Resolute Mining Limited — Annual Report 2013

Sep 24, 2013

FINANCIAL REPORT

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RESOLUTE MINING LIMITED
FINANCIAL REPORT
FOR THE YEAR ENDED 30 JUNE 2013
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CONTENTS

CONTENTS
Corporate Directory	3
Directors’ Report	4
Corporate Governance Statement	26
Auditor’s Independence Declaration	33
Consolidated Statement of Comprehensive Income	34
Consolidated Statement of Financial Position	36
Consolidated Statement of Changes in Equity	38
Consolidated Cash Flow Statement	40
Notes to the Financial Statements	41
Directors’ Declaration	125
Independent Auditor’s Report to the Members	126
Shareholder Information	128

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RESOLUTE MINING LIMITED
FINANCIAL REPORT
FOR THE YEAR ENDED 30 JUNE 2013
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CORPORATE DIRECTORY

Directors

Chairman – PE Huston Chief Executive Officer – PR Sullivan Non‐Executive Director – TC Ford Non‐Executive Director – HTS Price

Quoted on the official lists of the Australian Securities Exchange ASX Ordinary Share Code: “RSG”

Securities on Issue (30/06/2013)

Ordinary Shares	640,994,224
Unlisted Options	4,680,065
Unlisted Performance Rights	1,586,978

Secretary

Legal Advisor

GW Fitzgerald

Registered Office and Business Address

4[th] Floor, The BGC Centre 28 The Esplanade Perth, Western Australia 6000

Postal

PO Box 7232 Cloisters Square Perth, Western Australia 6850

Telephone: + 61 8 9261 6100 Facsimile: + 61 8 9322 7597 Email: contact@rml.com.au

ABN 39 097 088 689

Hardy Bowen Level 1, 28 Ord Street West Perth, Western Australia 6005

Auditor

Ernst & Young Ernst & Young Building 11 Mounts Bay Rd Perth, Western Australia 6000

Bankers

Barclays Bank Plc Level 42 225 George Street Sydney, New South Wales 2000

Website

Resolute Mining Limited maintains a web site where all major announcements to the ASX are available: www.rml.com.au

Investec Bank (Australia) Limited Level 31, The Chifley Tower 2 Chifley Square Sydney, New South Wales 2000

Share Registry

Security Transfer Registrars Pty Ltd 770 Canning Highway Applecross, Western Australia 6153 Telephone: + 61 8 9315 2333 Facsimile: + 61 8 9315 2233 Email: registrar@securitytransfer.com.au

Home Exchange

Citibank Limited Level 23, Citigroup Centre 2 Park Street Sydney, New South Wales 2000

Shareholders wishing to receive copies of Resolute Mining Limited ASX announcements by e‐mail should register their interest by contacting the Company at contact@rml.com.au

Australian Securities Exchange Limited Exchange Plaza 2 The Esplanade Perth, Western Australia 6000

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RESOLUTE MINING LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2013
OR THE YEAR ENDED 30 JUNE 2013
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Your directors present their report on the consolidated entity (referred to hereafter as the “Group” or “Resolute”) consisting of Resolute Mining Limited and the entities it controlled at the end of or during the year ended 30 June 2013.

CORPORATE INFORMATION

Resolute Mining Limited ("RML" or “the Company”) is a company limited by shares that is incorporated and domiciled in Australia.

DIRECTORS

The names and details of the directors of Resolute Mining Limited in office during the financial year and until the date of this report are as follows. Directors were in office for this entire period.

Names, qualifications, experience and special responsibilities

Peter Ernest Huston (Non‐Executive Chairman)

B. Juris, LLB (Hons), B.Com., LLM

Mr Peter Huston was appointed Chairman in 2000. After gaining admission in Western Australia as a Barrister and Solicitor, Mr Huston initially practised in the area of corporate and revenue law. Subsequently, he moved into the area of public listings, reconstructions, equity raisings, mergers and acquisitions and advised on a number of major public company floats, takeovers and reconstructions. Mr Huston is admitted to appear before the Supreme Court, Federal Court and High Court of Australia. Mr Huston was a partner of the international law firm now known as "Deacons" until 1993 when he retired to establish the boutique investment bank and corporate advisory firm known as "Troika Securities Limited".

Mr Huston is a member of the Audit Committee and Chairman of the Remuneration and Nomination Committee.

Peter Ross Sullivan (Chief Executive Officer)

B.E., MBA

Mr Peter Sullivan was appointed Chief Executive Officer of the Company in 2001 and has been involved with the Group since 1999. Mr Sullivan is an engineer and has been involved in the management and strategic development of resource companies and projects for over 20 years. Mr Sullivan is also a director of GME Resources Limited (appointed 1996), Zeta Resources Limited (listed on the ASX in June 2013) and Kumarina Resources Limited (appointed 2011 and company de‐listed from the ASX following a Scheme of Arrangement with Zeta Resources Limited).

Mr Sullivan is a member of the Environment and Community Development Committee, the Safety, Security and Occupational Health Committee, and the Financial Risk Management Committee.

Thomas Cummings Ford (Non‐Executive Director) FAICD

Mr Tom Ford is a non‐executive director and was appointed to the board in 2001. Mr Ford is an investment banker and financial consultant with over 30 years of experience in the finance industry. He retired as an executive director of a successful and well regarded Australian investment bank in 1991 and is also Chairman of RESIMAC Limited (appointed 1985).

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RESOLUTE MINING LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2013
OR THE YEAR ENDED 30 JUNE 2013
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Mr Ford is a member of the Audit Committee and the Remuneration and Nomination Committee.

Henry Thomas Stuart (Bill) Price (Non‐Executive Director) B.Com., FCA, MAICD

Mr Bill Price is a non‐executive director and was appointed to the board in 2003. Mr Price is a Chartered Accountant with over 35 years of experience in the accounting profession. Mr Price has extensive taxation and accounting experience in the corporate and mining sector. In addition to his professional qualifications, Mr Price is a member of the Australian Institute of Company Directors, a registered tax agent and registered company auditor. Mr Price is also a director and treasurer of Tennis West.

Mr Price is the Chairman of the Audit Committee and a member of the Remuneration and Nomination Committee.

COMPANY SECRETARY

Greg William Fitzgerald

B.Bus., C.A.

Mr Greg Fitzgerald is a Chartered Accountant with over 25 years of resources related financial experience and has extensive commercial experience in managing finance and administrative matters for listed companies. Mr Fitzgerald is also the General Manager – Finance & Administration and has been Company Secretary since 1996. Prior to his involvement with the Group, Mr Fitzgerald worked with an international accounting firm in Australia.

Mr Fitzgerald is a member of the Financial Risk Management Committee.

Interests in the shares and options of Resolute Mining Limited and related bodies corporate

As at the date of this report, the interests of the directors in shares, options and performance rights of Resolute Mining Limited and related bodies corporate were:

P. Huston P. Sullivan T. Ford H. Price	Fully Paid Ordinary Shares Options Over Ordinary Shares Performance Rights 428,182 ‐ ‐ 3,007,448 2,000,000 546,875 464,648 ‐ ‐ 194,745 ‐ ‐
	4,095,023 2,000,000 546,875

NATURE OF OPERATIONS AND PRINCIPAL ACTIVITIES

The principal activities of entities within the consolidated entity during the year were:

• Gold mining; and,

• prospecting and exploration for minerals.

There has been no significant change in the nature of those activities during the year.

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RESOLUTE MINING LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2013
OR THE YEAR ENDED 30 JUNE 2013
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FINANCIAL POSITION AND PERFORMANCE

• Revenue from gold sales increased by 7% to $619m (2012: $577m).

• Average cash cost[1] per ounce of gold produced during the year was $811/oz (2012: $761/oz).

• Reported net profit after tax attributable to members of $84.9m (2012: $105.1m), including $79.3m of impairment charges and fair value adjustments primarily related to the market value of investments in Noble Mineral Resources Limited (“Noble”) and other gold equity investments, and a $40.5m unrealised foreign

• currency gain on intercompany loans with subsidiaries (presented within Treasury – unrealised gains/(losses)).

• Net operating cash inflows during the year were $154.5m (2012: $179.2m) and included:

  • Receipts from customers of $618.6m, which increased against 2012 due to the 395,181 ounces of gold sold during the year (2012: 353,321 ounces), albeit at a lower average cash price of $1,562/oz (2012: $1,627/oz).

  • Interest payments of $1.7m are significantly lower than the prior year as 2012 interest payments included interest payments made to Resolute convertible note holders.

  • Inventories have increased significantly mainly due to a build‐up in gold in circuit at the Syama gold mine.

• Net investing cash outflows of $234.7m (2012: $93.3m) included $85.4m accumulation of other financial assets (primarily for the subscription for Noble Convertible Notes), and $113.3m of development expenditure mostly for the Syama Expansion Project. Subsequent to the Noble Convertible Notes acquisition a fair value adjustment of $20.0m was recognised against those convertible notes resulting in an accounting value of $64.8m.

• Other financial assets – restricted cash on hand at 30 June 2012 was converted into available for sale financial assets, some of which were subsequently sold.

• Net financing inflows of $8.2m (2012: $45.1m outflow) included $51.5m received from borrowings, $11.0m spent on share buy‐backs and a $31.6m dividend payment.

DIVIDENDS

A $31.6m dividend payment was made on 16 November 2012 with respect to the 5 cent dividend declared on 28 August 2012. No additional dividend was declared.

REVIEW OF OPERATIONS

Production

The Group gold production for the year was 435,855 ounces (2012: 398,451) at an average cash cost of $811/oz (2012: $761/oz).

Syama mine in Mali, Africa, produced 196,182 ounces (2012: 145,197) of gold at a cash cost of $796/oz (or US$818/oz) (2012: $784/oz or US$813/oz).

Ravenswood mine in Queensland, Australia, produced 141,846 ounces (2012: 137,965) of gold at a cash cost of $760/oz (2012: $756/oz).

1 – Cash cost per ounce of gold produced is calculated as costs of production relating to gold sales excluding gold in circuit inventory movements divided by gold ounces produced.

2 – AISC and AIC per ounce of gold produced is calculated in accordance with World Gold Council guidelines.

These measures are included to assist investors to better understand the performance of the business. Cash cost per ounce of gold produced, AISC, and AIC are non‐International Financial Reporting Standards financial information and where included in this Directors’ Report have not been subject to review by the Group’s external auditors.

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RESOLUTE MINING LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2013
OR THE YEAR ENDED 30 JUNE 2013
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Golden Pride mine in Tanzania, Africa, produced 97,827 ounces (2012: 115,289) of gold at a cash cost of $916/oz (or US$938/oz) (2012: $737/oz or US$764/oz).

All in sustaining costs[2] (“AISC”) for the year were Syama – $1,217/oz, Ravenswood – $1,079/oz, Golden Pride – $1,007/oz and for the Group – $1,131/oz. Syama’s AISC included $43.4m of waste stripping expenditure capitalised during the year.

All in costs[2] (“AIC”) for the year were Syama – $1,712/oz, Ravenswood – $1,122/oz, Golden Pride – $1,067/oz and for the Group – $1,375/oz. Syama’s AIC included $96.1m of expansion and development expenditure during the year.

Development

Mali

• At 30 June 2013 work on the Syama Expansion Project (excluding the Grid Connection) reached 34% completion with US$82.9m expenditure.

• Memorandum of Understanding signed with Government of Mali to progress the High Voltage Grid Connection to Syama.

• Very encouraging reverse circulation drilling intersections were received from further resource drilling along the BA01 ‐ A21 deposit trends increasing near plant oxide resources.

Queensland

• At Ravenswood, significant intercepts were received from recent resource drilling below the 600mRL at Mt Wright, which included 12m @ 12.86g/t Au, 23m @ 6.42g/t Au, 40m @ 4.67g/t Au, 17m @ 5.02g/t Au and 21m @ 4.12g/t Au.

• An infill and extension diamond drilling campaign was completed at the Sarsfield gold deposit. An updated resource calculation is being carried out and used to revise the pit optimisation for the Sarsfield expansion project. Work continued on the Environmental Impact Statement.

Exploration

Exploration drilling was carried out in Mali, Tanzania and Queensland while target definition work continued in Cote d’Ivoire.

Tanzania

• Resource drilling commenced on the Leeuwin and Grange prospects at the Nyakafuru project. Significant intercepts included 14m @ 11.94g/t Au from 20m, and 23m @ 3.92g/t Au from 18m. Drilling is continuing.

• Reverse circulation drilling was carried out on the Mwaguguli prospect located in the GP West JV with African Barrick. Better results included 16m @ 7.87g/t Au from 24m, and 7m @ 9.17g/t Au from 13m.

• The resource drilling program on the Voyager, Mentelle and Cullen gold systems was completed and a new resource estimate will be completed in due course. Significant results from Voyager‐Mentelle included 3m @

1 – Cash cost per ounce of gold produced is calculated as costs of production relating to gold sales excluding gold in circuit inventory movements divided by gold ounces produced.

2 – AISC and AIC per ounce of gold produced is calculated in accordance with World Gold Council guidelines.

These measures are included to assist investors to better understand the performance of the business. Cash cost per ounce of gold produced, AISC, and AIC are non‐International Financial Reporting Standards financial information and where included in this Directors’ Report have not been subject to review by the Group’s external auditors.

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RESOLUTE MINING LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2013
OR THE YEAR ENDED 30 JUNE 2013
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• 59.72g/t Au from 160m, and 4m @ 17.03g/t Au from 69m. Results from Cullen were also very encouraging with many holes recording multiple intersections including 9m @ 5.81g/t Au from 7m.

Mali

• Reverse circulation drilling results from Cashew were encouraging with best intervals including 9m@ 7.50g/t Au from 21m.

• At Paysans, results received from diamond drilling carried out at the end of the prior year were very positive with best results of 5m @ 12.85g/t Au from 164m, and 4m @ 7.25g/t Au from 90m.

Queensland

• As part of the ongoing Sarsfield assessment, a re‐evaluation of the Buck Reef West area commenced. The Buck Reef West shear zone and associated high grade quartz vein lodes have the potential to add significantly to the open pit resources in the area.

Cote D’Ivoire

• Field work has commenced at the Toumodi and Goumere Research Permit areas following licence approvals.

Corporate

• Market value of Group cash, bullion and investments at 30 June 2013 was $156m (30 June 2012: $139m). Included in the year‐end balance is 29,046oz of gold bullion on hand with a market value of $37.9m, and investments with a market value of $115.5m. The 29,046oz of gold bullion on hand is recorded on the Consolidated Statement of Financial Position within Inventories at its production cost of $30.7m.

• At 30 June 2013, the face value of Resolute’s total borrowings was $92.2m (2012: $11.0m). As at year end, the weighted average interest rate payable on the borrowings was 5.4%.

• Acquisition of 19.99% equity interest in Noble as well as completion of $85m convertible note finance offer to Noble.

• A new US$50m revolving secured loan facility jointly provided by Barclays Bank Plc and Investec Bank (Australia) Limited was drawn‐down to facilitate completion of the Noble financing.

• Bank du Mali increased the size of its unsecured bank overdraft facility to Sociêtê des Mines de Syama SA (an 80% owned Resolute subsidiary that owns the Syama gold mine) from CFA 7.5b (approximately US$15m) to CFA 15b (approximately US$30m). The other terms and conditions of this facility remain unchanged.

• A 5 cent per share interim dividend was paid during the year, totalling $31.6m.

• $11.0m was utilised pursuant to the on market Share Buyback Program, with 9.4m shares bought back and cancelled.

Outlook

Operations

• Group gold production is forecast to be 345,000 ounces in FY2014 year following Golden Pride reaching the end of its mine life. Cash costs for FY2014 are forecasted to be $890/oz (based on an assumed exchange rate of 1 A$ = US$0.93).

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RESOLUTE MINING LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2013
OR THE YEAR ENDED 30 JUNE 2013
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Development and Exploration

• The Company will continue with a comprehensive review of the US$266m Syama expansion in light of the prevailing market conditions particularly impacting the gold sector. US$113m has already been identified for immediate deferral, with no adverse effect on the mine plan or longer term revenue.

• Further reduction in capital spend and improved operating costs expected at Syama as pit revised to two stage expansion. Modified mine plan to deliver capital management benefits and robust cash flows.

• The project development team for the Syama High Voltage Grid Connection will now submit the necessary environmental‐social impact and infrastructure engineering studies for approval, and finalise the Power Implementation and Supply Agreements prior to construction commencing. These agreements are expected to be completed during the first half of FY2014.

• At Mt Wright, infill drilling has commenced from the 600RL level testing targets down to 550RL. Drilling is expected to continue over the next three months. It is planned to update the resource block model and undertake a mining evaluation for the zone below 600RL in the coming months.

• At Sarsfield, the Environmental Impact Study is due to be submitted to the Queensland Department of Environment and Heritage Protection during the first half of FY2014. Additionally, investigations are continuing towards a revised feasibility study which hopes to deliver improved project economics through operating cost and capital expenditure reductions, as well as mining inventory increases.

• Exploration will continue around Syama in Mali, Ravenswood in Queensland and at the Nyakafuru project in Tanzania. Total exploration of $15m is budgeted for the 2014 financial year.

Corporate

• As previously announced, Resolute continues to critically review all operating costs and mine plans with a view to reducing the cash cost base. In support of this disciplined cash management approach, a pay freeze has also been implemented for all senior management positions.

• The Company continues to monitor and assess the deployment of its capital across its existing growth projects, new projects, and overall capital management program ensuring the Company remains in a strong and flexible financial position.

SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS

There have been no significant changes in the state of affairs of the Company other than those listed above.

SIGNIFICANT EVENTS AFTER REPORTING DATE

On 1 July 2013, 2,359,773 performance rights were granted and issued vesting over 3 years with a strike price of $nil. A further 1,225,455 performance rights were granted to P. Sullivan on 1 July 2013 subject to shareholder approval, which have a strike price of $nil.

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RESOLUTE MINING LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2013
OR THE YEAR ENDED 30 JUNE 2013
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LIKELY DEVELOPMENTS AND EXPECTED RESULTS

The likely developments in the operations of the consolidated entity and the expected results of those operations in the coming financial year are as follows:

• (i) The continued production of gold from the Ravenswood and Syama mines for the full year, and from Golden Pride for approximately half of the 2013/14 financial year;

• (ii) The continued expansion activities at the Syama gold mine;

• (iii) mineral exploration will continue; and,

• (iv) the Group will seek to expand its gold production activities by advancing its existing projects or where appropriate, by direct acquisition of projects or investments in other resource based companies.

ENVIRONMENTAL REGULATION PERFORMANCE

The consolidated entity holds licences and abides by Acts and Regulations issued by the relevant mining and environmental protection authorities of the various countries in which the Group operates. These licences, Acts and Regulations specify limits and regulate the management of discharges to the air, surface waters and groundwater associated with the mining operations as well as the storage and use of hazardous materials.

There have been no significant known breaches of the consolidated entity's licence conditions or of the relevant Acts and Regulations.

REMUNERATION REPORT

The following information has been audited.

This remuneration report outlines the director and executive remuneration arrangements of the Company and the Group in accordance with the requirements of the Corporations Act 2001 and its Regulations. For the purposes of this report, key management personnel (“KMP”) of the Group are defined as those persons having authority and responsibility for planning, directing and controlling the major activities of the Company and the Group, including any director (whether executive or otherwise) of the parent company, and includes the executives in the Company and the Group receiving the highest remuneration.

• a) Key management personnel

• (i) Directors

• P. Huston Non‐Executive Chairman

• P. Sullivan Director and Chief Executive Officer

• T. Ford Non‐Executive Director H. Price Non‐Executive Director

• (ii) Executives

• G. Fitzgerald General Manager ‐ Finance & Administration and Company Secretary

• P. Beilby General Manager ‐ Operations

• P. Venn General Manager ‐ Business Development

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RESOLUTE MINING LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2013
OR THE YEAR ENDED 30 JUNE 2013
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b) Compensation of key management personnel

This report outlines the remuneration arrangements in place for directors and executives of RML.

