chairman
The accompanying notes are an integral part of these financial statements.
Consolidated statement of changes in equity
For the year ended 31 December 2022Consolidated statement of changes in equity
| Note | Share capital | Share premium | Deferred shares | Other reserves | Translation reserve | Accumulated losses | Attributable to equity holders of the parent | Non-controlling interest | Total |
|
| £ | £ | £ | £ | £ | £ | £ | £ | £ |
|
| 2,758,702 | 28,028,671 | 7,025,483 | 3,924,026 | 57,344 | (30,204,053) | 11,590,173 | (1,758,862) | 9,831,311 |
| | | | | | | |
|
| |
Issue of ordinary share capital for cash | | 94,858 | 24,834,836 | - | - | - | - | 24,929,694 |
| 24,929,694 |
Share issue cost | | - | (1,555,439) | - | - | - | - | (1,555,439) |
| (1,555,439) |
Transaction with owners |
| 94,858 | 23,279,397 | - | - | - | - | 23,374,255 | - | 23,374,255 |
| | | | | | | |
| |
|
Loss for the year | | - | - | - | - | - | (2,910,479) | (2,910,479) | (228,042) | (3,138,521) |
| | | | | | | |
|
| - |
Other comprehensive income |
| | | | | | |
|
|
|
Exchange differences on translation | | - | - | - | - | (58,679) | - | (58,679) | 36,855 | (21,824) |
Total comprehensive loss |
| - | - | - | - | (58,679) | (2,910,479) | (2,969,158) | (191,187) | (3,160,345) |
Balance at 31 December 2021 |
| 2,853,560 | 51,308,068 | 7,025,483 | 3,924,026 | (1,335) | (33,114,532) | 31,995,270 | (1,950,049) | 30,045,221 |
| Note | Share capital | Share premium | Deferred shares | Other reserves | Translation reserve | Accumulated losses | Attributable to equity holders of the parent | Non-controlling interest | Total |
|
| £ | £ | £ | £ | £ | £ | £ | £ | £ |
|
| 2,853,560 | 51,308,068 | 7,025,483 | 3,924,026 | (1,335) | (33,114,532) | 31,995,270 | (1,950,049) | 30,045,221 |
| | | | | | | |
|
|
|
Transaction with owners |
| - | - | - | - | - | - | - | - | - |
| | | | | | | |
| | |
Loss for the year | | - | - | - | - | - | (5,840,245) | (5,840,245) | (1,389,843) | (7,230,088) |
| | | | | | | |
| | - |
Other comprehensive income |
| | | | | | |
| | |
Exchange differences on translation | | - | - | - | - | (341,762) | - | (341,762) | (61,656) | (403,418) |
Total comprehensive loss |
| - | - | - | - | (341,762) | (5,840,245) | (6,182,007) | (1,451,499) | (7,633,506) |
Balance at 31 December 2022 |
| 2,853,560 | 51,308,068 | 7,025,483 | 3,924,026 | (343,097) | (38,954,777) | 25,813,263 | (3,401,548) | 22,411,715 |
The accompanying notes are an integral part of these financial statements.
Company statement of changes in equity
For the year ended 31 December 2022
| Note | Share capital | Share premium | Deferred shares | Other reserves | Accumulated losses | Total |
| | £ | £ | £ | £ | £ | £ |
Balance at 1 January 2021 | | 2,758,702 | 28,028,671 | 7,025,483 | 3,924,026 | (27,366,492) | 14,370,390 |
| | | | | | | |
Issue of ordinary share capital for cash | | 94,858 | 24,834,836 | | - | | 24,929,694 |
| | | | | | |
|
Share issue cost | | - | (1,555,439) | | - | | (1,555,439) |
Transactions with owners |
| 94,858 | 23,279,397 | - | - | - | 23,374,255 |
Loss and total comprehensive income | | - | - | - | - | (2,004,556) | (2,004,556) |
Balance at 31 December 2021 | | 2,853,560 | 51,308,068 | 7,025,483 | 3,924,026 | (29,371,048) | 35,740,089 |
| Note | Share capital | Share premium | Deferred shares | Other reserves | Accumulated losses | Total |
| | £ | £ | £ | £ | £ | £ |
Balance at 1 January 2022 | | 2,853,560 | 51,308,068 | 7,025,483 | 3,924,026 | (29,371,048) | 35,740,089 |
| | | | | | | |
Transactions with owners |
| - | - | - | - | - | - |
Loss and total comprehensive income | | - | - | - | - | (2,507,429) | (2,507,429) |
Balance at 31 December 2022 | | 2,853,560 | 51,308,068 | 7,025,483 | 3,924,026 | (31,878,477) | 33,232,660 |
The accompanying notes are an integral part of these financial statements.
Consolidated statement of cash flows
For the year ended 31 December 2022
| Note | Year to 31 December 2022 | Year to 31 December 2021 |
|
| £ | £ |
Cash flows from operating activities |
|
|
|
Loss for the year |
| (7,230,088) | (3,138,521) |
Adjustments for: |
| | |
Depreciation of non-current assets | 13 | 1,006,210 | 422,752 |
Asset value write offs to cost of sales/production | | 2,365,988 | 149,882 |
Finance costs recognised in profit or loss | 25 | 107,697 | 103,445 |
Investment income recognised in profit or loss | | (61,325) | (1,394) |
Loss recognised on disposal of investments | | 814,158 | - |
Loss recognised on valuation of inventory | | 2,028,151 | - |
Gain on disposal of property, plant and equipment | | (4,952) | - |
Rehabilitation cost recognised in profit or loss | | 99,725 | 145,785 |
Net foreign exchange (gains)/losses | 11 | (182,640) | 65,250 |
| | (1,057,076) | (2,252,801) |
Movement in working capital | | | |
Increase in inventories | | (6,166,681) | (24,862) |
Increase in trade and other receivables | | (1,300,887) | (1,395,059) |
Increase in trade and other payables | | 1,716,777 | 197,728 |
Cash outflow from operations | | (6,807,867) | (3,474,994) |
Income tax paid | | - | - |
Net cash used in operating activities | | (6,807,867) | (3,474,994) |
| | | |
Cash flows from investing activities | | | |
Payments for investment securities | | (7,030,548) | - |
Proceeds from sale of investment securities | | 2,835,299 | - |
Investment income | | 11,943 | 1,394 |
Investment to acquire interest in other entities | | (354,769) | (367,464) |
Purchase of property, plant and equipment | 13 | (7,190,406) | (1,910,033) |
Proceeds from disposal of property, plant and equipment | | 4,952 | - |
Payment for exploration and evaluation assets | 14 | (1,239,085) | (682,419) |
Net cash used in investing activities | | (12,962,614) | (2,958,522) |
| | | |
Cash flows from financing activities | | | |
Proceeds from issue of equity shares | | - | 24,929,694 |
Share issue costs | | - | (1,555,439) |
Repayment of borrowings | | (36,232) | - |
Repayment of lease liability | | (141,528) | (101,674) |
Interest paid | | (90,446) | (101,048) |
Net cash proceeds (used in) from financing activities | | (268,206) | 23,171,533 |
Net (decrease)/increase in cash and cash equivalents | | (20,038,687) | 16,738,017 |
Effects of exchange rate changes on the balance of cash held in foreign currencies | | (960,912) | (132,611) |
Cash and cash equivalents at beginning of year | | 22,009,507 | 5,404,101 |
Cash and cash equivalents at end of year | | 1,009,908 | 22,009,507 |
The accompanying notes are an integral part of these financial statements.
Company statement of cash flows
For the year ended 31 December 2022
| Note | Year to 31 December 2022 | Year to 31 December 2021 |
|
| £ | £ |
Cash flows from operating activities |
|
|
|
Loss for the year |
| (2,507,429) | (2,004,556) |
Adjustments for: |
| | |
Depreciation of non-current assets | | 385 | 703 |
Investment revenue recognised in profit or loss | | (49,382) | |
Impairment loss on investments | 11 | 389,292 | - |
Net foreign exchange loss | | 64,219 | 26,576 |
| | (2,102,915) | (1,977,277) |
Movement in working capital | | | |
Increase in trade and other receivables | | (124,319) | (202,443) |
Increase/(decrease) in trade and other payables | | 160,854 | (66,998) |
Cash outflow from operations | | (2,066,380) | (2,246,718) |
Income tax paid | | - | - |
Net cash used in operating activities | | (2,066,380) | (2,246,718) |
| | | |
Cash flows from investing activities | | | |
Payments for investment securities | | (7,030,548) | - |
Proceeds on sale of investment securities | | 2,835,299 | - |
Amounts advanced to related party | | (15,476,390) | (4,455,274) |
Investments to acquire interest in other entities | | (354,769) | - |
Net cash used in investing activities | | (20,026,408) | (4,455,274) |
| | | |
Cash flows from financing activities | | | |
Proceeds from issue of equity shares | | - | 24,929,694 |
Share issue costs | | - | (1,555,439) |
Net cash proceeds from financing activities | | - | 23,374,255 |
Net (decrease)/increase in cash and cash equivalents | | (22,092,788) | 16,672,263 |
Effects of exchange rate changes on the balance of cash held in foreign currencies | | 336,728 | (26,576) |
Cash and cash equivalents at beginning of year | | 21,892,793 | 5,247,106 |
Cash and cash equivalents at end of year | | 136,733 | 21,892,793 |
| |
|
|
The accompanying notes are an integral part of these financial statements.
Notes to the financial statements
1 General information
Eurasia Mining Plc (the "Company") is a public limited company incorporated and domiciled in Great Britain with its registered office at International House, 142 Cromwell Road, London SW7 4EF, United Kingdom and principal place of business at Clubhouse Holborn, 20 St Andrew Street, EC4A 3AG, United Kingdom. The Company's shares are listed on the AIM Market of the London Stock Exchange plc. The principal activities of the Company and its subsidiaries (collectively "Group") are related to the exploration for and development of battery metals, platinum group metals, gold and other minerals as well as green hydrogen projects.
Eurasia Mining Plc's consolidated financial statements are presented in Pounds Sterling (£), which is also the functional currency of the parent company.
2 Going concern
As at 31 December 2022 the Group's net current assets amounted to £5,883,581 (£23,036,966 in 2021) and includes unsold inventory of £4,182,382. As at the same date, the Group's cash balance was £1,009,908 (£22,009,507 in 2021) and investment in US treasuries of £3,807,925 (2021: nil). The majority of the reduction in year on year cash position (2021 to 2022) is attributable to capital investments and operating costs for the West Kytlim Mine.
The Group's debt consists of lease liabilities set up to acquire mining machinery for a total amount of £348,269 (at 31 December 2021 - £429,543).
The Group's current (as at 29 June 2023) cash position is around £40,000 and US treasury Bonds valued at £1,646,255 with the reduction since December 2022 being accounted for by £150,000 in capital expenditure, £950,000 on development expenditure on its assets portfolio, and £2,031,578 in costs.
These financial statements have been prepared on a going concern basis, which assumes that the Group will continue in operation for the foreseeable future. The directors have prepared detailed bottom-up financial forecasts to address a range of scenarios for the Group's operations. The Group's forecasts and assumptions reflect key assumptions based on information available at the time of review and include:
1. Sale of inventory of raw platinum concentrate:
The Company currently has an inventory of raw platinum concentrate, the product of the 2022 mining season at the Kluchiki and Bolshaya Sosnovka areas, which has been retained in safe storage for later refining. The concentrate has a total net weight of 199.3 kg and a realisable value of not less than 4.1 million. The Company is in advanced negotiations with a number of parties to realise this value in the near future. These funds will be used to support the current mining season (see 2 below) and to continuing operating costs of the Group.
2. Continuing mining operations of the Group
The Group's current mining operations in West Kytlim mine has been running at reduced capacity at start-up of the season, as we were engaged in stripping activity only with a commensurate and very significant reduction in diesel and labour costs. The Board have agreed a new and extensive mining plan for the remainder of the season, based on electricity powered machinery and equipment. The mining operations in West Kytlim will contribute significant additional funds to the Group when the value of the extracted concentrate is realised.
3. Expenditure on Monchetundra asset
The Group has spent £900,000 on a development programme for the Monchetundra asset during 2022 leading to approval of the DFS in 2023. No further significant outgoings have been budgeted for this asset.
4. Management of future cash outflows
In addition to the above, the Group have the ability to manage and where required, reduce expenditure as needed.
As such, the Directors have prepared the financial statements on a going concern basis and consider it to be reasonable.
