Annual Report • Apr 30, 2025
Annual Report
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AltynGold plc ANNUAL REPORT AND CONSOLIDATED FINANCIAL STATEMENTS for the Year Ended 31 December 2024 2 | AltynGold plc Annual Report 2024 2 | AltynGold plc Annual Report 2024 Strategic Report At a glance 2 History of the areas of exploration 4 Chairman’s statement 7 Chief Executive Ocer’s review 8 Financial performance 12 Market review and share price performance 13 Our strategy and business model 15 Principal risks and uncertainties 16 Non-nancial and sustainability information statement 18 Directors’ Section 172 statement 23 Corporate social responsibility 25 Mineral resources statement 29 Corporate Governance Corporate Governance Statement 34 Board of Directors 37 Directors Report 39 Statement of Directors’ Responsibilities 42 Audit committee report 43 Remuneration Committee - Statement 44 Annual remuneration report 45 Remuneration policy report 50 Independent Auditors’ Report 51 Financial Statements Consolidated Income Statement and Statement of Comprehensive Income 58 Consolidated Statement of Financial Position 59 Company Statement of Financial Position 60 Consolidated Statement of Changes in Equity 61 Company Statement of Changes in Equity 62 Consolidated Statement of Cash Flows 63 Company Statement of Cash Flows 64 Notes to the Financial Statements 65 Notice of Annual General Meeting 91 WELCOME TO ALTYNGOLD PLC AltynGold Plc (LSE: ALTN) is an exploration and development company, with a gold producing mine in Kazakhstan. The Company has been listed on the main market segment of the London Stock Exchange since 2014. To read more about AltynGold Plc visit our website www.altyngold.uk. AT A GLANCE AltynGold’s main exploration and production assets are its 100% interest in the Sekisovskoye gold mine and its 100% interest in the exploration site at TerenSai. The gold mine and the exploration site are based in north east Kazakhstan. In the most recent CPR in 2019 (page 27 of the Annual Report) the Sekisovskoye site has proved gold reserves of 3.47Moz and probable reserves of 0.33Moz. In 2024, the Company sold 38,708oz increasing 18% from the prior year of 32,765oz. Production and prots have been increasing in line with the budgeted plan for the mine, in 2024 net prot after tax was $26.4m (2023: $11.3m and is targeted to be materially higher in 2025 with the addition of the third line of processing. The mining licence for Sekisovskoye is valid until 17 July 2029, and the exploration licence for Teren Sai until March 2026. The Company has the option to extend both licenses for further extensions in the future. The Teren Sai Project is made up of a number of exploration targets in an area adjacent to the Sekisovskoye mine site. The Company is currently concentrating on the exploration site designated as area 2 with a view to preparing this site for production during 2025. This will involve agreement of the production plan with the authorities prior to commencement of site preparation, with the initial extraction of gold being from open pit. At Teren Sai the proved reserves amount to 0.8moz and probable reserves of 0.65moz. The CPR for the Teren Sai site is shown on page 29 of the annual report. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS AltynGold plc Annual Report 2024 | 3AltynGold plc Annual Report 2024 | 3 OPERATIONAL HIGHLIGHTS FINANCIAL HIGHLIGHTS US$26.4m COMPANY PROFIT AFTER TAX (2023: US$11.3m) US$50.9m ADJUSTED EBITDA (2023: US$22.3m) US$20.4m COMPANY REPAID BORROWINGS (2023: US$16.6m) US$49.7m NET DEBT AT THE YEAR END (2023: US$53m) 750,045t ORE PROCESSED (2023: 701,000t) US$992/oz OPERATING CASH COST (2023: US$1,041/oz) 37,279oz GOLD POURED (2023: 33,110oz) 85.4% GOLD RECOVERY RATE (2023: 83.6%) 2.29g/t MINED GOLD GRADE (2023: 2.08g/t) AltynGold plc Annual Report 2024 | 3 Development of the processing capacity to 1mtpa was completed in December 2024 as previously indicated by management. Transport decline 1 is at sea level, decline 2 is at +34masl (2023: both declines at 49masl)] Development of the shaft and tunnelling amounted to 4,079 linear metres, (2023: 6,432 linear metres). Exploration drilling of blastholes at Sekisovskoye amounted to 216,000 linear metres (2023: 115,116 linear metres). UNDERGROUND DEVELOPMENT & EXPLORATION KEY ACHIEVEMENTS IN 2024 The key highlights are documented below: US$94.5m TURNOVER (2023: US$64m) +46.1% 38,708oz GOLD SOLD (2023: 32,765oz) +18% US$2,441oz AVERAGE GOLD PRICE ACHIEVED (INCLUDING SILVER), (2023: US$1,967oz) +24% STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 4 | AltynGold plc Annual Report 2024 HISTORY OF THE AREAS OF EXPLORATION 1. Sekisovskoye The Sekisovskoye deposit is the Company’s core asset and is located close to the village of Sekisovka, approximately 40km from the north east Kazakhstan regional capital, Ust Kamenogorsk. The current licence expires in July 2029. The mineral rights at Sekisovskoye are held by a 100% owned subsidiary of the Company, DTOO GRP Baurgold, and the processing plant is owned by a 100% owned subsidiary of the Company TOO GMK Altyn MM. The Sekisovskoye deposit was discovered in 1833 with surface mining taking place during the periods 1833 to 1847, 1932 to 1935, and 1943 to 1946. From 1975 to 1986, a range of exploration work was carried out. Between 1978 and 1982 “AltaiZoloto” of the Ministry of Non-Ferrous Industry, KazSSR, mined the oxidised area of the ore body. In 2003, under Hambledon Mining’s ownership (subsequently renamed to AltynGold Plc), further exploration work was undertaken and gold production from the mine and processing plant commenced in 2008. In 2019, the Company received the ndings of the mining consultant, Ernst and Young’s Competent Persons Report on the mine, which demonstrated substantial JORC reserves and resources, see page 21 for further details. Signicant capital expenditure was incurred from 2020, with the Company establishing a platform to signicantly increase production, and purchase additional mining equipment. The Company obtained additional funding in 2023 to expand the processing plant in order to increase its production capacity, moving to a processing plant capacity of 1mtpa in 2024. 4 | AltynGold plc Annual Report 2024 AltynGold plc Annual Report 2024 | 5 STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTSSTRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 2. TerenSai Ore Fields In May 2016, the Company was awarded the subsoil exploration contract to conduct exploration testing at the TerenSai ore eld for the 6 year term, this expired in May 2022 and the Company that holds the licence in Kazakhstan applied to extend the licence for a further 2 years, which was granted in March 2024. The licence for further exploration is until March 2026, the Company plans to nalise exploration works in 2025, and submit plans to the authorities to prepare the site for production during 2025. The Company believes from the exploration drilling conducted that this project has the potential to contain signicant gold resources. A CPR was conducted in 2019 (see the report on page 23) which was very positive. The site has the potential to add signicantly to the production output of the Company in the future. The Company is currently conducting further drilling and the aim is to move to the production phase during 2025. AltynGold plc Annual Report 2024 | 5 6 | AltynGold plc Annual Report 2024 6 | AltynGold plc Annual Report 2024 AltynGold plc Annual Report 2024 | 7 Dear Shareholders, The Board is pleased to report that 2024 marked a record year for AltynGold, with revenues rising 46.1% year-on-year to US$94.5 million, supported by a 10% uplift in gold poured and a favourable pricing environment. These results highlight the strength of our operational execution and careful cost discipline, with the Company remaining a low cost producer. The average gold price rose to US$2,641/oz in Q4, enabling the Company to make record operating prots, with an adjusted EBITDA in excess of US$50m. Such results further underpinning management’s intention to invest further in production enhancements to grow the Group’s business in the coming couple of years. Our performance is also a clear demonstration of our ability to consistently execute the Company’s growth strategy. In December, the third production line at Sekisovskoye was successfully commissioned on time and budget, increasing processing capacity by 50% to 1Mtpa. This marks a signicant milestone in our development, reecting the dedication of our management and sta, whose commitment remains a key driver of our progress. Financial strength and capital discipline Our nancial performance in 2024 has strengthened the Company’s balance sheet. We continued to reduce bank debt in line with our repayment schedule and, in July, completed a Bond issue successfully raising US$10m on the Astana Stock Exchange. Thorough capital management remains our core principle, ensuring the ability to fund growth while maintaining appropriate debt levels. The strong cash generation achieved this year provides a solid platform to support the Company’s medium-term capital expenditure plans and strategic objectives. Responsible operations and governance AltynGold remains committed to operating responsibly and transparently, guided by our core values of accountability, integrity and sustainability. In 2024, we marked our fourth consecutive zero-incident year, reecting our robust health and safety culture and the eectiveness of our training and prevention programmes. The Company as last year had no reportable injuries that resulted in mine stoppages. Across our operations, we strive to maintain close engagement with our workforce and local communities, and we remain focused on further embedding ESG considerations into our decision- making and operational processes. As part of our commitment to future growth to help ensure broader institutional appeal, we are evaluating enhancements to our governance framework that align with international standards. Outlook and long-term growth With the expanded capacity now in place, AltynGold enters its next phase of growth. The Company is targeting a full-years production of over 50,000 ounces in 2025, which, if achieved, would mark a 60% increase in just two years. As a well-established operator with over two decades of experience in Kazakhstan, we continue to benet from deep regional knowledge, industry connectivity, strong local partnerships, and a proven ability to deliver in a complex operating environment. Our long-term vision is to build AltynGold into a multi-asset, multi-jurisdiction gold producer. In 2024, we made steady progress toward this goal advancing preparations for the TerenSai project, and we are actively reviewing several additional domestic growth opportunities including advanced-stage targets that could diversify our asset base and support sustained growth. Kazakhstan remains a favourable and increasingly open jurisdiction for mining investment, and we are well-positioned to benet from this evolving landscape. 2024 has been an inexion point for AltynGold, both operationally and strategically. With the foundation now laid for increased production and a clear roadmap for expansion, we remain condent in the Company’s ability to meet its longer term growth targets. The management team remains fully focused on delivering consistent operational performance and creating long- term value for all stakeholders. On behalf of the Board, I would like to thank our employees, management and fellow directors for their dedication, hard work and contribution throughout the year. I would also like to extend our gratitude to our shareholders and partners for their continued trust and support. We look forward to updating you further as we continue to grow the Company into a leading regional gold producer. Kanat Assaubayev Chairman 24 April 2025 AltynGold remains committed to operating responsibly and transparently, guided by our core values of accountability, integrity and sustainability” CHAIRMAN’S STATEMENT AltynGold plc Annual Report 2024 | 7 STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 8 | AltynGold plc Annual Report 2024 Overview In 2024, the Company successfully delivered its key strategic objectives, marking consistently improving operating performance for AltynGold, key highlights including: • Increasing processing capacity at Sekisovskoye to 1Mtpa. The plant expansion and associated maintenance upgrade works were completed on time and within budget at the end of December 2024, with minimal disruption to operations. Reecting well on our engineering and mining teams, whose focus on delivering the Company’s projects to high quality standards and tight timeframes positions the business well for the future. • The development of TerenSai, with further exploration works in line with the agreed work plan. The move to the next phase of planned development, which will prepare the site for production, remains in line with the budgeted timeframe to commence in Q3 2025. • Raising capital in the most cost-eective and timely manner. • Laying the groundwork for value creation by actively reviewing additional potential domestic growth opportunities. Operational Developments A primary focus in 2024 was the expansion of the processing plant at Sekisovskoye, with a considerable amount of management time and capital expenditure allocated to aligning production capacity with our ore extraction target of 1 million tonnes per annum (mtpa). I’m proud to report that the plant upgrade was completed as planned in December, and the facility is now operating at its new design capacity. Ore extraction for the year totalled 750,000t, with processing volumes reaching nearly 594,000t. With the enhanced capacity now fully commissioned, we are targeting gold production of over 50,000oz in 2025. During 2024 the Company saw the continued development of its underground infrastructure, including 4,079 linear metres (2023: 6,432) of tunnelling and 216,000 linear metres (2023: 151,116) of blast hole drilling. Exploration drilling amounted to 19,200 linear metres (2023: 11,756), supporting future mine planning and reserve growth. As the mine deepened, we progressed our twin declines, with Decline No. 1 reaching +0masl in January 2025 and Decline No. 2 to +34masl by year-end. Backlling, ventilation, and drainage works progressed in parallel, with new infrastructure installed for main fan units on Decline No. 2. The Company is now well placed in 2025 to supply the increasing ore quantities needed for the enhanced capacity at the processing plant. In parallel with operational progress at Sekisovskoye, exploration activities continued at the TerenSai licence area in line with the approved work programme. During the year, the Company drilled 54 core holes totalling 17,535 linear metres, targeting the delineation of key ore bodies across multiple zones. The data is currently being analysed to rene geological models and support the development of a more detailed mine plan. Subject to results and regulatory approvals, we anticipate preparing the site for initial development in Q3 2025. The key production gures are shown below: Mining results ore extraction 2024 2023 Ore mined t 750,045 701,465 Gold grade g/t 2.10 2.01 Silver grade g/t 2.53 2.14 Contained gold oz 50,739 45,270 Contained silver oz 60,968 48,199 Mining results processing 2024 2023 Crushing T 680,489 595,457 Milling T 593,612 591,975 Gold grade g/t 2.29 2.08 Silver grade g/t 2.67 1.96 Gold recovery % 85.42 83.6 Silver recovery % 75.38 73.47 Contained gold oz 43,644 39,607 Contained silver oz 50,871 37,258 Gold Poured oz 37,279 33,110 Silver poured oz 38,349 27,372 With the enhanced capacity now fully commissioned, we are targeting gold production of over 50,000oz in 2025.” CHIEF EXECUTIVE OFFICER’S REVIEW AltynGold plc Annual Report 2024 | 9 Sekisovskoye planned operations in 2025 The completion of the processing plant in 2024 has released resources that were previously committed to the expansion of the processing plant. The plan for 2025 is to ensure that the planned output for Sekisovskoye is met, implying a monthly processing output of 83kt. The map of the underground shows the projected development in 2025, with further development of the declines and planned extraction of ore. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 10 | AltynGold plc Annual Report 2024 TerenSai In relation to TerenSai, the following map indicates the current targets within the prospective exploration site, and the location of the site relative to Sekisovskoye. The plots marked 5, 4 and 2 show the prospective drilling sites, the area as delineated in red was returned to the government, and was the original exploration area. The scheme of the contract territory with a return site and 3 sites for evaluation works with an area of 4,489 sq.km CHIEF EXECUTIVE OFFICER’S REVIEW continued AltynGold plc Annual Report 2024 | 11 Capital requirements We maintained strict cost control across the business, ensuring that our capital expenditure programme remained aligned with our balance sheet strength and future cash ows. To support this, we successfully raised US$10 million on the Astana International Exchange and continued to reduce bank debt in line with our repayment plan. The CAPEX budget, as outlined below, primarily relates to the continued development of the mining works at Sekisovskoye, specically the development of the declines and the nal amounts payable in relation to the expansion of the processing plant and enhancement of the tailings dam. Prepayments have already been made in relation to several items in the 2024 budget, including the amount payable for the milling equipment required to expand the processing plant’s capacity. Regarding TerenSai, the current capital expenditure (capex) budget, as outlined below, relates to the committed capex works as agreed upon with the Kazakh mining authorities for the further exploration works envisaged during the 2-year licence period. Further advancement of the TerenSai project to full production will subsequently depend on raising additional funding. Projected capital expenditure Total US$m 2025 US$m 2026 US$m 2027 US$m Underground development 24 9 7 8 Infrastructure - buildings and facilities 18 7 6 5 Prospect drilling 6 3 2 1 TerenSai work program 5 5 - - Underground mining equipment 4 4 - - Tailings dumps 1 1 - - Process plant equipment 3 3 - - Total 61 32 15 14 Outlook With a major infrastructure programme at Sekisovskoye now complete and processing capacity at full scale, we are positioned to deliver substantial production growth and operating eciencies in 2025. The completion of the plant expansion has freed up internal resources that were previously dedicated to the upgrade, enabling us to focus on meeting our increased output targets. Our clear focus for 2025 is to maintain a steady processing rate of 83Kt per month. In 1Q 2025 the volume of ore processed was 208kt. The new line was bedded in January, with output steadily increasing on a monthly basis with a output of 75kt in March 2025. With the processing plant now stabilised, we are condent in achieving full-year production of over 50,000 ounces, representing a 60% increase over two years. We continue to assess various regional and domestic growth opportunities, including advanced-stage assets that could support AltynGold’s ambition to become a multi-asset, multi-jurisdictional gold producer. Kazakhstan remains a well- established and increasingly attractive mining jurisdiction, and we are encouraged by the investment climate and regulatory engagement. Our team’s consistent delivery against strategic objectives reinforces our condence in AltynGold’s long-term potential. I would like to extend my sincere thanks to our employees, partners, and stakeholders for their continued dedication and support. Aidar Assaubayev CEO 24 April 2025 STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS ANNUAL GOLD POURED (OZ) 37,279 2024 2023 2022 37,279 33,110 34,023 ANNUAL GOLD SALES (OZ) 38,708 2024 2023 2022 38,708 32,765 34,499 REVENUE - GOLD/SILVER (US$M) 94.5 2024 2023 2022 94.5 63.7 61 OPERATING CASH COST OF PRODUCTION (US$/OZ) 992 2024 2023 2022 992 1043 805 EBITDA - ADJUSTED (US$M) 50.9 2024 2023 2022 50.9 22.3 21.9 NET ASSETS (US$M) 82.2 2024 2023 2022 82.2 70.7 62.2 FINANCIAL PERFORMANCE KEY PERFORMANCE INDICATORS The revenue for the year increased as a result of a stronger gold price during the period, combined with the increased level of production and gold grades achieved in the year. During 2024, the Company sold 38,708oz of gold (2023:32,765oz) at an average price US$2,441per oz (2023: US$1,967). Due to the higher gold price the revenue saw a signicant increase, increasing to $94.5m for the gold output from US$63.6m. The rening of the dore is carried out by the Kazakh national renery, which, as in prior years takes 100% of the output produced at the prevailing US Dollar spot prices. Costs have risen during the period, with the total cost of sales increasing from US$41m to US$47m. The principal factors for the change are the increased costs of ore extraction paid to subcontractors of US$2.6m, and US$1.9m being an increase in mineral extraction taxes. In both cases, these result from higher rates being charged combined with an increase in the volume of ore extracted and processed. In addition, due to the increase in processing capacity, the employee count has increased from 477 to 530 adding an additional US$1m to the payroll cost. Ore mined increased again from the prior year of 701,000t to 750,000t. The budgeted production schedule for 2025 is to increase this to 1mtpa during 2025 to feed the increased production capacity of the processing plant. In 2024 production resumed to normal budgeted levels of 37,279oz (2023: 33,110 oz). This was aided by an increase in recovery levels which also increased to 85.5% (2023 83.6%). Total cash cost of production, which includes administrative costs but excludes depreciation and provisions, amounted to US$1,162/oz, (2023: US$1,254/oz). Operating cash costs excluding administrative costs amounted to US$992/oz (2023: US$1,041/ oz). As noted above due to the increase in capacity, costs have increased overall, but as noted last year as production increases the expectation is that operating cash costs will decrease. Administrative costs decreased to US$6.6m in (2023: US$7.0m) and reect the one-o nature of certain 2023 costs relating to the plant expansion, such as consultancy and increased transport costs which were incurred in 2023. The Company realised a gross prot of US$49m (2023: US$23.3m) and net prot after tax of US$26.4m (2023: US$11.3m). Adjusted EBITDA increased to US$50.9m (2023: US$22.3m). Details of the calculation are shown in note 13 of the nancial statements. Cash at year end was US$10.4m (2023: US$5.5m). The movement in funds is principally due to the following; • Cash generated from operations after movements in working capital amounted to US$29.4m (2023: US$14.7m), reecting the strong growth in revenue. • Funds utilisation included US$21.9m in relation to capital asset acquisitions (2023: US$40.2m), a signicant reduction as the plant upgrade is essentially complete. • US$20.4m (2023: US$16.6m) in relation to repayment and servicing of debt and • New loans raised amounted to US$22.4m (2023: US$51.5m), principally utilised to modernise and expand the processing plant. The overall level of debt as of the end of 2024 stood at US$60m (2023: US$58m), the build-up of debt was necessary for the expansion of the processing plant. This is set to decrease by US$20m under current repayment plans during 2025 as the loans are repaid. Gearing as measured by the Company is on the following basis, net debt (being total debt less cash balances) divided by total capital (equity plus debt). This is set to decrease from over 35% at the end of 2024 to under 25%, by the end of 2025. 12 | AltynGold plc Annual Report 2024 AltynGold plc Annual Report 2024 | 13 STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS FTSE 350 MINING INDEX GOLD PRICE US$/OZ ALTN AGAINST FTSE 350 MINING INDEX ALTN P PER SHARE KZT/USD FTSE 350 MINING INDEX AGAINST ALTN MARKET REVIEW AND SHARE PRICE PERFORMANCE 5000 6000 7000 8000 9000 10000 11000 12000 13000 14000 Jan 24 Feb 24 Mar 24 Apr 24 May 24 Jun 24 Jul 24 Aug 24 Sep 24 Oct 24 Nov 24 Dec 24 1,500 1,700 1,900 2,100 2, 300 2, 500 2, 700 2,900 Jan 24 Feb 24 Mar 24 Apr 24 May 24 Jun 24 Jul 24 Aug 24 Sep 24 Oct 24 Nov 24 Dec 24 ALTN% FTSE 350% Jan 24 Feb 24 Mar 24 Apr 24 May 24 Jun 24 Jul 24 Aug 24 Sep 24 Oct 24 Nov 24 Dec 24 -40% -20% 0% 20% 40% 60% 80% 100% 120% 140% 160% 400 420 440 460 480 500 520 540 Jan 24 Feb 24 Mar 24 Apr 24 May 24 Jun 24 Jul 24 Aug 24 Sep 24 Oct 24 Nov 24 Dec 24 FTSE 350 Mining Index Altyn plc 0 0.2 0.4 0.6 0.8 1 1.2 1.4 1.6 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 50.0 100.0 150.0 200.0 250.0 300.0 Jan 24 Feb 24 Mar 24 Apr 24 May 24 Jun 24 Jul 24 Aug 24 Sep 24 Oct 24 Nov 24 Dec 24 STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 14 | AltynGold plc Annual Report 2024 Commentary AltynGold share price commenced the year at a level of £1.06. During the year there was a signicant uplift in the share price reecting the increased productivity of the Company, combined with the rapid increase in the price of gold. This has moved the share price up to a range of £3.80 and above. The market capitalisation of the Company has increased substantially and is now in the range of £108m based on a share price of £3.80. With increasing volatility due to the current economic climate and upward pressure on the price of gold, the share price still appears to have further upward momentum. The Company’s strategy has been focused on growth by expanding its productive capacity, by adding a third processing line and upgrading its mining equipment. This was achieved at the end of December 2024 with the additional production line coming on stream in 2025. Charts below show that the gold price rose in the period moving from the US$2,000oz range breaching the signicant US$3,000oz mark during 2025. Current forecasts do not see any signicant correction in the midterm. The exchange rate in the prior year was at 450 Kazakh Tenge to a Dollar. This has moved to a higher level and is currently trading around KZT500. As dollar loans are reduced during the year this will benet the Company given foreign currency denominated revenue. MARKET REVIEW AND SHARE PRICE PERFORMANCE continued 14 | AltynGold plc Annual Report 2024 AltynGold plc Annual Report 2024 | 15AltynGold plc Annual Report 2024 | 15 Our business model is two-pronged, consisting of the continued development of the agship underground Sekisovskoye mine while seeking further growth opportunities at the adjacent TerenSai Ore Fields. For Sekisovskoye, the short term target is to reach an annual ore extraction level of 1mtpa, which will be further increased to 2mtpa over the longer term. For TerenSai, the initial drilling tests have already indicated grades of 1.8g/t which will be extracted from open pit mining operations. In combination, our strategy aims to achieve a longer term target of 100,000oz annual gold production. In addition to the above, the Company is always evaluating other projects to complement existing operations with potential acquisitions. Mining The Company has a proven track record with its successful development of the Sekisovskoye mine. We intend to continue the expansion of Sekisovskoye mine in the most cost eective and ecient manner, while moving TerenSai to the production phase; initially open pit then underground. Development The underground mine and processing facility need to be further developed in order to access signicant ore reserves at increased depth which should extend the life of the Sekisovskoye mine. The development of open pit operations at TerenSai should allow an increase in production, moving annual output of gold produced towards 100,000oz per annum. Exploration The Company has been conducting extensive exploration at the TerenSai site with the completed CPR and extraction of test production yielding good results. Growth We are committed to adding value to our shareholders by setting solid foundations for future production growth. As such, we frequently evaluate investment opportunities in Kazakhstan and Central Asia in case of potentially synergetic additions to our core assets. DevelopmentExploration Growth and Evaluation Mining Develop Continue to develop our high grade underground mine at Sekisovskoye Grow Production and asset base growth via the highly prospective Karasuyskoye Ore Fields Progress Continue to grow OUR STRATEGY AND BUSINESS MODEL STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS PRINCIPAL RISKS AND UNCERTAINTIES The Company has reviewed the principal risks associated with the development of the Company, and there has been no material changes in the level or likelihood of the risks. The Company has considered the current situation in relation to, the eect of environmental factors, and the current political and economic environment, details of which are noted below: Risks Mitigation Technical diculties developing the underground mine at Sekisovskoye and exploration site at TerenSai Encountering technical diculties in further developing the underground mine at Sekisovskoye and developing the site at TerenSai to bring the prospective exploration site into production would be negative for the future of the Company. To mitigate this, the Company uses external consultants as appropriate to provide technical assistance when required, and works to a mine plan and budget that is regularly checked and updated. The current test production at TerenSai indicates that the production of dore from the site is technically feasible. A further exploration work program is now in place to commence in the rst half of 2025, and a production plan in relation to future development of the site is being prepared and will be rened once the exploration phase is completed at Area No 2. Failure to achieve production estimates Failure to achieve production estimates could arise due to various circumstances, not least mining issues, processing plant issues and breakdowns, and political and other disruptions. Given that Company revenues are dependent on producing gold and silver from the Sekisovskoye mine, failure to achieve production targets would adversely aect the Company’s protability and ability to generate cash. The Company mitigates this risk by careful operational planning and detailed technical appraisal work, as well as regular maintenance work. The Company’s management has analysed the risks and uncertainties and has in place control systems that monitor daily the performance of the business via key performance indicators. Certain factors are beyond the control of the Company such as the uctuations in the price of gold and possible political upheaval. However, the Company is aware of these factors and tries to mitigate these as far as possible. In relation to the gold price the Company is pushing to achieve a lower cost base in order to minimise possible downward pressure of gold prices on protability. In addition, it maintains close relationships with the Kazakhstan authorities in order to minimise bureaucratic delays and problems. Fiscal changes in Kazakhstan Given that Altyn operates solely in Kazakhstan, the Company is naturally at risk of adverse changes to the scal regime in the country. However, the country is outward looking and committed to attracting foreign direct investment. Kazakhstan has hosted international exhibitions and sporting events, and is positively encouraging investment, including relaxing visa requirements. We therefore believe that the Kazakh government is aligned with potential foreign investors and would be very cautious in implementing any scal changes that could deter investment. Recent tax audits of the subsidiary companies have not revealed any material discrepancies. The Company has consulted with the tax authorities and provided all necessary information as and when required, and will seek expert tax advice as and when necessary. No access to capital Funding Sekisovskoye - in order to continue with the underground development at Sekisovskoye, the Company must incur additional capital expenditure. The Capital raised recently has provided sucient investment for the company to move towards its medium term target of increasing the productive capacity. In order to develop the site at Teren Sai and Sekisovskoye to their full potential the Company is dependent on cash from external sources to develop the mine after this point and therefore its future is at risk if funds from these external sources are unavailable. The Company is developing a number of lines of funding to provide the required level of funding. The Assaubayev family, who benecially own the majority of the shares, has invested in and provided loans to the Company in the past and is keen to see the Company succeed. However, without further external funding to complete the underground mine, production would proceed at a much slower pace. The Company maintains good relations with its banks and bond holders who have proved to be a good source of funds at reasonable rates for the current expansion program. Commodity price risk The Company generates its revenue from the sale of gold and silver that it has produced. While the Company has no control over commodity prices, it is in a fortunate position of having a very robust mine and development project in Sekisovskoye that can withstand prolonged weak precious metals prices. The Company is signicantly increasing production, once further equipment is obtained. The lower resulting cash cost of production will provide a signicant buer from falling commodity prices. The Company is looking at alternative sources of supply on a regular basis, and extending and developing its supply chains to maintain quality but at keen prices. 