RML Remuneration Policy

The Board spent considerable time last year focusing on its remuneration framework and policy, reflecting on past feedback, the current strategic direction of the Company and how the remuneration framework can best support the future needs of the various stakeholders of the Company. During the 2012 year, the board undertook a comprehensive review of remuneration practices, and commissioned a review of our remuneration framework by external advisors PwC. The review resulted in significant changes to Resolute’s remuneration framework, with the new remuneration structure implemented from 1 July 2012. The key initiatives implemented following this review were the design and implementation of a new cash based short‐term incentive (“STI”) plan and the design and implementation of a new equity based long‐term incentive (“LTI”) plan.

The Board recognises that the performance of the Company depends upon the quality of its directors and executives. To achieve its financial and operating objectives, the Company must attract, motivate and retain highly skilled directors and executives.

The Company embodies the following principles in its remuneration framework:

• Provides competitive rewards to attract high calibre executives;

• structures remuneration at a level that reflects the executive’s duties and accountabilities and is competitive within Australia;

• benchmarks remuneration against appropriate groups at approximately the third quartile; and,

• aligns executive incentive rewards with the creation of value for shareholders.

Remuneration and Nomination Committee

The Remuneration and Nomination Committee is responsible for determining and reviewing the compensation arrangements for the directors themselves, the Chief Executive Officer and the executive team.

Executive remuneration is reviewed annually having regard to individual and business performance, relevant comparative information and internal and independent external information.

In accordance with best practice governance the Remuneration and Nomination Committee is comprised solely of non‐executive directors.

Remuneration Structure

In accordance with best practice governance, the structure of non‐executive director and senior executive remuneration is separate and distinct.

Non‐Executive Director Remuneration

Objective

The Board seeks to set aggregate remuneration at a level which provides the Company with the ability to attract and retain directors of the highest calibre, whilst incurring a cost which is acceptable to shareholders.

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RESOLUTE MINING LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2013
OR THE YEAR ENDED 30 JUNE 2013
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Structure

The Company’s constitution and the ASX Listing Rules specify that the aggregate remuneration of non‐executive directors shall be determined from time to time by a general meeting. An amount not exceeding the amount determined is then divided between the directors as agreed. The latest determination was at the Annual General Meeting held on 30 November 2010 when the shareholders approved an aggregate remuneration of $600,000 per year.

The amount of aggregate remuneration sought to be approved by shareholders and the manner in which it is apportioned amongst directors is reviewed annually. The board considers fees paid to non‐executive directors of comparable companies when undertaking the annual review process. Each non‐executive director receives a fee for being a director of the Company and for sitting on relevant board committees. The fee size is commensurate with the workload and responsibilities undertaken.

Chief Executive Officer and Senior Executive Remuneration

Objective

The Company aims to reward executives with a level and mix of remuneration commensurate with their position and responsibilities within the Company and so as to ensure total remuneration is competitive by market standards.

Structure

In determining the level and make up of executive remuneration, the Remuneration and Nomination Committee uses an external consultant’s Remuneration Report to determine market levels of remuneration for comparable executive roles in the mining industry. An external advisor was used in 2012 to assist in the design and implementation of a Remuneration Framework that is in line with industry practice.

It is the Remuneration and Nomination Committee’s policy that employment contracts are entered into with the Chief Executive Officer and the executive employees. Details of these contracts are outlined later in this report.

Remuneration consists of the following key elements:

• Fixed remuneration

• Variable remuneration

• Short term incentives (STI); and,

• o Long term incentives (LTI).

The proportion of fixed remuneration and variable remuneration (potential short term and long term incentives) is established for each executive by the Remuneration and Nomination Committee and is as follows:

CEO		Fixed remuneration (45%)	Target LTI (33%) (75% of fixed) Target STI (22%) (50% of fixed)	Target LTI (33%) (75% of fixed) Target STI (22%) (50% of fixed)
Other	Executives	Fixed remuneration (50%)	Target STI (25%) (50% of fixed)	Target LTI (25%) (50% of fixed)

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RESOLUTE MINING LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2013
OR THE YEAR ENDED 30 JUNE 2013
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Fixed Remuneration

Objective

The level of fixed remuneration is set so as to provide a base level of remuneration which is both appropriate to the position and is competitive in the market.

Fixed remuneration is reviewed annually by the Remuneration and Nomination Committee. The process consists of a review of individual performance, relevant experience, and relevant comparable remuneration in the mining industry.

Structure

Executives are given the opportunity to receive their fixed remuneration in a variety of forms including cash and fringe benefits such as motor vehicles and expense payment plans. It is intended that the manner of payment chosen will be optimal for the recipient without creating undue cost to the Company.

Variable Remuneration – Short Term Incentive (“STI”)

Objective

The objective of the STI is to provide a greater alignment between performance and remuneration levels.

Structure

The STI is an annual “at risk” component of remuneration for KMP. It is payable based on performance against key performance indicators (KPIs) set at the beginning of the financial year. STI’s are structured to remunerate KMP for achieving annual Company targets and their own individual performance targets. The net amount of any STI after allowing for applicable taxation, is payable in cash.

KPIs require the achievement of strategic, operational or financial measures and in most cases are linked to the drivers of business performance. For each KPI there are defined “threshold”, “target” and “stretch” measures which are capable of objective assessment.

Target performance represents challenging but achievable levels of performance. Stretch performance requires significant performance above and beyond normal expectations and if achieved is anticipated to result in a substantial improvement in key strategic outcomes, operational or financial results, and/or the business performance of the Company.

The Remuneration Committee is responsible for recommending to the Board KPIs for each KMP and then later assessing the extent to which the KPIs of the KMP have been achieved, and the amount to be paid to each KMP. To assist in making this assessment, the Committee receives detailed reports and presentations on the performance of the business from the CEO, Company Secretary and independent remuneration consultants as required.

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RESOLUTE MINING LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2013
OR THE YEAR ENDED 30 JUNE 2013
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The Company STI measures comprise:

• Improved safety performance – measured in the form of a specified reduction in the Total Recordable Injury Frequency Rate in comparison to prior years;

• The achievement of defined targets relative to budget relating to:

• Operating cash flow;

• gold production; and,

• cost per tonne milled.

These measures have been selected as they can be reliably measured, are key drivers of value for shareholders and encourage behaviours in line with the Company’s core values.

The individual performance measures vary according to the individual KMP’s position, and reflect value accretive and/or risk mitigation achievements for the benefit of the Company within each KMP’s respective areas of responsibility. They also include a discretionary factor determined by the Board designed to take into account unexpected events and achievements during the year.

The aggregate of annual STI payments available for executives across the Company is subject to the approval of the Remuneration and Nomination Committee. Payments are delivered as a cash bonus and/or in the form of superannuation.

Variable Remuneration – Long Term Incentive (LTI)

Objective

The objective of the LTI plan is to reward executives in a manner, which aligns this element of remuneration with the creation of shareholder wealth.

As such LTIs are made to executives who are able to influence the generation of shareholder wealth and thus have an impact on the Company’s performance against the relevant long‐term performance hurdles.

Overview of the Company’s approach to Long Term Incentives

a) Selecting the right plan vehicle

To provide an effective tool to reward, retain and motivate KMP, following receipt of external advice, the Board decided that the most appropriate LTI plan would be a Performance Rights Plan. Under a Performance Rights Plan, KMP are granted a right to be issued a share in the future subject to performance based vesting conditions being met.

b) Grant Frequency and LTI quantum

KMP receive a new grant of Performance Rights every year and the LTI forms a key component of KMP Total Annual Remuneration.

The LTI dollar value that KMP are entitled to receive is set at a fixed percentage of their fixed remuneration and equates to 75% of fixed remuneration for the Chief Executive Officer and 50% of fixed remuneration for the other KMP. This level of LTI is in line with current market practice.

The number of Performance Rights to be granted is determined by dividing the LTI dollar value of the award by the fair value of a Performance Right on the allocation date.

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RESOLUTE MINING LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2013
OR THE YEAR ENDED 30 JUNE 2013
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c) Performance Conditions

Performance conditions have been selected that reward KMP for creating shareholder value as determined via the change in the Company’s share price and via reserves/resources growth over a 3 year period.

The LTI performance is structured as follows:

Performance Rights will vest subject to meeting service and performance conditions as defined below:

• 75% of the Rights will be performance tested against the relative total shareholder return (“TSR”) measure over a 3 year period; and

• 25% of the Rights will be performance tested against the reserve/resource growth over a 3 year period.

Reflecting on market practice the Board has decided that the most appropriate performance measure to track share price performance is via a relative TSR measure.

The Company’s TSR is updated each year and is measured against a customised peer group comprising the following companies:

• Alacer Gold Corporation

• Beadell Resources Ltd

• Endeavour Mining Corporation

• Evolution Mining Ltd

• Gold One International Ltd

• Kingsgate Consolidated Ltd

• Medusa Mining Ltd

• Perseus Mining Ltd

• Ramelius Resources Ltd

• Regis Resources Ltd

• Saracen Mining Ltd

• Silver Lake Resources Ltd

• St Barbara Ltd

• Teranga Gold Corporation

• OceanaGold Corporation

No Performance Rights (relating to TSR) will vest unless the percentile ranking of the Company’s TSR for the relevant performance year, as compared to the TSR’s for the peer group companies for that year, is at or above the 50th percentile.

The following table sets out the vesting outcome based on the company’s relative TSR performance:

Relative TSRperformance	Performance Vesting Outcomes
Less than 50thpercentile At the 50thpercentile Between 50thand 75thpercentile At or above 75thpercentile	0% vesting 50% vesting For each percentile over the 50th, an additional 2% of the performance rights will vest 100% vesting

The second performance condition is reserve/resource growth net of depletion over a 3 year period. Broadly, the quantum of the increase in reserves/resources will determine the number of Performance Rights to vest.

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RESOLUTE MINING LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2013
OR THE YEAR ENDED 30 JUNE 2013
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The following table sets out the vesting outcome based on the company’s reserve/resource growth performance:

Reserves and Resource Growth Performance	Performance Vesting Outcomes
R&R depleted R&R maintained R&R grown by up to 30% R&Rgrown by30% or more	0% vesting 50% vesting For each percentile over the 50th, an additional 2% of the performance rights will vest 100% vesting

d) Performance period

Grants under the LTI need to serve a number of different purposes:

i) Act as a key retention tool; and,

ii) focus on future shareholder value generation.

Therefore, the awards under the LTI relate to a 3 year period and provide a structure that is focused on long term sustainable shareholder value generation.

Up until January 2012, LTI grants to executives were delivered in the form of employee share options. These options were previously issued with an exercise price at a 10% premium to the RML ordinary share price at the date the Remuneration and Nomination Committee decided to invite the eligible persons to apply for the option. These employee share options vest over a 30 month period. This option plan has been replaced by the new Performance Rights Plan. All existing options issued under the employee share option plan will continue to vest, however it is the current intention that no further options will be issued in the future.

Options granted in prior periods are vested in accordance with the Resolute Mining Limited Employee Share Option Plan following a review by the relevant supervisor of the executive’s performance. If a satisfactory performance level is achieved, the relevant portions of the options vests to the executive. In order for the executive’s options to vest, the executive must successfully meet the deliverables set out in their employment contract specific to their role. The assessment of whether the executive’s role has been successfully performed (therefore allowing the options to vest) is done by way of a formal annual appraisal of the key management personnel’s individual performance. Assessments of performance generally exclude factors external to the Company.

The performance of the Chief Executive Officer is assessed by the Chairman, and the performance of the other executives is assessed by the Chief Executive Officer. The annual performance appraisal assesses each executive’s performance against the following categories:

(a) Professional and technical competence;

(b) teamwork and administrative skills;

(c) self‐development and communication skills; and,

(d) developing people.

Although there are no specific performance hurdles in place for the Employee Share Option Plan, these general performance categories which the executives are evaluated against were chosen to enhance accountability of the executives across several areas critical to good management of the Group, and the board believes the annual appraisal process conducted in light of these categories provides an accurate and adequate measurement of their performance.

The Company prohibits directors or executives from entering into arrangements to protect the value of unvested Resolute Mining Limited shares, options or performance rights that the director or executive may become entitled to as part of his/her remuneration package. This includes entering into contracts to hedge their exposure to RML rights, options or shares that may vest to him/her in the future.

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RESOLUTE MINING LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2013
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Details of remuneration provided to key management personnel are as follows:

						POST EMPLOYMENT	LONG TERM			PERFORMANCE
		SHORT TERM BENEFITS				BENEFITS	BENEFITS	SHARE BASED PAYMENTS		RELATED
2013
					Annual Leave		Long Service			Cash Bonus, Options
	Base	Non Monetary			Provision		Leave Provision			and Performance
	Remuneration	Benefits (i)	Cash Bonus (ii)		Movement (iii)	Superannuation	Movement (iii)	Options	Performance Rights	Rights
	$	$			$	$	$	$	$	%
Directors
P. Huston	175,000	‐		‐	‐	‐	‐	‐	‐	‐
P. Sullivan	671,080	4,910	227,194		16,346	25,000	38,398	182,876	266,602	48.54
T. Ford	82,569	‐		‐	‐	7,431	‐	‐	‐	‐
H. Price	69,687	‐		‐	‐	20,313	‐	‐	‐	‐
Officers
G. Fitzgerald	356,237	4,723	126,114		(150)	25,000	(4,984)	31,665	97,754	39.84
P. Beilby	414,999	‐	145,449		1,768	25,000	4,499	38,649	111,719	40.11
P. Venn	307,868	2,674	108,731		(15,776)	25,000	8,897	31,665	85,059	41.35

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RESOLUTE MINING LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2013
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						POST EMPLOYMENT	LONG TERM	SHARE BASED	PERFORMANCE
		SHORT TERM BENEFITS				BENEFITS	BENEFITS	PAYMENTS	RELATED
2012					Annual Leave		Long Service
	Base	Non Monetary			Provision		Leave Provision		Cash Bonus &
	Remuneration	Benefits (i)	Cash Bonus	(iv)	Movement	Superannuation	Movement	Options	Options
	$	$	$		$	$	$	$	%
Directors
P. Huston	162,500	‐		‐	‐	‐	‐	‐	‐
P. Sullivan	664,443	58,611	74,000		10,772	50,000	57,723	482,225	39.79
T. Ford	38,633	‐		‐	‐	40,742	‐	‐	‐
H. Price	29,633	‐		‐	‐	49,742	‐	‐	‐
Officers
G. Fitzgerald	388,748	3,765	30,000		(19,168)	34,987	14,682	56,211	16.93
P. Beilby	437,248	‐	40,000		5,323	50,252	8,503	72,170	18.28
P. Venn	331,898	6,107	30,000		5,532	30,228	21,196	56,211	17.92

• (i) Non monetary benefits include, where applicable, the cost to the Company of providing fringe benefits, the fringe benefits tax on those benefits and all other benefits received by the executive.

• (ii) The Short Term Incentives were paid in cash on 14 September 2013 for the year ended 30 June 2013 and were based on the performance metrics outlined in the “Variable Remuneration – Short Term Incentive” section of this Remuneration Report.

(iii) The following cash payments were made to Key Management Personnel during the year ended 30 June 2013 relating to the payout of annual and long service leave entitlements accrued in prior years ‐ Peter Sullivan ($233,370), Greg Fitzgerald ($28,121), Peter Beilby ($2,847) and Peter Venn ($24,283).

(iv) The cash bonus was paid to P Sullivan on 15 January 2012, and to all other Key Management Personnel on 15 December 2011.

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RESOLUTE MINING LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2013
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Details of option holdings of key management personnel are as follows:

2013	Options type	Balance at the	Granted during	Exercised	Lapsed during the	Acquired during	Balance at the end	Vested and exercisable at the end of the	Vested and exercisable at the end of the	Value of options
		start of the	the year as	during the year	year (ii)	the year	of the year	year		exercised during
		year	compensation							the year
								No.	%	$
Directors
P. Sullivan	Unlisted	2,000,000	‐	‐	‐	‐	2,000,000	666,667	33.33	‐
Officers
G. Fitzgerald (i)	Unlisted	475,000	‐	(150,000)	(75,000)	‐	250,000	176,667	70.67	217,500
P. Beilby	Unlisted	250,000	‐	‐	‐	‐	250,000	176,667	70.67	‐
P. Venn	Unlisted	475,000	‐	‐	(24,000)	‐	451,000	377,667	83.74	‐

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RESOLUTE MINING LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2013
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2012	Options type	Balance at the	Granted during	Grant date	Fair value of	Total fair value	First exercise	Expiry & last	Exercise price of	Exercised during	Lapsed	Acquired	Balance at	Granted &	Vested and exercisable at	Vested and exercisable at	Value of options exercised
		start of the	the year as		options at grant	of options at	date of options	exercise date of	options granted	the year	during the	during the	the end of	vested during	the end of the year		during the year
		year	compensation		date	grant date	granted during	options granted	during the year		year	year	the year	the year
			(vii)				the year	during the year
					$	$			$					No.	No.	%	$
Directors
P. Huston (iv)	Listed	26,761	‐	‐	‐	‐	‐	‐	‐	(26,761)	‐	‐	‐	‐	‐	‐	28,099
P. Sullivan	Unlisted	2,000,000	‐	‐	‐	‐	‐	‐	‐	‐	‐	‐	2,000,000	‐	666,667	33.33	‐
P. Sullivan (v)	Listed	133,333	‐	‐	‐	‐	‐	‐	‐	(133,333)	‐	‐	‐	‐	‐	‐	140,000
T. Ford (v)	Listed	133,333	‐	‐	‐	‐	‐	‐	‐	(133,333)	‐	‐	‐	‐	‐	‐	140,000
H. Price (vi)	Listed	67,554	‐	‐	‐	‐	‐	‐	‐	(67,554)	‐	‐	‐	‐	‐	‐	70,932
Officers
G. Fitzgerald	Unlisted	415,000	60,000	27 Jan 2012	0.98	58,800	27 Jul 2012	26 Jan 2017	1.85	‐	‐	‐	475,000	‐	318,333	67.02	‐
P. Beilby	Unlisted	190,000	60,000	27 Jan 2012	0.98	58,800	27 Jul 2012	26 Jan 2017	1.85	‐	‐	‐	250,000	‐	93,333	37.33	‐
P. Venn	Unlisted	415,000	60,000	27 Jan 2012	0.98	58,800	27 Jul 2012	26 Jan 2017	1.85	‐	‐	‐	475,000	‐	318,333	67.02	‐
P. Venn	Listed	5,000	‐	‐	‐	‐	‐	‐	‐	(5,000)	‐	‐	‐	‐	‐	‐	5,250

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RESOLUTE MINING LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2013
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Details of performance rights holdings of key management personnel are as follows:

2013	Balance at the	Granted during	Grant date	Fair value of	Total fair value of	Vesting date	Expiry of	Exercise price of	Balance at the end
	start of the	the year as		performance	performance rights		performance rights	performance rights	of the year
	year	compensation		rights at grant	at grant date			granted during the
				date (iii)				year
Directors				$	$			$
P. Sullivan	‐	546,875	27 Nov 2012	1.46	266,602	30 Jun 2015	27 Nov 2017	$nil	546,875
Officers
G. Fitzgerald	‐	200,521	27 Nov 2012	1.46	97,754	30 Jun 2015	27 Nov 2017	$nil	200,521
P. Beilby	‐	229,167	27 Nov 2012	1.46	111,719	30 Jun 2015	27 Nov 2017	$nil	229,167
P. Venn	‐	174,479	27 Nov 2012	1.46	85,059	30 Jun 2015	27 Nov 2017	$nil	174,479

2012

There were no performance rights in place for the year ended 30 June 2012.