3 Changes in accounting policies
3.1 New and revised relevant standards that are effective for annual periods commencing on or after 1 January 2022
Reference to the Conceptual Framework - Amendments to IFRS 3
In May 2020, the IASB issued Amendments to IFRS 3 Business Combinations - Reference to the Conceptual Framework. The amendments are intended to replace a reference to the Framework for the Preparation and Presentation of Financial Statements, issued in 1989, with a reference to the Conceptual Framework for financial Reporting issued in March 2018 without significantly changing its requirements.
The Board also added an exception to the recognition principle of IFRS 3 to avoid the issue of potential 'day 2' gains or losses arising for liabilities and contingent liabilities that would be within the scope of IAS 37 or IFRIC 21 Levies, if incurred separately.
At the same time, the Board decided to clarify existing guidance in IFRS 3 for contingent assets that would not be affected by replacing the reference to the Framework for the Preparation and Presentation of Financial Statements.
These amendments are effective for annual periods beginning on or after 1 January 2022 and are applied prospectively.
These amendments did not have an impact on the Group.
Property, Plant and Equipment: Proceeds before Intended Use - Amendments to IAS 16
In May 2020, the IASB issued Property, Plant and Equipment - Proceeds before Intended Use, which prohibits entities deducting from the cost of an item of property, plant and equipment, any proceeds from selling items produced while bringing that asset to the location and condition necessary for it to be capable of operating in the manner intended by management. Instead, an entity recognises the proceeds from selling such items, and the costs of producing those items, in profit or loss.
These amendments are effective for annual reporting periods beginning on or after 1 January 2022 and must be applied retrospectively to items of property, plant and equipment made available for use on or after the beginning of the earliest period presented when the entity first applies these amendments.
These amendments did not have an impact on the Group.
Onerous Contracts - Costs of Fulfilling a Contract - Amendments to IAS 37
In May 2020, the IASB issued amendments to IAS 37 to specify which costs an entity needs to include when assessing whether a contract is onerous or loss-making.
The amendments apply a "directly related cost approach". The costs that relate directly to a contract to provide goods or services include both incremental costs and an allocation of costs directly related to contract activities. General and administrative costs do not relate directly to a contract and are excluded unless they are explicitly chargeable to the counterparty under the contract.
These amendments are effective for annual periods beginning on or after 1 January 2022. The Group will apply these amendments to contracts for which it has not yet fulfilled all its obligations at the beginning of the annual reporting period in which it first applies the amendments.
These amendments did not have an impact on the Group.
IFRS 1 First-time Adoption of International Financial Reporting Standards - Subsidiary as a first-time adopter
As part of its 2018-2021 annual improvements to IFRS standards process, the IASB issued an amendment to IFRS 1 First-time Adoption of International Financial Reporting Standards. The amendment permits a subsidiary that elects to apply paragraph D16(a) of IFRS 1 to measure cumulative translation differences using the amounts reported by the parent, based on the parent's date of transition to IFRS. This amendment is also applied to an associate or joint venture that elects to apply paragraph D16(a) of IFRS 1.
This amendment is effective for annual periods beginning on or after 1 January 2022 with earlier adoption is permitted.
These amendments did not have an impact on the Group.
IFRS 9 Financial Instruments - Fees in the '10 per cent' test for derecognition of financial liabilities
As part of its 2018-2020 annual improvements to IFRS standards process the IASB issued amendment to IFRS 9. The amendment clarifies the fees that an entity includes when assessing whether the terms of a new or modified financial liability are substantially different from the terms of the original financial liability. These fees include only those paid or received between the borrower and the lender, including fees paid or received by either the borrower or lender on the other's behalf. An entity applies the amendment to financial liabilities that are modified or exchanged on or after the beginning of the annual reporting period in which the entity first applies the amendment.
This amendment is effective for annual periods beginning on or after 1 January 2022. Early adoption is permitted. The Company will apply the amendment to financial liabilities that are modified or exchanged on or after the beginning of the annual reporting period in which the Company first applies the amendment.
These amendments did not have an impact on the Group.
Amendment to IAS 41 Agriculture - Taxation in fair value measurements
As part of its 2018-2020 annual improvements to IFRS standards process the IASB issued amendment to IAS 41 Agriculture. The amendment removes the requirement in paragraph 22 of IAS 41 that entities exclude cash flows for taxation when measuring the fair value of assets within the scope of IAS 41.
An entity applies the amendment prospectively to fair value measurements on or after the beginning of the first annual reporting period beginning on or after 1 January 2022. Early adoption is permitted.
These amendments did not have an impact on the Group.
3.2 Standards, amendments and interpretations to existing standards that are not yet effective and have not been adopted early by the Group
IFRS 17 Insurance Contracts
In May 2017, the IASB issued IFRS 17 Insurance Contracts (IFRS 17), a comprehensive new accounting standard for insurance contracts covering recognition and measurement, presentation and disclosure. Once effective, IFRS 17 replaces IFRS 4 Insurance Contracts (IFRS 4) that was issued in 2005. IFRS 17 applies to all types of insurance contracts (i.e., life, non-life, direct insurance and re-insurance), regardless of the type of entities that issue them, as well as to certain guarantees and financial instruments with discretionary participation features. There are several scope exceptions. The overall objective of IFRS 17 is to provide an accounting model for insurance contracts that is more useful and consistent for insurers. In contrast to the requirements in IFRS 4, which are largely based on grandfathering previous local accounting policies, IFRS 17 provides a comprehensive model for insurance contracts, covering all relevant accounting aspects. The core of IFRS 17 is the general model, supplemented by:
· A specific adaptation for insurance contracts with direct participation terms (the variable fee approach).
· A simplified approach (the premium allocation approach) is mainly for short-duration contracts.
IFRS 17 is effective for reporting periods starting on or after 1 January 2023, with comparative figures required. Early application is permitted, provided the entity also applies IFRS 9 and IFRS 15 on or before the date it first applies IFRS 17. This standard is not applicable to the Group.
Amendments to IAS 1 - Classification of Liabilities as Current or Non-current
In January 2020, the IASB issued amendments to paragraphs 69 to 76 of IAS 1 to specify the requirements for classifying liabilities as current or non-current. The amendments clarify:
· What is meant by a right to defer settlement;
· That a right to defer must exist at the end of the reporting period;
· That classification is unaffected by the likelihood that an entity will exercise its deferral right;
· That only if an embedded derivative in a convertible liability is itself an equity instrument would the terms of a liability not impact its classification.
These amendments are effective for annual periods beginning on or after 1 January 2023 and are applied retrospectively. The Group is currently assessing the possible impact the amendments will have on current liabilities and whether existing loan agreements may require renegotiation.
Definition of Accounting Estimates - Amendments to IAS 8
In February 2021, the IASB issued amendments to IAS 8, in which it introduces a definition of 'accounting estimates. The amendments clarify the distinction between changes in accounting estimates and changes in accounting policies and the correction of errors. It also explains how organizations use measurement methods and inputs to develop accounting estimates.
The amendments are effective for annual reporting periods beginning on or after 1 January 2023 and apply to changes in accounting policies and changes in accounting estimates that occur on or after the start of that period. Early application is permitted and must be disclosed.
These amendments are not expected to have an impact on the Group.
Disclosure of Accounting Policies - Amendments to IAS 1 and IFRS Practice Statement 2
In February 2021, the IASB issued amendments to IAS 1 and IFRS Practice Statement 2 Making Materiality Judgments, which provide guidance and examples to help entities apply materiality judgments to accounting policy disclosures. The amendments should help entities disclose more useful information about accounting policies by replacing the requirement for entities to disclose "significant accounting policies" with a requirement to disclose "material accounting policy information", and by adding guidance on how entities should apply materiality judgements to disclosure of accounting policies.
The amendments to IAS 1 apply for annual periods beginning on or after 1 January 2023, early application is permitted. Since the amendments to the Practice Statement 2 provide non-mandatory guidance on the application of the definition of material to accounting policy information, an effective date for these amendments is not necessary.
The Group is currently assessing the impact these amendments.
4 Summary of significant accounting policies
4.1 Basis of preparation
The consolidated financial statements of the Group and the Company financial statements have been prepared in accordance with UK-adopted International Accounting Standards in conformity with the requirements of the Companies Act 2006.
These financial statements have been prepared under the historical cost convention. The accounting policies have been applied consistently throughout the Group for the purposes of preparation of these consolidated financial statements.
4.2 Presentation of financial statements
The consolidated financial statements are presented in accordance with IAS 1 Presentation of Financial Statements. The Group has elected to present the "Consolidated Statement of Profit or Loss" in one statement.
4.3 Basis of consolidation
The consolidated financial statements incorporate the financial statements of the Company and entities controlled by the Company. Control is achieved where the Company has all of the following:
· Power over investee;
· Exposure, or rights, to variable returns from its involvement with the investee;
· The ability to use its power over the investee to affect the amount of investor's returns.
The results of subsidiaries acquired or disposed of are included in the Consolidated Statement of Profit or Loss from the effective date of acquisition or up to the effective date of disposal, as appropriate.
Where necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies in line with those used by other members of the Group.
All intra-group transactions, balances, income and expenses are eliminated in full on consolidation.
Non-controlling interests in the net assets of consolidated subsidiaries are identified separately from the Group's equity therein. Non-controlling interests consist of the amount of those interests at the date of the original business combination and the non-controlling party's share of changes in equity since the date of the combination.
4.4 Business combinations
The Group applies the acquisition method in accounting for business combinations. The consideration transferred by the Group to obtain control of a subsidiary is calculated as the sum of the acquisition-date fair values of assets transferred, liabilities incurred, and the equity interests issued by the Group, which includes the fair value of any asset or liability arising from a contingent consideration arrangement. Acquisition costs are expensed as incurred.
The Group recognises identifiable assets acquired and liabilities assumed in a business combination regardless of whether they have been previously recognised in the acquiree's financial statements prior to the acquisition. Assets acquired and liabilities assumed are generally measured at their acquisition-date fair values.
Goodwill is stated after separate recognition of identifiable intangible assets. It is calculated as the excess of the sum of a) fair value of consideration transferred, b) the recognised amount of any non-controlling interest in the acquiree and c) acquisition-date fair value of any existing equity interest in the acquiree, over the acquisition-date fair values of identifiable net assets. If the fair values of identifiable net assets exceed the sum calculated above, the excess amount (i.e. gain on a bargain purchase) is recognised as a profit or loss immediately.
In a business combination achieved in stages, the Group re-measure its previously held equity interest in the acquiree at its acquisition-date fair value and recognise the resulting gain or loss, if any, in profit or loss or other comprehensive income, as appropriate.
4.5 Foreign currencies
Functional and presentation currency
The individual financial statements of each group entity are prepared in the currency of the primary economic environment in which the entity operates ("the functional currency"). The consolidated financial statements are presented in GBP, which is the functional and the presentation currency of the Company.
Transaction and balances
Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the profit or loss.
Non-monetary items that are measured in terms of historical cost in a foreign currency are not retranslated.
Group companies
The results and financial position of all the Group entities (none of which has the currency of a hyperinflationary economy) that have a functional currency different from the presentation currency are translated into the presentation currency as follows:
• assets and liabilities for each statement of financial position presented are translated at the closing rate at the date of that statement of financial position;
• income and expenses for each Statement of Profit or Loss are translated at average exchange rates (unless this average is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated at the rate on the dates of the transactions); and
• all resulting exchange differences are recognised as a separate component of other comprehensive income.
4.6 Share-based payments
Equity-settled share-based payments to employees and others providing similar services are measured at the fair value of the equity instrument at the grant date. Fair value is measured by use of Black Scholes model. The expected life used in the model has been adjusted, based on management's best estimate, for the effects of non-transferability, exercise restrictions and behavioural considerations.
The fair value determined at the grant date of the equity-settled share-based payments is expensed on a straight-line basis over the vesting period, based on the Group's estimate of shares that will eventually vest.
Equity-settled share-based payment transactions with other parties are measured at the fair value of the goods and services received, except where the fair value cannot be estimated reliably, in which case they are measured at the fair value of the equity instruments granted, measured at the date the entity obtains the goods or the counterparty renders the service.
All equity-settled share-based payments are ultimately recognised as an expense in the profit or loss with a corresponding credit to "Share-based payments reserve".
Upon exercise of share options, the proceeds received net of attributable transaction costs are credited to share capital, and where appropriate share premium. No adjustment is made to any expense recognised in prior periods if share options ultimately exercised are different to that estimated on vesting or if the share options vest but are not exercised.