16 | AltynGold plc Annual Report 2024 AltynGold plc Annual Report 2024 | 17 Risks Mitigation Inationary & Currency risk Inationary pressures are increasing throughout the world, leading to higher commodity and overhead costs. In Kazakhstan this is balanced by the fact that some costs are paid in Kazakh Tenge, but the revenues are earned in dollars. The US Dollar has maintained a level in the current year at the level averaging KZT470 against KZT450 in 2023, but in 2025 is up to KZT 500. As the revenue is generated in US Dollars, any strengthening of the US Dollar against the Kazakh Tenge will favour the Company, as a number of costs are being met locally in Kazakh Tenge. The Company will try to mitigate the eect as previously mentioned by expanding the sourcing of its supplies. Reliance on operating in one country Currently, all of the Company’s mining assets are in Kazakhstan. The Company believes that Kazakhstan has signicant future mineral potential, hence the choice of jurisdiction. The Company makes it its business to be well informed of any in-country changes which may adversely aect the business. While the Company knows and understands Kazakhstan well and hence has a strong position in-country, it has stated that it would look at other opportunities in the future within the Central Asia region and this may mitigate risk. Altyn’s reliance on one operation Currently, the Company only generates revenue from one mine - Sekisovskoye. The Group has recently extended the licence for a further two years at Teren Sai, with a view to developing this asset to achieve production in the future. This will diversify the Company from the reliance on one site. The Company is also always looking to develop other business opportunities to complement the existing operations. Political uncertainties Kazakhstan historically has close ties with Russia which at present is under the continuing imposition of sanctions from a number of countries. Kazakhstan has not been aected by the imposition of sanctions and is attracting inward investment from a number of countries internationally. The Company maintains good relations with relevant government bodies and it has a stable and loyal workforce which is sourced locally near the mine and is largely insulated from the disruptions in the major cities. There have been no issues or disruptions with and the Company maintains good communications with its stakeholders to ensure any issues are highlighted and dealt with early. Health, safety and environmental issues The Company is aware of its obligations to all stakeholders in relation to maintaining a safe work environment. It liaises on a regular basis with the authorities and monitors and reports on a regular basis key environmental indicators such as air and water quality. There were no reported incidents of accidents in the year at the mine. The Kazakh authorities have recently reviewed and updated the environmental code in Kazakhstan. This has imposed a number of new regulations and requirements on the Company. The Company has reviewed its obligations under the code to ensure that it monitors and complies with the new requirements. The Company is also aware of its longer term obligations in relation to reducing its carbon footprint and aims to ensure that this is considered in its decision making processes and the impact and costs to the wider environment. The Company is also keenly aware of the impacts arising due to changes in the climate due to global warming, which may increase risks to the Company in terms of climatic changes such as extreme changes in weather and potential increase in ood risks. In this regard it has set up a board committee to monitor and progress its obligations. Further details in relation to the measures the Company is taking in relation to environmental issues are outlined in the sustainability information statement and its Corporate Responsibility Statement. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 18 | AltynGold plc Annual Report 2024 NON-FINANCIAL AND SUSTAINABILITY INFORMATION STATEMENT As required by The Companies (strategic report) (climate related nancial disclosure) Regulations 2022 (CFD), and the listing rule UKLR 6.6.6R, the Company’s actions have been mapped against the recommendations as developed by the task force on climate-related nancial disclosures (TCFD). The Company has reviewed the principal risks associated with climate change and sustainability, covering the physical risks associated with the climatic change of higher temperatures and changing weather patterns, and the transition risks associated with a move to net zero in terms of new technology and working practices. The report focuses on the two trading subsidiaries based in Kazakhstan that are included within the consolidated accounts of the parent AltynGold plc. The parent is not material to consider under CFD and TCFD as it operates as an administrative hub managing the trades of the subsidiaries and there is little impact from climate change. As part of the review the Company has considered the overall risks and the opportunities arising from the impacts of climate change. The mining industry is highly dependent on physical conditions to be able to operate eectively, and as such, future variations in weather patterns globally with climate change will increase vulnerability to operational and supply chain disruptions. Machinery used for mining, processing and transportation is also highly reliant on fossil fuels as a source of energy, making the industry carbon intensive and highly exposed to risk of change and adaption to new working practices. The climate change disclosures fall under four thematic pillars, governance, strategy, risk management, and metrics and targets. The Company has mapped its compliance with the recommendations below, and its future plans to enhance its compliance and reporting in each area in order to manage potential risks for the business. This report should be read together with the Company’s approach to environmental matters and levels of greenhouse gas emissions emitted as detailed in the Corporate Social Responsibility Report on page 25 of the Annual Report, in order to gain a full understanding of the compliance requirements of the TCFD framework. The Company has compiled in all respects with the disclosures under the CFD and TCFD regulations other than the following, those relating to a stress testing of the resilience of the Company to a two centigrade change in climatic conditions, setting of specic metrics and targets in relation to monitoring of the eects of climate change on the Company performance, and disclosure of Scope 3 emissions as noted on page 28. The Company is in the process of developing a fuller understanding of the emerging and changing eects that climate change may have on the Company, and is looking to consult with experts in the eld during 2025. Currently, there is no formal process in place yet for the Board of Directors to monitor and oversee progress against Greenhouse Gas (GHG) emissions and climate goals and targets. This governance process will be established once the GHG and climate related targets have been set, and monitoring, governance and reporting programs have been established. This work is already in progress as evidenced by the quantication and reporting of GHG emissions, the continuing development of a carbon reduction strategy and the completion of a Climate Risk Assessment (CRA) on key physical assets owned and managed by the Company. The Company is aiming to establish its metrics and targets to fully comply with the requirements of CFD and TCFD within 12-18 months. AltynGold plc Annual Report 2024 | 19 The Company is currently monitoring the risk of changing demand for its metal products under a low-carbon economy. As part of the next stage in the development of a strategy to monitor and adapt to various changes in the climate, the Company is in the process of developing models that would reect the eects that may arise as relevant to the trade of the Company and impact thereof. The physical and transitional risks as currently identied by the Company due to potential climate changes are detailed on page 18. Governance arrangements and strategy in assessing and managing climate-related risks and opportunities The Company regards this issue, as does the wider community, as growing in importance. In 2022 it appointed two independent Non-Executive Directors to oversee the Company’s compliance with local environmental laws, and to assess the impact of climate change and the move to net zero on the Company. To a large extent as described in the social responsibility report on page 25, the basis of the environmental approach is governed by the requirements of compliance with the environmental laws of Kazakhstan. The two Directors Maryam Buribayeva and Vladimir Shkolnik receive regular updates on a quarterly basis on the Company’s environmental matters as part of its ongoing obligations as a mining company in Kazakhstan. The reports are received from the environmental department that monitors the overall approach to compliance with environmental regulations and is responsible for climate related matters. The impact of climate change on the nancial and operational policies of the Company are part of the overall framework operated by the management to identify the risks and opportunities that may arise from adaption to climate related risks. The monitoring of the risks and opportunities arising will be assessed and at Board level by the executive Directors from the information received from the delegated board as noted above, and communicated with other Directors as actions are needed. The board committee will report to the main board on any issues of importance as they arise, in particular if there are any issues to consider in the overall strategic planning. During 2024 the carbon foot print and related matters were considered by the Directors as part of the plans in implementing the plant expansion. Process of identifying and assessing climate-related risks and opportunities identied and integrated into the overall operations of Company’s management process As the Company operates in a sensitive environmental industry in Kazakhstan, it has a dedicated environmental department that deals with its obligations under its mining licences. This department has been charged with the remit of assessing the impact of any climatic changes that may occur in the future on the operations of the Company, together with the consideration of the risks and opportunities of the transition of the Company to net zero. It is in the process of developing modelling to include identied climate related risks to assess in more detail the estimated nancial risks on the Company. The initial starting point for assessing climate related issues that may aect the Company is the environmental legislation in Kazakhstan. This will cover such matters as impact on the environment, pollution, managing resources and dealing with waste products. As the Company does operate in extreme climatic ranges of temperatures the physical risks are well known and monitored on a regular basis. This will form the basis of identifying the risks of environmental factors aecting the Company and are monitored on a monthly basis for reporting to the authorities if necessary and is part of the overall safety regime. The principal risks considered are physical factors, such as increasing temperatures, ooding and other associated matters, regulatory matters such as increases in taxes (pollution taxing) and environmental controls, supply chain and increasing costs of STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 20 | AltynGold plc Annual Report 2024 NON-FINANCIAL AND SUSTAINABILITY INFORMATION STATEMENT continued Climate related risk Financial impact on the Company Materiality and timing Risk management actions and strategy Flooding - in North Western Kazakhstan there was extreme ooding caused by snowmelt. This was an unusual and rst time occurrence on this scale which caused surface water ooding. There is a risk it could impact mine operations. The mine is located in North Eastern Kazakhstan, but it may pose a risk in the future. Currently with the upgrade works now complete the mine is well adapted. However severe oods hold potential to aect our operating costs, through increasing the amount of pumping required to remove water from mine pits, or lead to mining and processing delays. Short term - not material The management have reviewed the current pumping and water management procedures on site, and with the current upgrades and investment in equipment do not see a material impact. Additional training and review of procedures are being implemented and the situation will be kept under review. Extreme heat and dust - More extreme temperatures or longer dry season leading to heightened dust concentrations and additional costs associated with running dust suppression measures and ventilation at the mine site. Dust and ventilation is a priority air quality issue for the Company, arising due to mining activities, and is exacerbated by dry and windy conditions. Hotter and drier conditions with climate change will lead to higher dust concentrations, increasing operating costs associated with these controls, and increase in the amount of equipment needed. Short term - not material The Site operates in hot dry conditions in summer however there may be further investment needed in provision of further ventilation equipment and water provision for workers. The Company will evaluate potential costs and benets associated with investing in additional equipment as necessary, however with the recent mine upgrades it is not seen as signicant at present. materials and equipment as well as changes in technology. The Company assess risks and actions that may need to be taken as short term less than 2 years, medium term 10 years , and longer term 20 years, together with the likely of occurrence as low <10%, medium 10%-50%, and high >50%. In terms of quantifying risks the Company will assess each risk based on the potential cost/benet to the Company. The cost is based judgementally on the estimated impact on for example closure of the mine or benet from cost savings that may be made. The physical factors such as those noted below are deemed as more important, but as already noted as the companies operate in climatic extremes they are built into the overall risk assessment process. The risks and opportunities are initially assessed at subsidiary level and considered further at Board level as part of the overall strategy for the Company. The North West of Kazakhstan experienced severe ooding in 2024 aecting a large swathe of the country. In order to manage more severe ooding scenarios capital improvements were made to the ventilation and water management in the mine. In addition as part of the Company’s commitment to the local community investment is made to the local infrastructure on an ongoing basis. As part of this process of identifying the wider risks and opportunities the executive management will consider the future plans in relation to development of the mine at Sekisovskoye and the exploration site at TerenSai. This will cover as part of the review purchasing of equipment and resources, development of the infrastructure, transport of materials to and from the site, energy usage, and dealing with rehabilitation of the site in the future. At present this is being considered through internal evaluations. The Company has also been utilising external consultants to aid the Company in its evaluation processes as part of its normal environmental responsibilities. The Company is currently sourcing external consultants to increase the scope of reporting to cover a wider range of environmental, social and other matters. During the upgrade to the plant in 2024, the environmental impacts were considered as part of the overall planning and purchase of equipment and in 2025 the costs of rehabilitation of the site were reviewed bearing climatic and other factors in mind. Principal climate-related risks and strategy The two mining trading subsidiaries are both operating in Kazakhstan. Kazakhstan is a land locked country. In the interior of the continent it experiences extremes in temperatures ranging from -30c to +30c in Sekisovskoye where the mine is operational. Any impact in relation to changes in the climate are not expected to impact the operational capabilities of the Company as it already operates in an extremely challenging environment. There is expected to be minimal operational impact on the Company from physical changes in the environment in either Astana or Almaty which are the administrative hubs of the Company. AltynGold plc Annual Report 2024 | 21 Transition risks The risks and opportunities are identied below it is uncertain as to the nancial eect or the time scale in relation to various risk factors identied. The Company has recently nished a signicant upgrade to the Sekisovskoye site and purchased a signicant quantity of plant and there is not expected to be any material impact in the short term (less than 2 years). The next major investment in a processing plant will be in relation to Teren Sai, which is expected to be in the midterm. The risks were qualitatively assessed as short (> 2 years), medium (3-5 years) and long-term (5+ years). The Company will keep the time horizons as they relate to the Company under review, taking into consideration the condition and age of the equipment, operational processes and life of mine, and infrastructure. Risk type Risk /opportunity Impact on the Company Materiality and timing Risk management actions and strategy Policy The regulations in the country may change, which results in additional administrative costs and also impacts future production and costs. The Company may benet by the use of government grants, incentives and support to switch to low carbon equipment. The environmental laws in Kazakhstan have recently been updated by the government, see page 27 of the Corporate Responsibility Report. The Company is in full compliance with the current regulations and will be with the increasingly tighter targets as they progress in the future. Medium term - material The newer machines will provide a cleaner working environment for the workforce. As the majority of machines and the infrastructure at Sekisovskoye has been recently upgraded this is currently not seen as a signicant issue for the Company. In the medium term there may be some impact as TerenSai is developed and moves to the production stage, in terms of the acquisition of potentially more expensive low carbon machinery and plant processes. Technology New machinery may need to be acquired with a lower carbon technology, with impacts in relation to lead times, installation and training. The benet to the Company would be that newer machinery may be more ecient and less polluting to provide a better working environment to the workforce. High polluting assets may be retired early, with consequent knock on to further costs for replacement assets. Further funding may be required to nance the switch to low carbon assets, which may require further equity/debt nancing. Medium term - not material The newer machines will provide a cleaner working environment for the workforce. As the majority of machines and the infrastructure at Sekisovskoye has been recently upgraded this is currently not seen as a signicant issue for the Company. In the medium term there may be some impact as TerenSai is developed and moves to the production stage, in terms of the acquisition of potentially more expensive low carbon machinery and plant processes. Legal & reporting Increased reporting requirements, the use of resources internally and possibly externally to meet reporting requirements. There would be greater awareness of the challenges facing the Company and the wider community with regard to climate change. The Company could be at risk to climate-related legal action, reputational issues (social licence to operate) and investor risk which could materialise as increased costs, longer permitting delays, higher interest loans, or reduced access to capital. Short term - not material The Company is developing a greater awareness of the challenges facing the Company and the wider community with regard to climate change. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 22 | AltynGold plc Annual Report 2024 NON-FINANCIAL AND SUSTAINABILITY INFORMATION STATEMENT continued Metrics and targets From the initial analysis the Company has not set targets or KPIs to review the impact of actual or potential climate related risks as the impact on the Company in terms of physical and transition risks. In the short term the risks are not deemed material, in the medium term with increased focus on this area there may be increasing costs as regulations are expanded. The Company is currently looking at employing consultants in the eld to review and rene its analysis of any climate related issues at which point it will look at setting KPIs and targets to be monitored as stated this is expected to be in place in 12-18 months. As noted in the corporate and social responsibility report on page 27 the Company is assessed in Kazakhstan by the regulators as a low or high emission business and dierent levels of checks, controls and reporting requirements need to be met. In the case of the companies in Kazakhstan these have been assessed and categorised as low emission producers. The Company has reported on the current level of greenhouse emissions, (GHG) on page 28 of the report, noting Scope 1, and 2 emissions as compiled by the Company. The accounting department will collate all data in terms of energy usage for the Group and pass on the data to the environmental department to calculate the actual metrics of GHG emissions. The Company has reviewed the data and information in relation to the capture of information for the Scope 3 emissions disclosures and calculations and based on the assessment are not satised with the level of estimation and completeness of the data. On this basis the information has not been included in the current annual report, and in this regard the Company is therefore not fully compliant with the TCFD requirements. The Company will develop procedures in order to report on this data in the next annual report Risk type Risk /opportunity Impact on the Company Materiality and timing Risk management actions and strategy Reputational The move to a low carbon economy, and investor and wider public sentiment moving against those seen as high polluting companies. If the Company moves to embrace plans to review and move to low carbon working practices at all levels of the organisation including Company, customer and supply chain levels, it will enhance the prole of the Company. This may aect the ability of the Company to train and recruit people as well as raising nance. Ultimately resulting in a lowering of the value of the Company, as there may be a reduction in demand from both investors and shareholders. Medium to long term - not material The Company is developing plans to review and move to low carbon working practices at all levels of the organisation including Company, customer and supply chain levels. Increasing taxes Policymakers in Kazakhstan are implementing taxes on carbon emissions and over time these may be increasing in weight and scope. The Company will be increasingly exposed to the cost of carbon. As a result, it is possible that the operations and supply chain will fall under some form of carbon pricing mechanism in the future, leading to increased direct and pass-through costs. Failing to prepare for this could lead to signicant nancial pressure on the Company to decarbonise quickly to avoid the worst impacts. In the short-term, it is expected to be low. We therefore do not anticipate any signicant impacts until the mid to long term. Medium term - material Further develop and implement our emissions reduction targets and plans. Currently the subsidiaries are categorised as low carbon polluting companies. Continue to engage with governments to evaluate renewable energy opportunities, and assess feasibility of using renewable energy for any new operations, using government grants if available. AltynGold plc Annual Report 2024 | 23 DIRECTORS’ SECTION 172 STATEMENT Statement by the directors in performance of their statutory duties in accordance with s172 (1) Companies Act 2006. In summary the statement provides that a director of a Company must act in a way that he considers, in good faith, would be most likely to promote the long term success of the Company for the benet of its members as a whole, and in doing so have regard (amongst other matters) to various other stakeholder interests. The 6 key factors are: • the likely consequences of any decision in the long term; • the interests of the company’s employees; • the need to foster the company’s business relationships with suppliers, customers and others; • the impact of the company’s operations on the community and the environment; • the desirability of the company maintaining a reputation for high standards of business conduct; and • the need to act fairly between members of the company. The Board of Directors of AltynGold Plc both individually and collectively act in the way they consider in good faith would be most likely to promote the success of the Company for the benet of its members as a whole (having regard to the stakeholders and considerations set out in s172 (1) (a-f) of the Act). In decisions taken on the year ended 31 December 2024, we would reference our approach to our business plan, social and corporate responsibility and the supporting control environment which deliver good outcomes for the company and wider stakeholders. In achieving this, the following areas are highlighted: The Company maintains good lines of communication with the workforce and relevant government bodies, and there have been no material disruptions in the year. In making their decisions the Board carefully assessed the future long-term aim of growing the Company. It has made its decisions balanced against the need to maintain safe working practices for its employees, achieving the increase in production capacity at a reasonable cost of capital, being aware of the environmental consideration and to obtain a good return to shareholders. The Board has maintained regular contact with the its principal customer and suppliers, as well as cooperating with the national and regional authorities to ensure all regulatory and legal requirements were met. Regular contact has also been maintained with bankers and suppliers on a personal level and with its rener. Shareholders have been communicated to, through the online messaging services and the website where presentations and Company broadcasts are available. The Company AGM also provides a portal where shareholders will be able to physically attend and ask any questions that they may have. The Board made the following key decisions in the year; a) Our Company’s plans were designed to have a long-term benecial impact on the Company and to contribute to the success in delivering the business of exploration and developing and operating a mine to produce gold and other precious metals as outlined in our strategy and business model on page 15, and in relation to our longer term plan in the Chief Executives’ report on page 8. We continue to operate our business within a structured control environment and comply with all necessary regulated requirements necessary to maintain the operating licences. Key decisions in the year were: • The management agreed the budgets for 2025, to include planned increases in production and future funding. • The contract with the subcontractor responsible for the extraction of ore and capital development of the underground mine was reviewed and updated for revised pricing and quantities during the year. • The management renegotiated the o take agreement with its principal customer, detailing the quantity of dore to be supplied and payment terms for the period to December 2025, and revised costs of rening. • Discussions were held with principal banker to update the bank on operations and discuss future funding. After discussion with the bank a subsidiary was set up to take advantage of favourable bank loan rates. • Bond of US$10m was raised on AIX in order to provide nancing to service the capital investment in the year. • The Board discussed expansion of the group and possibilities to widen the investor base of the Company. • A budget was agreed to enhance the marketing of the group and look at instructing consultants and PR advisors in this regard. b) Our employees are fundamental to the delivery of our business. AltynGold wants to build teams that are loyal and committed to the long term success of the Company and create a pleasant work environment where all employees can thrive. We have put steps in place for workforce engagement, training and development, employee networks, and regular communication updates with senior management. During the year the company has worked closely with its employees and local authorities at both head oce and the mine site to ensure that the sta were able to engage in the Company’s activities in safe working environment. During the year the Company recognised its wider responsibilities to the wider community and assisted the development of the local community infrastructure, as well as supporting government led initiatives for the wider benet of residents of Kazakhstan. c) At AltynGold we think about the implications of our decisions on everyone in our Group, our industry and our community, because we are committed to building a sustainable business with a legacy we can all be proud of. Our success depends on our relationships with employees, a network of experts, customers and suppliers beyond our business. The majority of the workforce live and work in Sekisovska village located next to the mine. The Company is aware of the need to foster good relationships with the local community and try to engage with them, keeping them informed of the business activities. All of our activities are informed by appropriate engagement with stakeholders to gain an understanding of our operating environment and the market in which we operate. At present the Company has a single customer for its gold output as regulated by the Kazakh authorities and it complies with all requirements for timings and deliveries as appropriate. We value our suppliers and maintain regular communication with them. The Board has regular meetings with key equipment suppliers, principal consumable suppliers and its sub- STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 24 | AltynGold plc Annual Report 2024 contractors to agree contract terms and to discuss any issues that may have arisen. It has also established a good line of communication with its principal nance providers at the bank and AIX, to ensure that operations run smoothly and they are kept abreast of Company developments. d) Our plans take into account the impact of the company’s operations on the community, the environment and wider societal responsibilities, some of which are mandated by government legislation but others are taken up by the Company voluntarily. The Company was able to grow employee numbers, aiding and supporting the local community in which the mine is the key employer. Further details on this and the Company’s impact on the environment are as detailed in the Corporate Social Responsibility report on page 25. AltynGold aims to ensure that it plays a responsible part in society as a whole. We also evolve and adapt as regulation changes and public interest in emerging issues grow. The plans the Company has developed helps it to stay focussed and make an impact and, it is keenly aware of the mines environmental impact and the dangers of not staying focused. It ensures the Company is pragmatic and consistent, and using local resources and people as necessary. There are regular checks made on the environmental parameters by independent third parties and government departments. No issues were highlighted in the year. See further details in the Corporate Social Responsibility Report on page 27. e) The Board of Directors’ intention is to behave responsibly and ensure that the business operates in a responsible manner within the high standards of business conduct and good governance. Our Company ensures that we meet standards expected by our Regulators in order to ensure that our license to operate is maintained. The Company has regular contact with the environmental authorities to ensure the Company complies in all aspects with the government standards required for the operation of the mine in Kazakhstan. There is a policy in place for whistle blowing and this ensures that employees feel empowered to raise concerns in condence and without fear of unfair treatment. Employees can report anonymously any areas that are of concern to the compliance ocer in charge of monitoring fraud, money laundering and bribery. The Audit Committee as a whole ensures that the processes in place are adequate. f) We aim to act fairly between members and act for all shareholders. The Company does have a controlling shareholder. However, their conduct is controlled by a relationship agreement which aims to ensure that they act in a fair, transparent and responsible manner. All shareholders are welcome at the Annual General Meeting to express their views. The Company website has a facility to obtain regular feedback from all shareholders. DIRECTORS’ SECTION 172 STATEMENT continued AltynGold plc Annual Report 2024 | 25 CORPORATE SOCIAL RESPONSIBILITY Human resources The workforce at the Sekisovskoye mine site averaged 443 in the year (2023: 384), while the administration sta was similar to the prior year at 87 (2023: 93). The total number of employees at the year end was 530 (2023: 477). The Company remains committed to the local village, employing 55% of the population of the Glubokoy district in East Kazakhstan region in which the Sekisovskoye and the Teren Sai deposit are located. As in the prior years outsourced labour is still being utilised, in order to develop the mine and for the extraction of ore. Human rights Whilst the Company does not have a specic human rights policy, it does have policies such as Equal Opportunities and an Anti- bribery policy that adhere to internationally proclaimed human rights principles. Employment policies and diversity The Company has an equality and diversity policy and has communicated it to its employees in a formal manner after consultation with the local authorities. It is fully supported by senior management and employee representatives. The policy is monitored and reviewed annually to ensure that equality and diversity is continually promoted in the workplace. The aim is to ensure that all employees and job applicants are given equal opportunity and that our organisation is representative of all sections of society. Each employee will be respected and valued and able to give their best as a result. This policy reinforces our commitment to providing equality and fairness to all in our employment and not provide less favourable facilities or treatment on the grounds of age, disability, gender, marriage and civil partnership, pregnancy and maternity, race, ethnic origin, colour, nationality, national origin, religion or belief, and sexual orientation. The Company provides the following to sta: • A medical station available to all employees. • Free provision of canteen facilities. • Bonuses/awards to sta as merited. The Company is opposed to all forms of unlawful and unfair discrimination. All employees, no matter whether they are part- time, full-time, or temporary, will be treated fairly and with respect. The Company will enforce current work practice and work within the spirit of the law. When selecting candidates for employment, promotion, training, or any other benet, it will be on the basis of their aptitude and ability. The policy will aim to create an environment in which individual dierences and the contributions of all team members are recognised and valued to create a working environment that promotes dignity and respect for every employee. To not tolerate any form of intimidation, bullying or harassment, and to discipline those that breach this policy. To make training, development, and progression opportunities available to all sta. To promote equality in the workplace. To encourage anyone who feels they have been subject to discrimination to raise their concerns so we can apply corrective measures. To encourage employees to treat everyone with dignity and respect. The Company reviews on a regular basis the employment practices and procedures so that fairness is maintained at all times. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS Employee involvement Members of the management team regularly visit the site at Sekisovskoye and discuss matters of current interest and concern with members of sta. Gender diversity Male Female Total 2024 413 117 530 2023 370 106 476 The table above shows the sta employment by gender. The Company places a great deal of emphasis on gender equality and diversity. At present there are 38 women in senior management positions (2023: 43), male senior managers in 2024 were 49 (2023:43, including Directors). Company environmental checks Each of the Company’s facilities as is required by the government authorities was environmentally monitored on a quarterly basis by accredited outsourced companies. This included the following checks which were all within environmental standards set: • Checks were made on the water at surface and sub-surface levels to ensure that it was within safe limits, within both the production site and the tailings dump site - no incidences were noted during the year and as at the date of this report. • Checks were regularly made on the air quality at the production site, to include testing of the air extraction systems at the crushing and grinding plant, laboratory and transfer conveyors. Appropriate repairs were carried out during the year if there was any deviation from the accepted norms - no incidences noted. • Soil samples were analysed at the tailings dumps to ensure that there was no adverse eects on the environment - no incidences noted. Of primary importance to the Company is to ensure that the tailings dam and water discharges are within environmentally safe limits. The facility has a system in place that provides treatment and discharge of mine water into the surface reservoir - quarterly testing is done to ensure all required standards are met. This is reported to the authorities on a quarterly basis, again there were no incidences to report. The Company has systems to control the processing of waste in a controlled and environmentally compliant manner. All household waste produced is disposed of to specialised landll sites. Tyres are temporarily stored prior to removal to a specialised site. Hazardous waste such as Mercury is carefully sent for recycling as are plastic waste from plastic packaging and other plastic waste from pipes cuttings and geomembrane to reduce the amount being sent to the landll sites. Metal scraps and exhausted oils are recycled as far as possible on the production site. The Company has complied with its environmental management obligations in all respects. Health and safety AltynGold is pleased to report that during 2024 there were no accidents at the Sekisovskoye mine. The Company maintains its rst aid rooms to the highest standards and ensures that rescue contracts are in place for employees in the event of an emergency. CORPORATE SOCIAL RESPONSIBILITY continued 26 | AltynGold plc Annual Report 2024 AltynGold plc Annual Report 2024 | 27 Our community The support of the local community is key to the success of the Company, and the various initiatives and projects have been undertaken to ensure that the success of the mine is of benet to all parties. This is regarded as an ongoing commitment by the Company to the local community and has been formalised in a memorandum of co-operation by the Company with the authorities of the rural district. The company regularly contributes to local projects and participates in local events. Some of the activities that the Company participated in the year are as noted below: • The Sekisovskoya region in winter has very large snow drifts, the Company regularly clears the road and access paths at Sekisovska village. • Assisting in the regeneration of the local area and redevelopment of green spaces. • Assisting in anti- ood measures and clean-up operations. • During the year the Company provided nancial support for the charity fund, ‘foundation for sustainable development, health of the nation’, for the purchase of sports equipment for local children. • Assisting and providing food for the elderly and pensioners in the local community. Climate change and our approach to the environment The Company’s policies outline our commitment to environmental responsibility. Safeguarding the environment and training our employees to minimise the environmental impact of our activities are important aspects of our business. We remain committed to achieving the highest environmental standards. The Company has reviewed its obligations under the guidelines and framework as noted within the Task Force on Climate- related Financial Disclosures (TCFD), and its obligations under the Companies Act to comply with climate change disclosures of actions it is taking in relation to the impacts of climate change, (CFD). The TCFD framework has been devised to allow companies to disclose the potential and actual impacts on the business of climate-related risks, see report on page 14. As part of the review the Company has assessed the impact of the new environmental code in Kazakhstan that may have an impact on the operations, nances and reporting required by the Company. The environmental and ecology department in the Company reported that no signicant issues were noted in relation to the reports sent on a regular basis to the relevant authorities on air, water and soil contamination levels. The main points are listed below|: Environmental violations are to be assessed over the much longer period of 30 years. Each Company is to be designated to a category based on the potential impact on the environment. Baurgold has been designated to the rst category, and Altyn MM to the second. There are more stringent controls on the rst category. • The enterprises in category one are obliged to accept the best available technologies on a list that is approved by the government authorities, and failure to do so will result in penalties. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 28 | AltynGold plc Annual Report 2024 • The government has introduced a scaled increase in the charges for environmental pollution, from 2025 they will double, doubling again from the level in 2025 in 2028 and again in 2031 from the level in 2028. • It is recommended that large polluters in category one (producing Co2 in excess of 500tons) implement automated monitoring systems, Baurgold currently emits approximately 50tons of Co2. • Fines and penalties have been increased as well as the use of only licensed waste carriers. From a review conducted by the Board the Company has complied with the requirements of the environmental law as outlined above. The Board remains committed to reduce its carbon footprint and will keep this constantly under review. During the year Baurgold was given a top award by the environmental authorities in a regional competition for its contribution to environmental matters. During the year the following additional environmental measures were implemented: • During the summer season measures were taken to reduce the level of dust and emissions at the process site by the use of water irrigation and landscaping, it is estimated this reduced emissions by 0.17t. • The Company is on a rolling program to replace existing lighting with lower energy using LED ttings. • There is more ecient and regular cleaning of the sludge tanks being undertaken that is reducing the concentration of solids such as nitrates, sulphates and chlorides being released into the environment. • In the mine workings during the year an annual service check has been introduced to ensure that the dust extraction and pollution is reduced. Greenhouse gas reporting The calculations are prepared by using the parameters as set and approved by the Minister of Environmental Protection in Kazakhstan, which has strict guidelines and statutory requirements in relation to the measurement of emissions. The emissions as recorded below relate entirely to the Company’s activities in Kazakhstan. The head oce function in the UK has a very small carbon foot print. Data in relation to diesel, coal and electricity is gathered by the environmental department and passed to the accounting department to check, and prepare the relevant calculations. In relation to scope 3 emissions as noted below there is a certain amount of estimation involved but in the case of the Company it is not material. Greenhouse gas emissions (GHG), are classied as either direct or indirect and which are divided further into Scope 1, Scope 2 and Scope 3 emissions. Direct GHG emissions are emissions from sources that are owned or controlled by the Company. Indirect GHG emissions are emissions that are a consequence of the activities of the Company but that occur at sources owned or controlled by other entities. Scope 1 emissions Direct emissions controlled by the Company arising from plant. Scope 2 emissions Indirect emissions attributable to the Company due to its consumption of purchased electricity. Scope 3 emissions Other indirect emissions associated with activities that support or supply towards the Company’s operations. The Company has reviewed the data and information in relation to the capture of information for the Scope 3 emissions disclosures and calculations and based on the assessment are not satised with the level of estimation and completeness of the data. On this basis the information has not been included in the current annual report, and in this regard the Company is therefore not fully compliant with the CFD and TCFD requirements. The Company will develop procedures in order to report on this data in the next annual report. The Company’s emissions by scope Scope Source Tonnes CO2 2024 Tonnes CO2 2023 Scope 1 Plant 6,229 4,023 Scope 2 Electricity 1,635 1,669 Total 7,864 5,692 Intensity 1 Tonnes per CO2 Per US$ of revenue 0.000082 0..000088 Intensity 2 Tonnes per CO2 Per oz of gold produced 0.212 0.172 The energy consumption used to calculate emissions was 105,133kwh (2023: 75,223kwh) CORPORATE SOCIAL RESPONSIBILITY continued AltynGold plc Annual Report 2024 | 29 MINERAL RESOURCES STATEMENT Geological Setting The sites are located in a complex geological setting that has been subject to much alteration and metamorphism. The projects are exploiting gold that is hosted in a number of pipe-like breccia bodies that have intruded into the Rudny Altai poly-metallic belt, which is part of the larger Central Asian Orogenic Belt. Ten breccias have been mapped in and around the Sekisovskoye Mine. Of these, seven breccias fall within the Sekisovskoye Mine licence boundary. Mineralisation is hosted in the breccia bodies and includes free gold and gold sulphides. Gold is embedded in the cement of the explosive hydrothermal breccias and is smeared across the lithology. The breccias are cut by barren igneous dykes that are typically planar and dip steeply to the northeast. The TerenSai Project is made up of 15 targets based on historical exploration. Of these 15 targets, Altyn has identied 3 areas for exploration that they see as signicant within Area No.2, plots 2, 4 and 5, consisting of various identied targets. Altyn is currently focussed on exploration and development of one of these 15 targets, namely plot No.2 which consists of four breccia bodies. Exploration Sekisovskoye Recent exploration refers to all exploration carried out since the project was acquired by AltynGold (then known as Hambledon). The Sekisovskoye Mine has undergone numerous exploration programmes including geophysics, trenching and diamond drilling. Recent exploration has consisted of several drilling campaigns and a total of 1,490 drillholes have been completed. These drillholes include both surface and underground drilling but exclude all drilling prior to acquisition of the Sekisovskoye Mine by Hambledon. Of these drillholes, a total of 982 holes have Overview Ernst and Young Advisory Services (Pty) Ltd (“EY”) were commissioned by the directors of AltynGold Plc (“Altyn”) in 2019 to prepare an Independent Competent Persons’ Reports (“CPR”) on the Sekisovskoye Gold Mine (“the Sekisovskoye Mine”) and TerenSai gold project (“the TerenSai Project”). Both the Sekisovskoye Mine which is an operating mine targeting gold and silver, and TerenSai which is an exploration licence area are located in eastern Kazakhstan, adjacent to the Sekisovka village. EY has compiled the reports in accordance with the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves, 2012 edition (“the JORC Code”). In the case of the Sekisovskoye mine it is an update of the CPR completed in 2014, entitled “Independent Competent Persons’ Report on the Sekisovskoye Gold Project prepared for Goldbridges Global Resources Plc, (subsequently renamed AltynGold Plc)” as at 31 May 2014 by Venmyn Deloitte (Pty) Ltd (“Venmyn Deloitte”) referred to as “the 2014 CPR”. In the case of TerenSai this will be a maiden Mineral Resource and Ore Reserve estimate for the Project based on exploration completed by AltynGold since granting of the subsoil use contract in 2016. The report describes reviews and documents the technical and economic parameters of the Sekisovskoye mine and TerenSai Project, in order to identify all factors of a technical and economic nature that would inuence the future viability of the project. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 30 | AltynGold plc Annual Report 2024 been drilled between 2011 and 2019 and these form the basis of the orebody modelling and underground resource estimation used in the CPR. Exploration and orebody modelling has focussed increasingly on delineation of the orebody at depth and on inll drilling to improve geological condence in the underground Mineral Resources since closure of the open pit. More recent exploration campaigns have consisted of almost exclusively underground drilling. TerenSai Recent exploration refers to all exploration carried out since the project was acquired by Altyn in 2016. Recent exploration carried out by AltynGold includes pitting, trenching and diamond drilling. Exploration has focussed on the two breccias within Area No.2 and includes a total of 41 drill holes completed by AltynGold. A further 12 historical drill holes are included in the geological database. These historical holes were drilled in 1993. The 53 drill holes drilled in Area No.2 form the basis of the geological modelling and resource estimation used in this CPR. Drilling has been completed to a depth of approximately 465m below surface. In relation to the more recent exploration activities since 2019 these are detailed in the Chief Executives report on page 5. The Company remains focused on Area No. 2 Mineral Resource Estimates Mineral Resource classication is based on the level of geoscientic condence and primarily, drilling density. Due to the nature of the deposit, which is generally narrow and extending in a pipe-like deposit at depth, drilling and the resultant number of samples is denser near the surface and becomes less dense with depth. Sekisovskoye Measured and Indicated Resources are estimated from the current working depth of -185masl to a depth of -400masl. Inferred Mineral Resources have been estimated from -400masl to -800masl. An Exploration Result has been estimated from -800masl to -1,500masl. TerenSai Measured Resources from surface (approximately +490masl) to a depth of +260masl and Indicated Resources from +260masl to a depth of +25masl. No Inferred Mineral Resources have been estimated. An Exploration Result has been estimated from +25masl to -375masl. The open pit to underground boundary is at +350masl. Sekisovskoye 31 May 2019 Level Tonnage Cut-o Grade Average gold grade Contained Gold Average Silver Grade Contained Silver Resource Classication Masl (Mt) (g/t) (g/t) (Moz) (g/t) (Moz) Measured +250 to -400 29.03 1.50 3.76 3.51 6.2 5.79 Indicated +250 to -400 3.48 1.50 3.03 0.34 5.08 0.56 Sub-total 32.51 1.50 3.68 3.85 6.08 6.35 Inferred -400 to -800 37.15 1.50 2.37 2.83 3.99 4.77 Total mineral resources 69.66 1.50 2.98 6.68 4.97 11.12 Since 1 June 2019 to 31 December 2024 the Company has extracted 3.20mt of ore, at an average gold grade of 1.97g/t (201,863oz of contained gold) and an average silver grade of 2.0g/t (186,547oz of contained silver). TerenSai 31 May 2019 Level Tonnage Cut-o Grade Average gold grade Contained Gold Average Silver Grade Contained Silver Resource Classication Masl (Mt) (g/t) (g/t) (Moz) (g/t) (Moz) Measured - open pit +490 to +350 5.99 0.50 1.89 0.36 3.25 0.63 Measured - Underground +350 to +25 3.80 1.50 3.75 0.46 6.13 0.75 Sub-total 9.79 2.61 0.82 4.37 1.38 Indicated - underground +350 to +25 6.06 1.50 3.38 0.66 5.52 1.07 Total mineral Resources 15.85 2.91 1.48 4.81 2.45 The TerenSai CPR has measured Resources from surface (approximately +490masl) to a depth of +260masl and Indicated Resources from +260masl to a depth of +25masl. No Inferred Mineral Resources have been estimated. An Exploration Result has been estimated from +25masl to -375masl. The open pit to underground boundary is at +350masl. MINERAL RESOURCES STATEMENT continued AltynGold plc Annual Report 2024 | 31 Exploration Target Estimate Sekisovskoye 31 May 2019 Level Tonnage Cut-o Grade Average gold grade Contained Gold Average Silver Grade Contained Silver Resource Classication Masl (Mt) (g/t) (g/t) (Moz) (g/t) (Moz) Exploration -800 to -1,500 22.79 1.5 2.37 1.74 no estimate no estimate TerenSai 31 May 2019 Level Tonnage Cut-o Grade Average gold grade Contained Gold Average Silver Grade Contained Silver Resource Classication Masl (Mt) (g/t) (g/t) (Moz) (g/t) (Moz) Exploration +25 to -375 9.28 1.50 3.46 1.03 no estimate no estimate Ore Reserve Estimate Sekisovskoye The Ore Reserves have been estimated from surface (approximately +430masl) to a depth of -400masl. All the Mineral Resource blocks that are above the Mineral Resource cut-o grade were included in the Ore Reserve, as no selective mining has been assumed for the Ore Reserve estimation. The Ore Reserve calculation includes a 5% dilution factor, 2% mining loss and 100% extraction factor. Based on the estimated Ore Reserves. Sekisovskoye 31 May 2019 Tonnage Average gold grade Contained Gold Average Silver Grade Contained Silver Resource Classication (Mt) (g/t) (g/t) (Moz) (g/t) Proved 29.87 3.61 3.47 5.88 5.65 Probable 3.58 2.91 0.33 4.81 0.55 Total 33.45 3.53 3.80 5.77 6.20 TerenSai 31 May 2019 Tonnage Average gold grade Contained Gold Average Silver Grade Contained Silver Resource Classication (Mt) (g/t) (g/t) (Moz) (g/t) Proved - open pit 6.29 1.71 0.35 2.94 0.59 Proved - underground 3.91 3.60 0.45 5.87 0.74 Sub-total 10.20 2.43 0.80 4.06 1.33 Probable 6.23 3.25 0.65 5.33 1.07 Total 16.43 2.74 1.45 4.54 2.40 For TerenSai the ore reserve calculation includes a dilution factor, mining loss and extraction factor. The average estimated losses and dilution are mining losses of 5% for the open pit and 2% for the underground and mining dilution of 10% for the open pit and 5% for the underground. An average mining extraction factor of 90% has been utilised for the Ore Reserve estimation. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 32 | AltynGold plc Annual Report 2024 Mineral asset valuation The assumption of no selective mining was informed by both the mining method and by guidance included in the Kazakhstan mining legislation, which does not allow for the selective mining of blocks above the cut-o grade approved by the Committee of Geology of Kazakhstan. Therefore, no pay limit was used for mining selectivity and the denition of Ore Reserves. The key modifying factors used are as follows: • long term prices for gold and silver of USD1,280/oz and USD17/oz, respectively; the current prices are above US$3,000/oz; • a processing recovery of 83% for gold and 73% for silver, which is in line with the current production. • an average underground mining cost of USD425/oz, which is based on a longer term projection based on an increased level of ore mined. The current cash cost is in the range of US$750/oz. EY estimated the preferred value of Sekisovskoye Mine as the average value between the Income-based approach and the Market-based approach. Therefore, the preferred value for Sekisovskoye Mine is estimated between US$383m to US$415m and that of Teren Sai as estimated as between US$92m and US$104m. Summary JORC gold mineral resources total 6.68Moz. In addition, a further 1.74Moz have been identied as an Exploration Result below the - 800masl. While these will require further exploration drilling to be potentially upgraded to Mineral Resources, this result does highlight the potential for a larger Mineral Resource than is currently estimated. Assuming that this potential were to be realised, the current projects as developed would contain approximately 8.42Moz of gold. In addition the JORC gold resources at TerenSai total 1.48Moz with a further 1.03Moz as an exploration target. Strategic report approved by the Board on 24 April 2024 and signed on its behalf by: Mr Aidar Assaubayev (Chief Executive Ocer) Director MINERAL RESOURCES STATEMENT continued AltynGold plc Annual Report 2024 | 33AltynGold plc Annual Report 2024 | 33 GOVERNANCE Corporate Governance Statement 34 Board of Directors 37 Directors Report 39 Statement of Directors’ Responsibilities 42 Audit committee report 43 Remuneration Committee - Statement 44 Annual remuneration report 45 Remuneration policy report 50 Independent Auditors’ Report 51 STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTSSTRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 34 | AltynGold plc Annual Report 2024 Our Corporate Governance Statement, explains how AltynGold’s governance framework supports the principles of integrity, strong ethical values and professionalism integral to our business. The Board recognises that we are accountable to shareholders for good corporate governance, and this report, together with the Reports of the Audit and Remuneration Committees, seeks to demonstrate our commitment to high standards of governance that are recognised and understood by all. The Company is keenly aware of its obligations under the London Stock Exchange disclosure and transparency rules and is continually reviewing its corporate structure. Given the size of the Company it has not adopted the 2018 UK Corporate Governance Code, however the Company believes that the policies in place ensures that there are high standards of accountability and corporate governance. The code is currently being updated to the 2023 code which applies to nancial years starting after April 2024, and the Board is currently assessing its impact. Full details in relation to the composition of the Board are given on pages 37-38. There in total four Non-Executive Directors on the Board, and two Executive Directors together with a Chairperson. The Board considers all Non-Executive Directors to be independent of management and exercise independent judgment. In the case of Ashar Qureshi his shareholding is regarded as immaterial, in performing his role as an independent Non-Executive Director. The Company will continue to keep under review the composition of the Board and its committees to ensure that we have the right balance of skills, independence, experience and diversity. The Company is aware of the growing importance on climate change and has a Board committee to monitor the Company’s impact on the environment. The environmental social and governance committee is composed of Vladimir Shkolnik, a non-executive director on AltynGold’s Board of Directors since 2017 and by Maryam Buribayeva. They play an important role in assessing and reducing the Company’s impact on the environment and reviewing the compliance with the relevant local laws. In the opinion of the Directors these Annual Financial Statements present a fair, balanced and understandable assessment of the Group’s position and prospects and provide the information necessary for shareholders to assess the Group’s position and performance, business model and strategy. This is presented in more detail in the CEO review and review of nancial performance on pages 7-12. The respective responsibilities of the Directors and the Auditor in connection with the Financial Statements are explained in the Statement of Directors’ Responsibilities and the Auditor’s Report. The Board delegates specic responsibilities to the Audit and Remuneration Committees, full details of their responsibilities are detailed below. The Company currently does not have a Nomination Committee, and given its stage of development does not believe it is appropriate. Full details of the responsibilities of the committees are detailed below. Day-to-day management and the implementation of strategies agreed by the Board are delegated to the Executive Directors. The Group’s reporting structure below Board level is designed so that decisions are made by the most appropriate people in a timely manner. Management teams report to members of the Executive Committee. The Executive Directors and other managers give regular briengs to the Board in relation to business issues and developments. Clear and measurable KPIs are in place to enable the Board to monitor progress. These policies and procedures enable the Board to make informed decisions on key issues including strategy and risk management. The Chair leads the Board and is responsible for its overall eectiveness, ensuring adequate time is available for discussion of all agenda items, in particular strategic issues, promoting openness and debate, ensuring all Directors, particularly the Non-Executive Directors, are able to contribute, and facilitating a constructive relationship between the Executive and Non-Executive Directors. The current Chair is not independent as he together with the two Executive Directors are the controlling shareholders of the Company. Their conduct is controlled by a relationship agreement that will ensure that they act in a way for the benet of shareholders as a whole. The Non-Executive Directors will also ensure that the principles of the agreement are adhered to. The Chief Executive Ocer has responsibility for all operational matters which include the implementation of strategy and policies approved by the Board. The senior Independent Non-Executive Directors provides a sounding board for the Chair and also acts as an intermediary for other Directors and shareholders. In terms of culture and engagement the Executive Directors liaise on a regular basis with the workforce and key suppliers and customer and reports back to the Board. The human resources department has a framework to improve the way in which employee views are communicated to the Board, how employees engage with values and culture, and how we align strategy with our workforce development and reward policies. Details in relation to the Company’s corporate social responsibility are given on page 25, and engagement with other stakeholders in the Directors S172 Statement on page 23. The Board has adopted procedures for the identication, authorisation (where appropriate) and monitoring of situations which may give rise to a conict of interest. There is a relationship agreement with the major shareholder which denes their responsibility if a situation arises. The Board has reviewed the procedures and is satised that they are operating eectively. The Company’s Articles of Association contain powers of removal, appointment, election and re-election of Directors and provide that at least one-third of the Board must retire at each Annual General Meeting and each Director must retire by rotation every 3 years. There is no formal induction programme for new Directors, however they are given a full brieng and familiarised with all aspects of the Company’s operations. The Company maintains directors’ and ocers’ liability insurance to cover legal proceedings against Directors and Ocers acting in that capacity. CORPORATE GOVERNANCE STATEMENT AltynGold plc Annual Report 2024 | 35 Remuneration Committee The Remuneration Committee currently comprises of two Directors - Ashar Qureshi and Vladimir Shkolnik, which meets as required. It is responsible for determining the contract terms, remuneration and other benets of the Executive Directors. The remuneration of the Non- Executive Directors is determined by the Board within the limits set out in the articles of association. None of the Committee members has any personal nancial interest in the matters to be decided (other than as shareholders), potential conicts of interest arising from cross-Directorships, or any day-to-day involvement in running the business. The Committee has access to professional advice from inside and outside the Company at the Company’s expense. Company Secretary The Company Secretary is responsible for the scheduling and administration of Company meetings, updating of the statutory information, ling requirements at Companies House, and liaising with the relevant authorities at the FCA and London stock exchange as directed by the Board. Board and Board committee meetings The number of meetings during 2024 and attendance at regular Board meetings and Board committees was as follows: Meeting Number held Number attended Kanat Assaubayev Board 6 6 Aidar Assaubayev Board 6 6 Sanzhar Assaubayev Board 6 6 Ashar Qureshi Board 6 6 Audit Committee 2 1 Vladimir Shkolnik Board 6 6 Audit Committee 2 2 Maryam Buribayeva Board 6 6 Audit Committee 2 2 Andrew Terry Board 6 6 Audit Committee The Audit Committee is comprised of, Ashar Qureshi, Vladimir Shkolnik and Maryam Buribayeva. The Board reviews the composition of the Audit Committee on a regular basis, and will make changes as appropriate. A resolution for the reappointment of PKF Littlejohn LLP has been proposed at the Annual General Meeting. The Audit Committee’s prime tasks is to review the scope of the external audit, to receive regular reports from the Company’s auditor and to review the half-yearly and annual accounts before they are presented to the Board, focusing in particular on accounting policies and areas of management judgement and estimation. The Committee is responsible for monitoring the controls which are in force to ensure the integrity of the information reported to the shareholders. The Committee acts as a forum for discussion of internal control issues and contributes to the Board’s review of the eectiveness of the Company’s internal control and risk management systems and processes. The Audit Committee also undertakes a formal assessment of the auditor’s independence each year which includes: • a review of non-audit services provided to the Company and related fees; • discussion with the auditors of a written report detailing all relationships with the Company and any other parties that could aect independence or the perception of independence; • a review of the auditors’ own procedures for ensuring the independence of the audit rm and partners and sta involved in the audit, including the regular rotation of the audit partner; and • obtaining written conrmation from the auditors that, in their professional judgement, they are independent. An analysis of the fees payable to the external audit rm in respect of both audit and non-audit services during the year is set out in Note 10 on page 73 of the nancial statements. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 36 | AltynGold plc Annual Report 2024 CORPORATE GOVERNANCE STATEMENT continued Board structure The Board is comprised of the Executive Chairman, the CEO an Executive Director and four Non-Executive Directors, one of which is not independent as he holds shares in the Company. Their details appear on pages 37-38, which lists their experience and expertise. Although none of the Directors other than the currently employed Director Maryam Buribayeva have had any formal training in nance they have all had a great deal of experience operating at the top level of management in a number of companies dealing with all aspects of operating a business and will call in experts as and when required. The Board is responsible to shareholders for the proper management of the Company. The statement of Directors’ responsibilities in respect of the accounts is set out on page 42. The Non-Executive Directors have a particular responsibility to ensure that the strategies proposed by the Executive Directors are fully considered. To enable the Board to discharge its duties, all Directors have full and timely access to all relevant information and there is a procedure for all Directors, in furtherance of their duties, to take independent professional advice, if necessary, at the expense of the Company. The Board has a formal schedule of matters reserved to it, and meets on a regular basis. The Board is responsible for overall Group strategy, approval of major capital expenditure projects and consideration of signicant nancing matters. The Group has a comprehensive nancial review process, including detailed annual budgets, business plans and regular forecasting. There are a range of performance indicators which are tracked by management on a daily, weekly and monthly basis, and addressed through a programme of operational meetings and action plans. All Directors receive regular and timely information to enable them to perform their duties, including information on the Group’s operational and nancial performance, customer service, health and safety performance and forward trends. At each regular Board meeting the nancial results are reviewed, taking account of performance indicators and the detailed annual business plan and budget. The Board also considers forward trends and performance against other key indicators, including areas where performance departs from forecasts, and contingency plans. The Board reviews medium and long-term strategy on a regular basis. In this way, the Board assesses the prospects of the Group using all the information at its disposal, and considering historical performance, forecast performance for the current year and longer-term forecasts over the 3-year business planning cycle as appropriate. Details of the Company’s strategy and business model are given on page 15 of the Annual Report. The Board has responsibility for determining the nature and extent of the principal risks the Company is willing to take to achieve its strategic objectives, and for the Group’s internal control framework. The Board has a well-established procedure to identify, monitor and manage risk, and has carried out reviews of the Group’s risk management and internal control systems and the eectiveness of all material controls, including nancial, operational and compliance controls. The principal risks facing the Group are detailed on pages 16 to 17. The Board places great emphasis on communication and engagement with the Company’s shareholders. It is an area of focus that the Board wishes to strengthen in the future. The principal forum at present to engage with the shareholders given the stage of development of the Company is at the Annual General Meeting details of which are on page 39. In relation to engaging with our stakeholders the Board recognises the importance of our wider stakeholders in delivering our strategy and business sustainability and are conscientious on the responsibilities and duties to the stakeholders under section 172 of the Companies Act 2006. We believe that eective corporate governance is critical to delivering our strategy and creating long-term value for our shareholders. Kanat Assaubayev Chairman 24 April 2025 AltynGold plc Annual Report 2024 | 37 BOARD OF DIRECTORS Kanat Assaubayev Non-Independent Chairman Appointment Kanat Assaubayev was appointed to the Board as Chairman on 23 October 2013. Experience Kanat Assaubayev is one of Kazakhstan’s leading entrepreneurs in the natural resources sector. Mr Assaubayev was the rst Kazakh to get a doctorate in metallurgy. His early career was in academia where he was the Chairman of the Metallurgy and Mining Department of Kazakh National Polytechnic University. He subsequently began his business career in the 1990s and has led a number of natural resources enterprises to national and international success. Aidar Assaubayev Non-Independent Executive Director Appointment Aidar Assaubayev was appointed to the Board as Chief Executive Ocer on 25 February 2013. Experience Aidar Assaubayev was formerly Executive Vice Chairman of KazakhGold Limited, the gold mining corporation, and he was also formerly Vice-President and a director of JSC MMC Kazakhaltyn. Mr. Assaubayev graduated from the Kazakh National Technical University in Almaty and he also holds a degree in Economics from the Institute of Systemic Analysis in Moscow. Sanzhar Assaubayev Non-Independent Executive Director Appointment Sanzhar Assaubayev was appointed to the Board as Executive Director on 29 February 2016. Experience Sanzhar Assaubayev was formerly Director of International Aairs of JSC MMC Kazakhaltyn and an Executive Director of KazakhGold Group Limited, the gold mining corporation. He was educated at the Leysin American School in Switzerland, where he specialised in management, and the American University in the United Kingdom. Sanzhar Assaubayev is the son of Kanat Assaubayev. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 38 | AltynGold plc Annual Report 2024 Vladimir Shkolnik Independent Non-Executive Director Appointment Vladimir Shkolnik was appointed to the Board as Non-Executive Director on 21 November 2017. Experience Vladimir Shkolnik has held a number of high prole positions in the Kazakhstan government, and is currently advising the Kazakhstan government on industrial and energy matters. His previous positions included the oce of Minister of Energy, Minister of Trade and Industry, and also Deputy Head of Presidential administration, reporting directly to the President. He is an academic with a doctorate in physics and has written a number of papers and books in the eld of energy, natural resources and other scientic elds. He has been inuential in setting up academic institutions, in the areas of mineral processing and also nuclear power in Kazakhstan, working with a number of leading Companies from Japan, France and Russia in setting up joint enterprises. Maryam Buribayeva Independent Non-Executive Director Appointment Maryam Buribayeva was appointed to the Board as Non-Executive Director on 24 January 2022. Experience Maryam Buribayeva is a nance professional with extensive experience and industry expertise gained while working for such companies as North Caspian Operating Company, KazMunayGaz and Mercury Properties. A graduate of KIMEP University in Almaty, Maryam also holds an MSc in International Accounting and Finance from Cass Business School in London. BOARD OF DIRECTORS continued Andrew Terry Independent Non-Executive Director Appointment Andrew Terry was appointed to the Board as Non-Executive Director on 24 January 2022. Experience Andrew Terry is an English- qualied solicitor specialising in international corporate and personal taxation issues with a focus on clients from Kazakhstan, Russia, Ukraine, Georgia and Kyrgyzstan. He has extensive experience in setting up international holdings ahead of IPOs, debt nance transactions, private equity investments and trade sales. Andrew Terry currently practices as a tax partner at Keystone Law in London and is a member of the advisory board at Amber Lion Partners in Zurich. Ashar Qureshi Non-Independent Non-Executive Director Appointment Ashar Qureshi was appointed to the Board as Non-Executive Director on 7 December 2012. Experience Ashar Qureshi is a London based US-qualied lawyer. He was formerly the Vice Chairman of Renaissance Group, where his position was a senior investment-banking role, and prior to that he worked with international rm Cleary Gottlieb Steen & Hamilton LLP. He is currently a partner at Fried, Frank, Harris. Shriver & Jacobson LLP. Mr. Qureshi holds a Juris Doctorate and is a graduate of Harvard Law School and Harvard College. AltynGold plc Annual Report 2024 | 39 STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS The directors present their report and the consolidated nancial statements for the year ended 31 December 2024. Principal activity and business review The principal activity of the Company is that of a holding company and a provider of support and management services to its operating subsidiaries, as well exploring further investment opportunities. The Company’s subsidiaries are involved in the exploration and production of gold and other precious metals from its mine sites in Kazakhstan. A review of the activities of the business throughout the year and up to April 2025 is set out in the Strategic report on pages 2 to 32 which includes information on the Company’s risks, uncertainties and performance indicators. The Company accounts are prepared on a going concern basis. Results and dividends The Group’s prot for the year after taxation amounts to US$26.4m (2023: US$11.3m). The results of the year are set out on page 58 in the consolidated income statement. The Directors do not recommend the payment of a dividend for the year (2023: nil). Financial instruments The total Group borrowings as at 31 December 2024, including accrued interest is US$60.1m (2023:US58.4m). Details in relation to the borrowings are as disclosed in note 22. The principal loans held by the Group are the borrowings from JSC Bank Center Credit, the total borrowings at 31 December 2024 were US$50.2m (2023: US$48.9m), at rates ranging between 6%-7%, and further details are given in note 27. As at the date if this report the Company has two US$10m bonds. In July 2024 the Company issued a bond on the Astana Stock Exchange in Kazakhstan of US$10m repayable in 3 years (US$9.5m after fees) at a coupon rate of 11.25%. In addition as disclosed in note 27 the Company issued a further Bond of US$10m gross in April 2025 at a coupon rate of 9.75%, maturing in 2028. The Bond that was raised in 2023 with a two year maturity was repaid in March 2025. The main risks arising from the nancial instruments are liquidity risk, credit risk, foreign exchange risk and interest rate risk. Further details are provided in note 25 on pages 85 to 90 of the nancial statements. Share capital details of the Company’s issued share capital, are set out in note 24 on page 85. The Company has one class of ordinary share and they carry no right to xed income. Each ordinary share carries the right to one vote at the general meetings of the Company. All issued ordinary shares are fully paid. There are no specic restrictions on the size of the holding or on the transfer of the ordinary shares, which are both governed by the general provisions of the articles of association and prevailing legislation. The Directors are not aware of any agreements between holders of the Company’s ordinary shares that may result in restrictions on the transfer of securities or on voting rights. Certain Directors have an interest in the ordinary shares in the Company and these are disclosed below. Qualifying indemnity provision The Company has entered into an insurance policy to indemnify the Directors of the Company against any liability when acting for the Company. Charitable and political donations During the year the Company made no charitable contributions or political donations. Annual General Meeting The Annual General Meeting of the Company will be held at Langham Court Hotel, 31-35 Langham Street, London W1W 6BU, United Kingdom on Friday 20 June 2025 at 11.00am. The details of the resolutions are given on pages 91 to 92. The Directors consider that all of the resolutions to be put to the meeting are in the best interests of the Company and its shareholders as a whole. The Board recommends that shareholders vote in favour of all resolutions. Takeover directive The Company has one class of share capital, which are ordinary shares. Each ordinary share carries one vote. All the ordinary shares rank pari passu. There are no securities issued in the Company which carry special rights with regard to control of the Company. The identity of all substantial direct or indirect holders of securities in the Company and the size and nature of their holdings is shown under the “Substantial interests” section of this report below. A relationship agreement (the “Relationship Agreement”) that controls the conduct and voting restrictions was entered into between the Company and AGold Mining in regard to the arrangements between them whilst AGold Mining is a controlling shareholder of the Company. There are no restrictions on voting rights or on the transfer of ordinary shares in the Company. The rules governing the appointment and replacement of Directors, alteration of the articles of association of the Company and the powers of the Company’s Directors accord with usual English company law provisions. The Directors are re-elected on a rotational basis each year. The Company is not party to DIRECTORS REPORT 40 | AltynGold plc Annual Report 2024 DIRECTORS REPORT continued any signicant agreements that take eect, alter or terminate upon a change of control of the Company following a takeover bid. The Company is not aware of any agreements between holders of its ordinary shares that may result in restrictions on the transfer of its ordinary shares or on voting rights. There are no agreements between the Company and its Directors or employees providing for compensation for loss of oce or employment that occurs because of a takeover bid. Directors’ Section 172 statement’ Information on the Directors’ Section 172 statement is given on page 23. Environmental matters Information on greenhouse emissions for the Group is shown on page 28. The Company used very little energy during the period in the UK and oshore thus no SECR (Streamlined Energy and Carbon Reporting) disclosures are included. During the year the Company re-assessed its obligations under its rehabilitation program to ensure that all costs are being accounted for to reinstate the environmental for any damage caused by the mine workings. In this regard as required by the governmental authorities in Kazakhstan a separate restricted fund has been established to meet the Company’s obligations. Social and community issues The Corporate Social Responsibility performance of the Company is detailed on pages 25 to 28. Future developments and post balance sheet events The Company’s future plans are detailed in the Chief Executive Ocer’s review on page 18. Details of events after the end of the nancial year are set out in note 27 on page 90 of the nancial statements. Communication with shareholders Communications with shareholders are considered important by the Directors. The Directors regularly speak to investors and analysts during the year. Press releases have been issued throughout the year; the Company’s website www.altyngold.uk is regularly updated and contains a wide range of information about the Company. Enquiries from individuals on matters relating to their shareholdings and the business of the Company are dealt with informatively and promptly. The Directors are responsible for ensuring the annual report and the nancial statements are made available on a website. Financial statements are published on the Company’s website in accordance with legislation in the United Kingdom governing the preparation and dissemination of nancial statements, which may vary from legislation in other jurisdictions. The maintenance and integrity of the Company’s website is the responsibility of the Directors. The Directors’ responsibility also extends to the ongoing integrity of the nancial statements contained therein. Internal control The Directors are responsible for the Group’s system of internal control and review of its eectiveness annually. The Board has designed the Group’s system of internal control in order to provide the Directors with reasonable assurance that its assets are safeguarded, that transactions are authorised and properly recorded and that material errors and irregularities are either prevented or would be detected within a timely period. The key elements of the control system in operation are: • The Board meets regularly with a formal schedule of matters reserved to it for decision and has put in place an organisational structure with clearly dened lines of responsibility and with appropriate delegation of authority; • There are established procedures for planning, approval and monitoring of capital expenditure and information systems for monitoring the Group’s nancial performance against approved budgets and forecasts; • UK Financial reporting is closely monitored by members of the Board to enable them to assess risk and address the adequacy of measures in place for its monitoring and control. The Kazakh operations are closely supervised by the Board reviewing monthly, half yearly and annual nancial reports from the Directors and senior ocers in Kazakhstan. This is normally supplemented by regular visits of the UK based nance ocer to Kazakh operations which include checking the integrity of nancial information supplied to the UK. The nancial ocer is ultimately responsible for the preparation of the consolidated nancial statements that are then reviewed by the Directors. During the period, the Audit Committee has reviewed the eectiveness of internal controls as described above, no changes were required to be made to the existing procedures. There are no signicant issues disclosed in the Annual Report for the year ended 31 December 2024 (and up to the date of approval of the report) concerning material internal control issues. The Directors conrm that the Board has reviewed the eectiveness of the system of internal control as described during the period. AltynGold plc Annual Report 2024 | 41 Going concern The Group increased turnover in the year to US$94m from US$64m, generating an adjusted EBITDA of US$50.9m (2023 US$22.3m), see note 13. The Board have reviewed the Group’s forecast cash ows for the period to June 2026, which include the capital and interest repayments to be made in relation to the Group’s borrowings. Capital and operating costs are based on approved budgets and latest forecasts and development plans. These have been based on costs that have been xed with suppliers where applicable and other costs that include inationary allowance. The gold price used in the forecasts has been based on an average of consensus forecasts, which is lower than that currently being achieved. Based on the Group’s cash ow forecasts, the Directors believe that the net cash ows from operations will be sucient to fund the ongoing operational nance requirements of the Company. The cash generation will be higher in 2025 due to the input from third line of production which became operational at the start of 2025. In each separate case the Group would not experience a cash shortfall, the Group would manage its resources, reducing or adjusting the timing of discretionary capital investment and managing its payables in order to maintain liquidity as appropriate. The Board therefore considers it is appropriate to adopt the going concern basis of accounting in preparing these nancial statements. Directors interest in shares and substantial shareholdings The following information in relation to shareholdings has been audited. The interests of the Directors in the shares of the Company are shown below: Kanat, Aidar and Sanzhar Assaubayev have a benecial interest in the ultimate controlling party of AGold Mining Group Plc, the details of which are shown below. Related party transactions in which the Assaubayev’ family had an interest are disclosed in note 20, on page 69. Number % owned Ashar Qureshi 78,800 0.30 Neither Vladimir Shkolnik, Andrew Terry or Maryam Buribayeva hold any interests in the shares of the Company. The following have advised that they have an interest in 3% or more of the issued share capital of the Company as at the date the year end and as at the date of this report. Number % owned AGold Mining Group Plc (formerly African Resources Limited) 17,911,400 65.6 JSC Freedom Finance 864,116 3.1 Reappointment of auditors In accordance with section 485 of the Companies Act 2006, a resolution for the re-appointment of PKF Littlejohn LLP as auditors of the company is to be proposed at the forthcoming Annual General Meeting. Approved by the Board on 24 April 2025 and signed on its behalf by: Mr Aidar Assaubayev (Chief Executive Ocer) Director STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 42 | AltynGold plc Annual Report 2024 STATEMENT OF DIRECTORS’ RESPONSIBILITIES The directors are responsible for preparing the annual report and the nancial statements in accordance with UK adopted international accounting standards and applicable law and regulations. Company law requires the directors to prepare nancial statements for each nancial year. Under that law the directors are required to prepare the group nancial statements and have elected to prepare the company nancial statements in accordance with UK adopted international accounting standards. Under company law the directors must not approve the nancial statements unless they are satised that they give a true and fair view of the state of aairs of the group and company and of the prot or loss for the group for that period.. In preparing these nancial statements, the directors are required to: • select suitable accounting policies and then apply them consistently; • make judgements and accounting estimates that are reasonable and prudent; • state whether they have been prepared in accordance with UK adopted international accounting standards, subject to any material departures disclosed and explained in the nancial statements; • prepare the nancial statements on the going concern basis unless it is inappropriate to presume that the group and the company will continue in business; • prepare a directors’ report, a strategic report and directors’ remuneration report which comply with the requirements of the Companies Act 2006. The directors are responsible for keeping adequate accounting records that are sucient to show and explain the Company’s and Group’s transactions and disclose with reasonable accuracy at any time the nancial position of the Company and Group that enables them to ensure that the nancial 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 are responsible for ensuring that the annual report and accounts, taken as a whole, are fair, balanced, and understandable and provides the information necessary for shareholders to assess the Company’s and Group’s performance, business model and strategy. Website publication The directors are responsible for ensuring the annual report and the nancial statements are made available on a website. Financial statements are published on the company’s website in accordance with legislation in the United Kingdom governing the preparation and dissemination of nancial statements, which may vary from legislation in other jurisdictions. The maintenance and integrity of the company’s website is the responsibility of the directors. The directors’ responsibility also extends to the ongoing integrity of the nancial statements contained therein. Directors’ responsibilities pursuant to DTR4 The directors conrm to the best of their knowledge: • The nancial statements have been prepared in accordance with the applicable set of accounting standards, and give a true and fair view of the assets, liabilities, nancial position and prot and loss of the group and company. • The annual report includes a fair review of the development and performance of the business and the nancial position of the Group and Company, together with a description of the principal risks and uncertainties that they face. • All Directors that are in oce at the date of this report have conrmed that they are not aware of any relevant audit information of which the auditor is unaware. Each of the Directors has conrmed they have taken all reasonable steps they ought to have taken as Directors to make themselves aware of any relevant audit information and to establish that it has been communicated to the auditor. . AltynGold plc Annual Report 2024 | 43 AUDIT COMMITTEE REPORT The Committee’s terms of reference have been approved by the Board and follow published guidelines, which are available from the Company Secretary. The Audit Committee comprises the Non-Executive Directors, Ashar Qureshi, Vladimir Shkolnik and Maryam Buribayeva. The Audit Committee’s prime tasks are to: • review the scope of external audit, to receive regular reports from the auditor and to review the half-yearly and annual accounts before they are presented to the Board, focusing in particular on accounting policies and areas of management judgement and estimation; • review key areas of the nancial statements which are assessed as being the carrying values of the intangible and tangible assets. • monitor the controls which are in force to ensure the integrity of the information reported to the shareholders; • assess key risks and to act as a forum for discussion of risk issues and contribute to the Board’s review of the eectiveness of the Group’s risk management control and processes; • act as a forum for discussion of internal control issues and contribute to the Board’s review of the eectiveness of the Group’s internal control and risk management systems and processes; • consider each year the need for an internal audit function; • advise the Board on the appointment of external auditors and rotation of the audit partner every ve years, and on their remuneration for both audit and non audit work, and discuss the nature and scope of their audit work; • participate in the selection of a new external audit partner and agree the appointment when required; • undertake a formal assessment of the auditors’ independence each year which includes: - a review of non-audit services provided to the Group and related fees; - discussion with the auditors of a written report detailing all relationships with the Company and any other parties that could aect independence or the perception of independence; - a review of the auditors’ own procedures for ensuring the independence of the audit rm and partners and sta involved in the audit, including the regular rotation of the audit partner; and - obtaining written conrmation from the auditors that, in their professional judgement, they are independent. Meetings The Committee meets prior to the annual audit with the external auditors to discuss the audit plan and again prior to the publication of the annual results. Prior to bi-monthly Board meetings the members of the Committee meet on an informal basis to discuss any relevant matters which may have arisen. Additional formal meetings are held as necessary. During the past year the Committee: • met with the external auditors, and discussed their report to the Audit Committee; • approved the publication of annual and half-year nancial results; • considered and approved the annual review of internal controls; • decided that due to the size and nature of operation there was not a current need for an internal audit function; • agreed the independence of the auditors and approved their fees for audit services as set out in note 10 on page 47 of the nancial statements. Review of internal controls Internal control procedures as noted in the annual report last year were adhered to, transactions that were not in the normal course of business or large in nature were communicated to the Board as a whole as part of the normal internal control process as part of the regular Board meetings, and to be formally documented, and no contract should be awarded if a tender process was required until signed o by the executive Director. Fraud/money laundering Internal reviews were made during the year in relation to the anti-corruption, fraud and money laundering policies. No changes were made to the employee hand book available for all sta. The policies cover detailed procedures in relation to sta duties in relation to fraud and bribery and a clear reporting lines to inform management or third parties in relation to the above. The policies in relation to both have been made available on the website, and distributed to all employees. External auditors PKF Littlejohn LLP reappointment will be conrmed at the Annual General Meeting to be held on 20 June 2025. Maryam Buribayeva Audit Committee 24 April 2025 STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 44 | AltynGold plc Annual Report 2024 The Remuneration Committee presents its report for the year ended 31 December 2024 which is presented in two parts. The rst part is the annual remuneration report which details remuneration awarded to Directors and Non-Executive Directors during the year. The shareholders will be asked to approve the annual remuneration report as an ordinary resolution (as in previous years) at the Annual General Meeting. Details in relation to voting at last year’s AGM in relation to approval of the remuneration report, the remuneration policy of the Company, (which is voted on tri-annually - was voted on in 2024) are detailed on page 46. The second part is the remuneration policy report which details the remuneration policy for Directors. The Remuneration Committee reviewed the existing policy and deemed no changes necessary to the current arrangements. Both of the above reports have been prepared in accordance with The Large and Medium-sized Companies and Groups (Accounts and Reports) (Amendment) Regulations 2018. The Company’s auditors, are required by law to audit certain disclosures and where disclosures have been audited they are indicated as such. Ashar Qureshi Remuneration Committee 24 April 2025 REMUNERATION COMMITTEE - STATEMENT AltynGold plc Annual Report 2024 | 45 Remuneration Committee The Remuneration Committee currently comprises of two Directors - Ashar Qureshi and Vladimir Shkolnik. The Committee, which meets as required, is responsible for determining the contract terms, remuneration and other benets of the Executive Directors. The remuneration of the Non-Executive Directors is determined by the Board within the limits set out in the articles of association. None of the Committee members has any personal nancial interest in the matters to be decided (other than as shareholders), potential conicts of interest arising from cross-Directorships, or any day-to-day involvement in running the business. The Committee has access to professional advice from inside and outside the Company at the Company’s expense. Details of the remuneration paid in the year are shown below. Approach to recruitment remuneration All appointments to the Board are made on merit. The components of a new Director’s remuneration package would comprise at present a base salary. The Company will pay such levels of remuneration to new Directors that would enable the Company to attract appropriately skilled and experienced individuals that is not in the opinion of the Remuneration Committee excessive. Service contracts All Executive Directors have full-time contracts of employment with the Company. Non-Executive Directors have contracts of service. No Director has a contract of employment or contract of service with the Company, its joint venture or associated companies with a xed term which exceeds three years. Directors’ notice periods are set in line with market practice and of a length considered sucient to ensure an eective handover of duties should a Director leave the Company. All Directors’ “contracts” as amended from time to time, have run from the date of appointment. Service contracts are kept at the registered oce. Summary of Directors’ terms Date of contract Unexpired term Notice period months Executive Directors Kanat Assaubayev 23 October 2017 Continuing 3 Aidar Assaubayev 20 February 2013 Continuing 3 Sanzhar Assaubayev 29 February 2017 Continuing 3 Non- Executive Directors Ashar Qureshi 7 December 2015 Continuing 3 Vladimir Shkolnik 21 November 2018 Continuing 3 Maryam Buribayeva 24 January 2022 Continuing 3 Andrew Terry 24 January 2022 Continuing 3 Policy on payment for loss of oce There are no contractual provisions agreed that could impact on a termination payment. Termination payments will be calculated in accordance with the existing contract of employment or service contract. It is the policy of the Remuneration Committee to issue employment contracts to Executive Directors with normal commercial terms and without extended terms of notice which could give rise to extraordinary termination payments. Consideration of employment conditions elsewhere in the Group In setting this policy for Directors’ remuneration the Remuneration Committee has been mindful of the Company’s objective to reward all employees fairly according to their role, performance and market forces. In setting the policy for Directors’ remuneration the Remuneration Committee has considered the pay and employment conditions of the other employees within the Group. No formal consultation has been undertaken with employees in drawing up the policy. The Remuneration Committee has not used formal comparison measures. Consideration of shareholder views Shareholder views have been taken into account when formulating this policy, and was approved at the Annual General Meeting in 2024. Remuneration The total Directors fees and salaries of US$311,040 (2023: US$301,320) shown in the table below has been audited. ANNUAL REMUNERATION REPORT STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 46 | AltynGold plc Annual Report 2024 Directors salaries and fees (Audited) 2024 US$ 2023 US$ Executive Directors Kanat Assaubayev 38,400 37,200 Aidar Assaubayev 96,000 93,000 Sanzhar Assaubayev 38,400 37,200 Non- Executive Directors Ashar Qureshi 34,560 33,480 Vladimir Shkolnik 34,560 33,480 Andrew Terry 34,560 33,480 Maryam Buribayeva 34,560 33,480 Total 311,040 301,320 The total amount remaining unpaid with respect to Directors’ remuneration amounted to US$62,337 (2023: US$49,000). The total directors’ remuneration for 2024 and 2023 includes only salaries and fees. The Directors’ remuneration in total will be in the range of US$320,000 in the forthcoming year. Statement of implementation of remuneration policy in the following year The policy was approved at the Annual General Meeting in June 2024. The vote on the remuneration policy is binding in nature. The Company may not then make a remuneration payment or payment for loss of oce to a person who is, is to be, or has been a Director of the Company unless that payment is consistent with the approved remuneration policy, or has otherwise been approved by a resolution of members. Consideration by the Directors of matters relating to Directors’ remuneration There were no changes to the level of remuneration from the prior year. Shareholder voting At the Annual General Meeting (AGM), in June 2024, there was a vote to approve the Directors remuneration policy which is considered on a tri-annual basis with the next vote to be conducted in the year 2027. At that AGM out of the eligible votes of 27,332,934, 18,437,796 voted in favour of the policy and 8,695 against. Details of the Directors remuneration policy can be found on the Company’s website www.AltynGold.uk. The results of shareholder voting to approve the Directors remuneration report at the AGM’s on the 21 June 2024 and 22 June 2023 are shown below: ANNUAL REMUNERATION REPORT continued Votes in favour Votes against Votes in favour Votes against No No No No 000’s No 000’s No 000’s 2024 2024 Maximum votes 2023 2023 Maximum votes Voting to approve the Directors’ remuneration report 18,437,796 8,695 27,332,934 18,539,886 7,285 27,332,934 AltynGold plc Annual Report 2024 | 47 Members of the Remuneration Committee The following Directors are members of the Remuneration Committee: Ashar Qureshi and Vladimir Shkolnik. Pension schemes and incentives No Directors are members of the Company pension scheme. Share option schemes There are no share option schemes currently in the Company. Payments to past Directors No payments were made to past Directors during the year. Payments for loss of oce No payments for loss of oce were made in the year ended 31 December 2024. Statement of Directors’ shareholding and share interest The interests of the Directors in the shares of the Company, including family and trustee holdings are disclosed on page 41 of the Annual Report. Performance targets There are no performance measure targets associated with the Directors Remuneration. Performance graph The following information is unaudited. Shown below is Altyngold’s performance against the FTSE 350 mining index, which the Directors believe is the most appropriate market measure to judge the performance of the Company against. Directors interest in shares and substantial shareholdings The information which has been audited is disclosed on page 30 of the Directors’ Report. Remuneration of the Chief Executive Ocer over the last ten years The table below demonstrates the remuneration of the CEO for the last ten years Year Chief Executive Ocer Total remuneration US$000 2024 Aidar Assaubayev 96 2023 Aidar Assaubayev 93 2022 Aidar Assaubayev 79 2021 Aidar Assaubayev 41 2020 Aidar Assaubayev 38 2019 Aidar Assaubayev 38 2018 Aidar Assaubayev 83 2017 Aidar Assaubayev 201 2016 Aidar Assaubayev 215 2015 Aidar Assaubayev 175 STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 48 | AltynGold plc Annual Report 2024 ANNUAL REMUNERATION REPORT continued Relative importance of spend on pay The total expenditure of the Company on remuneration to all employees in shown in note 7 to the nancial statements and in the table below. Remuneration 2024 US$000 2023 US$000 Directors’ emoluments 311 301 Employee salaries 5,192 4,325 Employer social tax and national insurance 1,682 1,160 Total 7,185 5,786 As the Company is currently not making distributions the relative importance of pay has been measured against debt repayments in the year. In 2024 the salaries represented 0.35 times the amount paid back in loan repayments in the year (2023:0.35 times). Annual change in compensation for members of the Board and the remuneration of average employees over the last ve years 2020 US$ 2021 US$ 2022 US$ 2023 US$ 2024 US$ Remuneration fees Kanat Assaubayev - appointed on 23 October 2013 - 41,400 37,500 37,200 38,400 - Year-on-year dierence - 41,400 (3,900) (300) 1,200 - Year-on-year dierence - % - 100 (9) (0.1) 3 Remuneration fees Aidar Assaubayev - appointed 20 February 2013 38,400 41,400 79,688 93,000 96,000 - Year-on-year dierence - 3,000 38,288 13,312 3,000 - Year-on-year dierence - % - 8 92 17 3 Remuneration fees Sanzhar Assaubayev - appointed on 29 February 2016 - 41,400 37,500 37,200 38,400 - Year-on-year dierence - 41,400 (3,900) (300) 1,200 - Year-on-year dierence - % - 100 (9) (0.1) 3 Remuneration fees Ashar Qureshi - appointed 7 December 2012 34,560 37,260 33,750 33,480 34,560 - Year-on-year dierence - 2700 (3,510) (270) 1,080 - Year-on-year dierence - % - 8 (9) (0.1) 3 Remuneration fees Vladimir Shkolnik - appointed 22 November 2017 34,560 37,260 33,750 33,480 34,560 - Year-on-year dierence - 2,700 (3,510) (270) 1,080 - Year-on-year dierence - % - 8 (9) (0.1) 3 Remuneration fees Maryam Buribayeva - appointed 24 January 2022 - - 31,741 33,480 34,560 - Year-on-year dierence - - - 1,739 1,080 - Year-on-year dierence - % - - - 5 3 AltynGold plc Annual Report 2024 | 49 2020 US$ 2021 US$ 2022 US$ 2023 US$ 2024 US$ Remuneration fees Andrew Terry - appointed 24 January 2022 - - 31,741 33,480 34,560 - Year-on-year dierence - - - 1,739 1,080 - Year-on-year dierence - % - - - 5 3 Remuneration of average employees 4,984 7,585 7,776 9,086 9,927 - Year-on-year dierence (1,301) 2,600 191 1,310 841 - Year-on-year dierence - % (21) 52 3 17 9 The average remuneration of employees is based on group employees numbers employed in Kazakhstan, in part the changes in average pay will also be a function of changes in exchange rates as the salaries are paid in Kazakh Tenge. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 50 | AltynGold plc Annual Report 2024 REMUNERATION POLICY REPORT The remuneration policy of the Company was approved by a binding vote at the Annual General Meeting held on 21 June 2024, see details on page 46. At present the only remuneration payable to the Directors is that of a base salary. In setting the policy the Remuneration Committee has taken the following into account: • the need to attract, retain and motivate individuals of a calibre who will ensure successful leadership and management of the Company; • the Company’s general aim of seeking to reward all employees fairly according to the nature of their role and their performance; • remuneration packages oered by similar companies in the same sector; • the need to align the interests of the shareholders with the long term growth and interests of the Company; • the need to be exible and adjust with operational changes throughout the term of the policy. The remuneration of the Non-Executive Directors is determined by the Board, and takes into account additional remuneration for services outside the scope of the ordinary duties of the Non-Executive Directors. The details in relation to the Directors remuneration policy are available on the website www.altynGold.uk AltynGold plc Annual Report 2024 | 51 INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF ALTYNGOLD PLC Opinion We have audited the nancial statements of AltynGold Plc (the ‘parent company’) and its subsidiaries (the ‘group’) for the year ended 31 December 2024 which comprise the Consolidated Income Statement and Statement of Comprehensive Income, Consolidated and Company Statements of Financial Position, the Consolidated and Company Statements of Changes in Equity, the Consolidated and Company Statements of Cash Flows and notes to the nancial statements, including signicant accounting policies. The nancial reporting framework that has been applied in their preparation is applicable law and UK-adopted international accounting standards and as regards the parent company nancial statements, as applied in accordance with the provisions of the Companies Act 2006. In our opinion: • the nancial statements give a true and fair view of the state of the group’s and of the parent company’s aairs as at 31 December 2024 and of the group’s prot for the year then ended; • the group nancial statements have been properly prepared in accordance with UK-adopted international accounting standards; • the parent company nancial statements have been properly prepared in accordance with UK-adopted international accounting standards and as applied in accordance with the provisions of the Companies Act 2006; and • the nancial statements have been prepared in accordance with the requirements of the Companies Act 2006. Basis for opinion We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the nancial statements section of our report. We are independent of the group and parent company in accordance with the ethical requirements that are relevant to our audit of the nancial statements in the UK, including the FRC’s Ethical Standard as applied to listed public interest entities, and we have fullled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sucient and appropriate to provide a basis for our opinion. Conclusions relating to going concern In auditing the nancial statements, we have concluded that the directors’ use of the going concern basis of accounting in the preparation of the nancial statements is appropriate. Our evaluation of the directors’ assessment of the group’s and parent company’s ability to continue to adopt the going concern basis of accounting included: • Testing the integrity of the forecast model, checking the mathematical accuracy and completeness of the model, including challenging the appropriateness of estimates and assumptions with reference to empirical data and external evidence. Our testing focused on the following key assumptions: gold price, production costs, gold grade, recoveries and foreign exchange rates and we assessed their consistency with Board approved budgets and the mine development plan, as applicable; • Comparing budgets to actual gures achieved to assess the reliability of management’s forecasts; • Evaluating management’s sensitivity analysis and performing our own sensitivity analysis in respect of the key assumptions underpinning the forecasts. Where applicable, we assessed the validity of any mitigating actions identied by management; • Conrming the terms of all borrowing facilities in place and that the terms are not breached. Reviewing the contractual repayments to check these are accurately reected in the cash ow forecast; and • Assessing if the going concern disclosures in the nancial statements are appropriate and accurately reect management’s going assessment. Based on the work we have performed, we have not identied any material uncertainties relating to events or conditions that, individually or collectively, may cast signicant doubt on the group’s or parent company’s ability to continue as a going concern for a period of at least twelve months from when the nancial statements are authorised for issue. Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. Our application of materiality The scope of our audit was inuenced by our application of materiality. The quantitative and qualitative thresholds for materiality determine the scope of our audit and the nature, timing and extent of our audit procedures. Materiality applied to the group nancial statements was $1,150,000 (2023: $1,100,000) with performance materiality set at $800,000 (2023: $770,000), being 70% (2023: 70%) of group materiality. We have chosen to apply 70% for the purposes of the performance materiality calculation as this is our third audit and no material adjustments or signicant control deciencies were identied in prior years. Overall materiality was based on 1.5% of group revenue (2023: 1% of group’s total assets). Our change in the basis of materiality was considered appropriate owing to the completion of signicant investment in mining and processing operations in the year and the focus by management to increase production and revenues at the group’s main operation, its 100% interest in the Sekisovskoye gold mine in Northeast Kazakhstan. We believe revenue to be the key metric in determining materiality and a key performance indicator. We apply the concept of materiality both in planning and performing our audit, and in evaluating the eect of misstatements. At the planning stage, materiality is used to determine the nancial statement areas that are included within the scope of our audit. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 52 | AltynGold plc Annual Report 2024 We use performance materiality to reduce to an appropriately low level the probability that the aggregate of uncorrected and undetected misstatements exceeds overall materiality. Specically, we use performance materiality in determining the scope of our audit and the nature and extent of our testing of account balances, classes of transactions and disclosures, for example in determining sample sizes. In determining performance materiality, we considered the following factors: • the consistency in the level of judgement required in key accounting estimates; • the stability in key management personnel; and • the level of centralisation in the Group’s nancial reporting controls and processes. For each signicant component in the scope of our audit, we allocated a component performance materiality based on the maximum aggregate component performance materiality. The range of performance materiality allocated across components was between $600,000 and $700,000 (2023: $400,000 to $540,000), being a percentage of between 75% and 87.5% of group performance materiality. We agreed with the audit committee that we would report all individual audit dierences identied for the group during the course of our audit in excess of $50,000 (2023: $55,000). We also agreed to report any other audit misstatements below that threshold that we believe warranted reporting on qualitative grounds. Materiality applied to the parent company’s nancial statements was $1,000,000 (2023: $850,000). The benchmark for determining materiality of the parent company was 84% (2023: 77%) of group materiality and equates to 0.75% (2023: 0.6%) of the parent company’s gross assets. We agreed with the audit committee that we would report all individual audit dierences identied for the parent company during the course of our audit in excess of $50,000 (2023: $42,000) together with any other audit misstatements below that threshold that we believe warranted reporting on qualitative grounds. Our approach to the audit In designing our audit, we determined materiality, as above, and assessed the risk of material misstatement in the nancial statements. In particular, we looked at areas involving signicant accounting estimates and judgement by the directors and considered future events that are inherently uncertain. We note that the group has signicant carrying values in both intangible assets and property, plant & equipment which is underpinned by the quantity and quality of resources being mined and exploration projects. Both of these areas are inherently complicated and require a signicant amount of judgement by management. We also addressed the risk of management override of internal controls, including evaluating whether there was evidence of bias by management that represented a risk of material misstatement due to fraud. Of the group’s 5 components, including the parent company, two were material and subject to full scope audit for group purposes. The remaining components were not considered material and we performed specic scope procedures, as appropriate. The two full scope components were located in Kazakhstan and audited by the same component auditor. All work with respect to the two components has been performed by the component auditor under our instruction and we reviewed the component auditor’s les in person and via virtual conferences. The parent company audit was conducted by us using a team with specic experience of auditing mining entities and publicly listed entities. The Senior Statutory Auditor interacted regularly with the component audit team during all stages of the audit and was responsible for the scope and direction of the audit process. This, in conjunction with additional procedures performed, gave us sucient and appropriate audit evidence to support the audit opinion of the group and parent company nancial statements. Key audit matters Key audit matters are those matters that, in our professional judgment, were of most signicance in our audit of the nancial statements of the current period and include the most signicant assessed risks of material misstatement (whether or not due to fraud) we identied, including those which had the greatest eect on: the overall audit strategy, the allocation of resources in the audit; and directing the eorts of the engagement team. These matters were addressed in the context of our audit of the nancial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF ALTYNGOLD PLC continued AltynGold plc Annual Report 2024 | 53 Key Audit Matter How our scope addressed this matter Valuation of Mining assets (Note 15) Property, plant & equipment amounts to $72.6m (2023: $70.6m) and includes $19.5m (2023: $18.3m) of mining assets and $5.3m (2023: $13.2m) of assets under construction. There is a signicant risk that the carrying value of these assets are not recoverable and that these amounts should be impaired. There are further risks that licenses and mining rights may be discontinued or non-renewed. The value in these assets is derived from the rights and obligations of the mining licenses at Sekisovskoye. This is considered to be a key audit matter due to the material nature of the balance and the level of signicant estimation and judgement required by management when assessing the carrying value of these assets. Our work in this are included: • Assessing and reviewing indicators of impairment per IAS 36 and considering whether any apply to the group; • Obtaining, reviewing and challenging management’s present value calculations for indicators of impairment; • Assessing the appropriateness of key assumptions and inputs used in management’s value-in-use model, including commodity price, production, operating costs, capital costs, discount rates, and foreign exchange rates, including obtaining corroborating and contradictory evidence for management’s key assumptions and inputs; • Comparing the proven and probable reserves included in the models to the independent Competent Person’s report and performing audit procedures to assess their independence; competence and objectivity; • Engaging an auditor’s expert to assess the mining operations and mine plans prepared by management and to determine the reasonableness of the company’s plans; and • Physically attending the mine site and observing operations. Key Observation: Based on audit procedures performed, we consider that management’s impairment assessment of the mining asset as at 31 December 2024 is reasonable. Valuation of capitalised exploration costs capitalised as intangible assets under IFRS 6 (Note 14) Intangible assets comprise of geological data and exploration and evaluation costs in relation to the TerenSai ore elds and are valued at $14.3m (2023: $12.9m). The recoverability of these intangible assets is key to the long-term success of the group. There is a signicant risk that the carrying values of intangible assets are not recoverable and should be impaired. This is considered to be a key audit matter due to the material nature of the balance and the level of estimation and judgement required by management when assessing the carrying value of these assets. Our work in this area included: • Obtaining the current exploration licences and the validity of the licences; • Reviewing the indicators of impairment criteria as listed in IFRS 6. Exploration for and Evaluation of Mineral Resources, which included a review of internal / external drilling results produced during the year; • Reviewing the key external reports for indicators of impairment; • Enquiring of management over the future plans for each license including obtaining cash ow projections where necessary; and • Reviewing the exploration and evaluation expenditures to assess their eligibility for capitalisation under IFRS 6 by corroborating to the original source documentation. Key Observation: Based on the audit procedures performed, we consider management’s impairment of intangible assets as at 31 December 2024 to be reasonable. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 54 | AltynGold plc Annual Report 2024 Other information The other information comprises the information included in the annual report, other than the nancial statements and our auditor’s report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the group and parent company nancial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the nancial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the nancial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. Opinions on other matters prescribed by the Companies Act 2006 In our opinion the part of the directors’ remuneration report to be audited has been properly prepared in accordance with the Companies Act 2006. In our opinion, based on the work undertaken in the course of the audit: • the information given in the strategic report and the directors’ report for the nancial year for which the nancial statements are prepared is consistent with the nancial statements; and • the strategic report and the directors’ report have been prepared in accordance with applicable legal requirements. Matters on which we are required to report by exception In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identied material misstatements in the strategic report or the directors’ report. We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion: • adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or • the parent company nancial statements and the part of the directors’ remuneration report to be audited are not in agreement with the accounting records and returns; or • certain disclosures of directors’ remuneration specied by law are not made; or • we have not received all the information and explanations we require for our audit. Responsibilities of directors As explained more fully in the directors’ responsibilities statement, the directors are responsible for the preparation of the group and parent company nancial statements and for being satised that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of nancial statements that are free from material misstatement, whether due to fraud or error. In preparing the group and parent company nancial statements, the directors are responsible for assessing the group’s and the parent company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so. Auditor’s responsibilities for the audit of the nancial statements Our objectives are to obtain reasonable assurance about whether the nancial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to inuence the economic decisions of users taken on the basis of these nancial statements. Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: • We obtained an understanding of the group and parent company and the sector in which they operate to identify laws and regulations that could reasonably be expected to have a direct eect on the nancial statements. We obtained our understanding in this regard through detailed discussions with management about any potential instances of non-compliance with laws and regulations both in the UK and in overseas subsidiaries. We also selected a specic audit team based on experience with auditing entities within this industry of a similar size; INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF ALTYNGOLD PLC continued AltynGold plc Annual Report 2024 | 55 • We determined the principal laws and regulations relevant to the group and parent company to include elements of the signicant laws and regulations relating to the industry, nancial reporting framework, listing rules, tax legislation and environmental regulations in the UK and Kazakhstan; • We designed our audit procedures to ensure the audit team considered whether there were any indications of non-compliance by the group and parent company with those laws and regulations. These procedures included, but were not limited to: – Holding discussions with management and those charged with governance to determine any known or suspected instances of non-compliance with laws and regulations or fraud identied by them; – Reviewing legal and professional fees for evidence of any litigation or claims against the group; – Review of legal and regulatory correspondence; and – Review of Board minutes • We also identied the risks of material misstatement of the nancial statements due to fraud. We considered, in addition to the non- rebuttable presumption of a risk of fraud arising from management override of controls, that the potential for management bias was identied in relation to the carrying value of mining assets – group and the valuation of capitalised exploration costs capitalised as intangible assets under IFRS 6 – group (see Key audit matters section above). • As in all of our audits, we addressed the risk of fraud arising from management override of controls by performing audit procedures which included, but were not limited to: the testing of journals; reviewing accounting estimates for evidence of bias; and evaluating the business rationale of any signicant transactions that are unusual or outside the normal course of business with a focus on any prepayments made in respect of mining development. • A local network rm was engaged to act as component auditors for group reporting purposes. As part of the group audit, we have communicated with component auditors the fraud risks associated with the group and the need for the component auditors to address the risk of fraud in their testing. We have reviewed the component auditor working papers and obtained responses to our group instructions from the component auditors. Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the nancial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reected in the nancial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation. A further description of our responsibilities for the audit of the nancial statements is located on the Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report. Other matters which we are required to address We were appointed by the Audit committee on 19 January 2023 to audit the nancial statements for the period ending 31 December 2022 and subsequent nancial periods. Our total uninterrupted period of engagement is 3 years. The non-audit services prohibited by the FRC’s Ethical Standard were not provided to the group or the parent company and we remain independent of the group and the parent company in conducting our audit. In addition to the audit, we have performed an interim review of the half year results to 30 June 2024 and issued an Independent Review Report in accordance with International Standard on Review Engagements (UK) 2410. Our audit opinion is consistent with the additional report to the audit committee. Use of our report This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone, other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed. Joseph Archer (Senior Statutory Auditor) 15 Westferry Circus For and on behalf of PKF Littlejohn LLP Canary Wharf Statutory Auditor London E14 4HD 24 April 2025 STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 56 | AltynGold plc Annual Report 2024 AltynGold plc Annual Report 2024 | 57 FINANCIAL STATEMENTS Consolidated Income Statement and Statement of Comprehensive Income 58 Consolidated Statement of Financial Position 59 Company Statement of Financial Position 60 Consolidated Statement of Changes in Equity 61 Company Statement of Changes in Equity 62 Consolidated Statement of Cash Flows 63 Company Statement of Cash Flows 64 Notes to the Financial Statements 65 Notice of Annual General Meeting 91 STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTSSTRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 58 | AltynGold plc Annual Report 2024 Note 2024 $ 000 2023 $ 000 Revenue 5 96,522 64,434 Cost of sales (47,455) (41,102) Gross prot 49,067 23,332 Administrative expenses (6,557) (6,977) Impairments 8 (117) (439) Operating prot 42,393 15,916 Finance income 358 - Foreign exchange (6,373) 252 Finance expense (6,023) (4,283) Total nance cost 9 (12,038) (4,031) Prot before tax 10 30,355 11,885 Taxation expense 11 (3,932) (546) Prot for the year attributable to the equity holders of the parent 26,423 11,339 Prot for the year 26,423 11,339 Items that may be reclassied subsequently to the income statement Currency translation dierences arising on translations of foreign operations (14,948) 1,210 Currency translation dierences on translation of foreign operations relating to tax - (4,075) (14,948) (2,865) Total comprehensive prot attributable to: Equity holders of the parent 11,475 8,474 Earnings per ordinary share 12 Basic 96.66c 41.48c Diluted 96.66c 41.48c The notes on pages 65 to 90 form an integral part of these nancial statements. CONSOLIDATED INCOME STATEMENT AND STATEMENT OF COMPREHENSIVE INCOME for the year ended 31 December 2024 AltynGold plc Annual Report 2024 | 59 (Registration number: 05048549) Note 2024 $ 000 2023 $ 000 Assets Non-current assets Intangible assets 14 14,880 13,661 Property, plant and equipment 15 72,638 70,593 Deferred tax assets 11 - 1,419 Trade and other receivables 18 14,669 18,354 Restricted cash 93 33 102,280 104,060 Current assets Inventories 17 23,503 17,464 Trade and other receivables 18 20,430 18,465 Cash and cash equivalents 10,402 5,502 54,335 41,431 Total assets 156,615 145,491 Equity and liabilities Current liabilities Trade and other payables 19 (7,468) (9,658) Income tax liability (78) - Provisions 21 (358) (324) Loans and borrowings 22 (29,201) (18,132) (37,105) (28,114) Non-current liabilities VAT payable 19 - (114) Other payables 19 - (133) Deferred tax liabilities 11 (675) - Provisions 21 (5,733) (6,089) Loans and borrowings 22 (30,945) (40,359) (37,353) (46,695) Total liabilities (74,458) (74,809) Equity Share capital 24 (4,267) (4,267) Share premium (152,839) (152,839) Merger reserve 282 282 Foreign currency translation reserve 75,455 60,507 Accumulated prots/losses (788) 25,635 Equity attributable to owners of the company (82,157) (70,682) Total equity and liabilities (156,615) (145,491) Approved by the Board on 24 April 2025 and signed on its behalf by: Mr Aidar Assaubayev (Chief Executive Ocer) Mr Sanzhar Assaubayev (Executive Director) Director Director The notes on pages 65 to 90 form an integral part of these nancial statements. CONSOLIDATED STATEMENT OF FINANCIAL POSITION as at 31 December 2024 STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 60 | AltynGold plc Annual Report 2024 (Registration number: 05048549) Note 2024 $ 000 2023 $ 000 Assets Non-current assets Investments in subsidiaries 16 48,132 48,132 Loans due from subsidiaries 16 92,661 80,967 140,793 129,099 Current assets Trade and other receivables 18 39 14 Cash and cash equivalents 8,956 4,413 8,995 4,427 Total assets 149,788 133,526 Equity and liabilities Current liabilities Trade and other payables 19 (1,906) (1,213) Loans and borrowings 22 (9,912) - (11,818) (1,213) Non-current liabilities Loans and borrowings 22 (9,568) (9,582) Total liabilities (21,386) (10,795) Equity Share capital 24 (4,267) (4,267) Share premium (152,839) (152,839) Foreign currency translation reserve 16,338 16,338 Accumulated losses 12,366 18,037 Total equity (128,402) (122,731) Total equity and liabilities (149,788) (133,526) Approved by the Board on 24 April 2025 and signed on its behalf by: Mr Aidar Assaubayev (Chief Executive Ocer) Mr Sanzhar Assaubayev (Executive Director) Director Director The parent Company is claiming the exemption under the Companies Act 2006 s408 not to present it’s individual income statement. The Company made a prot of US$5,672,000 in the year (2023: US$33,606,795). The notes on pages 65 to 90 form an integral part of these nancial statements. COMPANY STATEMENT OF FINANCIAL POSITION as at 31 December 2024 AltynGold plc Annual Report 2024 | 61 Share capital $ 000 Share premium $ 000 Merger reserve $ 000 Currency translation reserve $ 000 Accumulated prots/losses $ 000 Total equity $ 000 At 1 January 2023 (4,267) (152,839) 282 57,642 36,975 (62,207) Prot for the year - - - - (11,340) (11,340) Other comprehensive loss - - - 2,865 - 2,865 Total comprehensive loss - - - 2,865 (11,340) (8,475) At 31 December 2023 (4,267) (152,839) 282 60,507 25,635 (70,682) Share capital $ 000 Share premium $ 000 Merger reserve $ 000 Currency translation reserve $ 000 Accumulated prots/losses $ 000 Total equity $ 000 At 1 January 2024 (4,267) (152,839) 282 60,507 25,635 (70,682) Prot for the year - - - - (26,423) (26,423) Other comprehensive income - - - 14,948 - 14,948 Total comprehensive income - - - 14,948 (26,423) (11,475) At 31 December 2024 (4,267) (152,839) 282 75,455 (788) (82,157) Group Reserves Share capital Amount of the contributions made by shareholders in return for issue of shares at their nominal value. Share premium Amount subscribed for share capital in excess of nominal value. Merger reserve Reserve created on application of merger accounting under a previous GAAP. Currency translation reserve Gains/losses arising on re-translating the net assets of overseas operations into US Dollars. The notes on pages 65 to 90 form an integral part of these nancial statements. CONSOLIDATED STATEMENT OF CHANGES IN EQUITY for the year ended 31 December 2024 STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 62 | AltynGold plc Annual Report 2024 Share capital $ 000 Share premium $ 000 Currency translation reserve $ 000 Accumulated losses $ 000 Total $ 000 At 1 January 2023 (4,267) (152,839) 16,338 51,644 (89,124) Prot for the year - - - (33,607) (33,607) Total comprehensive Income - - - (33,607) (33,607) At 31 December 2023 (4,267) (152,839) 16,338 18,037 (122,731) Share capital $ 000 Share premium $ 000 Currency translation reserve $ 000 Accumulated losses $ 000 Total equity $ 000 At 1 January 2024 (4,267) (152,839) 16,338 18,037 (122,731) Prot for the year - - - (5,671) (5,671) Total comprehensive income - - – (5,671) (5,671) At 31 December 2024 (4,267) (152,839) 16,338 12,366 (128,402) Company reserves Share capital Amount of the contributions made by shareholders in return for the issue of shares at their nominal value. Share premium Amount subscribed for share capital in excess of nominal value. Currency translation reserve Gains/losses arising on re-translating the net assets of overseas operations into US Dollars. The notes on pages 65 to 90 form an integral part of these nancial statements. COMPANY STATEMENT OF CHANGES IN EQUITY for the year ended 31 December 2024 AltynGold plc Annual Report 2024 | 63 Note 2024 $ 000 2023 $ 000 Cash ows from operating activities Net cash ow from operating activities 23 29,370 14,651 Cash ows from investing activities Interest received 9 358 – Acquisitions of property plant and equipment (17,877) (40,171) Acquisition of intangible assets 14 (3,977) (766) Net cash ows from investing activities (21,496) (40,937) Cash ows from nancing activities Interest paid 23 (4,800) (3,228) Loans received 22,352 51,481 Loans repaid (20,415) (16,581) Net cash ows from nancing activities (2,863) 31,672 Net increase in cash and cash equivalents Cash and cash equivalents at 1 January 5,011 5,386 Eect of exchange rate uctuations on cash held 5,502 116 Cash and cash equivalents at 31 December (111) – 10,402 5,502 The notes on pages 65 to 90 form an integral part of these nancial statements. CONSOLIDATED STATEMENT OF CASH FLOWS for the year ended 31 December 2024 STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 64 | AltynGold plc Annual Report 2024 Note 2024 $ 000 2023 $ 000 Cash ows from operating activities Net cash outow from operating activities 23 (1,224) (603) Net cash ow from operating activities (1,224) (603) Cash ows from investing activities Interest received 9 202 – Loans paid to subsidiaries (2,500) (3,636) Net cash ows from investing activities (2,298) (3,636) Cash ows from nancing activities Loans received 9,416 9,370 Interest repaid (1,351) (788) Net cash ows from nancing activities 8,065 8,582 Net increase in cash and cash equivalents 4,543 4,343 Cash and cash equivalents at 1 January 4,413 70 Cash and cash equivalents at 31 December 8,956 4,413 The notes on pages 65 to 90 form an integral part of these nancial statements. COMPANY STATEMENT OF CASH FLOWS for the year ended 31 December 2024 AltynGold plc Annual Report 2024 | 65 1. General information AltynGold Plc (the “Company”) is a Company incorporated in England and Wales under the Companies Act 2006. The address of its registered office, and place of business of the Company and its subsidiaries is set out within the Company information on page 98 of this annual report. The principal activities of the Company and subsidiaries are set out on page 37 and the strategic review within this annual report. 