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RESOLUTE MINING LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2013
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• (i) On 17 October 2012, 150,000 unlisted options were exercised at a price of $0.42 per option. In each instance of exercising options, one ordinary share was issued for each option exercised. There were no unpaid amounts relating to any ordinary shares acquired through the exercise of options.

• (ii) The value of options at the date of lapse was nil.

• (iii) Performance rights vest over a 3 year period. On the date of calculating the number of performance rights to be allocated to KMP, the fair value of a performance right was $0.96. By the time the performance rights were granted on 27 November 2012, the fair value of the performance rights had increased to $1.4625 each resulting in an LTI expense that is higher than that anticipated on the allocation date.

• (iv) On 31 December 2011, 26,761 listed options were exercised at a price of $0.60 per option. In each instance of exercising options, one ordinary share was issued for each option exercised. There were no unpaid amounts relating to any ordinary shares acquired through the exercise of options.

• (v) On 31 December 2011, 133,333 listed options were exercised at a price of $0.60 per option. In each instance of exercising options, one ordinary share was issued for each option exercised. There were no unpaid amounts relating to any ordinary shares acquired through the exercise of options.

• (vi) On 31 December 2011, 67,554 listed options were exercised at a price of $0.60 per option. In each instance of exercising options, one ordinary share was issued for each option exercised. There were no unpaid amounts relating to any ordinary shares acquired through the exercise of options.

• (vii) Options granted vest in accordance with the Resolute Mining Limited Employee Share Option Plan following the review by the relevant supervisor of the key management personnel’s performance. For details on the valuation of the options, including models and assumptions used, refer to Note 29(b). The percentage of options granted during the financial year that also vested during the financial year is nil (2012: nil). None of these options were forfeited during the financial year.

• (viii) Performance rights vest in accordance with the Resolute Mining Limited Remuneration Policy which outlines the key performance indicators that need to be satisfied. For details on the valuation of the performance rights, including models and assumptions used, refer to Note 29(c). The percentage of performance rights granted during the financial year that also vested during the financial year is nil. No performance rights were forfeited during the financial year.

Employment Contracts

The CEO, Mr Sullivan, is employed under contract. His current employment contract commenced on 14 February 2004 and there is no termination date. Under the terms of the contract:

• Mr Sullivan may resign from his position and thus terminate this contract by giving 6 months written notice.

• The Company may terminate this employment agreement by providing 12 months written notice or provide payment in lieu of the notice period (based on the fixed component of Mr Sullivan’s remuneration).

• Mr Sullivan accrues 5 weeks of annual leave entitlements per year and 13 weeks of long service leave entitlements after 7 years.

Mr Fitzgerald (General Manager – Finance and Administration) is also employed under contract. This contract has no termination date and under the terms of the contract:

• Mr Fitzgerald may resign from his position and thus terminate his contract by giving 3 months written notice.

• The Company may terminate his employment agreement by providing 6 months written notice or provide payment in lieu of the notice period (based on the fixed component of Mr Fitzgerald’s remuneration).

• Mr Fitzgerald accrues 4 weeks of annual leave entitlements per year and 13 weeks of long service leave entitlements after 10 years.

Mr Venn (General Manager – Business Development) is also employed under contract. This contract has no termination date and under the terms of the contract:

• Mr Venn may resign from his position and thus terminate his contract by giving 3 months written notice.

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RESOLUTE MINING LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2013
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• The Company may terminate his employment agreement by providing 6 months written notice or provide payment in lieu of the notice period (based on the fixed component of Mr Venn’s remuneration).

• Mr Venn accrues 4 weeks of annual leave entitlements per year and 13 weeks of long service leave entitlements after 10 years.

Mr Beilby (General Manager – Operations) is also employed under contract. This contract has no termination date and under the terms of the contract:

• Mr Beilby may resign from his position and thus terminate his contract by giving 3 months written notice.

• The Company may terminate his employment agreement by providing 6 months written notice or provide payment in lieu of the notice period (based on the fixed component of Mr Beilby’s remuneration).

• Mr Beilby accrues 4 weeks of annual leave entitlements per year and 13 weeks of long service leave entitlements after 10 years.

Company Performance

The table below shows the performance of the Consolidated Entity over the last 5 years:

		30 June 2013	30 June 2012	30 June 2011	30 June 2010	30 June 2009
Net profit/(loss) after tax	$'000	105,443	101,859	42,930	(56,571)	30,676
Basic earnings/(loss) per share	cents/share	13.29	18.62	13.42	(9.90)	10.30

This is the end of the audited information.

SHARES UNDER OPTIONS

Unissued ordinary shares of Resolute Mining Limited under option at the date of this report are as follows:

Grant date Expiry date Exercise price 29/08/2008 29/08/2013 $1.62 20/01/2009 31/01/2014 $0.42 15/02/2010 14/02/2015 $1.09 16/07/2010 15/07/2015 $1.21 16/11/2010 15/11/2015 $1.43 5/01/2011 4/01/2016 $1.36 25/01/2011 24/01/2016 $1.43 30/06/2011 15/07/2016 $1.18 4/01/2012 26/01/2017 $1.85	Number on issue 51,000 194,999 450,000 39,000 135,000 2,000,000 915,666 130,000 764,400
	4,680,065

Shares issued as a result of the exercise of options:

From 1 July 2013 up until the date of this report, no options have been exercised.

Performance rights at the date of this report are as follows:

			Number on
**Grant date **	Vesting date	Exercise price	issue
27/11/2012	30/06/2015	‐	1,586,978
1/07/2013	30/06/2016	‐	2,359,773

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RESOLUTE MINING LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2013
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INDEMNIFICATION AND INSURANCE OF DIRECTORS AND OFFICERS

RML maintains an insurance policy for its directors and officers against certain liabilities arising as a result of work performed in the capacity as directors and officers. The company has paid an insurance premium for the policy. The contract of insurance prohibits disclosure of the amount of the premium and the nature of the liabilities insured.

DIRECTORS' MEETINGS

The number of meetings and resolutions of directors (including meetings of committees of directors) held during the year and the number of meetings (or resolutions) attended by each director were as follows:

P. Huston P. Sullivan T. Ford H. Price	Full Board Audit Environment & Community Development Remuneration & Nomination Safety, Security & Occupational Health Financial Risk Management 15 2 n/a 4 n/a n/a 15 n/a 4 n/a 4 22 15 2 n/a 4 n/a n/a 15 2 n/a 4 n/a n/a
Number of meetings (or resolutions) held	15 2 4 4 4 22

The details of the functions of the other committees of the Board are presented in the Corporate Governance Statement.

ROUNDING

RML is a Company of the kind specified in Australian Securities and Investments Commission Class Order 98/0100. In accordance with that class order, amounts in the financial report and the Directors' Report have been rounded to the nearest thousand dollars unless specifically stated to be otherwise.

AUDITOR INDEPENDENCE

Refer to page 33 for the Auditor’s Independence Declaration to the Directors of Resolute Mining Limited.

NON‐AUDIT SERVICES

Non‐audit services were provided by the entity’s auditor, Ernst & Young. The directors are satisfied that the provision of non‐audit services is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001 . The nature and scope of each type of non‐audit service provided means that auditor independence was not compromised.

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RESOLUTE MINING LIMITED
DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2013
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Ernst & Young Australia received or are due to receive $118,896 for the provision of taxation planning and review services in the year ended 30 June 2013.

Signed in accordance with a resolution of the directors.

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P.R. Sullivan Director Perth, Western Australia 24 September 2013

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RESOLUTE MINING LIMITED
CORPORATE GOVERNANCE STATEMENT
FOR THE YEAR ENDED 30 JUNE 2013
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The Board of Directors of Resolute Mining Limited ("RML" or “the Company”) is responsible for the corporate governance of the consolidated entity (the “Group”). The Board guides and monitors the business and affairs of RML on behalf of the shareholders by whom they are elected and to whom they are accountable.

The Board has adopted the "Corporate Governance Principles and Recommendations" established by the ASX Corporate Governance Council and published by the ASX in August 2007 with the amendments made in 2010. There is a corporate governance section on the Company's website which sets out the various policies, charters and codes of conduct which have been adopted to ensure compliance with the "best practice recommendations" referred to above.

A description of the Company's main corporate governance practices is set out below. All practices, unless otherwise stated, were in place for the entire year.

1. The Board of Directors

The Board have established a "Statement of Matters Reserved to the Board" which is available on the Company website. This outlines the functions reserved to the Board and those delegated to management, and demonstrates that the responsibilities and functions of the Board are distinct from management.

The key responsibilities of the Board include:

• Appointing, evaluating, rewarding and if necessary the removal of the Chief Executive Officer ("CEO") and senior management;

• Development of corporate objectives and strategy with management and approving plans, new investments, major capital and operating expenditures and major funding activities proposed by management;

• Monitoring actual performance against defined performance expectations and reviewing operating information to understand at all times the state of the health of the Company;

• Overseeing the management of business risks, safety and occupational health, environmental issues and community development;

• Satisfying itself that the financial statements of the Company fairly and accurately set out the financial position and financial performance of the Company for the period under review;

• Satisfying itself that there are appropriate reporting systems and controls in place to assure the Board that proper operational, financial, compliance, risk management and internal control processes are in place and functioning appropriately. Further, approving and monitoring financial and other reporting;

• Assuring itself that appropriate audit arrangements are in place;

• Ensuring that the Company acts legally and responsibly on all matters and assuring itself that the Company has adopted a Code of Business Ethics and that the Company practice is consistent with that Code; and

• Reporting to and advising shareholders.

The Board is comprised of 3 non‐executive Directors including the Chairman and one executive director being the CEO.

The table below sets out the detail of the tenure of each director at the date of this report.

Director	Role of Director	First Appointed	Non‐executive	Independent	Gender
		(a)
Peter Ernest Huston	Non‐executive chairman	June 2001	Yes	Yes	Male
Peter Ross Sullivan	CEO	June 2001	No	No	Male
Thomas Cummings Ford	Non‐executive director	June 2001	Yes	Yes	Male
Henry Thomas Stuart	Non‐executive director	November 2003	Yes	Yes	Male
Price

(a) RML was incorporated on 8 June 2001.

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RESOLUTE MINING LIMITED
CORPORATE GOVERNANCE STATEMENT
FOR THE YEAR ENDED 30 JUNE 2013
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Details of the members of the Board including their experience, expertise and qualifications are set out in the Directors' Report under the heading "Directors".

2. Director Independence

Directors are expected to contribute independent views to the Board.

The Board has adopted specific principles in relation to the Directors' independence. These state that to be deemed independent, a director must be a non‐executive and:

• Not a substantial shareholder of the Company or an officer of, or otherwise associated directly with, a substantial shareholder of the Company.

• Within the last three years has not been employed in an executive capacity by the Company or another group member, or been a director after ceasing to hold any such employment.

• Within the last three years has not been a principal of a material professional advisor or a material consultant to the Company or another group member, or an employee materially associated with the service provided.

• Not a material supplier or customer of the Company or other group member, or an officer of or otherwise associated directly or indirectly with a material supplier or customer.

• Must have no material contractual relationship with the Company or another group member other than as a director of the Company.

• Not served on the Board for a period which could, or could reasonably be perceived to, materially interfere with the director's ability to act in the best interests of the Company.

• Is free from any interest and any business or other relationship which could, or could reasonably be perceived to, materially interfere with the director's ability to act in the best interests of the Company.

Materiality for these purposes is based on both quantitative and qualitative bases. An amount of over 5% of annual turnover of the Company or Group or 5% of the individual Directors net worth is considered material for these purposes. In addition, a transaction of any amount or a relationship is deemed to be material if knowledge of it impacts the shareholders' understanding of the director's performance.

The Board has reviewed and considered the positions and associations of each of the 4 Directors in office at the date of this report, and considers that 3 of the directors are independent. Mr Peter Sullivan (CEO) is not considered to be independent. As such it is clear that the majority of the Board are independent and the Chairman is an independent director.

The roles of the Chairman and the CEO are not exercised by the same individual. The Chairman is responsible for leading the Board, ensuring that Board activities are organised and efficiently conducted and for ensuring Directors are properly briefed for meetings. The Board has delegated responsibility for the day‐to‐day activities to the CEO and the Executive Committee. The Remuneration and Nomination Committee ensure that the Board members are appropriately qualified and experienced to discharge their responsibilities and has in place procedures to assess the performance of the CEO and the Executive Committee. The CEO is accountable to the Board for all authority delegated to that position and the Executive Committee.

Directors and Board Committees have the right, in connection with their duties and responsibilities, to seek independent professional advice at the Company's expense.

In relation to the term of office, the Company's constitution specifies that one third of all Directors (with the exception of the CEO) must retire from office annually and are eligible for re‐election.

27

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RESOLUTE MINING LIMITED
CORPORATE GOVERNANCE STATEMENT
FOR THE YEAR ENDED 30 JUNE 2013
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3. Remuneration and Nomination Committee

The Remuneration and Nomination Committee consists of the following non‐executive Directors, Mr P.Huston (Chairman), Mr T.Ford and Mr H.Price. The attendance record in the current year of members at the Committee meetings is noted in the Directors' Report under the heading "Directors' Meetings".

The Remuneration and Nomination Committee is responsible for determining and reviewing the compensation arrangements for the Directors themselves, the CEO, the executive team and employees. In addition, they are responsible for reviewing the appropriateness of the size of the Board relative to its various responsibilities. Recommendations are made to the Board on these matters. Further roles and responsibilities of this Committee, including a description of the procedure for the selection, appointment and re‐election of incumbents, can be found in the Committee's charter which is posted on the Company website.

A performance evaluation of senior executives took place during the financial year and was conducted in accordance with the procedures outlined by the Remuneration and Nomination Committee.

Diversity

In accordance with best governance practice a diversity policy has been established which includes the review of diversity within RML by considering board composition, executive composition and employee composition by gender.

Resolute’s Diversity Policy applies to all Resolute employees and includes the recruitment and selection process, terms and conditions of employment including pay, promotion, work assignment, training and other aspects of employment. Details of the policy are set out under the “About Us – Corporate Governance – Resolute Mining Diversity Policy” section of Resolute’s website at www.rml.com.au

The Diversity Policy includes a goal to contribute positively to the success of the Company by promoting a high performance culture that draws on the diverse and relevant experience, skills, expertise, perspectives and the unique personal attributes of its board members and employees. In accordance with this Charter, the directors have set measurable objectives towards establishing this goal. Details of these objectives and the progress towards achieving them are provided in the table below.

measurable objectives towards establishing this them are provided in the table below.	goal. Details of these objectives and the progress towards achieving
Measurable Objective	ActivityDuringYear
To include in the Remuneration & Nomination Committee Charter responsibility for diversity, including an annual review and report to the board on the: a. progress towards achieving these measurable objectives and overall effectiveness of the policy; b. proportion of women and men in the Resolute workforce at three levels in the organisation (board level, senior management and the whole organisation), including benchmarking this data against relevant industry standards where possible; and,	Charter updated in November 2012 and this now includes responsibilities for diversity, including the introduction of this new Annual Review and Report to the board on gender diversity. The measurable objectives are being progressed and the overall effectiveness of the policy will be ascertained in the coming reporting periods. The proportion of women in the entire Resolute workforce are as follows: Category As at 30/6/13 Board Level 0% Senior Management 0% Whole organisation 9% This excludes a female director on the board of certain Resolute

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RESOLUTE MINING LIMITED
CORPORATE GOVERNANCE STATEMENT
FOR THE YEAR ENDED 30 JUNE 2013
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c. remuneration by gender together with any recommendations to the board	subsidiaries. This information has been collated and provided in the annual review and report to the board.
To engage consultants that support and promote the Company’s diversity policy	Resolute continues to engage consultants that are encouraged to put forward a diverse range of applicants for a vacantposition.
To ensure that candidate lists for permanent employee positions are suitably qualified and where possible recognisably diverse by age, sex or ethnicity	Resolute’s main recruitment objective continues to be focussed on offering jobs to the best qualified applicant, regardless of their age, sex or ethnicity. To achieve this, it continues to compile a diverse range of candidates on its shortlists. This is cognisant of the fact that different types of applicants will be more likely to over or under sell themselves in a Résumé.
To consider diversity when reviewing board succession plans with the aim to have gender representation and diversity	No new board appointments were made during the year.

4. Ethical Standards and Code of Conduct

The Board acknowledges the need for the highest standards of corporate governance and ethical conduct by all Directors and employees of the consolidated entity. As such, the Company has developed a Code of Conduct which has been fully endorsed by the Board and applies to all Directors and employees. This Code of Conduct is regularly reviewed and updated as necessary to ensure that it reflects the highest standards of behaviour and professionalism and the practices necessary to maintain confidence in the Group's integrity.

A fundamental theme is that all business affairs are conducted legally, ethically and with strict observance of the highest standards of integrity and propriety. The Directors and management have the responsibility to carry out their functions with a view to maximising financial performance of the consolidated entity. This concerns the propriety of decision making in conflict of interest situations and quality decision making for the benefit of shareholders.

Refer to the Company website for specific codes of conduct, including the policy for reporting and investigating unethical practices.

5. Securities Trading

The Board has adopted the "Dealings in Resolute Mining Limited Securities Trading Policy” (refer website) (which is driven by Corporations Act 2001 requirements) that applies to all Directors, officers and employees of the Company. Under this policy and the Corporations Act 2001 , it is illegal for Directors, officers or employees who have price sensitive information relating to the Group which has not been published or which is not otherwise “generally available” to:

• Buy, sell or otherwise deal in the Company’s securities;

• Advise, procure or encourage another person (for example, a family member, a friend, a family Company or trust) to buy or sell Company securities; or

• Pass on information to any other person, if one knows or ought to reasonably know that the person may use the information to buy or sell (or procure another person to buy or sell) Company securities.

• Subject to clause 2.5 of the RML Securities Trading Policy, trading in the securities of the Company one week before the release of the Company’s Quarterly, Half yearly or Preliminary Final Report to the ASX is prohibited.

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RESOLUTE MINING LIMITED
CORPORATE GOVERNANCE STATEMENT
FOR THE YEAR ENDED 30 JUNE 2013
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Furthermore, the Company prohibits directors or executives from entering into arrangements to protect the value of unvested Resolute Mining Limited securities that the Director or executive may become entitled to as part of his/her remuneration package. This includes entering into contracts to hedge their exposure to securities that may vest to him/her in the future.

6. Corporate Reporting

The CEO and General Manager ‐ Finance & Administration have made the following certifications to the Board:

• That the Company's financial reports are complete and present a true and fair view as required by Accounting Standards, in all material respects, of the financial condition and operational results of the Company and Group; and,

• That the above statement is founded on a sound system of internal control and risk management which implements the policies adopted by the Board and that the Company's risk management and internal control is operating efficiently in all material respects.

7. Audit Committee

The Audit Committee consists of the following non‐executive Directors; Mr H. Price (Chairman), Mr P. Huston and Mr T. Ford. The attendance record in the current year of members at the Committee meetings is noted in the Directors' Report under the heading "Directors' Meetings".

Details of the members of the Board including their experience, expertise and qualifications are set out in the Directors' Report under the heading "Directors".

The Committee operates under a charter approved by the Board which is posted to the corporate governance section of the website. It is the Board's responsibility to ensure that an effective internal control framework exists within the entity. This includes internal controls to deal with both the effectiveness and efficiency of significant business processes. This includes the safeguarding of assets, the maintenance of proper accounting records, and the reliability of financial information as well as non‐financial considerations. The Committee also provides the Board with additional assurance regarding the reliability of the financial information for inclusion in the financial reports.

The Audit Committee is also responsible for:

• Ensuring compliance with statutory responsibilities relating to accounting policy and disclosure;

• Liaising with, discussing and resolving relevant issues with the auditors;

• Assessing the adequacy of accounting, financial and operating controls; and,

• Reviewing half‐year and annual financial statements before submission to the Board.