When share options lapse or are forfeited the respective amount recognised in the Share-based payment reserve is reversed and credited to accumulated profit and loss reserve.
4.7 Revenue
To determine whether to recognise revenue, the Group follows a 5-step process:
1 Identifying the contract with a customer;
2 Identifying the performance obligations;
3 Determining the transaction price;
4 Allocating the transaction price to the performance obligations;
5 Recognising revenue when/as performance obligation(s) are satisfied.
The Group earns its revenues primarily from the sale of platinum group metals from the West Kytlim mine. The Company enters into a contract with its main customer to deliver all mined metals extracted from the mine. There is one performance obligation under the sales contract, and that is the delivery of metals. As such, the entire price under the contract is allocated to the single performance obligation. Revenue is recognised when control over the metals passes to the customer.
The Group has determined that it is the principal in the sales transactions as the Group holds the mining license and has the rights to the underlying resources. The Group controls the sales process, from selecting the customer to determining sales price.
4.8 Taxation
Income tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax payable is based on taxable profit for the year. Taxable profit differs from profit as reported in the statement of comprehensive income because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The Group's liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the statement of financial position date.
Deferred tax
Deferred income tax is provided in full, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements. However, the deferred income tax is not accounted for if it arises from initial recognition of goodwill, initial recognition of an asset or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting nor taxable profit or loss. Deferred income tax is determined using tax rates (and laws) that have been enacted or substantively enacted by the statement of financial position date and are expected to apply when the related deferred income tax asset is realised, or the deferred income tax liability is settled.
Deferred income tax assets are recognised to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilised.
Deferred income tax is provided on temporary differences arising on investments in subsidiaries and associates, except where the timing of the reversal of the temporary difference is controlled by the Group and it is probable that the temporary difference will not reverse in the foreseeable future.
4.9 Property, plant and equipment
Mining assets
Mining assets are stated at cost less accumulated depreciation. Mining assets include the cost of acquiring and developing mining assets and mineral rights, buildings, vehicles, plant and machinery and other equipment located on mine sites and used in the mining operations.
Mining assets, where economic benefits from the asset are consumed in a pattern which is linked to the production level, are depreciated using a unit of production method based on the volume of ore reserves. This results in a depreciation charge proportional to the depletion of reserves
Stripping activity asset costs
In alluvial mining operations, it is necessary to remove overburden and other waste in order to access or improve access to the ore body. Associated costs are recognised as a stripping activity asset. A stripping activity asset is initially measured at cost and subsequently carried at cost or its revalued amount less depreciation or amortisation and impairment losses.
A stripping activity asset is depreciated or amortised on a systematic basis, over the expected useful life of the identified component of the ore body that becomes more accessible as a result of the stripping activity. The units of production method is used.
Assets under construction
Assets under construction are fixed asset investments that have not been commissioned by the year-end. The expenses associated with acquisition, building, delivery and other allowed expenses are first capitalised as assets under construction and then, once completed, depreciated over their useful life.
Other assets
Freehold properties held for administrative purposes, are stated in the statement of financial position at cost.
Fixtures and equipment are stated at cost less accumulated depreciation and any accumulated impairment losses.
Depreciation is charged to write off the cost or valuation of assets over their estimated useful lives, using the straight-line method. The estimated useful lives, residual values and depreciation method are reviewed at each year end, with the effect of any changes in estimate accounted for on a prospective basis.
The estimated useful lives are as follows:
Property 30 years
Plant & machinery 3-30 years
Office, fixture and fittings 3-5 years
The gain or loss arising on the disposal or retirement of an item of property, plant and equipment is determined as the difference between the sales proceeds and the carrying amount of the asset and is recognised in profit or loss.
4.10 Intangible assets
Exploration and evaluation of mineral resources
Exploration and evaluation expenditure comprise costs that are directly attributable to:
· researching and analysing existing exploration data;
· conducting geological studies, exploratory drilling and sampling;
· examining and testing extraction and treatment methods; and/or
· compiling prefeasibility and feasibility studies.
4.11 Investments in subsidiary undertakings
Investments in subsidiaries are measured at cost less accumulated impairment.
The carrying values of non-financial assets are reviewed annually for impairment when events or changes in circumstances indicate the carrying value may not be recoverable. The recoverable amount of non-financial assets is the greater of net selling price and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. For an asset that does not generate largely independent cash inflows, the recoverable amount is determined for the cash generating unit to which the asset belongs. If such indication of impairment exists and where the carrying values exceed the estimated recoverable amount, the assets or cash generating units are written down to their recoverable amount. Impairment losses are recognised within operating loss.
4.12 Impairment testing intangible assets and property, plant and equipment
At each statement of financial position date, the Group reviews the carrying amounts of the assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs. Where a reasonable and consistent basis of allocation can be identified, corporate assets are also allocated to individual cash-generating units, or otherwise they are allocated to the smallest group of cash-generating units for which a reasonable and consistent allocation basis can be identified.
Intangible assets with indefinite useful lives and intangible assets not yet available for use are tested for impairment annually, and whenever there is an indication that the asset may be impaired.
In assessing whether an impairment is required, the carrying value of the asset is compared with its recoverable amount. The recoverable amount is the higher of the fair value less costs of disposal (FVLCD) and value in use (VIU).The FVLCD is estimated based on future discounted cash flows expected to be generated from the continued use of the asset, including any expansion prospects and eventual disposal, using market-based commodity prices, exchange assumptions, estimated quantities of recoverable minerals, production levels, operating costs and capital requirements based on the latest Life of mine plans. These cash flows were discounted using a real post-tax discount rate that reflect the current market assessments of time value of money.
Value in use is determined as the present value of the estimated cash flows expected to arse from continued use in its current form and eventual disposal. Value in use cannot take into consideration future development. The assumptions used in the calculation are often different than those used in a FVLCD and therefore is likely to yield a different result.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
Where an impairment loss subsequently reverses, the carrying amount of the asset (cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (cash-generating unit) in prior years.
A reversal of an impairment loss of the assets is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
4.13 Inventories
Inventories are measured at the lower of cost and net realisable value. The cost of inventories is based on the first-in first-out principle, and includes expenditure incurred in acquiring the inventories, production or conversion costs and other costs incurred in bringing them to their existing location and condition. In the case of manufactured inventories and work in progress, cost includes an appropriate share of production overheads based on normal operating capacity.
Net realisable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and selling expenses.
4.14 Cash
Cash and cash equivalents comprise cash balances, call deposits and highly liquid investments with maturities of three months or less from the acquisition date that are subject to insignificant risk of changes in their fair value.
4.15 Financial instruments
Recognition and derecognition
Financial assets and financial liabilities are recognised when the Group becomes a party to the contractual provisions of the financial instrument.
Financial assets are derecognised when the contractual rights to the cash flows from the financial asset expire, or when the financial asset and substantially all the risks and rewards are transferred.
A financial liability is derecognised when it is extinguished, discharged, cancelled or expires.
Classification and initial measurement of financial assets
Except for those trade receivables that do not contain a significant financing component and are measured at the transaction price in accordance with IFRS 15, all financial assets are initially measured at fair value adjusted for transaction costs (where applicable).
Financial instruments, other than those designated and effective as hedging instruments, are classified into the following categories:
• amortised cost
• fair value through profit or loss (FVTPL)
• fair value through other comprehensive income (FVOCI).
The classification is determined by both:
• the entity's business model for managing the financial asset
• the contractual cash flow characteristics of the financial asset.
All income and expenses relating to financial assets that are recognised in profit or loss are presented within finance costs, finance income or other financial items, except for impairment of trade receivables which is presented within other expenses.
Subsequent measurement of financial assets
Financial assets at amortised cost
Financial assets are measured at amortised cost if the assets meet the following conditions (and are not designated as FVTPL):
• they are held within a business model whose objective is to hold the financial assets and collect its contractual cash flows
• the contractual terms of the financial assets give rise to cash flows that are solely payments of principal and interest on the principal amount outstanding After initial recognition, these are measured at amortised cost using the effective interest method.
Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other receivables fall into this category of financial instruments as well as listed bonds.
Financial assets at fair value through profit or loss (FVTPL)
Financial assets that are held within a different business model other than 'hold to collect' or 'hold to collect and sell' are categorised at fair value through profit and loss. Further, irrespective of business model financial assets whose contractual cash flows are not solely payments of principal and interest are accounted for at FVTPL. All derivative financial instruments fall into this category, except for those designated and effective as hedging instruments, for which the hedge accounting requirements apply. The category also contains an equity investment. Assets in this category are measured at fair value with gains or losses recognised in profit or loss.
The fair values of financial assets in this category are determined by reference to active market transactions or using a valuation technique where no active market exists.
Financial assets at fair value through other comprehensive income (FVOCI)
The Group accounts for financial assets at FVOCI if the assets meet the following conditions:
• they are held under a business model whose objective it is "hold to collect" the associated cash flows and sell and
• the contractual terms of the financial assets give rise to cash flows that are solely payments of principal and interest on the principal amount outstanding.
Any gains or losses recognised in other comprehensive income (OCI) will be recycled upon derecognition of the asset.
Impairment of financial assets
IFRS 9's impairment requirements use more forward-looking information to recognise expected credit losses - the 'expected credit loss (ECL) model'.
Instruments within the scope of the new requirements included loans and other debt-type financial assets measured at amortised cost and FVOCI, trade receivables, contract assets recognised and measured under IFRS 15 and loan commitments and some financial guarantee contracts (for the issuer) that are not measured at fair value through profit or loss.
Recognition of credit losses is no longer dependent on the Group first identifying a credit loss event. Instead the Group considers a broader range of information when assessing credit risk and measuring expected credit losses, including past events, current conditions, reasonable and supportable forecasts that affect the expected collectability of the future cash flows of the instrument.
In applying this forward-looking approach, a distinction is made between:
• financial instruments that have not deteriorated significantly in credit quality since initial recognition or that have low credit risk ('Stage 1') and
• financial instruments that have deteriorated significantly in credit quality since initial recognition and whose credit risk is not low ('Stage 2').
'Stage 3' would cover financial assets that have objective evidence of impairment at the reporting date.
'12-month expected credit losses' are recognised for the first category while 'lifetime expected credit losses' are recognised for the second category.
Measurement of the expected credit losses is determined by a probability-weighted estimate of credit losses over the expected life of the financial instrument.
Trade and other receivables and contract assets
The Group makes use of a simplified approach in accounting for trade and other receivables as well as contract assets and records the loss allowance as lifetime expected credit losses. These are the expected shortfalls in contractual cash flows, considering the potential for default at any point during the life of the financial instrument. In calculating, the Group uses its historical experience, external indicators and forward-looking information to calculate the expected credit losses using a provision matrix.
The Group assess impairment of trade receivables on a collective basis as they possess shared credit risk characteristics they have been grouped based on the days past due.
Borrowings
Amounts borrowed from third parties are recorded initially at fair value, being the amount received under the agreements less issuance costs, and subsequently measure at amortised cost using an effective interest rate. There are times when there are conversion options included in the Group's borrowing agreements. The conversion options are analysed under IAS 32 - Financial Instruments: presentation to determine the proper classification. If the option is determined to be equity, the fair value of the conversion option is included in other reserves, with the fair value of the liability portion being recorded as a liability with interest accruing under the effective interest rate. If the conversion option is determined to be a liability, it is treated as a derivative financial instrument measured at fair value through profit or loss.
When a conversion option is exercised, the fair value of the shares issued is recorded in share capital and share premium. The amortised carrying value of the liability portion is extinguished. If the conversion option is an equity instrument, this is closed to retained earnings. If the conversion option is a liability component, it is extinguished. Any difference between the carrying value of the liability and the conversion option and the fair value of share issued is taken to the profit and loss as gain or loss on extinguishment.
If debt agreements are modified, any difference between the fair value of the original debt and the modified debt is included as a gain or loss on modification. If the modification is significant, this is considered an extinguishment of the old debt and recognition of new debt.
Warrants
The Company will issue warrants in association with debt and equity issuances and as compensation to suppliers or vendors in exchange for services. These are determined to be equity instruments. When warrants are issued with debt or as compensation to suppliers or vendors, the value of the warrants are included within the share-based payments reserve that sits within the other reserve. When warrants are issued together with equity issuances any fair value associated with these are recognised when the warrants are exercised within share premium. On exercise of the warrants, the value of the warrants will be transferred from other reserves to the profit and loss reserve as applicable.
4.16 Provisions
A provision is recognised if, as a result of a past event, the Group has a present legal or constructive obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability. The unwinding of the discount is recognised as finance cost.