2. Basis of preparation The annual report is for the year ended 31 December 2024 and includes the consolidated and parent company’s financial statements. The financial statements have been prepared in accordance with UK-adopted international accounting standards and with the requirements of the Companies Act 2006 as applicable to companies reporting under those standards. The financial statements have been prepared using accounting policies set out in note 4 which are consistent with all applicable IFRSs and with those parts of the Companies Act 2006 applicable to companies reporting under IFRSs. For these purposes, IFRSs comprises the standards issued by the International Accounting Standards Board and interpretations issued by the International Financial Reporting Interpretations Committee as adopted by the United Kingdom. The financial statements have been prepared under the historical cost convention, and at fair value for financial and non-financial asset and liabilities as appropriate. The financial statements are prepared on a going concern basis. Going concern The Group increased turnover in the year to US$94m from US$64m, generating an adjusted EBITDA of US$50.9m (2023 US$22.3m), see note 13. The Board have reviewed the Group’s forecast cash flows for the period to June 2026, which include the capital and interest repayments to be made in relation to the Group’s borrowings. Capital and operating costs are based on approved budgets and latest forecasts and development plans. These have been based on costs that have been fixed with suppliers where applicable and other costs that include inflationary allowance. The gold price used in the forecasts has been based on an average of consensus forecasts, which is lower than that currently being achieved. Based on the Group’s cash flow forecasts, the Directors believe that the net cash flows from operations will be sufficient to fund the ongoing operational finance requirements of the Company. The cash generation will be higher in 2025 due to the input from third line of production which became operational at the start of 2025. In each separate case the Group would not experience a cash shortfall, the Group would manage its resources, reducing or adjusting the timing of discretionary capital investment and managing its payables in order to maintain liquidity as appropriate. The Board therefore considers it is appropriate to adopt the going concern basis of accounting in preparing these financial statements. 3. Adoption of new and revised standards A number of new standards, amendments to standards and interpretations, are effective for annual periods beginning on or after 1 January 2024. They have been adopted and applied in preparing these financial statements as appropriate. • IFRS S1 General Requirements for Disclosure of Sustainability-related Financial Information • IFRS S2 Climate-related Disclosures • Classification of Liabilities as Current or Non-Current (Amendments to IAS 1) • Lease Liability in a Sale and Leaseback (Amendments to IFRS 16) • Non-current Liabilities with Covenants (Amendments to IAS 1) • Supplier Finance Arrangements (Amendments to IAS 7 and IFRS 7) Standards and interpretations published, but not yet applicable for the annual period beginning on 1 January 2024, have not been applied in preparing these financial statements. The Company is reviewing the new standards, amendments to standards and interpretations as noted to assess the potential impact on the financial statements they have not been applied in preparing these financial statements. • IFRS 18 Presentation and Disclosures in Financial Statements. • IFRS 19 Subsidiaries without Public Accountability: Disclosures. • Lack of Exchange ability (Amendments to IAS 21). • Amendments to the SASB standards to enhance their international applicability. • Amendments IFRS 9 and IFRS 7 regarding the classification and measurement of financial instruments. • Annual Improvements to IFRS Accounting Standards - Volume 11. NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2024 STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 66 | AltynGold plc Annual Report 2024 4. Accounting policies Basis of consolidation Where a company has control over an investee, the investee is classified as a subsidiary. A company controls an investee if all three of the following elements are present: power over the investee, exposure to variable returns from the investee, and the ability of the investor to use its power to affect those variable returns. Control is reassessed whenever facts and circumstances indicate that there may be a change in any of these elements of control. The consolidated financial statements present the results of the company and its subsidiaries (“the Group”) as if they formed a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full. The consolidated financial statements incorporate the results of business combinations using the acquisition method. In the statement of financial position, the acquiree’s identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the consolidated statement of comprehensive income from the date on which control is obtained. They are de-consolidated from the date on which control ceases. Revenue recognition Revenue represents amounts received for goods provided in the normal course of business, net of VAT and any other sales related taxes. The Company’s revenue is generated entirely from the sale of the gold and silver (“Precious Metal”) content of doré. The doré was delivered to a precious metal refiner, based in Kazakhstan during 2024 and 2023, which also purchased all precious metal that was refined. Title of the precious metal passes upon acceptance of the delivery from the Company to the refiner. Sales of precious metal are only recognised when the delivery has been accepted and title for the precious metal has accordingly been passed to the refiner. The Company does not hedge or otherwise enter into any derivatives in respect of its sales of doré. Sales are recorded at the actual selling price of the doré which is based on current market prices. The Company receives 90% less fees of the revenue on delivery of the dore to the refiner based on the spot dollar and gold and silver prices on the day of delivery. The balance is paid once the dore is refined into gold or silver and is usually paid with 14 days, based on the original gold price or silver price and spot price of the US dollar on the day of settlement. Foreign currencies The Company has prepared its financial statements in United States Dollars (US$). The functional currency of the companies in Kazakhstan is the Kazakhstan Tenge (KZT). The functional currency of the Company and AltynGold Holdings Limited is the United States Dollars (US$). The rates used to convert Pound Sterling and Kazakhstan Tenge into United States Dollar in these financial statements are as follows: US$ to Pound Sterling closing 1.26 (2023: 1.27), average 1.28 (2023:1.24), US$ to Kazakh Tenge closing 523.54 (2023: 454.56) average 469.44 (2023:456.31). The year end and average rates used for the Kazakh Tenge have been obtained from the National Bank of Kazakhstan. Transactions denominated in currencies other than the functional currency of each respective entity are recorded at the rate of exchange prevailing at the date of the transaction. Monetary assets and liabilities are translated into the relevant functional currency at the closing rates of exchange at the reporting date. Exchange differences arising from the restatement of monetary assets and liabilities at the closing rate of exchange at the reporting date or from the settlement of monetary transactions at a rate different from that at which the asset or liability was recorded are dealt with through the statement of profit or loss. On consolidation, the results of overseas operations are translated into US dollars, the Group’s presentational currency, at rates approximating to those ruling when the transactions took place. All assets and liabilities of overseas operations are translated at the rate ruling at the balance sheet date. Exchange differences arising on translating the opening net assets at the opening rate and the results of overseas operations at the actual rate are recognised directly in the consolidated statement of other comprehensive income. The intercompany loans form a part of the Company’s investment in a foreign operation. The exchange difference arising on the intercompany loans on translation in the company income statement is being recognised in other comprehensive income which on consolidation is recognised in a separate component of equity until disposal of the foreign operations. In the individual Parent Company financial statements foreign exchange gains/losses are recognised in the income statement. Intangible assets Externally acquired intangible assets are initially recognised at cost and subsequently amortised on a straight-line basis over their expected economic life. In the Directors’ opinion this is 10 years from May 2016 being the licenced period of the Teren Sai exploration project. There is no effect on the income statement as amortisation costs of the geological data are capitalised in line with the accounting policy on exploration and evaluation costs. Exploration and evaluation costs All costs incurred prior to obtaining the legal right to undertake exploration and evaluation activities on a project are written off as incurred. All costs associated with mineral exploration and investments are capitalised on a project by project basis, pending determination of the feasibility of the project. Costs incurred include appropriate technical and administrative expenses. If an exploration project is successful and the project is determined to be commercially viable, the related costs will be transferred to mining assets and amortised over the estimated life of the mineral reserves on a unit of production basis. Where a project is relinquished, abandoned, or is considered to be of no further commercial value to the Group, the related costs are written off. Impairment reviews performed under IFRS 6 ‘Exploration for and evaluation of mineral resources’ are carried out on a project by project basis, with each project representing a NOTES TO THE FINANCIAL STATEMENTS continued for the year ended 31 December 2024 AltynGold plc Annual Report 2024 | 67 4. Accounting policies continued potential single cash generating unit. An impairment review is undertaken when indicators of impairment arise; typically when one of the following circumstances applies: • sufficient data exists that render the resource uneconomic and unlikely to be developed • title to the asset is compromised • budgeted or planned expenditure is not expected in the foreseeable future • insufficient discovery of commercially viable resources leading to the discontinuation of activities. Property, plant and equipment Mining properties comprise previously capitalised exploration, evaluation and development expenditure incurred during the exploration and development stages of the Company’s mining projects. Other items of property, plant and equipment are initially recognised at cost. As well as the purchase price, cost include directly attributable costs and estimated present value of any future unavoidable costs of dismantling and removing items. The corresponding liability is recognised within provisions. Assets under construction represent assets under development that are not at the stage that can be used commercially to generate revenues, no depreciation is applied to these assets. Depreciation Depreciation of property, plant and equipment is calculated on a straight line or units of production basis, as appropriate. Assets are fully depreciated over their economic lives, or over the remaining life of the mine if shorter. Assets under construction and freehold land are not depreciated. Asset class Depreciation method and rate Buildings 8-10 per cent per annum straight line basis Equipment, fixtures and fittings 10-40 percent per annum straight line basis Plant, machinery and vehicles 7-30 per cent. per annum straight line basis Mining properties Unit of production based on the proven reserves Impairment of non-current assets Property, plant and equipment and intangible assets are assessed for impairment at each reporting date when events or a change in circumstances suggest that the carrying amount of an asset may exceed the recoverable amount. Where there has been an indication of a possible impairment, management assesses the recoverability of the carrying value of the asset by comparing it with the estimated discounted future net cash flows generated by the asset based on management’s expectation of future production and selling prices. Any identified impairment is charged to the statement of profit or loss. Where an impairment loss subsequently reverses, the carrying amount of the asset is increased to the revised estimate of its recoverable amount but such 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 in prior years. A reversal of impairment loss is recognised in the profit or loss immediately. Inventories Inventories are valued at the lower of cost or net realisable value. Net realisable value represents the estimated selling price less all estimated costs of completion and costs to be incurred in marketing, selling and distribution. Costs incurred in bringing each product to its present location and condition are accounted for as follows: • Spare parts and consumables – Purchase costs on a first in, first out basis; • Ore stockpiles, work in progress and finished gold – Dependent on the current stage in the production cycle, the cost will reflect cost of direct materials, power, labour and a proportion of overhead, to bring the product to its current state. Taxation The tax expense represents the sum of the tax currently payable and deferred tax. The tax currently payable is based on the taxable profit for the year. Taxable profit differs from net profit as reported in the statement of profit or loss 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 Company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting date. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 68 | AltynGold plc Annual Report 2024 4. Accounting policies continued Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit and is accounted for by using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary difference arises from the initial recognition of goodwill or from the initial recognition (other than in a business combination) of other assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit. Deferred tax liabilities are recognised for taxable temporary differences arising on investments in subsidiaries and associates, and interests in joint ventures except where the Company is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future. The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the income statement, except when it relates to items charged to other comprehensive income or credited directly to equity, in which case the deferred tax is also dealt within equity. Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities and when they relate to income taxes levied by the same taxation authority and the Group intends to settle its current tax assets and liabilities on a net basis. The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the group operates and generates taxable income. Deferred income tax is recognised on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements and on unused tax losses or tax credits in the group. Deferred income tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date. Financial Instruments Financial assets and financial liabilities are recognised in the consolidated statement of financial position when the Group becomes party to the contractual provisions of the instrument. Trade and other receivables Trade and other receivables are recognised initially at their transaction price in accordance with IFRS 9 and are subsequently measured at amortised cost. The Group applies the simplified approach to providing for expected credit losses (ECL) prescribed by IFRS 9, which permits the use of the lifetime expected loss provision for all trade receivables measured on a collection basis. Expected credit losses are assessed on a forward looking basis, using information such as the expected future currency, commodity and inflation rates. The loss allowance is measured at initial recognition and throughout its life at an amount equal to lifetime ECL. Any impairment is recognised in the income statement. Detail sin relation to the ECL provision are given in note 16. If there is no reasonable expectation of recovery after assessing the ability of the debtor to repay the amount due it will be written off but further legal action may be taken to recover the amount due subject to a cost benefit assessment of the amounts involved. The Company will deem an amount to go into default if the terms of the contractual payment are breached and the subsequent follow up to remedy the breach and agree a revised repayment schedule is unsatisfactory. Cash and cash equivalents Cash and cash equivalents comprise cash in hand and demand deposits, and other short-term highly liquid investments with original maturities of less than three months and which are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value, for the purposes of statement of cash flow. Cash retained for the purposes of restoration of the land after the end of the licence period is not included within cash resources and is included in a separate fund see note 21. Investments Investment in subsidiaries are included at cost less impairment. Loans and receivables from subsidiaries Loans to subsidiary undertakings are subject to IFRS 9’s expected credit loss model. The intercompany loans are repayable on deferred basis, and a three year notice of repayment can only be given after full repayment of the Bank Center Credit loan, which is repayable in October 2026. The earliest the loans can be repaid is October 2029. The intercompany loans at present are considered to be in stage 2, and have been assessed as indicated in the IFRS 9 ECL model, with extensions being made on the repayment terms of the original loans that were given. As the loans are considered to be in stage 2 a lifetime ECL is determined using all relevant, reasonable and supportable historical, current and forward-looking information that provides evidence about the risk that the subsidiaries will default on the loan and the amount of losses that would arise as a result of that default. Financial liabilities The Group classifies its financial liabilities into one of two categories discussed below, depending on the purpose for which the liability was acquired. NOTES TO THE FINANCIAL STATEMENTS continued for the year ended 31 December 2024 AltynGold plc Annual Report 2024 | 69 4. Accounting policies continued Financial liabilities at fair value through profit or loss Financial liabilities at fair value through profit or loss are carried in the consolidated statement of financial position at fair value with changes in fair value recognised in the consolidated income statement. The Group does not have any liabilities held for trading nor has it designated any other financial liabilities as being at fair value through profit or loss. Other financial liabilities Other financial liabilities comprise borrowings, trade payables and other short-term monetary liabilities. These are initially measured at fair value and subsequently recognised at amortised cost using effective interest rate method. Derecognition of financial liabilities Financial liabilities are derecognised when, and only when, the Group’s obligations are discharged, cancelled, or they expire. Fair value measurement hierarchy The Group classifies its financial assets and financial liabilities measured at fair value using a fair value hierarchy that reflects the significance of the inputs used in making the fair value measurement. The fair value hierarchy has the following levels: • quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1); • inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices) (level 2); • inputs for the asset or liability that are not based on observable market data (unobservable inputs) (Level 3); • the level in the fair value hierarchy within the financial asset or financial liability is determined on the basis of the lowest level input that is significant to the fair value measurement. Compound instruments The component parts of compound instruments (convertible notes and loans with detachable warrants) issued by the Company are classified separately as financial liabilities and equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument. A conversion option that will be settled by the exchange of a fixed amount of cash for a fixed number of the Company’s own equity instruments is an equity instrument. At the date of issue, the fair value of the liability component is estimated using the prevailing market interest rate for similar non convertible instruments. This amount is subsequently recorded as a liability on an amortised cost basis using the effective interest method until extinguished upon conversion or at the instrument’s maturity date. The conversion option or detachable warrant classified as equity is determined by deducting the amount of the liability component from the fair value of the compound instrument as a whole. This is recognised and included in equity, net of income tax effects, and is not subsequently re-measured. Gains or losses are recognised in profit or loss upon conversion or expiration of the conversion option. Transaction costs that relate to the issue of the compound instruments are allocated to the liability and equity components in proportion to the fair value of the debt and equity components. Transaction costs relating to the equity component are recognised directly in equity. Transaction costs relating to the liability component are included in the carrying amount of the liability component and are amortised over the lives of the compound instruments using the effective interest method. The Company currently has no compound instruments. Share capital Financial instruments used by the Group are classified as equity only to the extent that they do not meet the definition of a financial liability or financial asset. The Company’s ordinary shares are classified as equity instruments and are recorded as proceeds received, net of direct issue costs. Provision for commitments and contingencies Provisions are recognised when the Company has a present obligation at the reporting date, which occurred as a result of a past event, and it is probable that the Company will be required to settle that obligation and the amount of the obligation can be reliably estimated. Possible obligations that are less than probable, and commitments to make purchases and incur expenditure in future periods, are not recognised as provisions but are disclosed as commitments and contingencies. Provision for site rehabilitation and decommissioning costs and the associated asset is recorded at the present value of the expected expenditure required to settle the Company’s future obligations. Actual outcomes may vary. Details regarding the provision for site rehabilitation and decommissioning costs are set out in note 21 to the financial statements. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 70 | AltynGold plc Annual Report 2024 4. Accounting policies continued Critical accounting judgements and key sources of estimation uncertainty In the application of the Company’s accounting policies, the Directors have made judgements and estimates that may have a significant effect on the amount recognised in the financial statements. These include: • carrying value of property, plant and equipment, including estimates made in respect of reserves and resources, discount rate and future gold prices (note 15): Costs capitalised as mining assets in property, plant and equipment, and intangible assets are assessed for impairment when circumstances suggest that the carrying value may exceed its recoverable value. Full impairment testing has not been carried out, as no indicators of impairment have been identified. However as part of the assessment the carrying value of the assets at the reporting date were compared with the expected discounted cash flows. For the discounted cash flows to be calculated, management has used a production profile based on its best estimates. These are based on actual results and projected budgets, known gold reserves of the assets and a range of assumptions, including an estimated price of gold and a discount rate which, taking into account other assumptions used in the calculation, management considers to be reflective of the risks. This assessment involves judgement as to (i) the likely commerciality of the asset, (ii) proven, probable reserves which are estimated, (iii) future revenues and estimated development costs pertaining to the asset, (iv) the discount rate to be applied for the purposes of deriving a recoverable value. Three CGU’s were identified and the following principal assumptions were used in the preparation of the models. The price of gold is based on modelling from information from Bloomberg with a price of gold ranging from US$2,563oz down to US$2,000 in the long term, an exchange rate of 523 KZT to 1 US Dollar, recovery rate of 84%, a processing cost of US$70t, and corporate and mineral taxes of 27.5%. The forecasts have been flexed to account for changes in costs and sales prices ranging up to 18% with no impact on the viability of the CGU’s. • recoverability of inventories (note 17): The recoverability of inventories is dependent upon the future production of the Company, and future prices achievable, which will determine if any provision is required against inventories. The directors have assessed the impairment indicators, and made judgements in reflection to future prices achievable and production and make impairments as appropriate. • carrying value of provisions (note 21): Estimates of the cost of future decommissioning and restoration of production facilities are based on current legal and constructive requirements, technology and price levels, while estimates of when decommissioning will occur depend on assumptions made regarding the economic life of fields which in turn depend on such factors as gold prices, decommissioning costs, discount rates and inflation rates. The management reviewed the estimation process and the basis for the principal assumptions underlying the cost estimates, noting in particular the reasons for any major changes in estimates as compared with the previous year. The Company was satisfied that the approach applied was fair and reasonable. The Company was also satisfied that the discount and inflation rates used to calculate the provision were appropriate. • recognition of deferred taxation assets (note 11): Deferred tax assets are recognised only to the extent it is considered probable that those assets will be recoverable. This involves an assessment of when those deferred tax assets are likely to reverse, and a judgement as to whether or not there will be sufficient taxable profits available to offset the tax assets when they do reverse. This requires assumptions regarding future profitability and is therefore inherently uncertain. To the extent assumptions regarding future profitability change, there can be an increase or decrease in the level of deferred tax assets recognised that can result in a charge or credit in the period in which the change occurs; • carrying value of intangible assets (note 14): The carrying value for intangible exploration and evaluation assets, represent the costs of active exploration projects the commerciality of which is unevaluated until reserves can be appraised. Where properties are appraised to have no commercial value, the associated costs are treated as an impairment loss in the period in which the determination is made. The recoverability of intangible exploration assets is assessed by comparing the carrying value to estimates of the present value of projects where indicators of impairment have been identified on an asset. The present values of intangible exploration assets are inherently judgemental. Exploration and evaluation costs will be written off to the income statement unless commercial reserves are established or the determination process is not completed and there are no indications of impairment. The outcome of ongoing exploration, and therefore whether the carrying value of exploration and evaluation assets will ultimately be recovered, is inherently uncertain. There were no impairment indicators identified, therefore a full impairment test was not carried out. • Provision for taxation (note 11 and 18) Management make judgements in relation to the recognition of various taxes payable by the Group and VAT recoverability for which the recoverability and timing of recovery is assessed. The Group operates in jurisdictions which necessarily require judgement to be applied when assessing the applicable tax treatment for transactions and the Group obtains professional advice where appropriate to ensure compliance with applicable legislation. NOTES TO THE FINANCIAL STATEMENTS continued for the year ended 31 December 2024 AltynGold plc Annual Report 2024 | 71 4. Accounting policies continued • Estimation of credit losses (note 16) Management make judgements in relation to the future recoverability of receivables, in relation to the parent Company there are substantial loans to the subsidiaries. The management has used the guidance as noted in IFRS9 to make judgements in relation to the future risk of default, the ability of the Company to achieve its production targets and achieve a sufficient level of profits to repay the loans, inherent in this model are a number of judgements. The management has estimated that a provision was required of US$23.6m at the year end. (2023 US$22m); and • Extension of licence (note 14 and 15) The exploration licence at Teren Sai runs to March 2026 and the licence for the deposit at Sekisovskoye runs to 2029 Inherent in this process for the application for renewal and beyond are judgements of determining if the conditions can be satisfied for future licence extensions. 5. Revenue The analysis of the Group’s revenue for the year from continuing operations is as follows: 2024 US$000 2023 US$000 Sale of gold and silver 94,476 63,748 Other sales 2,046 686 96,522 64,434 Included in revenues from sale of gold and silver are revenues of US$94,476,000 (2023: US$63,748,000) which arose from sales of precious metals to one customer based in Kazakhstan. Other sales amounted to US$2,046,000 (2023: US$686,000) and related to lease and rental income. 6. Segmental information 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 and making strategic decision, has been identified as the Board of Directors. The Board of Directors consider there to be two operating segments, the exploration and development of mineral resources at Sekisovskoye and at Teren Sai, both based in one geographical segment, being Kazakhstan. All sales were made in Kazakhstan from the mine at Sekisovskoye. However in relation to Teren Sai as there is discrete financial information available and the assets account for greater than 10% of the combined total assets of all segments it is considered to be a separate operating segment. Teren Sai is an exploration asset, details of the carrying value of the asset are shown in note 14. There is currently no turnover or other associated costs in relation to this asset. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 72 | AltynGold plc Annual Report 2024 7. Staff number and costs Group The aggregate remuneration comprised: 2024 US$000 2023 US$000 Directors’ emoluments 311 301 Employee wages and salaries 5,192 4,325 Employer social tax and national insurance 1,682 1,160 7,185 5,786 The average number of employees (including Directors) was: 2024 2023 Production 443 384 Administration 87 93 530 477 Company The average number of employees (including Directors) was: 2024 2023 Administration 7 7 Further details in relation to Directors remuneration and wages and salaries is given in the Remuneration Report. The aggregate remuneration comprised: 2024 US$000 2023 US$000 Directors’ emoluments 311 301 Employer social tax and national insurance 22 22 333 323 8. Impairments 2024 2023 US$000 US$000 Impairments (reversed)/provided - ore/inventories (121) 288 Impairment provided - other receivables and prepayments 238 151 117 439 9. Finance income and costs 2024 $ 000 2023 $ 000 Finance income Interest on bank deposits 358 – Finance costs Foreign exchange (loss)/gain (6,373) 252 Unwinding of discount on provisions (506) (472) Interest expense (5,063) (3,590) Unwinding of discount other financial liabilities (454) (221) Total finance costs (12,396) (4,031) Net finance costs (12,038) (4,031) NOTES TO THE FINANCIAL STATEMENTS continued for the year ended 31 December 2024 AltynGold plc Annual Report 2024 | 73 10. Profit before taxation The profit on ordinary activities before taxation is stated after (crediting)/charging 2024 US$000 2023 US$000 Staff costs (note 7) 7,185 5,786 Depreciation and amortisation of assets 9,043 6,990 Cost of inventories recognised as an expense 10,457 13,624 Provision of impairment of receivables and inventory (121) 288 Provision of impairment receivables 238 151 Irrecoverable VAT written off 284 46 Penalties and fines 747 756 Fees payable to the auditors - other services 26 – Fees payable to the Company’s auditors for the audit of the Company 28 55 Fees payable to the Company’s auditors for the audit of the Group financial statements 171 192 11. Income tax Tax charged in the income statement 2024 $ 000 2023 $ 000 Current taxation Income tax 1,981 – Deferred taxation Arising from origination and reversal of temporary differences 2,131 546 Arising from previously unrecognised tax loss, tax credit or temporary difference of prior periods (180) – Total deferred taxation 1,951 546 Tax expense in the income statement 3,932 546 The tax on profit before tax for the year is lower than the standard rate of tax in Kazakhstan of 20%, (2023 - lower than the standard rate of tax in Kazakhstan at 20%). The differences are reconciled below: 2024 $ 000 2023 $ 000 Profit before tax 30,355 11,885 Corporation tax at standard rate 6,070 2,377 Effect of different UK tax rates on some earnings - (336) Effect of expenses not deductible in determining taxable profit 1,896 1,326 Tax decrease from utilisation of tax losses (257) – Current year tax losses and other temporary differences not recognised 337 817 Foreign exchange allowable losses in subsidiary (4,114) (3,638) Total tax charge 3,932 546 STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 74 | AltynGold plc Annual Report 2024 11. Income tax continued Deferred tax Group Deferred tax assets and liabilities are offset were they arise within the subsidiaries in Kazakhstan. The Group has recognised the deferred tax asset only to the extent that it is probable that the taxable profit will be available against which the deductible temporary difference can be utilised. The future tax profits are expected to derive from the gold mining operations in Kazakhstan. The tax losses arising in the prior periods will reduce the Company’s and its subsidiaries’ future tax liabilities. Deferred tax assets are recognised as the Directors believe that sufficient taxable profits will be made against which the carried forward losses can be utilised. Unutilised taxation losses arising in Kazakhstan of US$2.5m (2023: US$14.5m) are available to carry forward for a maximum of 10 years. It is estimated that the tax losses available to carry forward will be utilised by 2025. Unutilised tax losses arising in the UK amount to US7.8m (2023: US$6.2m). Unrecognised deferred taxation assets 2024 US$000 2023 US$000 Taxation losses 1,956 1,808 The unrecognised taxable losses above arise in relation to the parent Company, this amount has been carried forward as the Directors are uncertain if there will be sufficient taxable profits in the foreseeable future to offset the losses incurred. Taxation losses US$000 Accelerated taxation depreciation US$000 Other timing differences US$000 Total US$000 1 January 2023 6,925 (53) (820) 6,052 Debit to income – (517) (29) (546) Debit to other comprehensive income (4,075) – – (4,075) Currency translation 54 (49) (17) (12) 31 December 2023 and 1 January 2024 2,904 (619) (866) 1,419 Debit to income 10 (677) (1,464) (2,131) Currency translation (389) 152 274 37 31 December 2024 2,525 (1,144) (2,056) (675) NOTES TO THE FINANCIAL STATEMENTS continued for the year ended 31 December 2024 AltynGold plc Annual Report 2024 | 75 12. Earnings per ordinary share The calculation of basic and diluted earnings per share from continuing operations is based upon the retained profit from continuing operations for the financial year of US$26.4m (2023: US$11.3m). The weighted average number of ordinary shares for calculating the basic earnings per share in 2024 and 2023 is shown below. 