8. External Auditors

The Company's current external auditors are Ernst & Young. As noted in the Audit Committee charter, the performance and independence of the auditors is reviewed by the Audit Committee.

Ernst & Young's existing policy requires that its audit team provide a statement as to their independence. This statement was received by the Audit Committee for the current financial year.

Ernst & Young and the Corporations Act 2001 has a policy for the rotation of the lead audit partner.

9. Continuous Disclosure

In accordance with ASX Principle 5, the Board has an established disclosure policy which is available on the Company website.

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RESOLUTE MINING LIMITED
CORPORATE GOVERNANCE STATEMENT
FOR THE YEAR ENDED 30 JUNE 2013
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The Company is committed to:

• Ensuring that stakeholders have the opportunity to access externally available information issued by the Company;

• Providing full and timely information to the market about the Company’s activities; and,

• Complying with the obligations contained in the ASX Listing Rules and the Corporations Act 2001 relating to continuous disclosure.

The CEO and the Company Secretary have been nominated as the people responsible for communication with the ASX. This involves complying with the continuous disclosure requirements outlined in the ASX Listing Rules, ensuring that disclosure with the ASX is co‐ordinated and being responsible for administering and implementing the policy.

10. Shareholder Communication

The Board has established a communications strategy which is available on the Company website.

The Board aims to ensure that the shareholders, on behalf of whom they act, are informed of all information necessary and kept informed of all major developments affecting the Company in a timely and effective manner. Information is communicated to the market and shareholders through:

• The annual report which is distributed to all shareholders.

• Half yearly, quarterly reports and all ASX announcements which are posted on the entity's website.

• The annual general meeting and other meetings so called to obtain approval for Board action as appropriate.

• Continuous disclosure announcements made to the Australian Securities Exchange.

Further, it is a legal requirement that the auditor of the Company attends the annual general meeting. This provides shareholders the opportunity to question the auditor concerning the conduct of the audit and the preparation and content of the Auditor’s Report.

11. Risk Management

The Board recognises the importance of identifying and controlling risks to ensure that they do not have a negative impact on the Company.

In accordance with the ASX Principle 7, the Board has an established Risk Management policy which is available on the Company website which is designed to safeguard the assets and interests of the Company and to ensure the integrity of reporting.

The CEO and General Manager ‐ Finance & Administration will inform the Board annually in writing that:

• The sign off given on the financial statements is founded on a sound system of risk management and internal control compliance which implements the policies adopted by the Board.

• The Company's risk management and internal compliance and control systems is operating effectively and efficiently in all material respects.

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RESOLUTE MINING LIMITED
CORPORATE GOVERNANCE STATEMENT
FOR THE YEAR ENDED 30 JUNE 2013
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The Board has established the following Sub Committees to assist in internal control and business risk management:

• Audit Committee

• Remuneration and Nomination Committee

• Environment and Community Development Committee

• Safety, Security and Occupational Health Committee

• Financial Risk Management Committee

The function of the Audit Committee and the Remuneration and Nomination Committee are outlined above. The function of the other Committees noted above are as follows:

Environment and Community Development Committee

The main responsibility of this Committee is to monitor and review RML's environmental performance and compliance with relevant legislation and oversee Community Relations.

Information on compliance with significant environmental regulations is set out in the Directors' Report.

Safety, Security and Occupational Health Committee

The main functions of this Committee are to oversee an employee education program designed to increase employee awareness of safety, security and health issues in the workplace and monitor safety statistics and report to the Board on the results of incident investigations.

Financial Risk Management Committee

The main responsibility of this Committee is to oversee risk management strategies in relation to gold hedging, currency hedging, debt management, capital management, cash management, insurance, tax risk management, and other items as they arise from time to time.

The Board members and their attendance at meetings is outlined in the Directors' Report. Senior members of management who specialise in each area also form part of the respective Committees.

12. Remuneration Policies

This policy governs the operations of the Remuneration and Nomination Committee. The Committee reviews and reassesses the policy at least annually and obtains the approval of the Board.

The Remuneration and Nomination Committee are responsible for developing measurable objectives and evaluating progress against these objectives.

The details of the Directors' and Officers' remuneration policies are provided in the Directors' Report under the heading "Remuneration Report”.

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Ernst & Young 11 Mounts Bay Road Perth WA 6000 Australia GPO Box M939 Perth WA 6843

Tel: +61 8 9429 2222 Fax: +61 8 9429 2436 ey.com/au

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Auditor’s Independence Declaration to the Directors of Resolute Mining Limited

In relation to our audit of the financial report of Resolute Mining Limited for the financial year ended 30 June 2013, to the best of my knowledge and belief, there have been no contraventions of the auditor independence requirements of the Corporations Act 2001 or any applicable code of professional conduct.

Ernst & Young

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Peter McIver Partner 24 September 2013

PM:PS:RESOLUTE:028

A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislation

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

Note Continuing Operations	For the For the year ended year ended 30‐Jun‐13 30‐Jun‐12 $'000 $'000
Revenue from gold and silver sales 2(a) Costs of production relating to gold sales 2(b)	618,602 576,710 (315,692) (262,173)
Gross profit before depreciation, amortisation and other operating costs	302,910 314,537
Depreciation and amortisation relating to gold sales 2(c)	(63,860) (73,221)
Other operating costs relating to gold sales 2(d) Gross profit	(40,222) (35,076)
	198,828 206,240
Other revenue 2(e) Other income 2(f) Exploration and business development expenditure Share of associates' losses 2(g) Impairment of gold equity investments 2(g) Impairment of accounts receivable 2(g) Fair value movement on convertible notes held in associate 2(g) Administration and other corporate expenses 2(h) Treasury ‐ realised gains/(losses) 2(i) Treasury ‐ unrealised gains/(losses) 2(j) Profit before interest and tax	3,204 1,504 3,798 345 (20,617) (15,877) (21,379) (1,285) (31,794) (1,584) (6,127) (1,201) (20,000) ‐ (6,546) (8,373) 483 (175) 32,763 (43,194)
	132,613 136,400
Finance costs 2(k) Profit before tax Tax expense 3 Profit for the year Profit/(loss) attributable to: Members of the parent Non‐controlling interest	(4,130) (11,970)
	128,483 124,430 (23,040) (22,571)
	105,443 101,859
	84,878 105,103 20,565 (3,244)
	105,443 101,859

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CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

Note	For the For the year ended year ended 30‐Jun‐13 30‐Jun‐12 $'000 $'000
Profit for the year (brought forward) Other comprehensive income/(loss) Items that may be reclassified subsequently to profit or loss Exchange differences on translation of foreign operations: ‐ Members of the parent ‐ Non‐controlling interest Changes in the fair value of available for sale financial assets, net of tax Other comprehensive income for the year, net of tax Total comprehensive income for the year Total comprehensive income/(loss) attributable to: Members of the parent Non‐controlling interest	105,443 101,859
	29,748 15,604 (1,803) 3,028 252 (364)
	28,197 18,268
	133,640 120,127
	114,878 120,343 18,762 (216)
	133,640 120,127
Earnings per share for net profit attributable to the ordinary equity holders of the parent: Basic earnings per share 31 Diluted earnings per share 31	13.29 18.62 13.26 16.13

The above consolidated statement of comprehensive income should be read in conjunction with the accompanying notes.

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RESOLUTE MINING LIMITED
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
FOR THE YEAR ENDED 30 JUNE 2013
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Note Current assets	As at As at 30‐Jun‐13 30‐Jun‐12 $'000 $'000
Cash 5 Other financial assets ‐ restricted cash 6 Receivables 7 Inventories 8 Available for sale financial assets 9 Financial derivative assets 10 Tax receivable	3,040 48,404 ‐ 42,267 9,147 5,957 202,913 141,901 28,909 374 ‐ 2,364 ‐ 621
Other 11 Total current assets Non current assets Other financial assets 6 Receivables 7 Exploration and evaluation expenditure 12 Development expenditure 13 Property, plant and equipment 14	4,156 4,567
	248,165 246,455
	64,788 ‐ 1,875 2,143 11,539 9,522 395,914 236,772 181,734 167,388
Investment in associates 15	604 2,223
Total non current assets Total assets Current liabilities Payables 16 Interest bearing liabilities 17	656,454 418,048
	904,619 664,503
	71,329 42,948 34,941 7,878
Tax liabilities	2,266 ‐
Provisions 18 Total current liabilities Non current liabilities Interest bearing liabilities 17 Provisions 18 Deferred tax liabilities Total non current liabilities Total liabilities Net assets	26,126 21,573
	134,662 72,399
	56,384 3,142 54,970 45,483 ‐ 486
	111,354 49,111
	246,016 121,510
	658,603 542,993

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RESOLUTE MINING LIMITED
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
FOR THE YEAR ENDED 30 JUNE 2013
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Note	As at As at 30‐Jun‐13 30‐Jun‐12 $'000 $'000
Equity attributable to equity holders of the parent Contributed equity 19	380,225 368,047 33,816 2,424 259,139 205,861 673,180 576,332 (14,577) (33,339) 658,603 542,993
Reserves 20 Retained earnings 21	33,816 2,424 259,139 205,861
Parent interest
Non‐controlling interest	(14,577) (33,339)
Total equity

The above consolidated statement of financial position should be read in conjunction with the accompanying notes.

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RESOLUTE MINING LIMITED
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2013
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	Contributed equity Net unrealised gain/(loss) reserve Share options equity reserve Employee equity benefits reserve Foreign currency translation reserve Retained earnings Non‐controlling interest Total $'000 $'000 $'000 $'000 $'000 $'000 $'000 $'000
At 1 July 2012 Profit for the period Other comprehensive income/(loss), net of tax Total comprehensive income for the period, net of tax Transactions with owners Shares issued Share issue costs Share buy‐backs Dividend paid	368,047 (252) 5,987 4,626 (7,937) 205,861 (33,339) 542,993
	‐ ‐ ‐ ‐ ‐ 84,878 20,565 105,443 ‐ 252 ‐ ‐ 29,748 ‐ (1,803) 28,197
	‐ 252 ‐ ‐ 29,748 84,878 18,762 133,640
	23,210 ‐ ‐ ‐ ‐ ‐ ‐ 23,210 (44) ‐ ‐ ‐ ‐ ‐ ‐ (44) (10,988) ‐ ‐ ‐ ‐ ‐ ‐ (10,988) ‐ ‐ ‐ ‐ ‐ (31,600) ‐ (31,600)
Share‐based payments to employees At 30 June 2013	‐ ‐ ‐ 1,392 ‐ ‐ ‐ 1,392
	380,225 ‐ 5,987 6,018 21,811 259,139 (14,577) 658,603

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RESOLUTE MINING LIMITED
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2013
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	Contributed equity Net unrealised gain/(loss) reserve Convertible notes equity reserve Share options equity reserve Employee equity benefits reserve Foreign currency translation reserve Retained earnings Non‐controlling interest Total $'000 $'000 $'000 $'000 $'000 $'000 $'000 $'000 $'000	Contributed equity Net unrealised gain/(loss) reserve Convertible notes equity reserve Share options equity reserve Employee equity benefits reserve Foreign currency translation reserve Retained earnings Non‐controlling interest Total $'000 $'000 $'000 $'000 $'000 $'000 $'000 $'000 $'000
At 1 July 2011 Profit/(loss) for the period Other comprehensive (loss)/income, net of tax Total comprehensive (loss)/income for the period, net of tax Transactions with owners Shares issued Share issue costs Share buy‐backs Equity portion of compound financial instruments, net of tax and transaction costs	287,125 112 13,764 5,987 3,236 (23,541) 100,758 (33,123) 354,318
	‐ ‐ ‐ ‐ ‐ ‐ 105,103 (3,244) 101,859 ‐ (364) ‐ ‐ ‐ 15,604 ‐ 3,028 18,268
	‐ (364) ‐ ‐ ‐ 15,604 105,103 (216) 120,127
	112,235 ‐ ‐ ‐ ‐ ‐ ‐ ‐ 112,235 (41) ‐ ‐ ‐ ‐ ‐ ‐ ‐ (41) (31,272) ‐ ‐ ‐ ‐ ‐ ‐ ‐ (31,272) ‐ ‐ (13,764) ‐ ‐ ‐ ‐ ‐ (13,764)
Share‐based payments to employees At 30 June 2012	‐ ‐ ‐ ‐ 1,390 ‐ ‐ ‐ 1,390
	368,047 (252) ‐ 5,987 4,626 (7,937) 205,861 (33,339) 542,993

The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.

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RESOLUTE MINING LIMITED
CONSOLIDATED CASH FLOW STATEMENT
FOR THE YEAR ENDED 30 JUNE 2013
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Note	Consolidated
	For the For the year ended year ended 30‐Jun‐13 30‐Jun‐12
	$'000 $'000
Cash flows from operating activities Receipts from customers Payments to suppliers, employees and others Income tax paid Exploration expenditure Interest paid Interest received Net cash flows from operating activities 26 Cash flows from investing activities Payments for property, plant & equipment Proceeds from sale of available for sale financial assets Payments for acquisition of available for sale financial assets Payments for other financial assets Payments for development activities Payments for evaluation activities Loan to associate Repayment of loan by associate Other Net cash flows from investing activities Cash flows from financing activities Dividends paid Proceeds from issuing ordinary shares Costs of issuing ordinary shares Payments for share buy backs Repayment of borrowings Repayment of lease liability Proceeds from finance facilities Net cash flows from financing activities Net (decrease)/increase in cash and cash equivalents Cash and cash equivalents at the beginning of the financial period Exchange rate adjustment Cash and cash equivalents at the end of the period Cash and cash equivalents comprise the following: Cash Bank overdraft	618,602 591,175 (430,278) (362,597) (16,273) (23,425) (16,763) (15,881) (1,742) (11,604) 937 1,504
	154,483 179,172
	(23,417) (24,412) 5,989 ‐ (13,427) ‐ (85,363) (43,103) (113,306) (24,818) (3,932) ‐ (14,376) ‐ 14,535 ‐ (1,441) (990)
	(234,738) (93,323)
	(31,600) ‐ 2,562 31,911 (44) (41) (10,988) (31,272) ‐ (43,959) (3,213) (3,760) 51,530 1,974
	8,247 (45,147)
	(72,008) 40,702 43,142 3,671 723 (1,231)
	(28,143) 43,142
	3,040 48,404 (31,183) (5,262)
	(28,143) 43,142

The above consolidated cash flow statement should be read in conjunction with the accompanying notes.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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CORPORATE INFORMATION

The financial report of Resolute Mining Limited (“consolidated entity” or the “Group”) for the year ended 30 June 2013 was authorised for issue in accordance with a resolution of the Directors on 20 September 2013.

Resolute Mining Limited (the parent entity) is a for profit company limited by shares incorporated and domiciled in Australia whose shares are publicly traded on the Australian Securities Exchange.

The principal activities of entities within the consolidated entity during the year were:

• Gold mining; and,

• prospecting and exploration for minerals.

There has been no significant change in the nature of those activities during the year.

NOTE 1: BASIS OF PREPARATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The principal accounting policies adopted in the preparation of the financial report are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated. The financial report includes financial information for Resolute Mining Limited (“RML”) as an individual entity and the consolidated entity consisting of RML and its subsidiaries. Where appropriate, comparative information has been reclassified.

(a) Basis of Preparation

This general purpose financial report has been prepared in accordance with Australian Accounting Standards, other authoritative pronouncements of the Australian Accounting Board and the Corporations Act 2001 .

Compliance statement

The financial report complies with Australian Accounting Standards as issued by the Australian Accounting Standards Board and International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board. With the exception of those new accounting standards and interpretations outlined at note 1(ad), and the change in the accounting policy for waste removal costs outlined below, accounting policies adopted are consistent with those of the previous year.

Historical cost convention

These financial statements have been prepared under the historical cost convention, as modified by the revaluation of certain financial assets and liabilities (including derivative instruments) at fair value through profit and loss.

Change in accounting policy – Waste removal costs

Resolute has elected to early adopt the new accounting standard IFRIC 20 Stripping Costs in the Production Phase of a Surface Mine effective from 1 July 2012. The new accounting standard has a compulsory start date of 1 July 2013 but early adopters can commence a year earlier.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 1: BASIS OF PREPARATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

The new accounting standard has the effect of recognising the Syama pit in its separate stages, rather than treating it as one single stage (per current industry standards). The recognition of a staged pit (of which we are currently operating in stages 1 and 2 only) has had the effect of lowering the total strip ratio of the current operating areas, and hence a greater proportion of recent waste removal has been capitalised as a life‐to‐date adjustment into this year’s results. This is a timing difference only, and mining future stages in later years will be charged at higher costs, which is commensurate with the real cost of mining deeper in the pit where stripping ratios will be higher. The impact of this change on the comparative period has been assessed and no adjustment was required.

The section below outlines the impact the early adoption of IFRIC 20 had on the current period (year ended 30 June 2013) rather than what would have been recognised using the life of mine strip ratio approach under the old accounting policy.

	Statement of	Statement of Financial
Financial statement line	Comprehensive Income	Position
	Increase/(Decrease)	Increase/(Decrease)
	$'000	$'000
Costs of production relating to gold sales	(19,255)	‐
Development ‐ Stripping Activity Asset	‐	25,897
Inventories	‐	(4,246)
Reserves	‐	2,396
Profit before tax	19,255	‐
Profit after tax	19,255	‐
Basic earnings per share (cents per share)	3.02	‐
Diluted earnings per share (cents per share)	3.01	‐
Total assets	‐	21,651
Net assets	‐	21,651
Total equity	‐	21,651

(b) Principles of consolidation

(i) Subsidiaries

The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of RML as at 30 June 2013 and the results of all subsidiaries for the year then ended. RML and its subsidiaries together are referred to in this financial report as the “Group” or the “consolidated entity”. Interests in associates are equity accounted and are not part of the consolidated Group.

Subsidiaries are all those entities (including special purpose entities) over which the Group has the power to govern the financial and operating policies, generally accompanying a shareholding of more than one‐half of the voting rights.

The existence and effect of potential voting rights that are currently exercisable or convertible are considered when assessing whether the Group controls another entity.

Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are de‐ consolidated from the date that control ceases.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 1: BASIS OF PREPARATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

The acquisition of subsidiaries is accounted for using the acquisition method of accounting. The acquisition method of accounting involves recognising at acquisition date, separately from goodwill, the identifiable assets acquired, the liabilities assumed and any non‐controlling interest in the acquiree. The identifiable assets acquired and the liabilities assumed are measured at their acquisition date fair values.

The difference between the above items and the fair value of the consideration (including the fair value of any pre‐ existing investment in the acquiree) is goodwill or a discount on acquisition.

Intercompany transactions, balances and unrealised gains on transactions between Group entities are eliminated where applicable. Unrealised losses are also eliminated unless the transaction provides evidence of the impairment of the asset transferred.

Accounting policies of subsidiaries have been changed were necessary to ensure consistency with the policies adopted by the Group.

(ii) Joint Ventures

Jointly controlled assets

The proportionate interests in the assets, liabilities and expenses of a joint venture activity have been incorporated in the financial statements under the appropriate headings.

(c) Segment reporting

An operating segment is a component of an entity that engages in business activities from which it may earn revenues and incur expenses (including revenues and expenses relating to transactions with other components of the same entity), whose operating results are regularly reviewed by the entity's chief operating decision maker to make decisions about resources to be allocated to the segment and assess its performance and for which discrete financial information is available. This includes start‐up operations which are yet to earn revenues. Management will also consider other factors in determining operating segments such as the level of segment information presented to the board of directors.

Operating segments have been identified based on the information provided to the chief operating decision maker – being the executive management team.

Operating segments that meet the quantitative criteria as prescribed by AASB 8 are reported separately.

However, an operating segment that does not meet the quantitative criteria is still reported separately where information about the segment would be useful to users of the financial statements.