Environmental protection, rehabilitation and closure costs
Provision is made for close down, restoration and environmental rehabilitation costs (which include the dismantling and demolition of infrastructure, removal of residual materials and remediation of disturbed areas) in the financial period when the related environmental disturbance occurs, based on the estimated future costs using information available at the reporting date. The provision is discounted using a discount rate equal to yield to maturity of relevant state bonds and the unwinding of the discount is included in interest expense.
The provision is reviewed on an annual basis for changes to obligations, legislation or discount rates that impact estimated costs or lives of operations.
4.17 Leases
The Group as lessee
The Group assesses whether a contract is or contains a lease, at inception of the contract. The Group recognises a right-of-use asset and a corresponding lease liability with respect to all lease arrangements in which it is the lessee, except for short-term leases (defined as leases with a lease term of 12 months or less) and leases of low value assets (such as tablets and personal computers, small items of office furniture and telephones). For these leases, the Group recognises the lease payments as an operating expense on a straight-line basis over the term of the lease unless another systematic basis is more representative of the time pattern in which economic benefits from the leased assets are consumed.
The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted by using the rate implicit in the lease. If this rate cannot be readily determined, the Group uses its incremental borrowing rate.
Lease payments included in the measurement of the lease liability comprise:
Fixed lease payments (including in-substance fixed payments), less any lease incentives receivable;
Variable lease payments that depend on an index or rate, initially measured using the index or rate at the commencement date;
The amount expected to be payable by the lessee under residual value guarantees;
The exercise price of purchase options, if the lessee is reasonably certain to exercise the options; and
Payments of penalties for terminating the lease, if the lease term reflects the exercise of an option to terminate the lease.
The lease liability is presented as a separate line in the consolidated statement of financial position.
The lease liability is subsequently measured by increasing the carrying amount to reflect interest on the lease liability (using the effective interest method) and by reducing the carrying amount to reflect the lease payments made.
The Group remeasures the lease liability (and makes a corresponding adjustment to the related right-of-use asset) whenever:
The lease term has changed or there is a significant event or change in circumstances resulting in a change in the assessment of exercise of a purchase option, in which case the lease liability is remeasured by discounting the revised lease payments using a revised discount rate.
The lease payments change due to changes in an index or rate or a change in expected payment under a guaranteed residual value, in which cases the lease liability is remeasured by discounting the revised lease payments using an unchanged discount rate (unless the lease payments change is due to a change in a floating interest rate, in which case a revised discount rate is used).
The Group did not make any such adjustments during the periods presented.
The right-of-use assets comprise the initial measurement of the corresponding lease liability, lease payments made at or before the commencement day, less any lease incentives received and any initial direct costs. They are subsequently measured at cost less accumulated depreciation and impairment losses.
Whenever the Group incurs an obligation for costs to dismantle and remove a leased asset, restore the site on which it is located or restore the underlying asset to the condition required by the terms and conditions of the lease, a provision is recognised and measured under IAS 37. To the extent that the costs relate to a right-of-use asset, the costs are included in the related right-of-use asset, unless those costs are incurred to produce inventories.
Right-of-use assets are depreciated over the shorter period of lease term and useful life of the underlying asset. If a lease transfers ownership of the underlying asset or the cost of the right-of-use asset reflects that the Group expects to exercise a purchase option, the related right-of-use asset is depreciated over the useful life of the underlying asset. The depreciation starts at the commencement date of the lease.
The right-of-use assets are presented within property plant and equipment in the consolidated statement of financial position.
The Group applies IAS 36 to determine whether a right-of-use asset is impaired and accounts for any identified impairment loss as described in the 'Impairment testing intangible assets and property, plant and equipment' policy.
4.18 Segmental reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the Chief Operating Decision-Maker. The Chief Operating Decision-Maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Executive Directors of the Group that make the operating decisions.
5 Critical accounting judgements and key sources of estimation uncertainty
Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
5.1 Key sources of estimation uncertainty
The following are the key assumptions / uncertainties at the statement of financial position date, which have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year.
5.1.1 Provision for environmental rehabilitation
Provision is made for close down, restoration and environmental rehabilitation costs based on the estimated future costs using information available at the reporting date. Costs are estimated based on the observable local prices, fees and already agreed contract for specific jobs. The provision is discounted using a risk-free discount rate from 6.99% to 8.31% attributed to the Russian Federal bonds with corresponding maturity.
5.1.2 Impairment review of the mining assets
The impairment assessment of the West Kytlim mining asset was performed by calculating the higher of fair value less cost of disposal and value in use and compared against the carrying value of the mining assets. Projected cash flows from 2023 to 2043were used to assess the fair value less costs of disposal. The chosen period is consistent with the quantity of the approved reserves and resources and available for mining operations. No impairment has been recognised.
Assumptions used throughout 20232-2043:
Pt grade 0.454g/tonne
Process recovery 89.7%
Platinum/Gold price $1,172-1,381/oz / $1,825/oz
Post-tax discount rate 7.74%
5.1.3 Impairment review of the intangible asset
Intangible asset represents the Monchetundra development and Nittis-Kumuzhya-Travyanaya (the "NKT") exploration and evaluation assets. NKT, previously referred to as The Monchetundra Flanks, is a northeast extension of the Monchetundra mineralisation. Monchetundra has been assessed as an economically viable asset for the purpose of preparing and submitting a Definitive Feasibility Study for the mines development. Parameters of the assessment have been evaluated by an expert panel of mining industry professionals and are being regularly evaluated by the Company for signs which can trigger impairment of the asset. The NKT exploration and evaluation asset falls under the IFRS 6 treatment. There were no indicators of impairment identified during the course of the year ended 31 December 2022.
5.1.4. Impairment of investments in subsidiary and receivables from subsidiaries
The Company's financial statements, and in particular its investments in and receivables from subsidiaries, are affected by certain of the critical accounting judgements and key sources of estimation uncertainty.
The critical estimates and judgments referred to application of the expected credit loss model to intercompany receivables (note 32). Management determined that the interest free on demand loans were required to be assessed on the lifetime expected credit loss approach and assessed scenarios considering risks of loss events and the amounts which could be realised on the loans. In doing so, consideration was given to factors such as the cash held by subsidiaries and the underlying forecasts of the Group's divisions and their incorporation of prospective risks and uncertainties.
In relation to impairment of investments in subsidiary please refer to Note 4.11.
6 Segmental information
During the year under review management identified the Group consisting of separate segments:
| West Kytlim | Monchetundra | Corporate and other segments | Total |
Geographical location | Urals Mountains, Russia | Kola Peninsula, Russia | London, UK | |
Activity | Operating mine and revenue generating unit | Licenced mining project | Management and investment | |
2022 | £ | £ | £ | £ |
Non-current assets | 9,726,366 | 2,797,496 | 4,439,688 | 16,963,550 |
Total assets | 16,948,963 | 3,237,597 | 5,146,999 | 25,333,559 |
Total liability | 2,397,851 | 51,042 | 472,951 | 2,921,844 |
Revenue | 119,525 | - | - | 119,525 |
Loss for the year | (4,397,875) | 87,385 | (2,919,598) | (7,230,088) |
| | | |
|
2021 | £ | £ | £ | £ |
Non-current assets | 5,362,684 | 1,376,006 | 719,969 | 7,458,659 |
Total assets | 6,730,257 | 1,546,716 | 22,917,064 | 31,194,037 |
Total liability | 826,471 | 15,653 | 306,692 | 1,148,816 |
Revenue | 2,331,225 | - | - | 2,331,225 |
Loss for the year | (621,695) | (145,502) | (2,371,324) | (3,138,521) |
| | | | |
7 Employees
Average number of staff (excluding Non-Executive Directors) employed throughout the year was as follows:
| 2022 | 2021 |
By the Company | 4 | 4 |
By the Group | 116 | 74 |
| | |
8 Revenue
Disaggregation of by primary markets is as follows:
| Year to 31 December 2022 | Year to 31 December 2021 | ||
| Group | Company | Group | Company |
| £ | £ | £ | £ |
Revenue from sale of platinum and other precious metals | 61,075 | - | 2,331,225 | - |
Revenue from management services | - | 120,000 | - | 120,000 |
Revenue from other services | 58,450 | - | - | - |
| 119,525 | 120,000 | 2,331,225 | 120,000 |
Disaggregation of revenue from contracts with customers:
| Year to 31 December 2022 | Year to 31 December 2021 | ||
| Group | Company | Group | Company |
| Russia | Cyprus | Russia | Cyprus |
| £ | £ | £ | £ |
Revenue from external customers | | | | |
- Sale of platinum and other precious metals | 61,075 | - | 2,331,225 | - |
- Other services | 58,450 | - | - | - |
Revenue from related parties | | | | |
- Management services | - | 120,000 | - | 120,000 |
| 119,525 | 120,000 | 2,331,225 | 120,000 |
| | | | |
Timing of revenue recognition | | | | |
At a point of time | 119,525 | - | 2,331,225 | - |
Over time | - | 120,000 | - | 120,000 |
| 119,525 | 120,000 | 2,331,225 | 120,000 |
There was no sale of PGM concentrate from the 2022 mining season at West Kytlim. Revenue recognised in 2021 relates to the sale of PGM concentrate from the West Kytlim mine to a single customer "Ekaterinburg Non-ferrous Metals Refinery", being the only regional refinery, processing platinum group metals and being duly licenced to deal with precious metals.
9 Profit/(loss) for the year
Profit/(loss) for the year has been arrived at after charging:
| Year to 31 December 2022 | Year to 31 December 2021 | ||
| Group | Company | Group | Company |
| £ | £ | £ | £ |
Cost of sales | (30,173) | - | (2,584,680) | - |
Administrative expenses | (4,618,351) | (2,223,300) | (2,717,765) | (2,296,563) |
| | | | |
Cost of sales includes: | | | | |
Staff benefits expenses | - | - | 433,872 | - |
Depreciation* | - | - | 421,987 | - |
| | | | |
Administration expenses include: |
|
|
| |
Staff benefits expenses | 1,174,636 | 823,106 | 1,517,088 | 1,275,474 |
Depreciation* | 8,602 | 385 | 765 | 702 |
Audit fees payable | 145,000 | 145,000 | 110,000 | 110,000 |
Mineral extraction tax** | 1,953,851 | - | 149,918 | - |
| | | | |
Staff benefits expense: | | | | |
Wages, salaries and Directors' fees (note 29) | 1,073,952 | 804,174 | 1,958,156 | 1,253,471 |
Social security costs | 99,364 | 17,592 | 196,319 | 20,684 |
Other short-term benefits | 1,321 | 1,321 | 1,319 | 1,319 |
| 1,174,637 | 823,087 | 2,155,794 | 1,275,474 |
* Total depreciation for the year ended 31 December 2022 was £1,006,210 (2021: £422,588)
** Mineral extraction tax contains a provision of £1,652,122 reflecting a recent change to mineral tax legislation and its application to the product of the West Kytlim mine. This is made as a conservative measure as the Group is taking the necessary steps to have the decision reconsidered.
10 Finance cost
| Year to 31 December 2022 | Year to 31 December 2021 | ||
| Group | Company | Group | Company |
| £ | £ | £ | £ |
Interest on obligations under finance leases | 90,446 | - | 101,048 | - |
Unwinding of discounts on provisions | 17,251 | - | 2,397 | - |
| 107,697 | - | 103,445 | - |
11 Other gains and losses
| Year to 31 December 2022 | Year to 31 December 2021 | ||
| Group | Company | Group | Company |
| £ | £ | £ | £ |
Gains | | | | |
Net foreign exchange gain | 182,640 | - | - | - |
Gain on disposal of property, plant and equipment | 4,952 | - | - | - |
| 187,592 | - | - | - |
Losses | | | | |
Net foreign exchange loss | - | (64,219) | (65,250) | (26,576) |
Loss on revaluation of stock to net realisable value | (2,028,151) | - | - | - |
Impairment loss on investments | (814,158) | (389,292) | - | - |
| (2,842,309) | (453,511) | (65,250) | (26,576) |
The majority of the foreign exchange gains and losses are a result of the revaluation of monetary assets and liabilities in the subsidiary accounts as a result of movements in the Rouble exchange rates.
In 2022 the Group took a decision to postpone the sale of platinum and other metals due to a strong Ruble and low platinum price. Stock available at 31 December 2022 represents platinum concentrate ready for refining, which was valued (i) using methodology set in the refining and sale and purchase agreement made with local refinery in 2021 and (ii) exchange rate and metal prices at 31 December 2022.