2024 No. 2023 No. Basic 27,332,934 27,332,934 Diluted 27,332,934 27,332,934 13. Adjusted EBITDA The Directors of the Company have presented the performance measure adjusted EBITDA (earnings before interest, tax, depreciation and other non-operating expenses) as they monitor this performance measure at a consolidated level, and the Directors believe it is relevant to measuring the Groups performance. Adjusted EBITDA is not a defined performance measure in IFRS. The Group’s definition of adjusted EBITDA may not be comparable with similarly titled performance measures as disclosed by other entities. 2024 2023 Reconciliation of adjusted EBITDA to profit after tax US$000 US$000 Profit after tax 26,423 11,339 Income tax expense 3,932 546 Finance income (358) - Finance expense 6,023 4,283 Foreign exchange 6,373 (252) Depreciation and amortisation 9,044 6,989 Fair value adjustment on loan (556) (630) Adjusted EBITDA 50,881 22,275 STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 76 | AltynGold plc Annual Report 2024 14. Intangible assets Group Teren Sai geological data $ 000 Teren Sai Exploration and evaluation costs $ 000 Other intangible assets $ 000 Total $ 000 Cost or valuation At 1 January 2023 8,212 9,952 - 18,164 Additions - 7 759 766 Amortisation capitalised - 546 - 546 Currency translation 146 179 61 386 At 31 December 2023 8,358 10,684 820 19,862 At 1 January 2024 8,358 10,684 820 19,862 Additions - 3,977 - 3,977 Amortisation capitalised - 555 - 555 Currency translation (1,101) (2,374) (108) (3,583) At 31 December 2024 7,257 12,842 712 20,811 Amortisation At 1 January 2023 5,320 146 - 5,466 Amortisation charge 546 - 75 621 Currency translation 97 - 17 114 At 31 December 2023 5,963 146 92 6,201 At 1 January 2024 5,963 146 92 6,201 Amortisation charge 555 - 79 634 Currency translation (865) (16) (23) (904) At 31 December 2024 5,653 130 148 5,931 Carrying amount At 31 December 2024 1,604 12,712 564 14,880 At 31 December 2023 2,395 10,538 728 13,661 At 1 January 2023 2,892 9,806 - 12,698 The intangible assets relate to the historic geological information pertaining to the Teren Sai ore fields. The ore fields are located in close proximity to the current mining operations of Sekisovskoye. The Company obtained a licence for exploration and evaluation on the site in May 2016 from the Kazakh authorities, the addendum to the licence was extended for a two year period in March 2024. The Company is currently finalising the exploration in an area of Teren Sai targeting two prospective targets, with the intention to preparing the site for production during 2025. The value of the geological data purchased is in the opinion of the Directors the value that would have been incurred if the drilling had been undertaken by a third party (or internally). The Company has continued to develop the site with a CPR completed in 2019 on one of the fifteen target zones area 2, which includes 3 potential targets, and further exploration works in the other areas. Full details are given in the mineral resources statement included as part of the Annual Report, on page 27. The directors consider that no impairment is required taking into account the CPR results, exploration and planned production in the future. The write off of the geological data is being made over the exploration licence term, the costs amortised are capitalised as part of the exploration asset in line with the Company’s accounting policy. The management have concluded that there are no impairment indicators. The bank loan from Bank Center Credit is secured in the assets of the Group see note 22. NOTES TO THE FINANCIAL STATEMENTS continued for the year ended 31 December 2024 AltynGold plc Annual Report 2024 | 77 15. Property, plant and equipment Group Mining properties $ 000 Freehold Land and buildings $ 000 Equipment, fixtures and fittings $ 000 Plant, machinery and buildings $ 000 Assets under construction $ 000 Total $ 000 Cost or valuation At 1 January 2023 18,361 27,790 12,688 9,074 2,279 70,192 Additions 4,971 349 7,312 10,708 15,818 39,158 Disposals - (6) (592) (17) - (615) Transfers - 5,586 - - (5,586) - Transfer from inventories - - - - 682 682 Currency translation 487 516 178 163 19 1,363 At 31 December 2023 23,819 34,235 19,586 19,928 13,212 110,780 At 1 January 2024 23,819 34,235 19,586 19,928 13,212 110,780 Additions 7,351 183 6,255 540 9,698 24,027 Disposals - (2,566) (489) (1,830) (77) (4,962) Transfers - 10,794 4,553 9 (15,356) - Transfer from inventories - - - - (1,126) (1,126) Currency translation (5,049) (5,380) (3,497) (2,602) (1,032) (17,560) At 31 December 2024 26,121 37,266 26,408 16,045 5,319 111,159 Depreciation At 1 January 2023 3,923 14,461 8,9 44 5,889 - 33,217 Charge for year 1,452 2,474 1,250 1,739 - 6,915 Eliminated on disposal - (6) (555) (41) - (602) Currency translation 125 280 152 100 - 657 Transfers - - - - - - At 31 December 2023 5,500 17,209 9,791 7,687 - 40,187 At 1 January 2024 5,500 17,209 9,791 7,687 - 40,187 Charge for the year 2,133 3,359 1,467 2,005 - 8,964 Eliminated on disposal - (2,566) (487) (1,830) - (4,883) Currency translation (975) (2,349) (1,391) (1,032) - (5,747) Transfers - - - - - - At 31 December 2024 6,658 15,653 9,380 6,830 - 38,521 Carrying amount At 31 December 2024 19,463 21,613 17,028 9,215 5,319 72,638 At 31 December 2023 18,319 17,026 9,795 12,241 13,212 70,593 At 1 January 2023 14,438 13,329 3,744 3,185 2,279 36,975 STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 78 | AltynGold plc Annual Report 2024 15. Property, plant and equipment continued Capitalised cost of mining property are written off over the life of the licence from commencement of production on a unit of production basis. This basis uses the ratio of production in the period compared to the mineral reserves at the end of the period. Mineral reserves estimates are based on a number of underlying assumptions, which are inherently uncertain. Mineral reserves estimates take into consideration estimates by independent geological consultants. However, the amount of mineral that will ultimately be recovered cannot be known until the end of the life of the mine. Any changes in reserve estimates are, for depreciation purposes, treated on a prospective basis. The recovery of the capitalised cost of the Group’s property, plant and equipment is dependent on the development of the underground mine. The Directors are required to consider whether the non-current assets comprising, mineral properties, plant and equipment have suffered any impairment. The recoverable amount is determined based on value in use calculations. The use of this method requires the estimation of future cash flows and the choice of a discount rate in order to calculate the present value of the cash flows. The directors considered entity specific factors such as available finance, cost of production, grades achievable, and sales price. The directors have concluded that no adjustment is required for impairment. The bank loan from Bank Center Credit is secured on the assets of the Group see note 22. The additions to tangible assets in the year includes an amount of US$nil (2023: US$553,000) in relation to capitalised interest. 16. Investments Summary of the company investments Name Percentage held Country of registration & operation Directly held AltynGold Holdings Limited 100 British Virgin Islands TOO GMK Altyn MM 100 Kazakhstan Indirectly held DTOO Gornorudnoe Predpriatie Baurgold 100 Kazakhstan AltynGold SPC Ltd 100 Kazakhstan The principal activity of the companies relates to gold mining exploration and production with the exception of AltynGold Holdings Limited which is an investment holding Company and is dormant, and AltynGold SPC Ltd which is also dormant. The registered address of AltynGold Holdings Limited is Palm Grove House, P O Box 438,Road Town, Tortola, British Virgin Islands. The registered office address for the companies based in Kazakhstan is Building 19, Amangeldi Imanov Street, Baikonyr district, Astana. Shares Investment Subsidiaries loans Total US$000 US$000 US$000 US$000 1 January 2023 225 47,907 72,996 121,128 Payment of loans to subsidiary - - 3,636 3,636 Management charges and interest - - 5,672 5,672 Impairment charge - IFRS 9 - - (1,337) (1,337) 31 December 2023 225 47,907 80,967 129,099 Payment of loans to subsidiary - - 2,500 2,500 Management charges and interest - - 5,954 5,954 Impairment reversal - IFRS 9 - - 3,240 3,240 31 December 2024 225 47,907 92,661 140,793 NOTES TO THE FINANCIAL STATEMENTS continued for the year ended 31 December 2024 AltynGold plc Annual Report 2024 | 79 16. Investments continued Movement of expected credit loss Total US$000 1 January 2023 22,219 Impairment - IFRS9 1,337 31 December 2023 23,556 Reclassification from loans (3,957) Impairment reversal - IFRS9 (3,240) 31 December 2024 16,359 The investments together with the loans which are denominated in US Dollars represent the investments into the subsidiaries and in the opinion of the directors the aggregate value of the investments in the subsidiaries is not less than the amount shown in these financial statements. The directors review the intercompany borrowings on a regular basis, together with the associated cash flows of each company, and assess under the expected credit loss (ECL) model as required by IFRS 9. The loans to subsidiaries are charged at an interest rates ranging from interest free to a range of 5-7%. The intercompany loans are repayable at the earliest in October 2029 as the parent Company needs to give a three year formal request for repayment after the Bank Center Credit loan has been repaid which is due for payment in October 2026. The Company has applied IFRS 9 in the current period and estimates that there is a reversal of the charge to the ECL calculated of US$3.2m (2023: charge US$1.34m) on the receivables from the subsidiaries. The total ECL as at 31 December 2023 is US$16.4m (2023: US$23.6m). The intercompany loans at present are considered to be in stage 2, and have been assessed as indicated in the IFRS 9 ECL model. As the loans are considered to be in stage 2 a lifetime ECL is determined using all relevant, reasonable and supportable historical, current and forward-looking information that provides evidence about the risk that the subsidiaries will default on the loan and the amount of losses that would arise as a result of that default. The Company applied a spread of sensitivities ranging from full recovery estimated at 15%, to a recovery of 80% of the loans at an 80% probability, based on a weighted average of the probabilities the Company estimated a total ECL to be provided of US$16.4m. If the probability of recoverability worsened by 10% the ECL would increase by US$4.3m. The impairment is recognised in the income statement within administrative expenses. 17. Inventories Group 2024 $ 000 2023 $ 000 Ore 18,915 9,791 Raw materials and consumables 4,323 4,686 Work in progress 263 708 Finished goods and goods for resale 2 2,279 23,503 17 ,464 The value of inventories above is stated net of a provision for low grade ore and spare parts of US$1.3m (2023: US$1.6m). The Movement in provisions is due to fluctuations in the exchange rates. The movement in inventories recognised as an expense in the income statement is US$10.5m (2023: US$13.6m) see note 10. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 80 | AltynGold plc Annual Report 2024 18. Trade and other receivables Group 2024 US$000 Group 2023 US$000 Company 2024 US$000 Company 2023 US$000 Non-current VAT recoverable 7,469 3,714 - - Prepayments - advances for equipment 7,200 14,640 - - 14,669 18,354 - - Group 2024 $000 Group 2023 $000 Company 2024 $000 Company 2023 $000 Current Trade receivables 4,011 1,973 - - Provision for impairment of trade receivables (428) (320) - - Net trade receivables 3,583 1,653 - - Other receivables 16,847 16,812 39 14 20,430 18,465 39 14 Total current trade and other receivables 20,430 18,465 39 14 The trade receivables are stated at full carrying value and their ageing is less than 30 days old. The Directors consider that the carrying value of trade receivables approximates to their fair value. Included within trade receivables are amounts due from Altyn Group Qazaqstan of US$2,909,465 (2023: US$: 1,089,000), see note 20. Prepayments recoverable in more than one year relate to amounts prepaid in advance for equipment to be delivered in 2025. Value Added Tax recoverable in more than one year is expected to be recovered by offset against VAT payable in future periods. 19. Trade and other payables Group 2024 US$000 Group 2023 US$000 Company 2024 US$000 Company 2023 US$000 Non-current VAT payable - 114 - - Other taxes payable - 133 - - - 247 - - Group 2024 $000 Group 2023 $000 Company 2024 $000 Company 2023 $000 Current Trade payables 1,900 1,890 84 10 Other taxes payable 3,971 6,164 7 16 Other payables 1,597 1,604 1,814 1,185 7,468 9,658 1,905 1,211 Trade creditors and accruals principally comprise amounts outstanding for trade purchases of goods and services. The majority of the trade creditors relate to the Company’s trading subsidiaries in Kazakhstan. For most suppliers, interest is not charged on trade payables. The Company regularly reviews all outstanding payables to ensure they are paid within the appropriate time frame. VAT payable relates to amounts due and payable and scheduled for payment to the Kazakh tax authorities. The Directors consider that the carrying amount of trade payables approximates to their fair value. NOTES TO THE FINANCIAL STATEMENTS continued for the year ended 31 December 2024 AltynGold plc Annual Report 2024 | 81 20. Related party transactions Remuneration of key management personnel The remuneration of the Directors, who are the key management personnel of the Company, is set out below in aggregate for each of the categories specified in IAS 24 - “Related Party Disclosures”. The total amount remaining unpaid with respect to remuneration of key management personnel amounted to US$63,000 in the current year (2023: US$49,000). Further information about the remuneration of the individual directors is set out in the audited section of the report on directors’ remuneration on page 46. Group 2024 US$000 Group 2023 US$000 Company 2024 US$000 Company 2023 US$000 Short term employee benefits 311 301 311 301 Social security costs 22 22 22 22 333 323 333 323 Related party transactions The transactions between the Company and the subsidiaries are disclosed in Note 16. These relate to management and interest charges on services/loans from the parent to the subsidiaries in Kazakhstan. During the year the following transactions were carried out with companies controlled by the Assaubayev family: • Asia Mining Group (AMG), there were no transaction in the year. At the year end an amount of US$69,127 was due from AMG (2023: US$79,600). • Amounts due from Amrita Investments Limited US$11,750 (US$644). This is repayable on demand. • Sales of services to Altyn Group Qazaqstan LLP of US$1,911,800 (2023:US$510,000) in the year. US$2,909,465 (2023: US$1,089,000) was outstanding at 31 December 2024. In addition to the above: • US$Nil (2023 US$1,000) is due to Bolat Assaubayev a family member. • An amount of US$31,985 was charged to the Company in relation to accommodation costs whilst attending meetings in London. 21. Provisions Group Abandonment & restoration US$000 Holiday pay US$000 Total US$000 I January 2023 5,517 263 5,780 Change in estimate of provision - 250 250 Unwinding of discount 481 - 481 Paid during the year - (193) (193) Currency translation adjustment 91 4 95 31 December 2023 & 1 January 2024 6,089 324 6,413 Change in estimate of provision 320 320 Unwinding of discount 507 - 507 Paid during the year - (235) (235) Currency translation adjustment (863) (51) (914) 31 December 2024 5,733 358 6,091 31 December 2024 Current - 358 358 Non-current 5,733 - 5,733 5,733 358 6,091 31 December 2023 Current - 324 324 Non-current 6,089 - 6,089 6,089 324 6,413 STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 82 | AltynGold plc Annual Report 2024 21. Provisions continued Abandonment and restoration costs In accordance with the provisions of the subsoil use contract (the “Contract”), DTOO GRP Baurgold is liable for site restoration costs upon completion of production activities. It is not possible to predict accurately the amount which might ultimately be payable for site restoration as it includes assumptions such as inflation in Kazakhstan over the life of the Contract which are inherently uncertain. An estimate of the future cost of restoration has been discounted and a provision recognised. The discounted amount for cost of restoration has been capitalised within mining properties as a tangible fixed asset (note 15) and will be amortised using the unit of production method over the life of the mine. The provision was assessed using the following principal assumptions, the provision will be reassessed in 2029 or if there are significant changes from the assumptions made: • External reports were commissioned to identify the principal costs of rehabilitation, to form the basis of the forecasts which were compared to previous forecasts. • An inflation rate of 6.96% was used, the inflation in Kazakhstan is currently averaging 8%-9%, and the longer term projection is inflation to move down to 5%. • A discount rate of 8.44% was used, being the Kazakh government bond rates payable in 2031. In accordance with the subsoil use agreement, DTOO GRP Baurgold has established a cash fund to pay for the cost of restoration. The cash fund is maintained in a separate bank account in the name of DTOO GRP Baurgold. DTOO GRP Baurgold is required to contribute each year an amount equal to 1% of its operating expenses, (being the cost of sales of DTOO GRP Baurgold in extracting the ore) to this fund. Any transfers from the bank account require the authorisation of the Government of Kazakhstan. This fund will be used to pay for the costs of restoration as and when they become due. If the funds in the account are insufficient to pay for the costs, DTOO GRP Baurgold will be required to pay any deficit. If there are funds surplus to those required for restoration these will be returned to DTOO GRP Baurgold. At the year end the amount in the fund amounted to US$93,000 (2023: US$33,000). The Company has an obligation to contribute to the restricted cash fund as stipulated in its licence, and has been in communication with the relevant authorities to restore the fund to the required level in future periods. The failure to comply in the year with certain administrative requirements of the licence including the maintenance of the cash fund may result in a penalty estimated to be less than US$2,000. 22. Loans and borrowings Group 2024 US$000 Group 2023 US$000 Company 2024 US$000 Company 2023 US$000 Current loans and borrowings Bonds 9,912 - 9,912 - Bank loans 19,288 18,130 - - Related party loans (see note 20) 1 – 2 - Other borrowings - - - - Total current loans and borrowings 29,201 18,132 9,912 - Due one - two years Bond - 9,582 - 9,582 Bank loans 11,722 12,523 - - 11,722 22,105 - 9,582 Due two - five years Bond 9,569 - 9,569 - Bank loans 9,654 18,254 - - Total non-current loans and borrowings 30,945 40,359 9,569 9,582 Total borrowings 60,146 58,491 19,481 9,582 Bond Listed on Astana International Exchange Bonds to the value of US$10m at a coupon rate of 10.5% which were raised in March 2023, were repaid in March 2025. In July 2024 a further tranche of bonds of US$10m at a coupon rate of 11.25% were raised, these are repayable in July 2027. In addition after the year end in April 2025 a further bond issue was made of US$10m on AIX at a coupon rate of 9.75%, see note 27. NOTES TO THE FINANCIAL STATEMENTS continued for the year ended 31 December 2024 AltynGold plc Annual Report 2024 | 83 22. Loans and borrowings continued Bank loans In September 2019 the Company agreed a facility with JSC Bank Center Credit (BCC) for an amount of US$17m. The bank loan is repayable in instalments and bears interest at 6%-7%, with the final instalment due in 2026. At the year end US$3.9m was outstanding. In December 2020 the Company agreed a facility with BCC of US$5.5m (2.3bn Tenge), The loan is denominated in Kazakh Tenge with interest at 15.5% repayable in instalments with the final instalment due in 2025, at the year end 545,000 Kazakh Tenge was outstanding, (US$1m). Additional finance from Bank Center Credit was obtained in 2022 for US$40m, of this amount US10m was a direct cash injection and US$30m as a credit line administered by the bank to purchase additional machinery. The loan of US$10m was drawn down in November 2022, the loan incurs interest at a fixed rate of 7.2%, repayments commenced in May 2024, and the loan will be repaid by May 2025. At the year end US$5m was outstanding. The US$30m credit line incurs interest at 7% with a 3% draw-down charge on each tranche. The credit line was increased to total US$37m on the same terms during 2023. At the year end US$30.1m was outstanding. The bank loans are secured over the assets of the Company by a floating charge. The total borrowings of the Group disclosing the scheduled repayments of capital and interest are disclosed in note 25. 23. Notes to the cash flow statement Group 2024 US$000 Group 2023 US$000 Company 2024 US$000 Company 2023 US$000 Profit before taxation 30,355 11,885 5,968 33,607 Adjusted for: Finance income (358) - (2,896) (2,484) Finance expenses 5,063 3,582 1,613 788 Unwinding of discount on financial liabilities 454 220 (2,718) (2,794) Unwinding of discount on provisions 506 481 - - Depreciation and amortisation of fixed assets 9,044 6,989 - - Provisions (reversal)/provision 117 440 (3,240) 1,248 Increase in inventories (8,055) (6,971) - - Increase in trade and other receivables (10,954) (3,326) (115) (90) Loss on disposal 80 13 - - (Decrease)/increase in trade and other payables (1,529) 1,590 214 241 Waiver of intercompany balance - - - (31,119) Foreign currency translation 6,373 (252) (50) - 31,096 14,651 (1,224) (603) Income tax paid (1,726) - - - Cash inflow/(outflow) from operations 29,370 14,651 (1,224) (603) STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 84 | AltynGold plc Annual Report 2024 23. Notes to the cash flow statement continued Reconciliation of movement of loans and borrowings Cashflow Cash changes Non-cash changes Group 1 January 2024 B/fwd US$000 New loans US$000 Loans repaid US$000 Interest repaid US$000 Interest charges and discount US$000 Foreign exchange US$000 Other changes US$000 31 December 2024 C/fwd US$000 Loan element of Kazakhstan listed bond 9,582 9,444 - (1,331) 2,067 - (281) 19,481 Other borrowings 48,907 12,908 (20,415) (3,469) 3,450 (717) - 40,664 Related party borrowings 2 - – - - (1) 1 Net cash outflow from financing activities 58,491 22,352 (20,415) (4,800) 5,517 (718) (281) 60,146 Due within one year 18,132 29,201 Due after one year 40,359 30,945 58,491 60,146 Details in relation to related party loans are disclosed in note 20. Cashflow Cash changes Non-cash changes Group 1 January 2023 B/fwd US$000 New loans US$000 Loans repaid US$000 Interest repaid US$000 Interest charges US$000 Foreign exchange US$000 Receivables net-off US$000 31 December 2023 C/fwd US$000 Loan element of Kazakhstan listed bond - 9,370 - (788) 1,000 - - 9,582 Other borrowings 23,110 42,111 (16,581) (2,440) 2,811 (104) - 48,907 Related party borrowings 2 - – - - - - 2 Net cash outflow from financing activities 23,112 51,481 (16,581) (3,228) 3,811 (104) - 58,491 Due within one year 13,611 18,132 Due after one year 9,501 40,359 23,112 58,491 NOTES TO THE FINANCIAL STATEMENTS continued for the year ended 31 December 2024 AltynGold plc Annual Report 2024 | 85 23. Notes to the cash flow statement continued Cashflow Cash changes Non-cash changes Company 1 January 2024 B/fwd US$000 New loans US$000 Loans repaid US$000 Interest repaid US$000 Interest charges and discount US$000 Foreign exchange US$000 Other changes US$000 31 December 2024 C/fwd US$000 Loan element of Kazakhstan listed bond 9,582 9,444 - (1,331) 2,067 - (281) 19,481 Net cash outflow from financing activities 9,582 9,444 - (1,331) 2,067 - (281) 19,481 Due within one year - 9,912 Due after one year 9,582 9,569 9,582 19,481 * Loan received of US$10m less broker fee of US$556,000. Cashflow Cash changes Non-cash changes Company 1 January 2023 B/fwd US$000 New loans US$000 Loans repaid US$000 Interest repaid US$000 Interest charges and unwinding of discount US$000 Foreign exchange US$000 Receivables net-off US$000 31 December 2023 C/fwd US$000 Loan element of Kazakhstan listed bond - 9,370 - (788) 1,000 - - 9,582 Net cash outflow from financing activities - 9,370 - (788) 1,000 - - 9,582 Due within one year - - Due after one year - 9,582 - 9,582 * Loan received of US$10m is net of broker fee of US$630,000. 24. Share capital Issued and fully paid Number US$000 At 31 December 2024 - Ordinary shares of £0.10 each 27,332,934 4,267 At 31 December 2023 - Ordinary shares of £0.10 each 27,332,934 4,267 The rights attaching to the shares are detailed in the Directors report on page 39. 25. Financial instruments Financial instruments by category Financial assets Group 2024 US$000 Group 2023 US$000 Company 2024 US$000 Company 2023 US$000 Cash and cash equivalents 10,495 5,502 8,956 4,413 Other receivables and advance payments 10,969 16,340 - – Intercompany loans - – 92,661 80,967 21,464 21,842 101,617 85,380 STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 86 | AltynGold plc Annual Report 2024 25. Financial instruments continued Financial instruments by category Financial liabilities Group 2024 US$000 Group 2023 US$000 Company 2024 US$000 Company 2023 US$000 Trade and other payables 3,824 2,444 1,355 163 Loans and borrowings 60,146 58,491 19,480 9,582 63,970 60,935 20,835 9,745 Financial assets and liabilities are measured at amortised cost, there are no amounts recorded at fair value. Policy on financial risk management The Company’s principal financial instruments comprise cash and cash equivalents, trade receivables, trade and other payables, other financial liabilities and borrowings. The Company’s accounting policies and methods adopted, including the criteria for recognition, the basis on which income and expenses are recognised in respect of each class of financial asset, financial liability and equity instrument are set out in note 4 - “accounting policies”. The Company does not use financial instruments for speculative purposes. The carrying value of all financial assets and liabilities approximates to their fair value. Capital risk management The Company’s primary objective when managing risk is to ensure there is sufficient capital available to support the Company’s funding requirements, including capital expenditure, in a way that optimises the cost of capital maximises shareholders’ returns and ensures the Company’s ability to continue as a going concern. There were no changes to the Company’s capital management approach in the year. The Company may make adjustments to the capital structure as opportunities arise, as and when borrowings mature or as and when funding is required. This may take the form of raising equity, debt finance, equipment supplier credit or a combination thereof. The Company monitors capital on the basis of the gearing ratio, which is defined as net debt divided by total capital. Net debt is calculated as total borrowings (including current and non-current borrowings as shown in the consolidated statement of financial position) less cash and cash equivalents (which excludes restricted cash). Total capital is calculated as equity as shown in the consolidated statement of financial position plus net debt. While the Company does not set absolute limits on the ratio, the Company believes that a ratio of 30%-40% is acceptable as the Company continues the development of the underground of the Sekisovskoye mine and the exploration site at Teren Sai, and that optimally this should reduce to and remain below 25% thereafter. The Company’s policy in respect of capital risk management is the same as that of the Group. 2024 US$000 2023 US$000 Group Total borrowings 60,146 58,491 Less: cash and cash equivalents (10,402) (5,502) Net debt 49,744 52,989 Total equity 82,157 70,682 Total Capital 131,901 123,671 Gearing ratio 37.7% 42.8% 2024 US$000 2023 US$000 Company Borrowings 19,480 9,582 Less: cash and cash equivalents (8,956) (4,413) Net debt 10,524 5,169 Total equity 128,402 122,731 Total Capital 138,926 127,900 Gearing ratio 7.57% 4.04% NOTES TO THE FINANCIAL STATEMENTS continued for the year ended 31 December 2024 AltynGold plc Annual Report 2024 | 87 25. Financial instruments continued Derivatives, financial instruments and risk management The Company does not use derivative instruments or other financial instruments to manage its exposure to fluctuations in foreign currency exchange rates, interest rates and commodity prices. Foreign currency risk management The Company and its subsidiaries have transactional currency exposures. Such exposures arise from sales or purchases by the Company’s two subsidiaries in Kazakhstan in currencies other than the Company’s functional currency. The functional currency of TOO GMK Altyn MM and DTOO Gornorudnoe Predpriatie Baurgold is the Kazakh Tenge. The currency transactions giving rise to this foreign currency risk are primarily USD denominated revenues, USD denominated borrowings and other financial liabilities and certain USD denominated trade payables. The Company and its subsidiaries do not enter into hedging positions in respect of its exposure to foreign currency risk. The carrying amounts of the Group’s foreign currency denominated net monetary assets and monetary liabilities at 31 December 2023, are as follows: Group 2024 US$000 2023 US$000 Functional Currency Functional Currency Currency of monetary asset/liability US$ KZT Total US$ KZT Total US Dollar (10,568) (39,625) (50,193) (5,183) (45,470) (50,653) British Pound (1,309) - (1,309) (150) - (150) Kazakhstan Tenge - 8,995 8,995 - 11,710 11,710 Net Monetary position (42,507) (39,093) Company 2024 US$000 2023 US$000 Functional Currency Functional Currency Currency of monetary asset/liability US$ Total US$ Total US Dollar 82,092 82,092 (5,183) (5,183) British Pound (1,309) (1,309) (150) (150) Net Monetary position 80,783 (5,333) Sensitivity analysis The analysis below shows the effect a 10% strengthening, or weakening, of any one of the above currencies against the US Dollar. The Directors are of the opinion that the Kazakh Tenge may recover from this devaluation but not to any great extent. As the Company earns it revenues in US Dollars and incurs significant expenditure in Kazakh Tenge, the devaluation is seen as benefiting the overall financial position of the Company. In 2023 the average value of the Kazakh Tenge to the US Dollar was 456 KZT to the US Dollar, in 2024 this moved to 469 KZT a 2% change. The exchange rate in April 2025 has since moved to 510-520 KZT which is a differential of approximately 9%-10% to the average rate in 2024. Group 2024 US$000 2023 US$000 10% weakening/strengthening of Kazakh Tenge against the US Dollar (3,140) (3,376) Commodity price risk The Company is exposed to the effect of fluctuations in the price of gold and silver which are quoted in US Dollars on the international markets. The Company prepares annual budgets and periodic forecasts including sensitivity analyses in respect of various levels of prices of these metals. The Company’s only significant sales during the years ended 31 December 2024 and 2023 were sales of gold doré containing gold and silver. The sales proceeds for gold doré is fixed by reference to the gold and silver prices on the day of sale. The Company does not plan in the future to hedge its exposure to the risk of fluctuations in the price of gold or silver and therefore it held no financial instruments that are sensitive to commodity price changes at either reporting date. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 88 | AltynGold plc Annual Report 2024 25. Financial instruments continued Credit risk Credit risk refers to the risk that a counter-party will default on its contractual obligations resulting in a financial loss to the Company. The Company currently sells all dore to the state refiner in Kazakhstan. It has as part of its Company policy adopted a policy of only dealing with creditworthy counter-parties. The Company’s exposure and the credit ratings of its counter-parties are monitored by the Board of Directors to ensure that the aggregate value of transactions is spread amongst approved counter-parties. In the current climate of uncertainty and the situation regarding sanctions being imposed on Russia, the Company is aware that there may be issues in relation to recoverability and safe guarding of its assets and has built this into their assessments of the creditworthiness of counter-parties. The Company currently has no trading with Russia and there are no material assets at risk at present. The Company’s principal financial assets are cash and cash equivalents, trade debtors and other accounts receivables. Cash equivalents include amounts held on deposit with financial institutions. It’s principally exposed to credit risk on its cash equivalents and trade and other receivables as per the balance sheet. The maximum exposure to credit risk is represented by the carrying amount of each financial asset in the balance sheet which at the year end amounted to a total of US$20.1m (2023: $21.8m). Although the full tax audits have been completed in the prior years and showed no material issues, there is always the possibility of fiscal change in the country. There have been a number of fiscal changes in recent years, which in some cases related to the mining industry, this may become more prevalent as all countries adapt to climate change. The credit risk on liquid funds held in current accounts and available on demand is limited because the Group’s counter-parties are mainly banks with high credit ratings assigned by international credit-rating agencies. It is often impractical in Kazakhstan to carry out a check of creditworthiness of suppliers before making the contracted prepayments. However significant contracts have to go through a tender process prior to the contract being awarded in the subsidiary that holds the mining licence. In order to apply under the tender process the creditworthiness of the supplier will be assessed as part of the procedures. There were no significant balances at 31 December 2024 and 2023 in respect of which suppliers had defaulted on their obligations. The parent Company’s maximum exposure to credit risk is limited to the carrying amount of loans recorded in the financial statements. The majority of the loans are on fixed repayment terms in relation to intercompany borrowings the Company has applied IFRS 9 which resulted in a significant impairment in the prior periods. The loans are reviewed on a regular basis and provisions made in line with IFRS 9. Liquidity risk During the year ended 31 December 2024, the Company was financed by internally generated funds, and other borrowings principally from bank borrowings and a bond raised on the Kazakh stock exchange in July 2024. The Company manages its liquidity risk by the Directors monitoring cash flow forecasts on a regular basis and ensure that the loan commitments and working capital commitments are adequately funded. The following tables detail the Group and the Company’s remaining contractual maturity for its financial liabilities. The tables have been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which the Company and its subsidiaries can be required to pay. The table includes both interest and principal cash flows. Group Borrowings US$000 Trade and other payables US$000 Total US$000 31 December 2024 From two to five years 20,224 - 20,224 From one to two years 13,950 - 13,950 Due after more than one year 34,174 - 34,174 Due within one year 31,936 2,502 34,438 66,110 2,502 68,612 Group Borrowings US$000 Trade and other payables US$000 Total US$000 31 December 2023 From two to five years 20,629 - 20,629 For one to two years 24,215 - 24,215 Due after more than one year 44,844 - 44,844 Due within one year 21,433 2,443 23,876 66,277 2,443 68,720 NOTES TO THE FINANCIAL STATEMENTS continued for the year ended 31 December 2024 AltynGold plc Annual Report 2024 | 89 25. Financial instruments continued Company Borrowings US$000 Trade and other payables US$000 Total US$000 31 December 2024 Due between two and five years 10,563 - 10,563 Due between one and two years 1,125 - 1,125 Due within one year 11,387 1,353 12,740 23,075 1,353 24,428 Company Borrowings US$000 Trade and other payables US$000 Total US$000 31 December 2023 Due between one and two years 10,131 - 10,131 Due within one year – 163 163 10,131 163 10,294 Borrowings and interest rate risk There is limited exposure to interest rate risk as the current principal borrowings in the Company and its subsidiaries are at fixed rates. The bank borrowings are predominately at average interest rates of 6-7%, see note 22. The significant commitments and contingencies in relation to the group are as noted below: (a) Contractual liabilities Subsoil use rights are not provided to the Company on an indefinite basis, and each renewal shall be applied for before the current contract or license expires. These rights can be cancelled by the Government of the Republic of Kazakhstan (hereinafter referred to as “the Government”) if the Company does not fulfil contractual liabilities. Deposit development costs In accordance with the subsoil use contract, the Company has an approved working programme which may be reviewed and reconsidered depending on the economic viability and operational conditions of the deposit. The management of the Company believes it has fulfilled the requirements of the Contract. Training for Kazakhstani specialists In accordance with the terms of the contract the Company is liable for the annual costs incurred in respect of the professional training of the Kazakhstani personnel involved in the work. The costs are estimated to be at least 1% of the operational costs during the development and operational process. Development of the social sphere of the region According to the terms of the contract, the Company is liable for supporting the development and ensuring social support for the activity of the communities near the area of operations of the Company. As at 31 December 2024, the Company has met all the conditions of the Contract. Liabilities on the restoration of the mine Within eighty calendar days upon the expiration of the contract the Company is liable for the development of the mine restoration programme and its inspection by the competent authority of the Government of the Republic of Kazakhstan. The Company is liable for implementation of the programme upon its approval. (b) Taxation risks The tax system of Kazakhstan, being relatively new, is characterised by frequent changes to the legal norms, official interpretations and court decisions, which are often not explicit and can be contradictory. This leads to differing interpretations by the tax authorities. The examination and investigations of the accounts to ensure that the tax payable is accurate are carried out by several regulatory bodies. These bodies have the power to impose heavy fines and penalties. The accuracy of the tax computation can be investigated five calendar years after the end of the accounting period. In certain circumstances this period can be increased. (c) Insurance In accordance with the subsoil use contract the Company is liable for the development of the insurance programme and its submission for approval by the competent authority. The Company has several contracts of obligatory insurance including insurance of the vehicle owners, the employer’s liability and insurance of the subsoil users’ liability where the activity of such subsoil users is connected to the damage to third parties. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 90 | AltynGold plc Annual Report 2024 25. Financial instruments continued (d) Court proceedings The claims on the Company are periodically set out in the courts along with the Company’s activities. As at the reporting date, there are no material claims against the Company. 26. Parent and ultimate parent undertaking The controlling party and parent entity of the Company is AGold Mining Group Plc, by virtue of the fact that at the date of this report it owns 65.6% (2023: 65.6%) of the voting rights in the Company. There is no requirement to prepare consolidated accounts for AGold Mining Group Plc, which is registered in the British Virgin Islands. The ultimate controlling party are the Assaubayev family, by virtue of the fact that they are the controlling party of AGold Mining Group Plc. 27. Non adjusting events after the financial period and capital commitments In March 2025 on maturity the Company repaid a US$10m bond, which had a coupon rate of 10.5% . It subsequently issued another bond on the Astana International Exchange in April 2025 for a similar amount. The new bond is repayable in three years, and has a coupon rate of 9.75%. NOTES TO THE FINANCIAL STATEMENTS continued for the year ended 31 December 2024 AltynGold plc Annual Report 2024 | 91 NOTICE IS HEREBY GIVEN THAT the Annual General Meeting of the AltynGold Plc (the “Company”) will be held at Langham Court Hotel, 31-35 Langham Street, London W1W 6BU, United Kingdom on 20 June 2025 at 11.00am in order to consider and, if thought t, pass resolutions 1 to 7 as ordinary resolutions and resolution 8 as a special resolution: ORDINARY RESOLUTIONS 1. To receive the audited accounts and the reports of the Directors and auditors for the year ended 31 December 2024. 2. To approve the Directors’ remuneration report and policy. 3. To re-elect Vladimir Shkolnik as a Director of the Company. 4. To re-elect Ashar Qureshi as a Director of the Company. 5. To re-elect Kanat Assaubayev as a Director of the Company. 6. To conrm the re-appointment of PKF Littlejohn LLP as the Company’s auditors to hold oce until the conclusion of the next general meeting at which the annual accounts are to be laid before the Company, and to authorise the Audit Committee of the Board to determine the auditors’ remuneration. 7. That, in accordance with section 551 of the Companies Act 2006 (as amended) (the “Act”) the directors be generally and unconditionally authorised to allot Relevant Securities (as dened in the notes to this Notice): a. comprising equity securities (as dened by section 560 of the Act) up to an aggregate nominal amount of £1,822,000 (such amount to be reduced by the nominal amount of any Relevant Securities allotted under paragraph 8b. below) in connection with an oer by way of a rights issue: i. to holders of ordinary shares in proportion (as nearly as may be practicable) to their respective holdings; and ii. to holders of other equity securities as required by the rights of those securities or as the directors otherwise consider necessary, but subject to such exclusions or other arrangements as the directors may deem necessary or expedient in relation to treasury shares, fractional entitlements, record dates, legal or practical problems in or under the laws of any territory or the requirements of any regulatory body or stock exchange; and b. in any other case, up to an aggregate nominal amount of £911,000 (such amount to be reduced by the nominal amount of any equity securities allotted in excess of £911,000under 7a), provided that this authority shall, unless renewed, varied or revoked by the Company, expire on the date which is 18 months after the date on which this resolution is passed or, if earlier, the date of the next annual general meeting of the Company save that the Company may, before such expiry, make oers or agreements which would or might require Relevant Securities to be allotted and the directors may allot Relevant Securities in pursuance of such oer or agreement notwithstanding that the authority conferred by this resolution has expired. This resolution revokes and replaces all unexercised authorities previously granted to the directors to allot Relevant Securities but without prejudice to any allotment of shares or grant of rights already made, oered or agreed to be made pursuant to such authorities. NOTICE OF ANNUAL GENERAL MEETING STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 92 | AltynGold plc Annual Report 2024 SPECIAL RESOLUTION 8. That, conditional on the passing of Resolution 7, the directors be given the general power to allot equity securities (as dened by section 560 of the Companies Act 2006 (as amended) (the “Act”) for cash, either pursuant to the authority conferred by resolution 7 or by way of a sale of treasury shares, as if section 561(1) of the Act did not apply to any such allotment, provided that this power shall be limited to: a. the allotment of equity securities in connection with an oer of equity securities (but, in the case of the authority granted under7b., by way of a rights issue only): i. to the holders of ordinary shares in proportion (as nearly as may be practicable) to their respective holdings; and ii. to holders of other equity securities as required by the rights of those securities or as the directors otherwise consider necessary, but subject to such exclusions or other arrangements as the directors may deem necessary or expedient in relation to treasury shares, fractional entitlements, record dates, legal or practical problems in or under the laws of any territory or the requirements of any regulatory body or stock exchange; and b. the allotment (otherwise than pursuant to paragraph 8a. above) of equity securities up to an aggregate nominal amount of £273,000. The power granted by this resolution will expire on the date which is 18 months after the date on which this resolution is passed or, if earlier, the conclusion of the Company’s next annual general meeting (unless renewed, varied or revoked by the Company prior to or on such date) save that the Company may, before such expiry make oers or agreements which would or might require equity securities to be allotted after such expiry and the directors may allot equity securities in pursuance of any such oer 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 Act did not apply but without prejudice to any allotment of equity securities already made or agreed to be made pursuant to such authorities. By order of the Board Rajinder Basra Company Secretary Registered Oce: 28 Eccleston Square London SW1V INZ Dated 24 April 2025 Company Number: 05048549 NOTICE OF ANNUAL GENERAL MEETING continued AltynGold plc Annual Report 2024 | 93 NOTES TO THE NOTICE OF ANNUAL GENERAL MEETING Relevant Securities means: • Shares in the Company other than shares allotted pursuant to: - an employee share scheme (as dened by section 1166 of the Act); - a right to subscribe for shares in the Company where the grant of the right itself constituted a Relevant Security; or - a right to convert securities into shares in the Company where the grant of the right itself constituted a Relevant Security. • Any right to subscribe for or to convert any security into shares in the Company other than rights to subscribe for or convert any security into shares allotted pursuant to an employee share scheme (as dened by section 1166 of the Act). References to the allotment of Relevant Securities in the resolution include the grant of such rights. Entitlement to attend and vote 1. Only those shareholders registered in the Company’s register of members at: • 6.00 pm on Wednesday 18 June 2025; or, • if this meeting is adjourned, at 6.00 pm on the day two days prior to the adjourned meeting, shall be entitled to attend and vote at the meeting. Changes to the register of members after the relevant deadline shall be disregarded in determining the rights of any person to attend and vote at the meeting. Appointment of proxies 2. If you are a shareholder who is entitled to attend and vote at the meeting, you are entitled to appoint a proxy to exercise all or any of your rights to attend, speak and vote at the meeting and you should have received a proxy form with this notice of meeting. You can only appoint a proxy using the procedures set out in these notes and the notes to the proxy form. 3. If you are not a member of the Company but you have been nominated by a member of the Company to enjoy information rights, you do not have a right to appoint any proxies under the procedures set out in this “Appointment of proxies” section. Please read the section “Nominated persons” below. 4. A proxy does not need to be a shareholder of the Company but must attend the meeting to represent you. You may appoint more than one proxy provided each proxy is appointed to exercise rights attached to dierent shares. You may not appoint more than one proxy to exercise rights attached to any one share. To appoint more than one proxy, each proxy must be appointed on a separate proxy form. If you wish your proxy to speak on your behalf at the meeting you will need to appoint your own choice of proxy (not the chairman) and give your instructions directly to them. 5. Shareholders can: • appoint a proxy and give proxy instructions by returning the enclosed proxy form by post (see note 7); • register their proxy appointment electronically (see note 8); • if a CREST member, register their proxy appointment by utilising the CREST electronic proxy appointment service (see note 9). Appointment of a proxy does not preclude you from attending the meeting and voting in person. If you have appointed a proxy and attend the meeting and vote in person, your proxy appointment will automatically be terminated. 6. 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 t in relation to any other matter which is put before the meeting. Appointment of proxy by post 7. The notes to the proxy form explain how to direct your proxy how to vote on each resolution or withhold their vote. To appoint a proxy using the proxy form, the form must be: • completed and signed; • sent or delivered to Neville Registrars (the “Registrar”), at Neville House, Steelpark Road, Halesowen, West Midlands B62 8HD; and • received by the Registrar no later than 11.00am on 18 June 2025. In the case of a shareholder which is a company, the proxy form must be executed under its common seal or signed on its behalf by an ocer of the company or an attorney for the company. Any power of attorney or any other authority under which the proxy form is signed (or a duly certied copy of such power or authority) must be included with the proxy form. If you have not received a proxy form and believe that you should have one, or if you require additional proxy forms, please contact the Registrar on +44 (0) 121 585 1131. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 94 | AltynGold plc Annual Report 2024 NOTES TO THE NOTICE OF ANNUAL GENERAL MEETING continued Appointment of proxies electronically 8. As an alternative to completing the hard-copy proxy form, you can appoint a proxy electronically online at www.sharegateway.co.uk and completing the authentication requirements as set out on the proxy form. For an electronic proxy appointment to be valid, your appointment must be received by the Registrar no later than 11.00am on 18 June 2025. Appointment of proxies through CREST 9. CREST members who wish to appoint a proxy or proxies by utilising the CREST electronic proxy appointment service may do so for the meeting and any adjournment(s) of it by using the procedures described in the CREST Manual (available via www.euroclear.com). CREST Personal Members or other CREST sponsored members, and those CREST members who have appointed a voting 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. In order for a proxy appointment made using the CREST service to be valid, the appropriate CREST message (a CREST Proxy Instruction) must be properly authenticated in accordance with Euroclear UK & International’s Limited’s (EUI) specications and must contain the information required for such instructions, as described in the CREST Manual. The message, regardless of whether it constitutes the appointment of a proxy or is an amendment to the instruction given to a previously appointed proxy, must, in order to be valid, be transmitted so as to be received by the Registrar ID 7RA11 no later than 11.00am on 18 June 2025, or, in the event of an adjournment of the meeting, 48 hours before the adjourned meeting. For this purpose, the time of receipt will be taken to be the time (as determined by the timestamp applied to the message by the CREST Applications 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. CREST members and, where applicable, their CREST sponsors or voting service providers should note that EUI 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/her 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 service 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 Uncerticated Securities Regulations 2001. Appointment of proxy by joint members 10. In the case of joint holders, where more than one of the joint holders completes a proxy appointment, only the appointment submitted by the most senior holder will be accepted. Seniority is determined by the order in which the names of the joint holders appear in the Company’s register of members in respect of the joint holding (the rst-named being the most senior). Changing proxy instructions 11. Shareholders may change proxy instructions by submitting a new proxy appointment using the methods set out above. Note that the cut-o time for receipt of proxy appointments (see above) also apply in relation to amended instructions; any amended proxy appointment received after the relevant cut-o time will be disregarded. Where you have appointed a proxy using the hard-copy proxy form and would like to change the instructions using another hard-copy proxy form, please contact the Registrar on +44 (0) 121 585 1131. If you submit more than one valid proxy appointment, the appointment received last before the latest time for the receipt of proxies will take precedence. Termination of proxy appointments 12. A shareholder may change a proxy instruction but to do so you will need to inform the Company in writing by: • Sending a signed hard copy notice clearly stating your intention to revoke your proxy appointment to Neville Registrars, at Neville House, Steelpark Road, Halesowen, West Midlands B62 8HD. In the case of a shareholder which is a company, the revocation notice must be executed under its common seal or signed on its behalf by an ocer of the company or an attorney for the company. Any power of attorney or any other authority under which the revocation notice is signed (or a duly certied copy of such power or authority) must be included with the revocation notice. The revocation notice must be received by the Registrar no later than 11.00am on 18 June 2025. If you attempt to revoke your proxy appointment but the revocation is received after the time specied, your original proxy appointment will remain valid unless you attend the meeting and vote in person. NOTICE OF ANNUAL GENERAL MEETING continued AltynGold plc Annual Report 2024 | 95 NOTES TO THE NOTICE OF ANNUAL GENERAL MEETING continued Corporate representatives 13. A corporation which is a shareholder can appoint one or more corporate representatives who may exercise, on its behalf, all its powers as a member provided that no more than one corporate representative exercises powers over the same share. Issued shares and total voting rights 14. As on 6pm at 25 April 2025, the Company’s issued share capital comprised 27,332,934 ordinary shares of £ 0.10 each. Each ordinary share carries the right to one vote at a general meeting of the Company and, therefore, the total number of voting rights in the Company is 27,332,934. The Company’s website, www.altyngold.uk will include information on the number of shares and voting rights. Notication of shareholdings 15. Any person holding 3% or more of the total voting rights of the Company who appoints a person other than the Chairman of the Annual General Meeting as their proxy will need to ensure that both they, and their proxy, comply with their respective disclosure obligations under the Disclosure Rules and Transparency Rules. Questions at the meeting 16. Any member attending the meeting has the right to ask questions. The Company must answer any question you ask relating to the business being dealt with at the meeting unless: • answering the question would interfere unduly with the preparation for the meeting or involve the disclosure of condential information; the answer has already been given on a website in the form of an answer to a question; or it is undesirable in the interests of the Company or the good order of the meeting that the question be answered. Nominated persons 17. If you are a person who has been nominated under section 146 of the Companies Act 2006 to enjoy information rights (Nominated Person): • You may have a right under an agreement between you and the shareholder of the Company who has nominated you to have information rights (Relevant Shareholder) to be appointed or to have someone else appointed as a proxy for the meeting. • If you either do not have such a right or if you have such a right but do not wish to exercise it, you may have a right under an agreement between you and the Relevant Shareholder to give instructions to the Relevant Shareholder as to the exercise of voting rights. • Your main point of contact in terms of your investment in the Company remains the Relevant Shareholder (or, perhaps, your custodian or broker) and you should continue to contact them (and not the Company) regarding any changes or queries relating to your personal details and your interest in the Company (including any administrative matters). The only exception to this is where the Company expressly requests a response from you. Documents on display 18. Copies of the service contracts of the executive directors and the non-executive directors’ contracts for services are available for inspection at the Company’s registered oce during normal business hours and at the place of the meeting from at least 15 minutes prior to the meeting until the end of the meeting. Communication 19. Except as provided above, shareholders who have general queries about the meeting should use the following means of communication (no other methods of communication will be accepted): • Contact the Company by e-mail to [email protected]. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 96 | AltynGold plc Annual Report 2024 EXPLANATION OF RESOLUTIONS An explanation of each of the resolutions is set out below. ORDINARY BUSINESS Resolutions 1 to 7 will be proposed as ordinary resolutions and will be passed if more than 50% of shareholders’ votes cast are in favour. Resolution 1: To receive the 2024 Report and Accounts The directors of the Company (the ‘Directors’) must present their Annual Report and Accounts of the Company for the year ended 31December 2024 (the ‘Annual Report’) to shareholders for formal adoption at the Annual General Meeting. Resolution 2: Directors’ remuneration report and policy The Directors’ remuneration report is set out in the Annual Report. In accordance with the provisions of the Act the Directors’ remuneration report is the Annual Report contains: • a statement by the Chairman of the Remuneration Committee; • the Directors’ remuneration policy in relation to future payments to the Directors and former Directors’; and the Annual Report on remuneration, which sets out payments made in the nancial year ending 31 December 2024. The statement by the Remuneration Committee Chairman and the Annual Report on remuneration will be put to an annual advisory shareholder vote by ordinary resolution. Accordingly, Resolution 2 is the ordinary resolution to approve the Directors’ remuneration report. As it is an advisory vote it does not aect the actual remuneration paid to any Director. Resolutions 3 to 5: To re-elect the Directors Under the Company’s articles of association, one third of the Directors or, if their number is not a multiple of three, then the number nearest to but not less than one-third must retire from oce and then stand for re-election. Biographical details of directors to be re-elected are set out in the Annual Report and are also available for viewing on the Company’s website at www.altyngold.uk Resolution 6: To conrm the appointment of the auditors and authorise the Audit Committee of the Board to determine their remuneration The Company is required to appoint auditors at each annual general meeting at which the annual accounts and report are to be laid before the Company, to hold oce until the conclusion of the next such meeting. The Audit Committee has reviewed the eectiveness, independence and objectivity of the external auditors, PKF Littlejohn LLP, on behalf of the Board which now proposes their re-appointment as auditors of the Company. Resolution 6 also authorises the Audit Committee of the Board, in accordance with standard practice, to negotiate and agree the remuneration of the auditors. NOTICE OF ANNUAL GENERAL MEETING continued AltynGold plc Annual Report 2024 | 97 SPECIAL BUSINESS As well as the ordinary business of the meeting outlined above, a number of special matters will be dealt with at the Annual General Meeting. Resolution 7 will be proposed as an ordinary resolution and will be passed if more than 50% of shareholders’ votes cast are in favour. Resolution 8 will be proposed as a special resolution. For this resolution to be passed, at least 75% of shareholders’ votes cast must be in favour. Resolution 7: Directors’ authority to allot shares At the 2024 Annual General Meeting in June 2024 the Directors were given authority to allot shares in the Company, and Resolution 7 seeks to renew this authority for a period until the date which is 18 months after the date on which this resolution is passed or, if earlier, the date of the next annual general meeting of the Company. This resolution would give the Directors authority to allot ordinary shares, and grant rights to subscribe for or convert any security into shares in the Company, up to an aggregate nominal value of £911,000. This amount represents approximately one-third (33.33%) of the issued ordinary share capital of the Company, as at 25 April 2025, the last practicable date prior to the publication of this document. The Company does not currently hold any shares in treasury. The extent of the authority follows the guidelines issued by institutional investors. The Directors consider that it is appropriate for this authority and these powers to be granted to preserve maximum exibility for the future. Resolution 8: Disapplication of pre-emption rights Section 561 of the Companies Act 2006 gives all shareholders the right to participate on a pro-rata basis in all issues of equity securities for cash, unless they agree that this right should be disapplied. The eect of this resolution is to empower the Directors, until the date which is 18 months after the date on which this resolution is passed or, if earlier, the date of the next annual general meeting of the Company, to allot equity securities for cash, without rst oering them on a pro-rata basis to existing shareholders, but only up to a maximum nominal amount of £273,000 representing approximately 10% of the Company’s issued ordinary share capital on 25 April 2025 (being the latest practicable date before the date of this document). In addition, the resolution empowers the Directors to deal with fractional entitlements and any practical problems arising in any overseas territory on any oer made on a pro-rata basis. The Directors consider that it is appropriate for this authority and these powers to be granted to preserve maximum exibility for the future. STRATEGIC REPORT GOVERNANCE FINANCIAL STATEMENTS 98 | AltynGold plc Annual Report 2024 Directors Mr Kanat Assaubayev (Chairman) Mr Aidar Assaubayev (Chief Executive Ocer) Mr Sanzhar Assaubayev (Executive Director) Mr Ashar Qureshi (Non-Executive Director) Mr Vladimir Shkolnik (Non-Executive Director) Mr Andrew Charles Terry (Non-Executive Director) Ms Maryam Buribayeva (Non-Executive Director) Company secretary Mr Rajinder Basra Registered oce & Company number 28 Eccleston Square London SW1V 1NZ Company number: 05048549 Solicitors Cleary Gottlieb Steen & Hamilton LLP 2 London Wall Pl. London EC2Y 5AU Auditors PKF Littlejohn LLP 15 Westferry Circus London E14 4HD COMPANY INFORMATION Sterling Financial Print 177520 AltynGold plc 28 Eccleston Square London SW1V 1NZ www.altyngold.uk iso4217:USD iso4217:USD xbrli:shares 213800MELPBPHIR1PO04 2024-01-01 2024-12-31 213800MELPBPHIR1PO04 2024-12-31 213800MELPBPHIR1PO04 2023-12-31 213800MELPBPHIR1PO04 2023-01-01 2023-12-31 213800MELPBPHIR1PO04 2022-12-31 213800MELPBPHIR1PO04 2022-12-31 ifrs-full:IssuedCapitalMember 213800MELPBPHIR1PO04 2022-12-31 ifrs-full:SharePremiumMember 213800MELPBPHIR1PO04 2022-12-31 ifrs-full:MergerReserveMember 213800MELPBPHIR1PO04 2022-12-31 ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember 213800MELPBPHIR1PO04 2022-12-31 ifrs-full:RetainedEarningsMember 213800MELPBPHIR1PO04 2022-12-31 ifrs-full:EquityAttributableToOwnersOfParentMember 213800MELPBPHIR1PO04 2023-01-01 2023-12-31 ifrs-full:IssuedCapitalMember 213800MELPBPHIR1PO04 2023-01-01 2023-12-31 ifrs-full:SharePremiumMember 213800MELPBPHIR1PO04 2023-01-01 2023-12-31 ifrs-full:MergerReserveMember 213800MELPBPHIR1PO04 2023-01-01 2023-12-31 ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember 213800MELPBPHIR1PO04 2023-01-01 2023-12-31 ifrs-full:RetainedEarningsMember 213800MELPBPHIR1PO04 2023-01-01 2023-12-31 ifrs-full:EquityAttributableToOwnersOfParentMember 213800MELPBPHIR1PO04 2023-12-31 ifrs-full:IssuedCapitalMember 213800MELPBPHIR1PO04 2023-12-31 ifrs-full:SharePremiumMember 213800MELPBPHIR1PO04 2023-12-31 ifrs-full:MergerReserveMember 213800MELPBPHIR1PO04 2023-12-31 ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember 213800MELPBPHIR1PO04 2023-12-31 ifrs-full:RetainedEarningsMember 213800MELPBPHIR1PO04 2023-12-31 ifrs-full:EquityAttributableToOwnersOfParentMember 213800MELPBPHIR1PO04 2024-01-01 2024-12-31 ifrs-full:IssuedCapitalMember 213800MELPBPHIR1PO04 2024-01-01 2024-12-31 ifrs-full:SharePremiumMember 213800MELPBPHIR1PO04 2024-01-01 2024-12-31 ifrs-full:MergerReserveMember 213800MELPBPHIR1PO04 2024-01-01 2024-12-31 ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember 213800MELPBPHIR1PO04 2024-01-01 2024-12-31 ifrs-full:RetainedEarningsMember 213800MELPBPHIR1PO04 2024-01-01 2024-12-31 ifrs-full:EquityAttributableToOwnersOfParentMember 213800MELPBPHIR1PO04 2024-12-31 ifrs-full:IssuedCapitalMember 213800MELPBPHIR1PO04 2024-12-31 ifrs-full:SharePremiumMember 213800MELPBPHIR1PO04 2024-12-31 ifrs-full:MergerReserveMember 213800MELPBPHIR1PO04 2024-12-31 ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember 213800MELPBPHIR1PO04 2024-12-31 ifrs-full:RetainedEarningsMember 213800MELPBPHIR1PO04 2024-12-31 ifrs-full:EquityAttributableToOwnersOfParentMember
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