Information about other business activities and operating segments that are below the quantitative criteria are combined and disclosed in a separate category.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 1: BASIS OF PREPARATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

(d) Foreign currency translation

• (i) Functional and presentation currency

Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in which the entity operates (the ‘functional currency’). The consolidated financial statements are presented in Australian dollars, which is Resolute Mining Limited’s functional and presentation currency.

(ii) Transactions and balances

Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the consolidated statement of comprehensive income, except when deferred in equity as qualifying cash flow hedges and qualifying net investment hedges.

Translation differences on non‐monetary items, such as equities held at fair value through profit or loss, are reported as part of the fair value gain or loss. Translation differences on non‐monetary items, such as equities classified as available‐for‐sale financial assets, are included in the fair value reserve in equity.

(iii) Group companies

The results and financial position of all the Group entities (none of which has the currency of a hyperinflationary economy) that have a functional currency different from the presentation currency are translated into the presentation currency as follows:

• Assets and liabilities for each consolidated statement of financial position presented are translated at the closing rate at the date of that consolidated statement of financial position;

• income and expenses for each consolidated statement of comprehensive income are translated at average exchange rates (unless this is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated at the dates of the transactions); and,

• all resulting exchange differences are recognised as a separate component of equity.

On consolidation, exchange differences arising from the translation of any net investment in foreign entities, and of borrowings and other currency instruments designated as hedges of such investments, are taken to shareholders’ equity. When a foreign operation is sold or borrowings repaid, a proportionate share of such exchange differences are recognised in the consolidated statement of comprehensive income as part of the gain or loss on sale.

Goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as assets and liabilities of the foreign entity and translated at the closing rate.

(e) Revenue recognition

(i) Gold sales

Revenue is recognised when the risk and reward of ownership has passed from the Group to an external party and the selling price can be determined with reasonable accuracy. Sales revenue represents gross proceeds receivable from the customer.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 1: BASIS OF PREPARATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Revenue from the sale of by‐products such as silver is included in sales revenue.

(ii) Interest

Revenue is recognised as interest accrues using the effective interest method.

(f) Borrowing costs

Borrowing costs incurred for the construction of any qualifying asset are capitalised during the period of time that is required to complete and prepare the asset for its intended use or sale. Other borrowing costs are expensed and are included in profit or loss as part of borrowing costs.

The capitalisation rate used to determine the amount of borrowing costs to be capitalised is the weighted average interest rate applicable to the entity's outstanding borrowings during the period.

(g) Income tax

The income tax expense or revenue for the period is the tax payable on the current period’s taxable income based on the national income tax rate for each jurisdiction adjusted by changes in deferred tax assets and liabilities attributable to temporary differences between the tax bases of assets and liabilities and their carrying amounts in the financial statements, and by unused tax losses (if appropriate).

Deferred income tax is provided on all temporary differences at the consolidated statement of financial position date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes.

Deferred income tax liabilities are recognised for all taxable temporary differences:

• except where the deferred income tax liability arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting nor taxable profit or loss; and,

• in respect of taxable temporary differences associated with investments in subsidiaries and interests in joint ventures, except where the timing of the reversal of the temporary differences can be controlled and it is probable that the temporary differences will not reverse in the foreseeable future.

Deferred income tax assets are recognised for all deductible temporary differences, and the carry‐forward of unused tax assets and unused tax losses, to the extent it is probable that taxable profit will be available against which the deductible temporary differences, and the carry‐forward of unused tax assets and unused tax losses can be utilised:

• except where the deferred income tax asset relating to the deductible temporary differences arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting nor taxable profit or loss; and,

• in respect of deductible temporary differences associated with investments in subsidiaries and interests in joint ventures, deferred tax assets are only recognised to the extent that it is probable that the temporary differences will reverse in the foreseeable future and taxable profit will be available against which the temporary differences can be utilised.

The carrying amount of deferred income tax assets is reviewed at each consolidated statement of financial position date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be utilised.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 1: BASIS OF PREPARATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Tax consolidation legislation

RML and its wholly‐owned Australian controlled entities implemented the tax consolidation legislation as of 1 July 2002.

Goods and Services Tax

Revenues, expenses and assets are recognised net of the amount of GST except:

• Where the GST incurred on the purchase of goods and services is not recoverable from the taxation authority, in which case the GST is recognised as part of the cost of acquisition of the asset or as part of the expense item as applicable; and,

• receivables and payables are stated with the amount of GST included.

The net amount of GST recoverable from, or payable to, the taxation authority is included as part of receivables or payables in the consolidated statement of financial position.

Cash flows are included in the Cash Flow Statement on a gross basis and the GST component of cash flows arising from investing and financing activities, which is recoverable from, or payable to, the taxation authority are classified as operating cash flows.

(h) Earnings per share (“EPS”)

Basic EPS is calculated as net profit attributable to members, adjusted to exclude costs of servicing equity (other than dividends) and preference share dividends, divided by the weighted average number of ordinary shares, adjusted for any bonus element.

Diluted EPS is calculated as the net profit attributable to members, adjusted for:

• costs of servicing equity (other than dividends) and;

• the after tax effect of dividends and interest associated with dilutive potential ordinary shares that have been recognised as expenses; and,

• other non‐discretionary changes in revenues or expenses during the period that would result from the dilution of potential ordinary shares.

Divided by the weighted average number of ordinary shares and dilutive potential ordinary shares, adjusted for any bonus element.

(i) Cash and cash equivalents

Cash and cash equivalents include cash on hand and deposits held at financial institutions at call. Bank overdrafts are shown within borrowings in current liabilities on the consolidated statement of financial position.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 1: BASIS OF PREPARATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

(j) Receivables

Trade receivables are initially recognised at fair value and subsequently at amortised cost less a provision for any uncollectible debts. Trade receivables are due for settlement no more than 30 days from the date of recognition. Collectability of trade receivables is reviewed on an ongoing basis. Debts which are known to be uncollectible are written off. A provision for doubtful receivables is established when there is objective evidence that the Group will not be able to collect all amounts due according to the original terms of the transaction. Significant financial difficulties of the debtor, probability that the debtor will enter bankruptcy or financial reorganisation, and default are considered indicators that the trade receivable is impaired. The amount of the provision is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the effective interest rate. The amount of the provision is recognised in the consolidated statement of comprehensive income.

Receivables from related parties are recognised and carried at the nominal amount due. Where interest is charged it is taken up as income in profit and loss and included in other income.

(k) Inventories

Finished goods (bullion), gold in circuit and stockpiles of unprocessed ore are stated at the lower of cost and estimated net realisable value. Cost comprises direct materials, direct labour and an appropriate proportion of variable and fixed overhead expenditure, the latter being allocated on the basis of normal operating capacity. Costs are assigned to ore stockpiles and gold in circuit items of inventory on the basis of weighted average costs. Net realisable value is the estimated selling price in the ordinary course of business (excluding derivatives) less the estimated costs of completion and the estimated costs necessary to make the sale.

Consumables have been valued at cost less an appropriate provision for obsolescence. Cost is determined on a first‐ in‐first‐out basis.

(l) Investments and other financial assets

The Group classifies its investments in the following categories: financial assets at fair value through profit or loss, loans and receivables, held‐to‐maturity investments, and available‐for‐sale financial assets. The classification depends on the purpose for which the investments were acquired. Management determines the classification of its investments at initial recognition and re‐evaluates this designation at each reporting date.

(i) Financial assets at fair value through profit or loss

This category has two sub‐categories: financial assets held for trading, and those designated at fair value through profit or loss on initial recognition. A financial asset is classified in this category if acquired principally for the purpose of selling in the short term. The policy of management is to designate a financial asset if there exists the possibility it will be sold in the short term and the asset is subject to frequent changes in fair value. Derivatives are also categorised as held for trading unless they are designated as hedges. Assets in this category are classified as current assets if they are either held for trading or are expected to be realised within 12 months of the consolidated statement of financial position date.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 1: BASIS OF PREPARATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

(ii) Loans and receivables

Loans and receivables are non‐derivative financial assets with fixed or determinable payments that are not quoted in an active market. They arise when the Group provides money, goods or services directly to a debtor with no intention of selling the receivable. They are included in current assets, except for those with maturities greater than 12 months after the consolidated statement of financial position date which are classified as non‐current assets. Loans and receivables are included in receivables in the consolidated statement of financial position.

(iii) Held‐to‐maturity investments

Held‐to‐maturity investments are non‐derivative financial assets with fixed or determinable payments and fixed maturities that the Group’s management has the positive intention and ability to hold to maturity.

(iv) Available‐for‐sale financial assets

Available‐for‐sale financial assets, comprising principally marketable equity securities, are non derivatives that are either designated in this category or not classified in any of the other categories. They are included in non‐current assets unless management intends to dispose of the investment within 12 months of the consolidated statement of financial position date.

Purchases and sales of investments are recognised on trade‐date ‐ the date on which the Group commits to purchase or sell the asset. Investments are initially recognised at fair value plus transaction costs for all financial assets not carried at fair value through profit or loss. Financial assets are derecognised when the rights to receive cash flows from the financial assets have expired or have been transferred and the Group has transferred substantially all the risks and rewards of ownership.

Available‐for‐sale financial assets and financial assets at fair value through profit and loss are subsequently carried at fair value. Loans and receivables and held‐to‐maturity investments are carried at amortised cost using the effective interest method. Realised and unrealised gains and losses arising from changes in the fair value of the ‘financial assets at fair value through profit or loss’ category are included in the consolidated statement of comprehensive income in the period in which they arise. Unrealised gains and losses arising from changes in the fair value of non‐monetary securities classified as available‐for‐sale are recognised in equity in the available‐for‐sale investments revaluation

reserve. When securities classified as available‐for‐sale are sold or impaired, the accumulated fair value adjustments are included in the consolidated statement of comprehensive income as gains and losses from investment securities.

The fair values of quoted investments are based on current bid prices. If the market for a financial asset is not active (and for unlisted securities), the Group establishes fair value by using valuation techniques. These include reference to the fair values of recent arm’s length transactions, involving the same instruments or other instruments that are substantially the same, discounted cash flow analysis, and option pricing models refined to reflect the issuer’s specific circumstances.

The Group assesses at each reporting date whether there is objective evidence that a financial asset or group of financial assets is impaired. In the case of equity securities classified as available for sale, a significant or prolonged decline in the fair value of a security below its cost is considered in determining whether the security is impaired. If any such evidence exists for available‐for‐sale financial assets, the cumulative loss ‐ measured as the difference between the acquisition cost and the current fair value, less any impairment loss on that financial asset previously recognised in profit and loss ‐ is removed from equity and recognised in the consolidated statement of comprehensive income. Impairment losses recognised in the consolidated statement of comprehensive income on equity instruments are not reversed through the consolidated statement of comprehensive income.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 1: BASIS OF PREPARATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

(m) Investments in associates

The Group’s investment in associates is accounted for using the equity method of accounting in the consolidated financial statements. An associate is an entity over which the Group has significant influence and that are neither subsidiaries nor joint ventures.

The Group generally deems they have significant influence if they have over 20% of voting rights.

Under the equity method, investments in associates are carried in the consolidated statement of financial position at cost plus post‐acquisition changes in the Group's share of net assets of the associates. Goodwill relating to an associate is included in the carrying amount of the investment and is not amortised. After application of the equity method, the Group determines whether it is necessary to recognise any impairment loss with respect to the Group's net investment in associates. Goodwill included in the carrying amount of the investment in associate is not tested separately, rather the entire carrying amount of the investment is tested for impairment as a single asset. If an impairment is recognised, the amount is not allocated to the goodwill of the associate.

The Group's share of its associates' post‐acquisition profits or losses is recognised in the statement of comprehensive income, and its share of post‐acquisition movements in reserves is recognised in reserves. The cumulative post‐ acquisition movements are adjusted against the carrying amount of the investment. Dividends receivable from associates are recognised in the parent entity's statement of comprehensive income as a component of other income.

When the Group's share of losses in an associate equals or exceeds its interest in the associate, including any unsecured long‐term receivables and loans, the Group does not recognise further losses, unless it has incurred obligations or made payments on behalf of the associate.

The Group makes any adjustments to the performance and position of the associate where appropriate in order to allow for differences in the accounting policies of the Group and those of the associate.

(n) Derivatives

The Group uses from time to time derivative financial instruments such as gold options, gold forward contracts, contracts for difference, and interest rate swaps to manage the risks associated with market fluctuations.

Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently measured to their fair value. The method of recognising the resulting gain or loss depends on whether the derivative is designated as a hedging instrument, and if so, the nature of the item being hedged. The Group designates certain derivatives as either; (1) hedges of the fair value of recognised assets or liabilities or a firm commitment (fair value hedge); or (2) hedges of highly probable forecast transactions (cash flow hedges).

The fair value of derivative financial instruments that are traded on an active market is based on quoted market prices at the consolidated statement of financial position date. The fair value of financial instruments not traded on an active market is determined using appropriate valuation techniques.

At the inception of a transaction that may qualify for hedge accounting, the Group documents the relationship between hedge instruments and hedged items, as well as its risk management objective and strategy for undertaking various hedge transactions. The Group also documents its assessment, both at hedge inception and on an ongoing basis, of whether the derivatives that are used in hedging transactions have been and will continue to be highly effective in offsetting changes in fair values or cash flows of hedged items.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 1: BASIS OF PREPARATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

(i) Fair value hedge

Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recorded in the consolidated statement of comprehensive income, together with any changes in the fair value of the hedged asset or liability that are attributable to the hedged risk.

(ii) Cash flow hedge

The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges is recognised in equity in the hedging reserve. The gain or loss relating to the ineffective portion is recognised immediately in the consolidated statement of comprehensive income.

Amounts accumulated in equity are recycled in the consolidated statement of comprehensive income in the periods when the hedged item will affect profit or loss (for instance when the forecast sale that is hedged takes place). However, when the forecast transaction that is hedged results in the recognition of a non financial asset (for example, inventory) or a non‐financial liability, the gains and losses previously deferred in equity are transferred from equity and included in the measurement of the initial cost or carrying amount of the asset or liability.

When a hedging instrument expires or is sold or terminated, or when a hedge no longer meets the criteria for hedge accounting, any cumulative gain or loss existing in equity at that time remains in equity and is recognised when the forecast transaction is ultimately recognised in the consolidated statement of comprehensive income. When a forecast transaction is no longer expected to occur, the cumulative gain or loss that was reported in equity is immediately transferred to the consolidated statement of comprehensive income.

(iii) Derivatives that do not qualify for hedge accounting

Certain derivative instruments do not qualify for hedge accounting. Changes in the fair value of any derivative instrument that does not qualify for hedge accounting are recognised immediately in the consolidated statement of comprehensive income.

(o) Stripping activity asset

The Group incurs waste removal costs (stripping costs) during the development and production phases of its surface mining operations. During the production phase, stripping costs (production stripping costs) can be incurred both in relation to the production of inventory in that period, and the creation of improved access and mining flexibility in relation to ore to be mined in the future. The former are included as part of the costs of inventory, while the latter are capitalised as a stripping activity asset, where certain criteria are met. Significant judgement is required to distinguish between development stripping and production stripping and to distinguish between the production stripping which relates to the extraction of inventory and that which relates to the creation of a stripping activity asset.

Once the Group has identified its production stripping for each surface mining operation, it identifies the separate components for the ore bodies in each of its mining operations. An identifiable component is a specific volume of the ore body that is made more accessible by the stripping activity. Significant judgement is required to identify and define these components, and also to determine the expected volumes (e.g. tonnes) of waste to be stripped and ore to be mined in each of these components. These assessments are undertaken for each individual mining operation based on the information available in the mine plan. The mine plans, and therefore the identification of components, will vary between mines for a number of reasons. These include, but are not limited to, the geological characteristics of the ore body, the geographical location and/or financial considerations.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 1: BASIS OF PREPARATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Judgement is also required to identify a suitable production measure to be used to allocate production stripping costs between inventory and any stripping activity asset(s) for each component. The Group considers that the ratio of the expected volume of waste to be stripped for an expected volume of ore to be mined for a specific component of the ore body, to be the most suitable production measure.

Furthermore, judgements and estimates are also used to apply the units of production method in determining the depreciable lives of the stripping activity asset(s).

(p) Mineral exploration and evaluation interests

Exploration expenditure is expensed to the consolidated statement of comprehensive income as and when it is incurred and included as part of cash flows from operating activities. Exploration costs are only capitalised to the consolidated statement of financial position if they result from an acquisition.

Evaluation expenditure is capitalised to the consolidated statement of financial position. Evaluation is deemed to be activities undertaken from the beginning of the pre‐feasibility study conducted to assess the technical and commercial viability of extracting a mineral resource before moving into the Development phase (see note 1(q) Development expenditure). The criteria for carrying forward the costs are:

• Such costs are expected to be recouped through successful development and exploitation of the area of interest, or alternatively by its sale; or

• evaluation activities in the area of interest which has not yet reached a state which permits a reasonable assessment of the existence or otherwise of economically recoverable reserves, and active and significant operations in, or in relation to, the area are continuing.

Costs carried forward in respect of an area of interest which is abandoned are written off in the year in which the abandonment decision is made.

(q) Development expenditure

(i) Areas in Development

Areas in development represent the costs incurred in preparing mines for production including the required plant infrastructure. The costs are carried forward to the extent that these costs are expected to be recouped through the successful exploitation of the Company’s mining leases.

(ii) Areas in Production

Areas in production represent the accumulation of all acquired exploration, evaluation and development expenditure incurred by or on behalf of the entity in relation to areas of interest in which economic mining of a mineral reserve has commenced. Amortisation of costs is provided on the unit‐of‐production method, with separate calculations being made for each mineral resource. The unit‐of‐production basis results in an amortisation charge proportional to the depletion of the economically recoverable mineral reserves.

The net carrying value of each mine property is reviewed regularly and, to the extent to which this value exceeds its recoverable amount, that excess is fully provided against in the financial year in which this is determined.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 1: BASIS OF PREPARATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

(r) Property, plant and equipment

(i) Cost and Valuation

Property, plant and equipment are stated at cost less any accumulated depreciation and any impairment losses.

The cost of an item of property, plant and equipment comprises:

• Its purchase price, including import duties and non‐refundable purchase taxes, after deducting trade discounts and rebates;

• Any costs directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management; and,

• The initial estimate of the costs of dismantling and removing the item and restoring the site on which it is located.

(ii) Depreciation

Depreciation is provided on a straight‐line basis on all property plant and equipment other than land. Major depreciation periods are:

preciation periods are:
Motor vehicles Office equipment Plant and equipment	Life Method
	3 years Straight line 3 years Straight line Life of mine years Straight line

(iii) Impairment

The carrying values of property, plant and equipment are reviewed for impairment when events or changes in circumstances indicate the carrying value may not be recoverable.

For an asset that does not generate largely independent cash inflows, the recoverable amount is determined for the cash‐generating unit to which the asset belongs.

If any such indication exists and where the carrying values exceed the estimated recoverable amount, the assets or cash‐generating units are written down to their recoverable amount.

The recoverable amount of plant and equipment is the greater of the fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre‐tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset.

(s) Leases

Finance leases, which effectively transfer to the consolidated entity all of the risks and benefits incidental to ownership of the leased item, are capitalised at the present value of the minimum lease payments, disclosed as leased property, plant and equipment, and amortised over the period the consolidated entity is expected to benefit from the use of the leased assets. Lease payments are allocated between interest expense and reduction in the lease liability.

Lease payments are apportioned between the finance charges and reduction of the lease liability so as to achieve a constant rate of interest on the remaining balance of the liability. Finance charges are charges directly against income.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 1: BASIS OF PREPARATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Leases where the lessor retains substantially all the risks and benefits of ownership of the asset are classified as operating leases. Initial direct costs incurred in negotiation of an operating lease are added to the carrying amount of the leased asset and recognised over the lease term on the same bases as the lease income.