The Group recognised an impairment loss on (i) the investment made to build a joint venture with Rosgeo (Note 15) due to uncertainty of any near-term development in that regard due to limitations enforced by current sanctions legislation (ii) a loss on an investment in to a UK "waste to electricity" project the company decided not to immediately carry through to binding agreements.
12 Income taxes
(a) tax charged in the statement of profit and loss
| Year to 31 December 2022 | Year to 31 December 2021 |
| Group | Group |
| £ | £ |
Current tax | - | - |
There was no tax payable by the Company for the year ended 31 December 2022 (2021: nil) due to the Company having taxable losses.
(b) Reconciliation of the total tax charge
| Year to 31 December 2022 | Year to 31 December 2021 |
| Group | Group |
| £ | £ |
Loss before tax | (7,230,088) | (3,182,199) |
Current tax at 19% (2021: 19%) | (1,373,717) | (604,618) |
Adjusted for the effect of: | | |
Expenses not deductible for tax purposes | - | - |
Profits not subject to tax | - | - |
Tax losses utilised | - | - |
Unrecognised tax losses carried forward | 1,373,717 | 604,618 |
Actual tax expense | - | - |
The Group operates in the following jurisdictions with the following applicable tax rates:
Jurisdiction | Year to 31 December 2022 | Year to 31 December 2021 |
United Kingdom | 19% | 19% |
Russia | 20% | 20% |
Cyprus | 12.5% | 12.5% |
No tax is payable for the year ended 31 December 2022 (2021: nil) due to the Group and the Company having taxable losses.
13 Property, plant and equipment
(a) Group property, plant and equipment
| Mining asset | Stripping asset | Property | Plant and machinery | Right of use assets | Office fixture and fittings | Total |
| £ | £ | £ | £ | | £ | £ |
Cost |
| | | | | | |
Balance at 1 January 2021 | 3,704,511 | 148,618 | 23,037 | 483,147 | 682,691 | 10,142 | 5,052,146 |
Additions | 64,371 | 609,968 | - | 622,745 | - | 1,729 | 1,298,813 |
Disposals | - | - | - | (2,834) | - | (868) | (3,702) |
Transferred to inventory | - | (149,882) | - | - | - | - | (149,882) |
Exchange differences | 35,380 | 1,264 | 56 | 4,106 | 5,802 | 66 | 46,674 |
Balance at 31 December 2021 | 3,804,262 | 609,968 | 23,093 | 1,107,164 | 688,493 | 11,069 | 6,244,049 |
Additions | 49,950 | 2,391,500 | | - | - | 2,477 | 2,443,927 |
Transfer from assets under construction | - | - | - | 4,776,644 | - | - | 4,776,644 |
Disposals | - | - | - | (61,910) | - | (2,389) | (64,299) |
Transferred to inventory | - | (2,365,988) | - | - | - | - | (2,365,988) |
Exchange differences | 527,350 | 81,689 | 883 | 148,276 | 92,206 | 1,175 | 851,579 |
Balance at 31 December 2022 | 4,381,562 | 717,169 | 23,976 | 5,970,174 | 780,699 | 12,332 | 11,885,912 |
| | | | | | | |
Depreciation |
| | | | | | |
Balance at 1 January 2021 | (561,978) | - | (1,048) | (92,612) | (92,277) | (8,323) | (756,238) |
Disposals | | - | | 2,834 | - | 868 | 3,702 |
Depreciation expense | (127,280) | - | (87) | (156,536) | (137,699) | (1,150) | (422,752) |
Exchange differences | (5,372) | - | (10) | (787) | (784) | (65) | (7,018) |
Balance at 31 December 2021 | (694,630) | - | (1,145) | (247,101) | (230,760) | (8,670) | (1,182,306) |
Disposals | - | - | - | 61,910 | - | 2,389 | 64,299 |
Depreciation expense | (81,361) | - | (99) | (766,873) | (156,139) | (1,738) | (1,006,210) |
Exchange differences | (96,354) | - | (153) | (33,093) | (30,904) | (960) | (161,464) |
Balance at 31 December 2022 | (872,345) | - | (1,397) | (985,157) | (417,803) | (8,979) | (2,285,681) |
| | | | | | | |
Carrying amount: |
| | | | | | |
at 31 December 2022 | 3,509,217 | 717,169 | 22,579 | 4,985,017 | 362,896 | 3,353 | 9,600,231 |
at 31 December 2021 | 3,109,632 | 609,968 | 21,948 | 860,063 | 457,733 | 2,399 | 5,061,743 |
The Group's right of use assets represents plant and machinery type assets acquired under lease terms (note 26).
The stripping asset is also a component of the mining assets; however, this is being shown separate from the mining assets for presentational purposes. There was no depreciation of the stripping asset in the current period.
(b) Assets in the course of construction
|
| 2022 | 2021 |
| | £ | £ |
Cost | | | |
Balance at 1 January | | 640,423 | 28,957 |
Additions | | 4,746,479 | 611,220 |
Commissioned assets | | (4,776,644) | - |
Exchange differences | | 85,768 | 246 |
Balance at 31 December | | 696,026 | 640,423 |
Assets in the course of construction represent the Group's investment in the asset taken time to construct and bring into operation. Such items include powerline, dragline and field workers' camp structures.
(c) Company's office fixture and fittings
|
| 2022 | 2021 |
| | £ | £ |
Cost | | | |
Balance at 1 January | | 2,298 | 2,298 |
Additions | | - | - |
Disposal | | - | - |
Balance at 31 December | | 2,298 | 2,298 |
Depreciation | | | |
Balance at 1 January | | (1,494) | (791) |
Depreciation expense | | (385) | (703) |
Disposals | | - | - |
Balance at 31 December |
| (1,879) | (1,494) |
Carrying amount |
| 419 | 804 |
The Company's property, plant and equipment are free from any mortgage or charge.
14 Intangible assets
In 2022 intangible assets represented only capitalised costs associated with the Group's exploration, evaluation and development of mineral resources.
|
| 2022 | 2021 |
| | £ | £ |
Cost | | | |
Balance at 1 January | | 1,389,029 | 696,504 |
Additions | | 1,239,085 | 682,420 |
Exchange differences | | 231,254 | 10,105 |
Balance at 31 December | | 2,859,368 | 1,389,029 |
At 31 December 2022 and 31 December 2021, the Group's intangible asset consisted of the Monchetundra development and Nittis-Kumuzhya-Travyanaya (the "NKT") exploration and evaluation assets.
The Company did not directly own any intangible assets at 31 December 2022 (2021: nil)
No impairment loss has been recognised in 2022 (2021: nil)
15 Investment to potential share in joint venture
In 2021 the Group entered into an agreement with Rosgeo a Russian registered and state funded exploration Company, to set up a series of joint ventures. The Rosgeo agreement allowed the Group to gain a 75% equity stake in several new assets with the remaining 25% equity stakes to be held by Rosgeo.
In 2021 the Company invested RUB37,180,000 (£367,464 at a prevailing exchange rate at the transaction date). Owing to the uncertainty of any near-term development in that regard due principally to limitations enforced by current sanctions legislation the Group had made provision for impairment loss on this investment in full.
16 Subsidiaries
Details of the Company's subsidiaries at 31 December 2022 are as follows:
Name of subsidiary | Place of incorporation | Proportion of ordinary shares held | Principal activity |
Urals Alluvial Platinum Limited | Cyprus | 100% | Holding Company |
ZAO Eurasia Mining Service | Russia | 100% | Holding Company |
ZAO Kosvinsky Kamen | Russia | 68% | Mineral Evaluation |
ZAO Terskaya Mining Company | Russia | 80% | Mineral Evaluation |
ZAO Yuksporskaya Mining Company | Russia | 100% | Mineral Evaluation |
OOO Kola Mining | Russia | 100% | Mineral Evaluation |
OOO Kola Nickel | Russia | 100% | Mineral Evaluation |
Eurasia Mining (UK) Limited | UK | 100% | Dormant company |
| | | |
The Company's investments in subsidiaries presented on the basis of direct equity interest and represent the following:
|
|
2022 |
2021 |
| | £ | £ |
Investment in subsidiaries (i) | | 1,132,246 | 1,132,246 |
| | 1,132,246 | 1,132,246 |
Investment in subsidiaries represents the Company investments made into its 100% subsidiary Urals Alluvial Platinum Limited (the "UAP"), which in turn controls other subsidiaries within the Group.
Subsidiaries with material non-controlling interests ("NCI")
Summary of non-controlling interest
|
| 2022 | 2021 |
| | £ | £ |
As at 1 January | | (1,950,049) | (1,758,862) |
Loss attributable to NCI | | (1,389,843) | (228,042) |
Exchange differences | | (61,656) | 36,856 |
As at 31 December | | (3,401,548) | (1,950,049) |
Non-controlling interest on subsidiary basis
|
| 2022 | 2021 |
| | £ | £ |
ZAO Kosvinsky Kamen | | (2,702,482) | (1,218,383) |
ZAO Terskaya Mining Company | | (699,066) | (731,666) |
| | (3,401,548) | (1,950,049) |
ZAO Kosvinsky Kamen
|
| 2022 | 2021 |
| | £ | £ |
Non-current assets | | 9,726,366 | 5,362,684 |
Current assets | | 7,222,597 | 1,367,573 |
Total assets |
| 16,948,963 | 6,730,257 |
Non-current liabilities | | 21,083,191 | 7,874,026 |
Current liabilities | | 2,184,055 | 570,275 |
Total liabilities |
| 23,267,246 | 8,444,301 |
Net assets | | (6,318,283) | (1,714,044) |
Equity attributable to owners of the parent | | (3,615,801) | (495,661) |
Non-controlling interests | | (2,702,482) | (1,218,383) |
| | | |
Loss for the year attributable to owners of the parent | | (3,053,367) | (449,647) |
Loss for the year attributable to NCI | | (1,407,320) | (198,942) |
Loss for the year | | (4,460,687) | (648,589) |
| | | |
Total comprehensive expense for the year attributable to owners of the parent | | (3,120,140) | (367,601) |
Total comprehensive expense for the year attributable to NCI | | (1,484,099) | (163,234) |
Total comprehensive expense for the year | | (4,604,239) | (530,835) |
| |
|
|
ZAO Terskaya Mining Company
|
| 2022 | 2021 |
| | £ | £ |
Non-current assets | | 2,797,496 | 1,376,006 |
Current assets | | 440,101 | 170,710 |
Total assets |
| 3,237,597 | 1,546,716 |
Non-current liabilities | | 3,073,744 | 2,097,248 |
Current liabilities | | 776,399 | 66,434 |
Total liabilities | | 3,850,143 | 2,163,682 |
Net assets | | (612,546) | (616,966) |
Equity attributable to owners of the parent | | 86,520 | 114,700 |
Non-controlling interests | | (699,066) | (731,666) |
| | | |
Profit (loss) for the year attributable to owners of the parent | | 69,908 | (116,402) |
Profit (loss) for the year attributable to NCI | | 17,477 | (29,100) |
Profit (loss) for the year | | 87,385 | (145,502) |
Total comprehensive expense for the year attributable to owners of the parent | | (28,180) | (121,793) |
Total comprehensive income (expense) for the year attributable to NCI | | 32,600 | (27,953) |
Total comprehensive income (expense) for the year | | 4,420 | (149,746) |
17 Financial assets
| 2022 | 2021 | ||
| Group | Company | Group | Company |
| £ | £ | £ | £ |
Non-current | | | | |
Financial assets at amortised cost: | | | | |
US treasury notes | 3,807,925 | 3,807,925 | - | - |
| 3,807,925 | 3,807,925 | - | - |
US treasury notes return interest of 1.25% to 2.125% per annum payable semi-annually, and mature between August and October 2024.
18 Other financial assets
| 2022 | 2021 | ||
| Group | Company | Group | Company |
| £ | £ | £ | £ |
Current | | | | |
Advances to related parties | - | 28,157,840 | - | 12,681,450 |
| - | 28,157,840 | - | 12,681,450 |
The maximum exposure to credit risk at the reporting date is the carrying value of each class of assets mentioned above.
The Group has assessed the estimated credit losses of these loans and given the effective interest rate of the loans is 0%, there would be an immaterial loss expected on these loans.
Amounts due from related parties are non-interest bearing and are repayable on demand. Advances made in 2022 were used to acquire earth moving machineries, fund mine operating cost and exploration programme.