Operating lease payments are recognised as an expense in the consolidated statement of comprehensive income over the lease term.

(t) Business combinations

Business combinations are accounted for using the acquisition method. The consideration transferred in a business combination shall be measured at fair value, which shall be calculated as the sum of the acquisition date fair values of the assets transferred by the acquirer, the liabilities incurred by the acquirer to former owners of the acquiree and the equity issued by the acquirer, and the amount of any non‐controlling interest in the acquiree. For each business combination, the acquirer measures the non‐controlling interest in the acquiree either at fair value or at the proportionate share of the acquiree's identifiable net assets. Acquisition‐related costs are expensed as incurred.

When the Group acquires a business, it assesses the financial assets and liabilities assumed for appropriate classification and designation in accordance with the contractual terms, economic conditions, the Group’s operating or accounting policies and other pertinent conditions as at the acquisition date. This includes the separation of embedded derivatives in host contracts by the acquiree.

If the business combination is achieved in stages, the acquisition date fair value of the acquirer's previously held equity interest in the acquiree is remeasured at fair value as at the acquisition date through profit or loss.

Any contingent consideration to be transferred by the acquirer will be recognised at fair value at the acquisition date. Subsequent changes to the fair value of the contingent consideration which is deemed to be an asset or liability will be recognised in accordance with AASB 139 either in profit or loss or in other comprehensive income. If the contingent consideration is classified as equity, it shall not be remeasured.

(u) Recoverable amount of assets

At each reporting date, the Group assesses whether there is any indication that an asset may be impaired.

Where an indicator of impairment exists, the Group makes a formal estimate of recoverable amount. Where the carrying amount of an asset exceeds its recoverable amount the asset is considered impaired and is written down to is recoverable amount.

Recoverable amount is the greater of fair value less costs to sell and value in use. It is determined for an individual asset, unless the asset’s value in use cannot be estimated to be close to its fair value less costs to sell and it does not generate cash inflows that are largely independent of those from other assets or groups of assets, in which case, the recoverable amount is determined for the cash‐generating unit to which it belongs.

In assessing value in use, the estimated future cash flows are discounted to their present value using a pre‐tax discount rate that reflects current market assessments of the time value of money and the risks specific to that asset.

(v) Payables

Liabilities for trade creditors and other amounts are carried at amortised cost which is the amount initially recognised, minus repayments whether or not billed to the consolidated entity.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 1: BASIS OF PREPARATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Payables to related parties are carried at the principal amount. Interest, when charged by the lender, is recognised as an expense on an accruals basis.

(w) Interest‐bearing liabilities

All loans and borrowings are initially recognised at cost, being the fair value of the consideration received net of issue costs associated with the borrowing.

After initial recognition, interest bearing liabilities are subsequently measured at amortised cost using the effective interest method. Amortised cost is calculated by taking into account any issue costs, and any discount or premium on settlement.

Gains and losses are recognised in the consolidated statement of comprehensive income when the liabilities are derecognised and as well as through the amortisation process. Treatment of borrowing costs is outlined in note 1(f).

The component of convertible notes that exhibit characteristics of a liability are recognised as a liability in the consolidated statement of financial position, net of transaction costs.

On issuance of the convertible notes, the fair value of the liability component is determined using a market rate for an equivalent non‐convertible bond and that amount is carried as a long‐term liability on an amortised cost basis until extinguished on conversion or redemption. The accretion of the liability due to the passage of time is recognised as a finance cost.

Compound financial instruments

The remainder of the proceeds received from the issue of the convertible notes are allocated to the conversion option that is recognised and included in shareholders' equity, net of transaction costs. The carrying amount of the conversion option is not re‐measured in subsequent periods.

Interest on the liability component of the instruments is recognised as an expense in the consolidated statement of comprehensive income except for when the borrowing costs are associated with a qualifying asset, in which case the borrowing costs are capitalised and amortised over the useful life of the qualifying asset.

Transaction costs relating to the convertible note issues are apportioned between the liability and equity components of the convertible notes, based on the allocation of proceeds to the liability and equity components when the instruments are first recognised.

Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least 12 months after the reporting date.

(x) Provisions

Provisions are recognised when the Group has a present obligation as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 1: BASIS OF PREPARATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

If the effect of the time value of money is material, provisions are determined by discounting the expected future cash flows at a pre‐tax rate that reflects current market assessments of the time value of money and, where appropriate, the risks specific to the liability.

Where discounting is used, the increase in the provision due to the passage of time is recognised as a borrowing cost.

The consolidated entity records the present value of the estimated cost of legal and constructive obligations (such as those under the consolidated entity’s Environmental Policy) to restore operating locations in the period in which the obligation is incurred. The nature of restoration activities includes dismantling and removing structures, rehabilitating mines, dismantling operating facilities, closure of plant and waste sites and restoration, reclamation and revegetation of affected areas.

Typically the obligation arises when the asset is installed at the production location. When the liability is initially recorded, the estimated cost is capitalised by increasing the carrying amount of the related mining assets. Over time, the liability is increased for the change in the present value based on the discount rates that reflect the current market assessments and the risks specific to the liability. Additional disturbances or changes in rehabilitation costs will be recognised as additions or changes to the corresponding asset and rehabilitation liability when incurred.

(y) Employee benefits

(i) Wages, Salaries and Annual Leave

Liabilities for wages and salaries, including non‐monetary benefits and annual leave are recognised in other creditors in respect of employees’ services up to the reporting date and are measured at the amounts expected to be paid when the liabilities are settled. Liabilities for non accumulating sick leave are recognised when the leave is taken and measured at the rates paid or payable.

(ii) Long service leave

The liability for long service leave expected to be settled within 12 months of the reporting date is recognised in the provision for employee benefits and is measured in accordance with (i) above. The liability for long service leave expected to be settled more than 12 months from the reporting date is recognised in the provision for employee benefits and measured as the present value of expected future payments to be made in respect of services provided by employees up to the reporting date. Consideration is given to expected future wage and salary levels, experience of employee departures and periods of service. Expected future payments are discounted using market yields at the reporting date on national government bonds with terms to maturity and currency that match, as closely as possible, the estimated future cash outflows.

(iii) Termination Gratuity and Relocation

Liabilities for Termination Gratuity and Relocation payments are recognised and are measured as the present value of expected future payments to be made in respect of employees up to the reporting date.

(iv) Share based payments

Equity‐based compensation benefits are provided to employees via the Group’s share option plan and performance rights plan. The Group determines the fair value of securities issued to directors, executives and members of staff as remuneration and recognises that amount as an expense in the consolidated statement of comprehensive income over the vesting period with a corresponding increase in equity.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 1: BASIS OF PREPARATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

The fair value at grant date is independently determined using a Black Scholes pricing model or Monte Carlo simulation that takes into account the exercise price, the term of the option or performance right, the vesting and performance criteria, the impact of dilution, the non‐tradeable nature of the option or performance right, the share price at grant date and expected price volatility of the underlying share, the expected dividend yield and the risk‐free interest rate for the term of the option or performance right.

The fair value of the options granted excludes the impact of any non‐market vesting conditions (for example, profitability and sales growth targets). Non‐market vesting conditions are included in assumptions about the number of options that are expected to become exercisable. At each consolidated statement of financial position date, the entity revises its estimate of the number of options that are expected to become exercisable. The employee benefit expense recognised each period takes into account the most recent estimate.

(v) Superannuation

Contributions made by the Group to employee superannuation funds are charged to the consolidated statement of comprehensive income in the period employees' services are provided.

(z) Contributed equity

Issued and paid up capital is recognised at the fair value of the consideration received by the Company.

Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from the proceeds.

(aa) Financial Guarantees

Financial guarantee contracts are recognised as a financial liability at the time the guarantee is issued. The liability is initially measured at fair value and subsequently at the higher of the amount determined in accordance with AASB 137 Provisions, Contingent Liabilities and Contingent Assets and the amount initially recognised less cumulative amortisation, where appropriate.

(ab) Significant accounting judgements

In the process of applying the Group’s accounting policies, management has made the following judgements, apart from those involving estimations, which have the most significant effect on the amounts recognised in the financial statements:

(i) Determination of mineral resources and ore reserves

The determination of reserves impacts the accounting for asset carrying values, depreciation and amortisation rates, deferred stripping costs and provisions for decommissioning and restoration. The information in this report as it relates to ore reserves, mineral resources or mineralisation is reported in accordance with the Aus.IMM “Australian Code for reporting of Identified Mineral Resources and Ore Reserves”. The information has been prepared by or under supervision of competent persons as identified by the Code.

There are numerous uncertainties inherent in estimating mineral resources and ore reserves and assumptions that are valid at the time of estimation may change significantly when new information becomes available.

Changes in the forecast prices of commodities, exchange rates, production costs or recovery rates may change the economic status of reserves and may, ultimately, result in the reserves being restated.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 1: BASIS OF PREPARATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

(ac) Significant accounting estimates and assumptions

The carrying amounts of certain assets and liabilities are often determined based on estimates and assumptions of future events. The key estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of certain assets and liabilities within the next annual reporting period are:

(i) Impairment of mine properties, plant and equipment

The future recoverability of capitalised mine properties and plant and equipment is dependent on a number of key factors including; gold price, pre‐tax discount rates used in determining the estimated discounted cash flows of Cash Generating Units (“CGUs”), foreign exchange rates, the level of proved and probable reserves and measured, indicated and inferred mineral resources, the estimated value of unmined inferred mineral properties included in the determination of fair value less cost to sell (‘Fair Value’), future technological changes which could impact the cost of mining, and future legal changes (including changes to environmental restoration obligations).

Impairment is recognised when the carrying amount of the CGU exceeds its recoverable amount. The recoverable amount of each CGU has been determined on its fair value less cost to sell (‘Fair Value’). The costs to sell have been estimated by management based on prevailing market conditions.

Fair Value is estimated based on discounted cash flows using market based commodity price and exchange assumptions, estimated quantities of recoverable minerals, production levels, operating costs and capital requirements, based on CGU life‐of‐mine (‘LOM’) plans.

When LOM plans do not fully utilise existing mineral properties for a CGU, and options exist for the future extraction and processing of all or part of those resources, an estimate of the value of mineral properties is included in the determination of Fair Value. The Group considers this valuation approach to be consistent with the approach taken by market participants.

Estimates of quantities of recoverable minerals, production levels, operating costs and capital requirements are sourced from the Group’s planning process documents, including LOM plans, external expert reports where appropriate and operational budgets.

Significant judgements and assumptions are required in making estimates of Fair Value. This is particularly so in the assessment of long life assets. CGU valuations are subject to variability in key assumptions including, but not limited to, long‐term gold prices, currency exchange rates, discount rates, and production and operating costs. An adverse change in one or more of the assumptions used to estimate Fair Value could result in a reduction in a CGU’s Fair Value.

Unmined resources (including the value of certain mineral properties) may not be included in a CGU’s particular life‐ of‐mine plan for a number of reasons, including the need to constantly re‐assess the economic returns on and timing of specific production options in the current economic environment. The Group has estimated its unmined resource values based on a dollar margin per gold equivalent ounce basis individually for each CGU, taking into account a range of factors including the physical specifications of the ore, probability of conversion, estimated capital and operating costs, and length of mine life. The value of unmined resources as a proportion of the assessed Fair Value is a significant judgement which requires an estimate of the quantity and value of the unmined resources. The group considers this approach to be consistent with the approach adopted by market participants.

In determining the Fair Value of CGUs, future cash flows were discounted using rates based on the Group’s estimated before tax weighted average cost of capital. When it is considered appropriate to do so, an additional premium is applied with regard to the geographic location and nature of the CGU.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 1: BASIS OF PREPARATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Life‐of‐mine operating and capital cost assumptions are based on the Group’s latest budget and LOM plans. Operating cost assumptions reflect the expectation that costs will, over the long term, have a degree of positive correlation to the prevailing commodity price and exchange rate assumptions.

After assessing the Fair Value of each CGU against its carrying value, no impairment charges were recognised for the current financial year.

Any variation in the key assumptions used to determine Fair Value would result in a change of the assessed Fair Value. If the variation in assumption had a negative impact on Fair Value, it could indicate a requirement for impairment to non‐current assets.

To the extent that capitalised mine properties, plant and equipment is determined not to be recoverable in the future, this will reduce profits and net assets in the period in which this determination is made.

(ii) Life‐of‐mine stripping ratio

The Group has adopted a policy of deferring production stage stripping costs and amortising them on a units‐of‐ production basis. Significant judgement is required in determining the contained ore units for each mine. Factors that are considered include:

• Any proposed changes in the design of the mine;

• estimates of the quantities of ore reserves and mineral resources for which there is a high degree of confidence of economic extraction;

• future production levels;

• future commodity prices; and,

• future cash costs of production and capital expenditure.

(iii) Provisions for decommissioning and restoration costs

Decommissioning and restoration costs are a normal consequence of mining, and the majority of this expenditure is incurred at the end of a mine’s life. In determining an appropriate level of provision consideration is given to the expected future costs to be incurred, the timing of these expected future costs (largely dependent on the life of the mine), and the estimated future level of inflation. The discount rate used in the calculation of these provisions is consistent with the risk free rate.

The ultimate cost of decommissioning and restoration is uncertain and costs can vary in response to many factors including changes to the relevant legal requirements, the emergence of new restoration techniques or experience at other mine‐sites. The expected timing of expenditure can also change, for example in response to changes in reserves or to production rates.

Changes to any of the estimates could result in significant changes to the level of provisioning required, which would in turn impact future financial results.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 1: BASIS OF PREPARATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

(iv) Recoverability of potential deferred income tax assets

The Group recognises deferred income tax assets in respect of tax losses and temporary differences to the extent that it is probable that the future utilisation of these losses and temporary differences is considered probable. Assessing the future utilisation of these losses and temporary differences requires the Group to make significant estimates related to expectations of future taxable income. Estimates of future taxable income are based on forecast cash flows from operations and the application of existing tax laws. To the extent that future cash flows and taxable income differ significantly from estimates, this could result in significant changes to the deferred income tax assets recognised, which would in turn impact future financial results.

(v) Share based payments

The Group measures the cost of equity settled transactions with employees by reference to the fair value at the grant date using a Black Scholes formula or Monte Carlo simulation taking into account the terms and conditions upon which the instruments were granted, as discussed in Note 29(b).

(vi) Fair value of derivative financial instruments

The Group assesses the fair value of its financial derivatives in accordance with the accounting policy stated in Note 1(n). Fair values have been determined based on well established valuation models and market conditions existing at the reporting date. These calculations require the use of estimates and assumptions. Changes in assumptions concerning interest rates, gold prices and volatilities could have significant impact on the fair valuation attributed to the Group’s financial derivatives. When these assumptions change or become known in the future, such differences will impact asset and liability carrying values in the period in which they change or become known.

(vii) Significant estimate in determining the beginning of production

Considerations are made in the determination of the point at which development ceases and production commences for a mine development project. This point determines the cut‐off between pre‐production and production accounting.

The Group ceases capitalising pre‐production costs and begins depreciation and amortisation of mine assets at the point commercial production commences. This is based on the specific circumstances of the project, and considers when the mine’s plant becomes ‘available for use’ as intended by management. Determining when the production start date is achieved is an assessment made by management and includes the following factors:

• the level of redevelopment expenditure compared to project cost estimates;

• completion of a reasonable period of testing of the mine plant and equipment;

• mineral recoveries, availability and throughput levels at or near expected/budgeted levels;

• the ability to produce gold into a saleable form (where more than an insignificant amount is produced); and,

• the achievement of continuous production.

Any revenues occurring during the pre‐production period are capitalised and offset the capitalised development costs.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 1: BASIS OF PREPARATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

(ad) New accounting standards and UIG interpretations

• (i) From 1 July 2012 the Group has adopted all new and revised Australian Accounting Standards and Interpretations mandatory for reporting periods beginning on or after 1 July 2012, including:

Reference	Title	Application date of standard	Application date for Group*
AASB 2011‐9	Amendments to Australian Accounting Standards ‐Presentation of Other Comprehensive Income [AASB 1, 5, 7, 101, 112, 120, 121, 132, 133, 134, 1039 & 1049] This standard requires entities to group items presented in other comprehensive income on the basis of whether they might be reclassified subsequently to profit or loss and those that will not.	1 July 2012	1 July 2012
Interpretation 20	Stripping Costs in the Production Phase of a Surface Mine This interpretation applies to stripping costs incurred during the production phase of a surface mine. Production stripping costs are to be capitalised as part of an asset, if an entity can demonstrate that it is probable future economic benefits will be realised, the costs can be reliably measured and the entity can identify the component of an ore body for which access has been improved. This asset is to be called the "stripping activity asset". The stripping activity asset shall be depreciated or amortised on a systematic basis, over the expected useful life of the identified component of the ore body that becomes more accessible as a result of the stripping activity. The units of production method shall be applied unless another method is more appropriate. Consequential amendments were also made to other standards via AASB 2011‐ 12.	1 January 2013	1 July 2011**

*With the exception of IFRIC 20 Stripping Costs in the Production Phase of a Surface Mine , the new and revised accounting standards have no impact on the Group’s financial report.

**The impact of the early adoption of IFRIC 20 Stripping Costs in the Production Phase of a Surface Mine has been outlined in note 1(a).

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 1: BASIS OF PREPARATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

(ii) The following new accounting standards have been issued or amended but are not yet effective. These standards have not been adopted by the Group for the period ended 30 June 2013:

Reference	Title	Summary	Application	Application
			date of	date for
			standard	Group*
AASB 10	Consolidated Financial Statements	AASB 10 establishes a new control model that applies to all entities. It replaces parts of AASB 127_Consolidated and Separate_ Financial Statements_dealing with the accounting for consolidated financial statements and UIG‐112_Consolidation‐Special Purpose Entities. The new control model broadens the situations when an entity is considered to be controlled by another entity and includes new guidance for applying the model to specific situations, including when acting as a manager may give control, the impact of potential voting rights and when holding less than a majority voting rights may give control. Consequential amendments were also made to this and other standards via AASB 2011‐7 andAASB 2012‐10.	1 Jan 2013	1 July 2013
AASB 11	Joint Arrangements	AASB 11 replaces AASB 131_Interests in Joint Ventures_and UIG‐113 Jointly‐ controlled Entities ‐ Non‐monetary Contributions by Ventures. AASB 11 uses the principle of control in AASB 10 to define joint control, and therefore the determination of whether joint control exists may change. In addition it removes the option to account for jointly controlled entities (JCEs) using proportionate consolidation. Instead, accounting for a joint arrangement is dependent on the nature of the rights and obligations arising from the arrangement. Joint operations that give the venturers a right to the underlying assets and obligations themselves is accounted for by recognising the share of those assets and obligations. Joint ventures that give the venturers a right to the net assets is accounted for using the equity method. Consequential amendments were also made to this and other standards via AASB 2011‐7, AASB 2010‐10 and amendments to AASB 128.	1 January 2013	1 July 2013
AASB 12	Disclosure of Interests in Other Entities	AASB 12 includes all disclosures relating to an entity's interests in subsidiaries, joint arrangements, associates and structured entities. New disclosures have been introduced about the judgments made by management to determine whether control exists, and to require summarised information about joint arrangements, associates, structured entities and subsidiaries with non‐controlling interests.	1 January 2013	1 July 2013
AASB 13	Fair Value Measurement	AASB 13 establishes a single source of guidance for determining the fair value of assets and liabilities. AASB 13 does not change when an entity is required to use fair value, but rather, provides guidance on how to determine fair value when fair value is required or permitted. Application of this definition may result in different fair values being determined for the relevant assets. AASB 13 also expands the disclosure requirements for all assets or	1 January 2013	1 July 2013

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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Reference	Title	Summary	Application	Application
			date of	date for
			standard	Group*
		liabilities carried at fair value. This includes information about the assumptions made and the qualitative impact of those assumptions on the fair value determined. Consequential amendments were also made to other standards via AASB 2011‐8.
AASB 119	Employee Benefits	The main change introduced by this standard is to revise the accounting for defined benefit plans. The amendment removes the options for accounting for the liability, and requires that the liabilities arising from such plans is recognised in full with actuarial gains and losses being recognised in other comprehensive income. It also revised the method of calculating the return on plan assets. The revised standard changes the definition of short‐term employee benefits. The distinction between short‐term and other long‐term employee benefits is now based on whether the benefits are expected to be settled wholly within 12 months after the reporting date. Consequential amendments were also made to other standards via AASB 2011‐10.	1 January 2013	1 July 2013
AASB 2012‐2	Amendments to Australian Accounting Standards ‐ Disclosures ‐ Offsetting Financial Assets and Financial Liabilities	AASB 2012‐2 principally amends AASB 7_Financial Instruments:_ _Disclosures_to require disclosure of the effect or potential effect of netting arrangements, including rights of set‐off associated with the entity's recognised financial assets and recognised financial liabilities, on the entity's financial position, when all the offsetting criteria of AASB 132 are not met.	1 January 2013	1 July 2013
AASB 2012‐5	Amendments to Australian Accounting Standards arising from Annual Improvements 2009‐2011 Cycle	AASB 2012‐5 makes amendments resulting from the 2009‐2011 Annual Improvements Cycle. The standard addresses a range of improvements, including the following: ►Repeat application of AASB 1 is permitted (AASB 1) ►Clarification of the comparative information requirements when an entity provides a third balance sheet (AASB 101 Presentation of Financial Statements).	1 January 2013	1 July 2013
AASB 2012‐9	Amendment to AASB 1048 arising from the withdrawal of Australian Interpretation 1039	AASB 2012‐9 amends AASB 1048_Interpretation of Standards_to evidence the withdrawal of Australian Interpretation 1039_Substantive Enactment of Major Tax Bills in Australia._	1 January 2013	1 July 2013
AASB 2011‐4	Amendments to Australian Accounting Standards to Remove Individual Key Management Personnel Disclosure Requirements [AASB 124]	This amendment deletes from AASB 124 individual key management personnel disclosure requirements for disclosing entities that are not companies. It also removes the individual KMP disclosure requirements for all disclosing entities in relation to equity holdings, loans and other related party transactions.	1 July 2013	1 July 2013
AASB 1053	Application of Tiers of Australian Accounting Standards	This standard establishes a differential financial reporting framework consisting of two tiers of reporting requirements for preparing general purpose financial statements: (a) Tier 1: Australian Accounting Standards (b) Tier 2: Australian Accounting Standards ‐ Reduced Disclosure Requirements Tier 2 comprises the recognition, measurement and presentation requirements of Tier 1 and substantially reduced disclosures corresponding to those requirements.	1 July 2013	1 July 2013

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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Reference	Title	Summary	Application	Application
			date of	date for
			standard	Group*
		The following entities apply Tier 1 requirements in preparing general purpose financial statements: (a) For‐profit entities in the private sector that have public accountability (as defined in this standard) (b) The Australian Government and State, Territory and Local governments The following entities apply either Tier 2 or Tier 1 requirements in preparing general purpose financial statements: (a) For‐profit private sector entities that do not have public accountability (b) All not‐for‐profit private sector entities (c) Public sector entities other than the Australian Government and State, Territory and Local governments. Consequential amendments to other standards to implement the regime were introduced by AASB 2010‐2, 2011‐2, 2011‐6, 2011‐11, 2012‐1, 2012‐7 and 2012‐11.
AASB 2012‐3	Amendments to Australian Accounting Standards ‐ Offsetting Financial Assets and Financial Liabilities	AASB 2012‐3 adds application guidance to AASB 132_Financial_ _Instruments: Presentation_to address inconsistencies identified in applying some of the offsetting criteria of AASB 132, including clarifying the meaning of "currently has a legally enforceable right of set‐off" and that some gross settlement systems may be considered equivalent to net settlement.	1 January 2014	1 July 2014
Interpretation 21	Levies	This Interpretation confirms that a liability to pay a levy is only recognised when the activity that triggers the payment occurs. Applying the going concern assumption does not create a constructive obligation.	1 January 2014	1 July 2014
AASB 9	Financial Instruments	AASB 9 includes requirements for the classification and measurement of financial assets. It was further amended by AASB 2010‐7 to reflect amendments to the accounting for financial liabilities. These requirements improve and simplify the approach for classification and measurement of financial assets compared with the requirements of AASB 139. The main changes are described below. (a) Financial assets that are debt instruments will be classified based on (1) the objective of the entity's business model for managing the financial assets; (2) the characteristics of the contractual cash flows. (b) Allows an irrevocable election on initial recognition to present gains and losses on investments in equity instruments that are not held for trading in other comprehensive income. Dividends in respect of these investments that are a return on investment can be recognised in profit or loss and there is no impairment or recycling on disposal of the instrument. (c) Financial assets can be designated and measured at fair value through profit or loss at initial recognition if doing so eliminates or significantly reduces a measurement or recognition inconsistency that would arise from measuring assets or liabilities, or recognising the gains and losses on them, on different bases. (d) Where the fair value option is used for financial liabilities the	1 Jan 2015	1 July 2015

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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Reference	Title	Summary	Application	Application date for Group*
			date of standard
		change in fair value is to be accounted for as follows: ► The change attributable to changes in credit risk are presented in other comprehensive income (OCI) ► The remaining change is presented in profit or loss If this approach creates or enlarges an accounting mismatch in the profit or loss, the effect of the changes in credit risk are also presented in profit or loss. Further amendments were made by AASB 2012‐6 which amends the mandatory effective date to annual reporting periods beginning on or after 1 January 2015. AASB 2012‐6 also modifies the relief from restating prior periods by amending AASB 7 to require additional disclosures on transition to AASB 9 in some circumstances. Consequential amendments were also made to other standards as a result of AASB 9, introduced by AASB 2009‐11 and superseded by AASB 2010‐7 and 2010‐10.

*The impact of the adoption of these new and revised standards and interpretations have been considered in an initial review and are not considered to be a significant change to the financial statements of the Group. Final consideration of the changes is currently underway.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 2: PROFIT FROM CONTINUING OPERATIONS

(a) Revenue from gold and silver sales Gold and silver sales (b) Costs of production relating to gold sales Costs of production (excluding gold in circuit inventories movement) Gold in circuit inventories movement (c) Depreciation and amortisation relating to gold sales Amortisation of evaluation, development and rehabilitation costs Depreciation of mine site properties, plant and equipment (d) Other operating costs relating to gold sales Royalty expense Operational support costs Write‐off of obsolete spares and consumables (e) Other revenue Interest income (f) Other income Rehabilitation and resotration provision adjustment from non operating mine sites Profit on sale of non operating mine sites Profit on sale of shares Other	For the For the year ended year ended 30‐Jun‐13 30‐Jun‐12 $'000 $'000 618,602 576,710 Consolidated
	353,569 303,104 (37,877) (40,931)
	315,692 262,173
	36,910 36,342 26,950 36,879
	63,860 73,221
	33,965 28,676 6,257 4,284 ‐ 2,116
	40,222 35,076
	3,204 1,504
	‐ 258 1,957 ‐ 1,775 ‐ 66 87
	3,798 345

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 2: PROFIT FROM CONTINUING OPERATIONS (continued)

		Consolidated	Consolidated
		For the	For the
		year ended	year ended
		30‐Jun‐13	30‐Jun‐12
		$'000	$'000
(g)	Share of associates' losses, asset impairment expenses and fair value movement on convertible notes
	Share of associates' losses (i)	21,379	1,285
	Impairment of gold equity investments (ii)	31,794	1,584
	Impairment of accounts receivable	6,127	1,201
	Fair value movement on convertible notes held in associate (iii)	20,000	‐
		79,300	4,070

• (i) The share of associates’ losses includes a share of the loss of Noble Mineral Resources Limited (“Noble)” for the year ended 30 June 2013 of $20.648m.

• (ii) The lower gold price has impacted the market value of the gold equity investments held by Resolute. Due to the sustained period of lower prices for these gold equity investments, a non‐cash impairment charge of $31.794m has been recorded against the investment in gold equity investments. These gold equity investments are recorded on the Statement of Financial Position at their respective quoted market values as at 30 June 2013. This impairment charge represents the market value movement amounts which had been previously recognised in the Unrealised Gain/(Loss) Reserve, but now have been transferred to the Statement of Comprehensive Income.

• (iii) A fair value adjustment of $20.000m has been recorded in the statement of comprehensive income against the carrying value of convertible notes held in Noble.

(h) Administration and other corporate expenses Other management and administration expenses Non mine site insurance costs Operating lease expenses Share based payments expense Rehabilitation and restoration provision adjustment from non operating mine sites Depreciation of non mine site assets Loss on sale of property, plant and equipment Other	3,892 4,979 297 619 829 821 1,179 1,390 61 ‐ 104 196 ‐ 196 184 172
	6,546 8,373

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 2: PROFIT FROM CONTINUING OPERATIONS (continued)

NOTE 2: PROFIT FROM CONTINUING OPERATIONS (continued)
	For the For the year ended year ended 30‐Jun‐13 30‐Jun‐12 $'000 $'000 Consolidated
(i) Treasury ‐ realised gains/(losses) Realised foreign exchange gain Realised loss on gold put options	483 3,839 ‐ (4,014)
	483 (175)
(j) Treasury ‐ unrealised gains/(losses) Unrealised gain on gold put options Unrealised (loss)/gain on financial derivative assets Unrealised foreign exchange loss Unrealised foreign exchange gain/(loss) on intercompany balances (i)	‐ 4,002 (2,364) 2,364 (5,333) (4,622) 40,460 (44,938)
	32,763 (43,194)
i) Due to an accounting standard requirement the unrealised gains and losses on intercompany balances between entities in the Group are taken directly to the Group’s profit or loss.

(k) Finance costs Interest and fees Rehabilitation and restoration provision accretion	2,735 10,445 1,395 1,525 4,130 11,970
(l) Employee benefits Salaries Superannuation Share based payments expense	74,155 65,802 2,874 2,866 1,391 1,390
	78,420 70,058

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 3: INCOME TAX

NOTE 3: INCOME TAX
	As at As at 30‐Jun‐13 30‐Jun‐12 $'000 $'000 Consolidated
(a) Income tax expense attributable to continuing operations Current tax expense Deferred tax (benefit)/expense Witholding tax Total tax expense Income tax expense attributable to profit from continuing operations	18,037 19,355 (476) 1,251 17,561 20,606 5,479 1,965 23,040 22,571 128,483 124,430 (5,479) (1,965) 123,004 122,465 36,901 36,739 (21,886) (14,921) 185 417 1,773 (2,160) 588 531 17,561 20,606 ‐ (1,942)
Prima facie income tax expense at 30% (2011: 30%) Add/(deduct): ‐ effect of share based payments expense not deductible ‐ prior year under/(over) provision ‐ other Income tax expense attributable to net profit ‐ tax losses and other temporary differences recognised to offset deferred tax liabilities (b) Numerical reconciliation of income tax expense to prima facie tax expense Profit from continuing operations before income tax expense Withholding tax Profit from continuing operations including withholding tax before income tax expense
(c) Amounts recognised directly in equity Amounts credited directly to equity

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 3: INCOME TAX (continued)

NOTE 3: INCOME TAX (continued)
	As at As at 30‐Jun‐13 30‐Jun‐12 $'000 $'000 Consolidated
(d) Tax losses (tax effected) ‐ Revenue losses Australia Tanzania Mali* Other ‐ Capital losses Australia Total tax losses not used against deferred tax liabilities for which no deferred tax asset has been recognised (potential tax benefit at the prevailing tax rates of the respective jurisdictions)	55,361 67,052 4,534 632 70,509 50,611 536 534
	130,940 118,829
	38,833 38,872
	169,773 157,701

*Pursuant to the Establishment Convention between the State of Mali and Societe des Mines de Syama S.A. (owner of the Syama gold mine), there is an income tax holiday for 5 years post the declaration of “first commercial production” at Syama, which commenced on 1 January 2012.

A deferred income tax asset has not been recognised for these amounts at reporting date as realisation of the benefit is not regarded as probable. The future benefit will only be obtained if:

(i) future assessable income is derived of a nature and an amount sufficient to enable the benefit to be realised;

(ii) the conditions for deductibility imposed by tax legislation continue to be complied with; and,

(iii) no changes in tax legislation adversely affect the consolidated entity in realising the benefit.

(e) Unrecognised temporary differences

As at 30 June 2013, aggregate unrecognised temporary differences of $6.543m (2012: $2.381m) are in respect of investments in foreign controlled entities for which no deferred tax assets (2012: deferred tax liabilities) have been recognised for amounts which arise upon translation of their financial statements.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 3: INCOME TAX (continued)

NOTE 3: INCOME TAX (continued)
	As at As at 30‐Jun‐13 30‐Jun‐12 $'000 $'000 Consolidated
	‐ ‐ ‐ 1,942 ‐ (1,942) ‐ ‐ 40,667 6,902 ‐ 238 9,552 1,178 12,646 ‐ 132 1,170 658 ‐ 29,101 47,693 19,131 14,412 ‐ 18 239 10,850 (90,549) (42,804) 21,577 39,657 (21,577) (39,657) ‐ ‐
(f) Movements in the deferred tax assets balance Balance at the beginning of the year Credited to equity Charged to the income statement Balance as at the end of the year Receivables Other financial assets Available for sale financial assets Other financial assets Property, plant and equipment Payables Interest bearing liabilities Provisions Other Tax losses recognised (i) Temporary differences not recognised Set off of deferred tax liabilities pursuant to set off provisions Net deferred tax assets The deferred tax assets balance comprises temporary differences attributable to:

i) This amount includes tax losses recognised against deferred tax liabilities in foreign entities of $0.238m (2012: $1.353m).

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 3: INCOME TAX (continued)

NOTE 3: INCOME TAX (continued)
	As at As at 30‐Jun‐13 30‐Jun‐12 $'000 $'000 Consolidated
(g) Movements in the deferred tax liabilities balance Balance at the beginning of the year Credited to the income statement Foreign exchange Balance as at the end of the year Receivables Mineral exploration and development interests Property, plant and equipment Financial derivative assets Payables Interest bearing liabilties Set off of deferred tax liabilities pursuant to set off provisions Net deferred tax liabilities (h) The equity balance comprises temporary differences attributable to: Option equity reserve Other Net temporary differences in equity The deferred tax liabilities balance comprises temporary differences	486 1,125 (476) (696) (10) 57 ‐ 486 ‐ 7,181 20,175 25,816 276 919 ‐ 709 1,126 140 ‐ 5,378 21,577 40,143 (21,577) (39,657) ‐ 486 2,568 2,568 28 28 2,596 2,596

(i) Tax consolidation

Resolute Mining Limited and its wholly owned Australian controlled entities implemented the tax consolidation legislation on 1 July 2002. On adoption of the tax consolidation legislation, the entities in the tax consolidated group entered into a tax sharing agreement, which limits the joint and several liability of the wholly owned entities in the case of a default by the head entity, Resolute Mining Limited.

The entities have also entered into a tax funding agreement under which the wholly owned entities fully compensate Resolute Mining Limited for any current tax payable assumed and are compensated by Resolute Mining Limited for any current tax receivable. The funding amounts are determined by reference to the amounts recognised in the wholly owned entities’ financial statements. The head entity and controlled entities in the tax consolidated group continue to account for their own current and deferred tax amounts. The Group has applied the group allocation approach in determining the appropriate amount of current taxes and deferred taxes to allocate to members of the tax consolidated group.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 3: INCOME TAX (continued)

The amount receivable/payable under the tax funding agreement are due upon receipt of the funding advice from the head entity, which is issued as soon as practicable after the end of each financial year. The head entity may also require payment of interim funding amounts to assist with its obligations to pay tax instalments. The tax funding agreement requires payments to/from the head entity to be recognised via an inter‐entity receivable/payable which is at call.

NOTE 4: DIVIDENDS PAID OR PROVIDED FOR

The final dividend of $31.600m that was declared on 28 August 2012 was paid on 16 November 2012. No additional dividend has been declared.

	For the For the year ended year ended 30‐Jun‐13 30‐Jun‐12 $'000 $'000 Consolidated
FRANKING CREDITS The amount of franking credits available for subsequent financial years
is as follows. The amount has been determined using a tax rate of 30%.	103 7,417
NOTE 5: CASH	3,040 8,404 ‐ 40,000 3,040 48,404
Cash at bank and on hand Short‐term deposits

Cash at bank earns interest at floating rates based on bank deposit rates.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 5: CASH (continued)

NOTE 5: CASH (continued)
	As at As at 30‐Jun‐13 30‐Jun‐12 $'000 $'000 Consolidated
Reconciliation to cash flow statement For the purpose of the cash flow statement, cash and cash equivalents comprise the following at 30 June: Cash at bank and on hand Short‐term deposits Bank overdraft (Note 17)	3,040 8,404 ‐ 40,000 (31,183) (5,262)
	(28,143) 43,142

Short‐term deposits are made for varying periods depending on the immediate cash requirements of the Group, and earn interest at the respective short term deposit rates.

The fair value of cash and cash equivalents is equal to their book value.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 6: OTHER FINANCIAL ASSETS

NOTE 6: OTHER FINANCIAL ASSETS
	As at As at 30‐Jun‐13 30‐Jun‐12 $'000 $'000 Consolidated
Current
Restricted cash (note 34)	‐ 42,267
	‐ 42,267
Restricted cash was held as security against a liquid investment. Non Current
Convertible notes held in Noble Mineral Resources Limited	64,788 ‐

The 706,568,933 convertible notes held by the Resolute group have a face value of 12 cents per note and were recorded at a total cost of $84.788m prior to a $20.000m fair value adjustment made on 30 June 2013. The convertible notes earn interest at 8% per annum over a 3 year term that commenced on 1 March 2013 with interest owing on 1 September 2013 and 1 March 2014 to be capitalised.

The notes are convertible to shares on a one for one basis at no cost at the election of the holder. The notes are carried at fair value with adjustments to fair value recorded as profit or loss in accordance with Note 1(l)(i).

On 12 September 2013, Noble entered Voluntary Administration. The Company’s investment in Noble primarily takes the form of the convertible notes which make up the majority of Noble’s expected outstanding debts. The appointment of the Administrator is likely to see some form of rationalisation in the ownership of Noble’s key asset, the Bibiani gold project (“Bibiani”) in Ghana and as a key stakeholder, Resolute intends to remain engaged in the ongoing Administration. Resolute also notes the market update announcement by Noble on 12 September 2013 whereby it has advised that estimated additional funding in the order of US$40 million will be required to support Bibiani during a planned Feasibility Study and care and maintenance phase. Failure to raise the required funding could significantly compromise the value of the convertible notes held by Resolute. To facilitate further funding, Noble has announced it proposes to restructure the debts of certain Ghanaian subsidiaries by way of Schemes of Arrangement. Resolute’s Convertible Notes are with the parent company of the Noble Group and accordingly that debt is not part of the proposed creditor Schemes. The investment in Noble was carefully considered by Resolute and it continues to believe in the underlying value and significant future potential of Noble’s key asset, the Bibiani gold project. In addition, as a key stakeholder, Resolute will be pleased to work with the Administrator to ensure an outcome that best realises value for Noble and Bibiani.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 7: RECEIVABLES

NOTE 7: RECEIVABLES
	As at As at 30‐Jun‐13 30‐Jun‐12 $'000 $'000 Consolidated
Current
Sundry debtors (a) Allowance for impairment loss	10,048 6,794 (901) (837)
	9,147 5,957
Non Current
Sundry debtors Allowance for impairment loss	13,844 7,174 (11,969) (5,031)
	1,875 2,143
a) Current sundry debtors are non interest bearing and are generally on 30‐60 day terms. A provision for doubtful debt is recognised when there is objective evidence that the Group may not be able to collect all amounts due according to original terms of the transaction.