19 Inventories
| 2022 | 2021 | ||
| Group | Company | Group | Company |
| £ | £ | £ | £ |
Platinum concentrate | 4,131,104 | | - | - |
Stores | 51,278 | - | 38,673 | - |
| 4,182,382 | - | 38,673 | - |
Platinum Concentrate is the PGM and gold bearing concentrate produced at the West Kytlim Mine for full year 2022 which was held in stock at 31 December 2022 ready for later refining. Inventories held by the Group are stated at the lower of cost and net realisable value.
20 Trade and other receivables
| 2022 | 2021 | ||
| Group | Company | Group | Company |
| £ | £ | £ | £ |
Trade receivables | - | - | 480,588 | - |
Advances made* | 822,280 | - | 520,385 | - |
Prepayments | 135,447 | 128,425 | 140,335 | 134,661 |
VAT recoverable | 1,942,410 | 97,817 | 361,906 | 25,796 |
Other receivables | 271,532 | 171,529 | 178,652 | 120,000 |
Due from related parties | - | 36,269 | - | 28,028 |
| 3,171,669 | 434,040 | 1,681,864 | 308,485 |
| | | | |
* The Group had made several advances to and down payments to secure new earth moving machinery to be acquired for the West Kytlim mine.
The fair value of trade and other receivables is not materially different to the carrying values presented. None of the receivables are provided as security or past due.
21 Cash and cash equivalents
| 2022 | 2021 | ||
| Group | Company | Group | Company |
| £ | £ | £ | £ |
Cash at bank | 1,009,908 | 136,733 | 22,009,507 | 21,892,793 |
| 1,009,908 | 136,733 | 22,009,507 | 21,892,793 |
All amounts are short -term. The carrying value of cash and cash equivalents is considered a reasonable approximation of fair value.
22 Issued capital
|
| 2022 | 2021 |
| | | |
Issued and fully paid ordinary shares with a nominal value of 0.1p | | | |
Number | | 2,853,559,995 | 2,853,559,995 |
Nominal value (£) | | 2,853,560 | 2,853,560 |
| | | |
Issued and fully paid deferred shares with a nominal value of 4.9p | | | |
Number | | 143,377,203 | 143,377,203 |
Nominal value (£) | | 7,025,483 | 7,025,483 |
| | | |
Share premium | | | |
Value (£) | | 51,308,068 | 51,308,068 |
| | | |
Total issued capital (£) | | 61,187,111 | 61,187,111 |
Fully paid ordinary shares carry one vote per share and carry the right to dividends.
Deferred shares have attached to them the following rights and restrictions:
- they do not entitle the holders to receive any dividends and distributions;
- they do not entitle the holders to receive notice or to attend or vote at General Meetings of the Company;
- on return of capital on a winding up the holders of the deferred shares are only entitled to receive the amount paid up on such shares after the holders of the ordinary shares have received the sum of 0.1p for each ordinary share held by them and do not have any other right to participate in the assets of the Company.
No shares were issued in 2022.
Issue of ordinary share capital in 2021:
| Price in pence per share | Number | Nominal value £ |
| | | |
As at 1 January 2021 | | 2,758,701,681 | 2,758,702 |
| | | |
20-May-2021 - Share placing for cash | 26.5 | 53,306,751 | 53,307 |
20-September-2021 - Share placing for cash | 26.0 | 41,551,563 | 41,551 |
| | | |
| | 94,858,314 | 94,858 |
As at 31 December 2021 | | 2,853,559,995 | 2,853,560 |
23 Share based payments
Share options and warrants outstanding at the end of the year have the following expiry date and exercise prices:
Expiry date | | Exercise price in pence per share | Number of options as at 31 December 2022 | Number of options as at 31 December 2021 |
|
Share options | | | | |
|
02 November 2023 | | 0.42 | 55,000,000 | 55,000,000 |
|
02 November 2023 | | 0.60 | 40,000,000 | 40,000,000 |
|
02 November 2023 | | 0.90 | 35,000,000 | 35,000,000 |
|
Weighted average exercise price | | 0.60 | 130,000,000 | 130,000,000 |
|
|
|
|
|
|
|
Warrants | | | | | |
20 May 2024 | | 26.5 | 53,306,751 | 53,306,751 | |
23 September 2024 | | 26.0 | 41,551,563 | 41,551,563 | |
Weighted average exercise price | | 26.28 | 94,858,314 | 94,858,314 | |
Total contingently issuable shares at 31 December |
|
| 224,858,314 | 224,858,314 |
All the listed options and warrants were exercisable as at 31 December 2022 (2021 - all).
Share options
Movement in number of share options outstanding and their related weighted average exercise prices are as follows:
(Price expressed in pence per share) | 2022 | 2021 | ||
| Average exercise price | No. of share options | Average exercise price | No. of share options |
Share options |
|
|
|
|
At 1 January | 0.60 | 130,000,000 | 0.60 | 130,000,000 |
At 31 December | 0.60 | 130,000,000 | 0.60 | 130,000,000 |
No options were granted by the Group in 2022 (2021 - nil) to the Directors, Group employees and consultants to the Group. 21,000,000 options have been authorised in 2018 to be granted at later date. No amounts are paid or payable by the recipient on receipt of the option. The options carry neither right to dividends nor voting rights. Options may be exercised at any time from the vesting date to the date of their expiry. The Group has no legal or constructive obligation to repurchase or settle the options in cash.
Out of 173,000,000 options granted by the Group in 2018:
- 72,000,000 options issued with exercise price of 0.42p and vested on the issue date.
- 53,000,000 options issued with exercise price of 0.6p and were due to vest at the date when VWAP has been 0.6 p or above for 10 consecutive days, or at the latest 31 December 2018. Options vested on 22 November 2018.
- 48,000,000 options issued with exercise price of 0.9p vesting at the date when VWAP has been 0.9 p or above for 10 consecutive days, or at the latest 30 June 2019. Options vested on 30 June 2019.
All options granted in 2018 were due to expire on 02 November 2022 and were extended to 02 November 2023.
Warrants
No warrants were granted by the Group in 2022 (94,838,314 warrants were granted by the Group in 2021).
Movement in number of warrants outstanding and their related weighted average exercise prices are as follows:
(Price expressed in pence per share) | 2022 | 2021 | ||
| Average exercise price | No. of warrants | Average exercise price | No. of warrants |
Warrants |
|
|
|
|
At 1 January | 26.28 | 94,858,314 | - | - |
Granted | - | - | 26.5 | 53,306,751 |
Granted | - | - | 26.0 | 41,551,563 |
At 31 December | 26.28 | 94,858,314 | 26.28 | 94,858,314 |
24 Other reserves
| 2022 | 2021 | ||
| Group | Company | Group | Company |
| £ | £ | £ | £ |
Capital redemption reserve | 3,539,906 | 3,539,906 | 3,539,906 | 3,539,906 |
| | | | |
Foreign currency translation reserve: | | | | |
At 1 January | (1,335) | - | 57,344 | - |
Recognised in the period | (341,762) | - | (58,679) | - |
At 31 December | (343,097) | - | (1,335) | - |
| | | | |
Share-based payments reserve: | | | | |
At 1 January | 384,120 | 384,120 | 384,120 | 418,181 |
Recognised in the period | - | - | - | (18,483) |
Utilised on exercise of warrants | - | - | - | (15,578) |
At 31 December | 384,120 | 384,120 | 384,120 | 384,120 |
|
|
|
|
|
| 3,580,929 | 3,924,026 | 3,922,691 | 3,924,026 |
The capital redemption reserve was created as a result of a share capital restructure in earlier years.
The foreign currency translation reserve represents exchange differences relating to the translation from the functional currencies of the Group's foreign subsidiaries into GBP.
The share-based payments reserve represents (i) reserve arisen on the grant of share options to employees under the employee share option plan and (ii) reserve arisen on the grant of warrants under terms of professional service agreements and/or issued under terms of financing arrangements.
25 Borrowings
| 2022 | 2021 | ||
| Group | Company | Group | Company |
| £ | £ | £ | £ |
Current borrowings | | | | |
Unsecured loan | - | - | 31,953 | - |
| - | - | 31,953 | - |
In 2017 the Group entered into unsecured loan facility to borrow up to 57 million RUB at 14% per annum, from Region Metal, the then contractor and the West Kytlim mine operator. The Group had drawn RR 4.18 million and repaid RR0.9 million by 31 December 2021. As the contractor's arrangements have been discontinued the Group has no intention to utilise any more funds from this facility. The loan was due for repayment in 2021 but the Group received a court order not to repay the loan due to ongoing court arbitrage between the lender and its creditors.
The Group is not a party of this arbitrage and/or not linked to any party. The loan was repaid in full in 2022.
26 Lease liabilities
Leases
The Group leases certain of its plant and equipment. The average lease term is 2.5 years (2021: 3.5 years). The Group has option to purchase the equipment for a nominal amount at the maturity of the finance lease. The Group's obligation under finance leases are secured by the lessor's title to the leased assets.
Interest rates underlying all obligations under finance leases are fixed at respective contract dates ranging from 21.9% to 23.5% per annum.
| Minimum lease payments | Present value of minimum lease payments | ||
| 2022 | 2021 | 2022 | 2021 |
| £ | £ | £ | £ |
Less than one year | 224,700 | 200,633 | 167,071 | 122,407 |
Between one and five years | 202,820 | 377,027 | 181,198 | 307,136 |
More than five years | - | - | - | - |
| 427,520 | 577,660 | 348,269 | 429,543 |
Less future finance charges | (79,251) | (148,117) | - | - |
Present value of minimum lease payments | 348,269 | 429,543 | 348,269 | 429,543 |
Reconciliation of movements in lease liabilities
| 2022 | 2021 | ||
| Group | Company | Group | Company |
| £ | £ | £ | £ |
At 1 January | 429,543 | - | 526,929 | - |
Interest accrued | 90,446 | - | 101,048 | - |
Interest paid in cash | (90,446) | - | (101,048) | - |
Principle paid in cash | (141,528) | - | (101,674) | - |
Exchange differences | 60,254 | - | 4,288 | - |
At 31 December | 348,269 | - | 429,543 | - |
27 Trade and other payables
| 2022 | 2021 | ||
| Group | Company | Group | Company |
| £ | £ | £ | £ |
Trade payables | 270,214 | - | 210,665 | - |
Accruals | 1,825,269 | 159,583 | 161,035 | 121,565 |
Social security and other taxes | 46,460 | 7,998 | 18,751 | 4,965 |
Other payables | 88,936 | 268,962 | 96,107 | 149,159 |
| 2,230,879 | 436,543 | 486,558 | 275,689 |
The fair value of trade and other payables is not materially different to the carrying values presented. The above listed payables were all unsecured.
28 Provisions
|
| 2022 | 2021 |
| | £ | £ |
Long term provision: |
|
|
|
Environment rehabilitation |
| 254,218 | 143,268 |
Short term provision: |
| |
|
Environment rehabilitation |
| 88,478 | 57,494 |
|
| 342,696 | 200,762 |
Movement in provision is as follows
|
| 2022 | 2021 |
| | £ | £ |
At 1 January |
| 200,762 | 52,137 |
Recognised in the period |
| 54.612 | 138,020 |
Results of re-measurement or settlement without cost |
| 45,446 | 7,487 |
Unwinding of discount and effect of changes in the discount rate |
| 17,251 | 2,397 |
Exchange differences |
| 24,625 | 721 |
At 31 December |
| 342,696 | 200,762 |
Provision is made for the cost of restoration and environmental rehabilitation of the land disturbed by the West Kytlim mining operations, based on the estimated future costs using information available at the reporting date.
The provision is discounted using a risk-free discount rate of from 6.99% to 8.31% (2021: 8.39% to 8.66%) depending on the commitment terms, attributed to the Russian Federal Bonds.
Provision is estimated based on the sub-areas within general West Kytlim mining licence the Company has carried down its operations on by the end of the reporting period. Timing is stipulated by the forestry permits issued at the pre-mining stage for each of sub-areas. Short term provision relates to technical and biological recultivation and forest compensation to be completed by the end of financial year end 2023.
29 Related party transactions
Transactions with subsidiaries
In the normal course of business, the Company provides funding to its subsidiaries for reinvestment into exploration projects.
| | 2022 | 2021 |
| | £ | £ |
Receivables from subsidiaries | | 36,269 | 28,028 |
Loans provided to subsidiaries | | 28,157,840 | 12,681,450 |
| | | |
Service charges to subsidiary | | 120,000 | 120,000 |
The amounts owed by subsidiaries are unsecured and receivable on demand.
Transactions with key management personnel
The Group considers that the key management personnel are the Directors of the Company.
The following amounts were paid and/or accrued to the Directors of the Company who held office at 31 December 2022:
| |
2022 |
2021 |
| | £ | £ |
Short-term benefits | | 580,194 | 638,288 |
| | | |
| | 580,194 | 638,288 |
The remuneration of the Directors is determined by the remuneration committee having regard to the performance of individuals and market trends. No pension contribution has been made for the Directors in 2022 (2021: nil).
An analysis of remuneration for each Director of the Company during 2022:
Name | Position | Salaries, bonuses and allowances | Directors fees | Payment to entity controlled by director | Total |
| | £ | £ | £ | £ |
C. Schaffalitzky | Executive Chairman | 120,000 | - | - | 120,000 |
J. Nieuwenhuys | Executive Director | 180,000 | - | - | 180,000 |
T. Abdikeev | Non-Executive Director | 90,000 | 26,250 | - | 116,250 |
I. Rawlinson | Non-Executive Director | - | 55,000 | - | 55,000 |
K. Kosaka | Non-Executive Director | 15,000 | 45,000 | - | 60,000 |
A. Matyushok | Non-Executive Director | - | 27,944 | 21,000 | 48,944 |
| | 405,000 | 154,194 | 21,000 | 580,194 |
30 Loss per share
Basic loss per share is calculated by dividing the loss attributable to equity holders of the Company by the weighted average number of ordinary shares in issue during the year.
|
| 2022 | 2021 |
| | £ | £ |
Loss attributable to equity holders of the Company | | (6,045,421) | (2,910,479) |
Weighted average number of ordinary shares in issue | | 2,853,559,995 | 2,803,433,563 |
Basic loss per share (pence) |
| (0.22) | (0.10) |
Potential number of shares that could be issued following exercise of share options or warrants:
Number of exercisable instruments: |
| 2022 | 2021 |
| | £ | £ |
Share options | | 130,000,000 | 130,000,000 |
Warrants | | 94,858,314 | 94,858,314 |
| | 224,858,314 | 224,858,314 |
There is no dilutive effect of share options or warrants (2021: nil) as the Group was in a loss position.
31 Commitments
At the time of the award of the Monchetundra mining license a royalty payment was calculated by the Russian Federal Reserves Commission. 20% of this payment was paid in December of 2018 and the remaining 80%, or RUB16.68 mln (approximately £187,000) to be paid by November 2023.
During 2020 the Group entered into several lease agreements to lease mining plant and equipment. As at 31 December 2022 the average lease term was 2.5 years and present value of minimum lease payments £348,269 (2021: £429,543).
The Group has no other material commitments.
32 Risk management objectives and policies
Financial risk management objectives
The Group's operations are limited at present to investing in entities that undertake mineral exploration. All investments in exploration are capitalised on project basis, which are funded by shareholders funds and fixed rate borrowings. The Group's activities expose it to a variety of financial risks including currency, fair value and liquidity risk. The Group seeks to minimise the effect of these risks on a daily basis, though due to its limited activities the Group has not applied policy of using any financial instruments to hedge these risks exposures.
Risk management is carried out by the Company under close board supervision.
Foreign currency risk
The Group operates internationally and is exposed to foreign exchange risk arising from various currency exposures, primarily with respect to US Dollars and Russian Roubles. Foreign exchange risk arises from future commercial transactions, recognised assets and liabilities and net investments in foreign operations. The Group's policy is not to enter into currency hedging transactions.
The following significant exchange rates have been applied during the year:
GBP | Average rate | Reporting date spot rate | ||
| 2022 | 2021 | 2022 | 2021 |
USD | 1.238 | 1.376 | 1.204 | 1.348 |
RUB | 87.51 | 101.37 | 89.23 | 101.18 |
Sensitivity analysis
A reasonably possible strengthening (weakening) of the USD and RUB, as indicated below, against GBP at 31 December would have affected the measurement of financial instruments denominated in a foreign currency and affected equity and profit or loss before taxes by the amounts shown below. The analysis assumes that all other variables, in particular interest rates, remain constant and ignores any impact of forecast sales and purchases.
| Strengthening | Weakening | ||
| Equity | Profit or loss | Equity | Profit or loss |
| £ | £ | £ | £ |
31 December 2022 | | | | |
USD (5% movement) | 89,077 | (22,834) | (80,597) | 20,660 |
RUB (5% movement) | 387,517 | 266,807 | (350,616) | (241,394) |
| Strengthening | Weakening | ||
| Equity | Profit or loss | Equity | Profit or loss |
| £ | £ | £ | £ |
31 December 2021 | | | | |
USD (5% movement) | 100,534 | 69,642 | (90,957) | (63,013) |
RUB (5% movement) | 111,281 | 43,678 | (100,700) | (39,523) |
Interest rate risk
The Group has investment into US treasury notes returning fixed interest of 1.25% to 2.125% per cent per annum payable semi-annually, and mature between August and October 2024. The group's operating cash flows dependent on changes in note price prevailing on the time of selling the notes for cash prior to maturity date.
The Group has lease liabilities disclosed in the notes 26. All lease liabilities are at a fixed rate of interest.
Fair values
In the opinion of the Directors, there is no significant difference between the fair values of the Group's and the Company's assets and liabilities and their carrying values.
Credit risk
The Group's exposure to credit risk is limited to the carrying amount of financial assets recognised at the consolidated statement of financial position date, as summarised below:
| 2022 | 2021 | ||
| Group | Company | Group | Company |
| £ | £ | £ | £ |
Non-current financial assets | 3,807,925 | - | - | - |
Current loans and advances | - | 28,157,840 | - | 12,681,450 |
Trade and other receivables | 3,171,669 | 434,040 | 1,681,864 | 275,689 |
Cash and cash equivalents | 1,009,908 | 136,733 | 22,009,507 | 21,892,793 |
| 7,989,502 | 28,728,613 | 23,691,371 | 34,849,932 |
| | | | |
The Group's risk on cash at bank is mitigated by holding of the majority of funds at "A" rated bank.
No significant amounts are held at banks rated less than "B". Cash is held either on current account or on short-term deposit at floating rate. Interest is determined by the relevant prevailing base rate. The fair value of cash and cash equivalents at 31 December 2022 are not materially different from its carrying value.
Recoverability of the loans is dependent on the borrower's ability to transform them into cash generating units through discovery of economically recoverable reserves and their development into profitable production.
The Company continuously monitors defaults by the counterparties, identified either individually or by group, and incorporates this information into its credit risk control. Management considers that all of the above financial assets that are not impaired are of good credit quality.
Liquidity risk
Ultimate responsibility for liquidity risk management rests with the board of Directors, which has built an appropriate liquidity risk management framework for the management of the Group's short, medium and long term funding and liquidity management requirements. The Group manages liquidity risk by maintaining adequate reserves, borrowing facilities, cash and cash equivalent by continuously monitoring forecast and actual cash flows and matching the maturity profiles of financial assets and liabilities.
The following table details the Group's remaining contractual maturity for its non-derivative financial liabilities.
| Current | Non-current | |
| within 12 months | 1 to 2 years | later than 2 years |
| £ | £ | £ |
2022 | | | |
Lease liabilities | 224,700 | 202,820 | - |
Trade and other payables | 2,230,879 | - | - |
| 2,455,579 | 202,820 | - |
2021 | | | |
Borrowings | 31,953 | - | - |
Lease liabilities | 200,633 | 377,027 | - |
Trade and other payables | 486,558 | - | - |
| 719,144 | 377,027 | - |
The following table details the Company's remaining contractual maturity for its non-derivative financial liabilities.
| Current | Non-current | |
| within 12 months | 1 to 2 years | later than 2 years |
| £ | £ | £ |
2022 | | | |
Trade and other payables | 436,543 | - | - |
| 436,543 | - | - |
| | | |
2021 | | | |
Trade and other payables | 275,689 | - | - |
| 275,689 | - | - |
The tables above have been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which the Group can be required to pay. The table includes both interest and principal cash flows.
The contractual maturities reflect the gross cash flows, which may differ to the carrying values of the liabilities at the statement of financial position date.
Capital risk
At present the Group's capital management objective is to ensure the Group's ability to continue as a going concern.
Capital is monitored on the basis of its carrying amount and summarised as follows:
| 2022 | 2021 | ||
| Group | Company | Group | Company |
| £ | £ | £ | £ |
Total borrowings | 348,269 | - | 461,496 | - |
Less cash and cash equivalents | (1,009,908) | (136,733) | (22,009,507) | (21,892,793) |
Net debt | - | - | - | - |
Total equity | 25,813,263 | 33,232,660 | 31,995,270 | 35,740,089 |
Total capital | 25,813,263 | 33,232,660 | 31,995,270 | 35,740,089 |
Gearing | 0% | 0% | 0% | 0% |
| | | | |
Capital structure is managed depending on economic conditions and risk characteristics of underlying assets. In order to maintain or adjust capital structure, the Group may issue new shares and debt financial instruments or sell assets to reduce debt.
33 Events after the statement of financial position date
The Group's assets are located in Russia. In 2022 additional sanctions to those which had existed since 2014 were imposed on certain activities, entities and individuals connected with Russia, which continue to evolve and which are being carefully monitored by the Group in accordance with the Group's sanctions compliance policy, and with the assistance of its external legal advisers. The Company has satisfied itself that neither of its current activities at the West Kytlim Mine or on the Kola Peninsula are prohibited under UK or EU sanctions rules. Furthermore, the Group does not engage and has not engaged with any sanctioned persons/ entities or agencies.
To date there has been no significant impact on the Group's activities as a result of recent updates to the UK and EU sanctions legislation. Sanctions introduced by the Russian Federal government have also not affected the Group, although this is being closely monitored. The Group closely monitors all regulatory requirements and changes to the laws, rules and regulations, taking steps whenever necessary to ensure compliance with new legislation.
There have been no further adjusting events after the statement of financial position.
Notice of 2022 Annual General Meeting
NOTICE IS HEREBY GIVEN that the Annual General Meeting of Eurasia Mining Plc, ('AGM'), (company number 03010091), will be held virtually via an electronic meeting platform on 26 July 2023 at 09:00am, to consider the below resolutions.
Annual Report for the year ended 31 December 2022
The Company's full Annual Report including the audited financial statements to year end 31 December 2022 is now available for download at the following address: https://www.eurasiamining.co.uk/investors/financial-reports and will be posted, along with notice of AGM and form of proxy to those of our members electing to receive paper format notifications.
Please note that this notice is important and requires your immediate attention. If you are in any doubt as to the action to be taken, please consult an independent adviser immediately. If you have sold or transferred or otherwise intend to sell or transfer all of your holding of ordinary shares in the Company prior to the record date (as described in Note 1) for the meeting, you should send this document to the (intended) purchaser or transferee, or to the stockbroker, bank or other agent through whom the sale or transfer was or is to be effected for transmission to the (intended) purchaser or transferee.
Voting on the resolutions will be available electronically during the meeting for those wishing to virtually attend the meeting via the electronic meeting platform, however the Company would still encourage shareholders to exercise their votes by submitting their proxy appointment electronically or by post in advance of the meeting. Lodging of a proxy will not preclude shareholders from attending and voting virtually via the electronic meeting platform. A vote submitted during the meeting will override a vote submitted in advance by proxy, further details below.
The formal business of the (AGM) will be to consider and vote on the resolutions set out in this notice of meeting. Shareholders wishing to vote, or appoint the Chairman of the meeting as proxy, on any of the matters of business may do so electronically at www.signalshares.com, or by following instructions in Note 2 below. A form of proxy is available at the Company's website (https://www.eurasiamining.co.uk/investors/circulars-notices), or can be requested from the Company's registrar ("Registrar"), and must be completed and submitted in accordance with the instructions thereon to be received by the Registrar before 09:00 am on 24 July 2023. Further information on voting procedures follow the resolutions below. Queries regarding these procedures may be directed to info@eurasiamining.co.uk or the Company's registrars, Link Group, https://www.linkgroup.eu/get-in-touch/shareholders-in-uk-companies/; telephone number: 0371 664 0300 from the United Kingdom and +44 371 664 0300 from overseas.
Shareholders who wish to attend the annual general meeting virtually will be able to attend, ask questions and vote in real time via the electronic meeting platform, Lumi (see note 14 for more details).
The following resolutions will be proposed at the AGM, Resolutions 1 to 6 to be proposed as ordinary resolutions and Resolutions 7 and 8 to be proposed as special resolutions.
Ordinary Resolutions
To consider, and if thought fit, pass the following resolutions as ordinary resolutions:
1. To receive and consider the audited accounts for the period ended 31 December 2022 together with the Directors' and the auditors' reports therein.
2. To re-appoint Grant Thornton LLP as auditors of the Company.
3. To authorise the Directors to determine the remuneration of the auditors of the Company.
4. To re-appoint Christian Schaffalitzky as executive Chairman, who retires for reappointment in accordance with Article 47.1.2 of the Company's Articles of Association.
5. To re-appoint David Iain Rawlinson as a Non-Executive Director, who retires in accordance with Article 47.1.2 of the Company's Articles of Association.
6. That, in accordance with section 551 of the Companies Act 2006, the Directors be generally and unconditionally authorised to allot shares in the Company or grant rights to subscribe for or to convert any security into shares in the Company ("Rights") up to an aggregate nominal amount of £500,000 provided that this authority shall, unless renewed, varied or revoked by the Company, expire at the earlier of 18 months and the end of the next Annual General Meeting of the Company to be held after the date on which this resolution is passed, save that the Company may, before expiry, make an offer or agreement which would or might require shares to be allotted, or Rights to be granted and the Directors may allot shares or grant Rights in pursuance of such offer or agreement notwithstanding that the authority conferred by this resolution has expired. This authority is in substitution for all previous authorities conferred on the Directors in accordance with section 551 of the 2006 Act, but without prejudice to any allotment of equity securities already made or agreed to be made pursuant to this authority.
Special Resolutions
To consider, and if thought fit, pass the following resolutions as special resolutions:
7. That, subject to the passing of resolution 6, the Directors be given the general power to allot equity securities pursuant to section 570 (as defined by section 560 of the 2006 Act) for cash, either pursuant to the authority conferred by resolution 6 or by way of a sale of treasury shares, as if section 561(1) of the 2006 Act did not apply to any such allotment, provided that this power shall be limited to the allotment of equity securities up to an aggregate nominal amount of £500,000.
The power granted by this resolution will expire on the earlier of 18 months and conclusion of the Company's next annual general meeting (unless renewed, varied or revoked by the Company prior to or on that date) save that the Company may, before this expiry, make offers or agreements which would or might require equity securities to be allotted after the expiry and the Directors may allot equity securities in pursuance of any offer or agreement notwithstanding that the power conferred by this resolution has expired.
This resolution revokes and replaces all unexercised powers previously granted to the Directors to allot equity securities as if section 561(1) of the 2006 Act did not apply, but without prejudice to any allotment of equity securities already made or agreed to be made pursuant to this authority.
8. To authorise the Directors, in accordance with the Company's Articles of Association, to call a general meeting of the Company, other than an annual general meeting, on not less than 14 clear days' notice.
Notice of Meeting Notes:
The following notes explain your general rights as a shareholder and your right to attend, ask questions and vote electronically at this Meeting or to appoint someone else to vote on your behalf.
1. To be entitled to attend, ask questions or vote electronically at the Annual General Meeting (and for the purpose of the determination by the Company of the number of votes they may cast), shareholders must be registered in the Register of Members of the Company at close of trading on 24 July 2023. Changes to the Register of Members after the relevant deadline shall be disregarded in determining the rights of any person to vote at the AGM.
2. You can vote, or appoint a proxy, by:
· logging on to the Registrar's website at www.signalshares.com and following the instructions;
· through your relevant Nominee account platform - Please note:
§ the Registrar will only accept voting instructions from the legal holder of a shareholding.
§ Nominee providers may require voting instructions to be submitted by their clients up to one week in advance of the Registrar/Company's submission deadline;
· by requesting a hard copy Form of Proxy directly from Link Group by telephoning 0371 664 0300 (calls are charged at the standard geographic rate and will vary by provider. Calls outside the United Kingdom will be charged at the applicable international rate. Lines are open 09:00 am to 5.30pm Monday to Friday, excluding public holidays in England and Wales); The form of proxy can also be downloaded and printed from the Eurasia Mining website - https://www.eurasiamining.co.uk/investors/circulars-notices.
· In the case of CREST members, by utilising the CREST electronic voting and proxy appointment service in accordance with the procedures set out in 7, 8 and 9 below.
· If you are an institutional investor you may also be able to appoint a proxy electronically via the Proxymity platform, a process which has been agreed by the Company and approved by the Registrar. For further information regarding Proxymity, please go to www.proxymity.io. Your proxy must be lodged by 09:00 am on 24 July 2023 in order to be considered valid or, if the meeting is adjourned, by the time which is 48 hours before the time of the adjourned meeting. Before you can appoint a proxy via this process you will need to have agreed to Proxymity's associated terms and conditions. It is important that you read these carefully as you will be bound by them and they will govern the electronic appointment of your proxy. An electronic proxy appointment via the Proxymity platform may be revoked completely by sending an authenticated message via the platform instructing the removal of your proxy vote.
In order for a proxy appointment to be valid, it must be received, electronically or by post by the Registrar at:
Link Group,
PXS1,
Central Square,
29 Wellington Street,
Leeds,
LS1 4DL.
During normal business hours by 09:00 am on 24 July 2023 or, in the event of any adjournment of the meeting, 48 hours before the time of the adjourned meeting).
3. A vote withheld is not a vote in law, which means that the vote will not be counted in the calculation of votes for or against the resolution. If no voting indication is given, your proxy will vote or abstain from voting at his or her discretion. Your proxy will vote (or abstain from voting) as he or she thinks fit in relation to any other matter which is put before the Meeting.
4. If you return more than one proxy appointment, either by paper or electronic communication, the appointment received last by the Registrar before the latest time for the receipt of proxies will take precedence. You are advised to read the terms and conditions of use carefully. Electronic communication facilities are open to all shareholders and those who use them will not be disadvantaged.
5. The return of a completed form of proxy, electronic filing or any CREST Proxy Instruction will not prevent a shareholder from attending the meeting and voting electronically, if he/she wishes to do so.
6. CREST members who wish to appoint a proxy or proxies through the CREST electronic proxy appointment service may do so for the Meeting (and any adjournment of the Meeting) by using the procedures described in the CREST Manual (available from www.euroclear.com). CREST Personal Members or other CREST sponsored members, and those CREST members who have appointed a service provider(s), should refer to their CREST sponsor or voting service provider(s), who will be able to take the appropriate action on their behalf.
7. In order for a proxy appointment or instruction made by means of CREST to be valid, the appropriate CREST message (a 'CREST Proxy Instruction') must be properly authenticated in accordance with Euroclear UK & Ireland Limited's specifications and must contain the information required for such instructions, as described in the CREST Manual. The message must be transmitted so as to be received by the issuer's agent (ID RA10) by 09:00 am on 24 July 2023 (being not less than 48 hours before the time for the holding of the meeting or any adjourned meeting). For this purpose, the time of receipt will be taken to mean the time (as determined by the timestamp applied to the message by the CREST application host) from which the issuer's agent is able to retrieve the message by enquiry to CREST in the manner prescribed by CREST. After this time, any change of instructions to proxies appointed through CREST should be communicated to the appointee through other means.
8. CREST members and, where applicable, their CREST sponsors or voting service providers should note that Euroclear UK & International Limited does not make available special procedures in CREST for any particular message. Normal system timings and limitations will, therefore, apply in relation to the input of CREST Proxy Instructions. It is the responsibility of the CREST member concerned to take (or, if the CREST member is a CREST personal member, or sponsored member, or has appointed a voting service provider(s), to procure that his CREST sponsor or voting service provider(s) take(s)) such action as shall be necessary to ensure that a message is transmitted by means of the CREST system by any particular time. In this connection, CREST members and, where applicable, their CREST sponsors or voting system providers are referred, in particular, to those sections of the CREST Manual concerning practical limitations of the CREST system and timings. The Company may treat as invalid a CREST Proxy Instruction in the circumstances set out in Regulation 35(5)(a) of the Uncertificated Securities Regulations 2001.
9. Any corporation which is a shareholder can appoint one or more corporate representatives who may exercise on its behalf all of its powers as a shareholder provided that no more than one corporate representative exercises powers in relation to the same shares.
10. As at 30 June 2023 (being the latest practicable business day prior to the publication of this Notice), the Company's ordinary issued share capital consists of 2,858,559,995 ordinary shares, carrying one vote each. Therefore, the total voting rights in the Company as at 30 June 2023 are 2,858,559,995.
11. Under Section 527 of the Companies Act 2006, shareholders meeting the threshold requirements set out in that section have the right to require the Company to publish on a website a statement setting out any matter relating to: (i) the audit of the Company's financial statements (including the Auditor's Report and the conduct of the audit) that are to be laid before the Meeting; or (ii) any circumstances connected with an auditor of the Company ceasing to hold office since the previous meeting at which annual financial statements and reports were laid in accordance with Section 437 of the Companies Act 2006 (in each case) that the shareholders propose to raise at the relevant meeting. The Company may not require the shareholders requesting any such website publication to pay its expenses in complying with Sections 527 or 528 of the Companies Act 2006. Where the Company is required to place a statement on a website under Section 527 of the Companies Act 2006, it must forward the statement to the Company's auditor not later than the time when it makes the statement available on the website. The business which may be dealt with at the Meeting for the relevant financial year includes any statement that the Company has been required under Section 527 of the Companies Act 2006 to publish on a website.
12. You may not use any electronic address (within the meaning of Section 333(4) of the Companies Act 2006) provided in either this Notice or any related documents (including the form of proxy) to communicate with the Company for any purposes other than those expressly stated.
13. A copy of this Notice and any other information required by Section 311A of the Companies Act 2006, can be found on the Company's website at www.eurasiamining.co.uk.
14. Virtual Meeting Attendance
The Company is pleased to be able to offer facilities for Shareholders to attend, ask questions and vote at the AGM electronically in real time should they wish to do so. The details are set out below.
Instructions on how to join the virtual meeting, vote and ask questions via the video webcast.
Logging in:
In order to join the AGM electronically, vote and ask questions via the platform, Shareholders will need to connect to the following site https://web.lumiagm.com. Lumi is available as a mobile web client, compatible with the latest browser versions of Chrome, Firefox, Edge and Safari and can be accessed using any web browser, on a PC or smartphone device.
Once you have accessed https://web.lumiagm.com from your web browser on a tablet or Computer, you will be asked to enter the Lumi Meeting ID, which is 156-228-828. You will then be prompted to enter your unique 11 digit Investor Code (IVC) including any leading zeros and 'PIN'. Your PIN is the last 4 digits of your IVC. This will authenticate you as a shareholder.
For certificated holdings, Your IVC can be found on your share certificate. Signal Shares users will also find their IVC under 'Manage your account' when logged in to the Signal Shares portal (www.signalshares.com). You can also obtain your IVC by contacting Link Group, our Registrar, by calling +44 (0) 371 277 1020*
For holdings through Nominee accounts, your Nominee will provide you with a unique IVC and PIN codes with which to access the meeting, upon request. Please contact the Corporate Actions team at your Nominee, or login to your Nominee client account.
Access to the virtual AGM will be available from 30 minutes before meeting start time, although the voting functionality will not be enabled until the Chairman of the meeting declares a poll open. During the AGM, you must ensure you are connected to the internet at all times in order to vote when the Chairman commences polling on the Resolutions. Therefore, it is your responsibility to ensure connectivity for the duration of the AGM via your wi-fi. A user guide to the Lumi platform is available on our website at: https://www.eurasiamining.co.uk/investors/circulars-notices.
If you wish to appoint a proxy other than the Chair of the meeting and for them to attend the virtual meeting on your behalf, please submit your proxy appointment in the usual way before contacting Link Group on +44 (0) 371 277 1020* in order to obtain your appointee's IVC and PIN. It is suggested that you do this as soon as possible and at least 48 hours (excluding non-business days) before the meeting.
If your shares are held within a Nominee you should receive further instructions from your Nominees Corporate Actions teams in due course, or will be notified through your online Nominee client account/ portal. If you do not receive a notification please contact your Nominee provider as soon as possible. Your nominee will need to present a corporate letter of representation to Link Group, the Company's registrar, as soon as possible and at least 72 hours (excluding non-business days) before the meeting, in order that they can obtain for you your unique IVC and PIN to enable you to attend the virtual meeting.
*Lines are open from 9.00 a.m. to 5.30 p.m. Monday to Friday, calls are charged at the standard geographic rate and will vary by provider. Calls outside the UK will be charged at the applicable international rate.
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