Receivables past due but not considered impaired are $3.292m (2012: $4.852m). Payment terms on these amounts have not been re‐negotiated, however the Group maintains direct contact with the relevant debtor and is satisfied that net receivables will be collected in full.

Movements in the allowance for impairment loss is as follows:

At start of year Charge for the year Foreign exchange translation At end of year	(5,868) (4,638) (6,127) (1,201) (875) (29)
	(12,870) (5,868)
As at 30 June 2013, the aging analysis of current and non‐current sundry debtors is as follows:
0‐30 days 31‐60 days 61‐90 days (Past due but not impaired) Less than 91 days (Considered impaired) +91 days (Past due but not impaired) +91 days (Considered impaired) Total	6,170 3,006 1,560 242 1,698 136 5,179 ‐ 1,594 4,716 7,691 5,868
	23,892 13,968

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 8: INVENTORIES

NOTE 8: INVENTORIES
	As at As at 30‐Jun‐13 30‐Jun‐12 $'000 $'000 Consolidated
Gold in circuit and gold bullion ‐At cost Consumables at cost Ore stockpiles ‐At cost ‐At net realisable value Total ore stockpiles	120,642 69,593
	57,229 43,834
	10,654 22,194 14,388 6,280
	25,042 28,474
	202,913 141,901

Inventory recognised as an expense within costs of gold production for the year ended 30 June 2013 totalled $90.543m (2012: $61.849m) for the Group.

NOTE 9: AVAILABLE FOR SALE FINANCIAL ASSETS

NOTE 9: AVAILABLE FOR SALE FINANCIAL ASSETS
Shares at fair value ‐ listed	28,909 374
	28,909 374

Available for sale financial assets consist of investments in ordinary shares, and therefore have no maturity date or coupon rate. Refer to Note 34(f) for information on the determination of fair value.

NOTE 10: FINANCIAL DERIVATIVE ASSETS

Current

NOTE 10: FINANCIAL DERIVATIVE ASSETS Current
Financial derivative assets (Note 34)	‐ 2,364
	‐ 2,364

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 11: OTHER ASSETS

NOTE 11: OTHER ASSETS
	As at As at 30‐Jun‐13 30‐Jun‐12 $'000 $'000 Consolidated
Current
Prepayments	4,156 4,567
	4,156 4,567

NOTE 12: EXPLORATION (ACQUIRED) AND EVALUATION EXPENDITURE

The consolidated entity has the following gold mineral exploration and evaluation expenditure carried forward in respect of areas of interest:

Areas in exploration and evaluation (at cost) Balance at the beginning of the year ‐ Expenditure during the year ‐ Impaired during the year ‐ Foreign currency translation Balance at the end of the year	9,522 9,045 1,062 271 ‐ (45) 955 251
	11,539 9,522

Ultimate recoupment of costs carried forward, in respect of areas of interest in the exploration and evaluation phase, is dependent upon the successful development and commercial exploitation, or alternatively the sale of the respective areas at an amount at least equivalent to the carrying value. For areas which do not meet the criteria of the accounting policy per Note 1(p), those amounts are charged to the consolidated statement of comprehensive income.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 13: DEVELOPMENT EXPENDITURE

NOTE 13: DEVELOPMENT EXPENDITURE
	As at As at 30‐Jun‐13 30‐Jun‐12 $'000 $'000 Consolidated
Areas in production (at cost) Mine property development Balance at the beginning of the year ‐ Additions ‐ Transfers to income statement ‐ Transfer to other monetary assets and liabilities ‐ Amounts charged to amortisation and finance costs ‐ Adjustments to rehabilitation and restoration obligations ‐ Foreign currency translation Balance at the end of the year Stripping activity asset Balance at the beginning of the year ‐ Additions ‐ Amounts amortised to costs of production relating to gold sales ‐ Foreign currency translation Balance at the end of the year Areas in development (at cost) Stripping activity asset (Stage 2 Syama) Balance at the beginning of the year ‐ Additions ‐ Foreign currency translation Balance at the end of the year Total development expenditure	208,543 219,329 118,502 28,036 ‐ (119) ‐ (1,437) (37,708) (38,023) 5,850 11,973 27,256 (11,216)
	322,443 208,543
	28,229 20,585 16,562 46,028 (19,298) (36,510) 1,835 (1,874)
	27,328 28,229
	‐ ‐ 41,035 ‐ 5,108 ‐
	46,143 ‐
	395,914 236,772

Refer to note 1(a) for information on the impacts of the early adoption of IFRIC 20 Stripping Cost in the Production Phase of a Surface Mine.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 14: PROPERTY, PLANT & EQUIPMENT

Consolidated 30 June 2013 At 1 July 2012 net of accumulated depreciation Additions Disposals Depreciation expense Foreign currency translation At 30 June net of accumulated depreciation 30 June 2013 Cost Accumulated depreciation Net carrying amount 30 June 2012 At 1 July 2011 net of accumulated depreciation Additions Disposals	Buildings Plant & Equipment Motor Vehicles Office Equipment Plant and Equipment under Lease Total $'000 $'000 $'000 $'000 $'000 $'000 3,864 153,689 1,324 1,460 7,051 167,388 2,256 17,484 221 607 3,790 24,358 ‐ ‐ ‐ ‐ (6) (6) (1,141) (21,156) (793) (1,036) (2,928) (27,054) 351 16,573 65 59 ‐ 17,048
	5,330 166,590 817 1,090 7,907 181,734
	13,440 337,471 6,028 5,531 25,112 387,582 (8,110) (170,881) (5,211) (4,441) (17,205) (205,848)
	5,330 166,590 817 1,090 7,907 181,734
	5,206 172,658 2,433 2,235 8,346 190,878 11 21,907 83 436 1,975 24,412 ‐ (191) ‐ (5) ‐ (196)
Depreciation expense	(1,126) (30,467) (1,099) (1,113) (3,270) (37,075)
Foreign currency translation At 30 June 2012 net of accumulated depreciation 30 June 2012 Cost Accumulated depreciation Net carrying amount	(227) (10,218) (93) (93) ‐ (10,631)
	3,864 153,689 1,324 1,460 7,051 167,388
	10,246 290,741 5,083 4,495 21,343 331,908 (6,382) (137,052) (3,759) (3,035) (14,292) (164,520)
	3,864 153,689 1,324 1,460 7,051 167,388

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 15: INVESTMENT IN ASSOCIATES

Listed At 1 July Purchase of investment Share of loss after income tax Impairment of investment At 30 June (c) Fair value of investment in listed associates Market value of the Group's investment as at 30 June (d) Summarised financial information Current assets Non‐current assets Total assets Current liabilities Non‐current liabilities Total liabilities Net assets Share of associates' net assets Revenue Total comprehensive loss Extract from the associates' statement of financial position Extract from the associates' statement of comprehensive income: Shares held in associates Percentage of ownership (%) The following table illustrates summarised financial information relating to the Group's associates: (b) Movements in the carrying amount of the Group's investment in associates*	As at As at 30‐Jun‐13 30‐Jun‐12 $'000 $'000 604 2,223 28,750,000 23,000,000 31.89% 33.25% 2,223 5,092 575 ‐ (731) (1,285) (1,463) (1,584) 604 2,223 604 2,760 256 653 3,014 6,419 3,270 7,072 142 477 ‐ ‐ 142 477 3,128 6,595 1,099 2,193 ‐ ‐ (4,925) (3,741) Viking Ashanti Limited	As at As at 30‐Jun‐13 30‐Jun‐12 $'000 $'000 ‐ ‐ Noble Mineral Resources Limited
		131,099,300 ‐ 19.67% ‐ ‐ ‐ 20,648 ‐ (20,648) ‐ ‐ ‐
		‐ ‐
		1,180 ‐
		32,197 ‐ 98,756 ‐
		130,953 ‐
		45,600 ‐ 79,360 ‐
		124,960 ‐
		5,993 ‐
		1,180 ‐
		‐ ‐ (131,115) ‐

*The unrecognised share of Noble’s total comprehensive loss is $5.142m. The loss is unrecognised because the carrying value of the investment in Noble has reduced to zero.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 16: PAYABLES

NOTE 16: PAYABLES
	As at As at 30‐Jun‐13 30‐Jun‐12 $'000 $'000 Consolidated
Current
Trade creditors and accruals (a)	71,329 42,948
	71,329 42,948

• a) Payables are non‐interest bearing and generally settled on 30‐90 day terms. Due to the short term nature of these payables, their carrying value is assumed to approximate their fair value.

NOTE 17: INTEREST BEARING LIABILITIES

Current

Lease liabilities (a) Bank overdraft (b)	3,758 2,616 31,183 5,262
	34,941 7,878
Non Current
Lease liabilities (a) Borrowings (c)	2,577 3,142 53,807 ‐
	56,384 3,142

• a) Carpentaria Gold Pty Ltd (“CGPL”), a wholly owned subsidiary of RML, has entered into hire purchase agreements with Esanda Finance Corporation Limited, Atlas Copco Customer Finance Pty Ltd and the Commonwealth Bank of Australia for the purchase of mining equipment which is being used at Mt Wright, Ravenswood. Monthly instalments are required under the terms of the contracts which expire between July 2013 and January 2016. RML has provided an unsecured parent entity guarantee to these financiers in relation to some of these finance facilities.

• b) This facility is in place and is subject to an annual revision in approximately June 2014, and has an interest rate of 8% per annum on the basis of usage. The maximum limit of this facility is $32.580m (AUD equivalent), and as at reporting date $1.149m (AUD equivalent) of the facility was unused.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 17: INTEREST BEARING LIABILITIES (continued)

• c) On 28 February 2013, RML entered into a new Syndicated Facilities Agreement with Barclays Bank Plc and Investec Bank (Australia) Limited. The facilities comprise a US$50m senior secured Cash Advance Facility and a A$4.5m Environmental Performance Bond Facility. The facilities are revolving with a 3 year term and expire on 28 February 2016. The facilities are secured by the following:

• (i) Cross Guarantee and Indemnity given by RML, Carpentaria Gold Pty Ltd, Resolute (Somisy) Limited, Resolute (Treasury) Pty Ltd and Resolute Pty Ltd;

• (ii) Share Mortgage granted by Resolute Pty Ltd over all of its shares in Resolute (Tanzania) Limited;

• (iii) Share Mortgage granted by RML (“the Borrower”) over all of its shares in Carpentaria Gold Pty Ltd;

• (iv) Share Mortgage granted by the Borrower over all of its shares in Resolute (Somisy) Limited; (v) Fixed and Floating Charge granted by Resolute (Treasury) Pty Ltd over all its current and future assets including bank accounts and an assignment of all Hedging Contracts;

• (vi) Mining Mortgage and Fixed and Floating Charge granted by Carpentaria Gold Pty Ltd, including mining mortgage over key Carpentaria Gold Pty Ltd mining tenements and charge over all the current and future assets of Carpentaria Gold Pty Ltd including bank accounts and an assignment of all Hedging Contracts;

• (vii) Mortgage of Contractual Rights granted by Resolute Mining Limited in favour of the Security Trustee over a loan provided to Sociêtê des Mines de Syama SA to fund the development of the Syama Gold project in Mali; and,

• (viii) Mortgage of Convertible Notes granted by Resolute (Treasury) Pty Ltd in favour of the Security Trustee over convertible notes issued by Noble Mineral Resources Limited.

Pursuant to the Syndicated Facilities Agreement, the following ratios are required:

• (i) (Interest Cover Ratio): the ratio of EBITDA to Net Interest Expense will be greater than 5.00 times;

• (ii) (Net Debt to EBITDA): the ratio of Net Debt to EBITDA will be less than 2.00 times;

• (iii) (Consolidated Gearing): the ratio of Net Debt to Equity will be less than 1.00 times;

• (iv) (Loan Life Cover Ratio): will be equal to or greater than1.50:1; and, (v) (Reserve Tail Ratio): will exceed 30%.

There have been no breaches of these ratios.

• d) The total assets of the entities over which security exists amounts to $879.995m. $181.321m of these assets relate to property plant and equipment.

• e) Refer to Note 34(b) for details of average interest rates.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 18: PROVISIONS

Current

NOTE 18: PROVISIONS Current
	As at As at 30‐Jun‐13 30‐Jun‐12 $'000 $'000 Consolidated
Site restoration (a) Employee entitlements Dividend payable Withholding taxes Other provisions	3,591 5,174 17,258 11,662 83 68 3,949 3,575 1,245 1,094
	26,126 21,573
Non Current
Site restoration (a) Employee entitlements (a) Site restoration Balance at the beginning of the year Rehabilitation and restoration provision accretion Change in scope of restoration provision Utilised during the year Extinguished through business divestment Foreign exchange translation Balance at the end of the year	54,033 44,727 937 756
	54,970 45,483
	49,901 42,577 1,395 1,525 5,911 11,709 (2,658) (5,407) (355) ‐ 3,430 (503)
	57,624 49,901

The nature of restoration activities includes dismantling and removing structures, rehabilitating mines, dismantling operating facilities, closure of plant and waste sites and restoration, reclamation and revegetation of affected areas.

Typically the obligation arises when the asset is installed at the production location. When the liability is initially recorded, the estimated cost is capitalised by increasing the carrying amount of the related mining assets. Over time, the liability is increased for the change in present value based on the discount rates that reflect the current market assessments and the risks specific to the liability. Additional disturbances or changes in rehabilitation costs will be recognised as additions or changes to the corresponding asset and rehabilitation liability when incurred.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 19: CONTRIBUTED EQUITY

NOTE 19: CONTRIBUTED EQUITY
	As at As at 30‐Jun‐13 30‐Jun‐12 $'000 $'000 Consolidated
(a) Contributed equity
Ordinary share capital: 640,994,224 ordinary fully paid shares (2012: 635,928,623) (b) Movements in contributed equity, net of issuing costs Balance at the beginning of the year Exercise of 322,334 unlisted options at $0.42 per share Exercise of 106,000 unlisted options at $1.09 per share Exercise of 42,000 unlisted options at $1.21 per share Exercise of 70,334 unlisted options at $1.43 per share Exercise of 3,000,000 unlisted options at $0.74 per share Issue of 10,924,933 shares to Noble Mineral Resources Limited at $1.89 per share On market buy‐back of 9,400,000 shares at an average price of $1.01 per share Transfer convertible note equity reserves to share capital Exercise of 50,962,416 listed options at $0.60 per share Exercise of 163,334 unlisted options at $0.42 per share Exercise of 138,334 unlisted options at $1.09 per share Exercise of 18,000 unlisted options at $1.21 per share Exercise of 125,000 unlisted options at $1.32 per share Exercise of 40,001 unlisted options at $1.43 per share Exercise of 500,000 unlisted options at $0.74 per share Exercise of 500,000 unlisted options at $1.00 per share Conversion of 136,670,429 convertible notes to shares at $0.50 per share On market buy‐back of 20,827,839 shares at an average price of $1.50 per share Balance at the end of the year	380,225 368,047
	368,047 287,125 133 ‐ 112 ‐ 42 ‐ 98 ‐ 2,158 ‐ 20,623 ‐ (10,988) ‐ ‐ 9,346 ‐ 30,577 ‐ 69 ‐ 153 ‐ 22 ‐ 165 ‐ 55 ‐ 370 ‐ 500 ‐ 70,937 ‐ (31,272)
	380,225 368,047

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 19: CONTRIBUTED EQUITY (continued)

(c) Terms and conditions of contributed equity

Ordinary shares have the right to receive dividends as declared and in the event of winding up the Company, to participate in the proceeds from the sale of all surplus assets in proportion to the number of and amounts paid up on shares held. Ordinary shares entitle their holder to one vote, either in person or by proxy, at a meeting of the Company.

(d) Employee share options

Refer to Note 29 for details of the Employee Share Option Plan. Each option entitles the holder to purchase one share. The names of all persons who currently hold employee share options, granted at any time, are entered into the register kept by the Company, pursuant to Section 215 of the Corporations Act 2001 . Persons entitled to exercise these options have no right, by virtue of the options, to participate in any share issue by the parent entity or any other body corporate.

(e) Performance rights

Refer to Note 29 for details of the Performance Rights Plan. The vesting of performance rights is conditional upon specific performance criteria being met by holders and entitles the holder to one share. The names of all persons who currently hold performance rights, granted at any time, are entered into the register kept by the Company, pursuant to Section 215 of the Corporations Act 2001 . Holders have no right, by virtue of the performance rights, to participate in any share issue by the parent entity or any other body corporate.

(f) Capital management

The Group’s and the parent entity’s objectives when managing capital are to safeguard their ability to continue as a going concern, so that they can continue to provide returns for shareholders and benefits for other stakeholders and to maintain a capital structure that is appropriate for the Group’s current and/or projected financial position.

In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders (if any), return capital to shareholders, buy back its shares, issue new shares, borrow from financiers or sell assets to reduce debt.

The Group monitors the adequacy of capital by analysing cash flow forecasts over the term of the Life of Mine for each of its projects. To a lesser extent, gearing ratios are also used to monitor capital. Appropriate capital levels are maintained to ensure that all approved expenditure programs are adequately funded. This funding is derived from an appropriate combination of debt and equity.

The gearing ratio is calculated as net debt divided by total capital. Net debt is defined as interest bearing liabilities less cash and cash equivalents. Total capital is calculated as ‘equity’ as shown in the Consolidated Statement of Financial Position (including non‐controlling interest) plus net debt.

	Consolidated	Consolidated
	2013	2012
Gearing ratio	13%	nil

The Group is not subject to any externally imposed capital requirements.

85

NOTES TO THE FINANCIAL STATEMENTS

NOTE 20: RESERVES

(a) Movements in reserves

As at 30 June 2011 Currency translation differences Unrealised gain/(loss) reserve, net of tax Share based payments to employees Equity portion of compound financial instruments, net of tax and transaction costs As at 30 June 2012 Currency translation differences Unrealised gain/(loss) reserve, net of tax Share based payments to employees As at 30 June 2013	Foreign Currency Translation Net Unrealised gain/(loss) reserve Employee equity benefits reserve Convertible notes equity reserve Share Options Reserve Total (23,541) 112 3,236 13,764 5,987 (442) 15,604 ‐ ‐ ‐ ‐ 15,604 ‐ (364) ‐ ‐ ‐ (364) ‐ ‐ 1,390 ‐ ‐ 1,390 ‐ ‐ ‐ (13,764) ‐ (13,764)
	(7,937) (252) 4,626 ‐ 5,987 2,424 29,748 ‐ ‐ ‐ ‐ 29,748 ‐ 252 ‐ ‐ ‐ 252 ‐ ‐ 1,392 ‐ ‐ 1,392
	21,811 ‐ 6,018 ‐ 5,987 33,816

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 20: RESERVES (continued)

(b) Nature and purpose of reserves

• (i) Foreign currency translation reserve Exchange differences arising on translation of the foreign controlled entities are taken to the foreign currency translation reserve, refer Note 1(d)(ii).

• (ii) Net unrealised gain/(loss) reserve

This reserve records fair value changes on available for sale investments, refer Note 1(l)(iv).

(iii) Employee equity benefits reserve

• The share based payments reserve is used to recognise the fair value of options and performance rights granted over the vesting period of the securities, refer Note 1(y)(iv).

• (iv) Convertible notes equity reserve

This reserve records the value of the equity portion (conversion rights) of the convertible notes.

• (v) Share options equity reserve

The equity reserve records transactions between owners as owners.

NOTE 21: RETAINED EARNINGS

	As at As at 30‐Jun‐13 30‐Jun‐12 $'000 $'000 Consolidated
Retained profits at the beginning of the year Net profit attributable to members of the parent	205,861 100,758 84,878 105,103
Dividend paid	(31,600) ‐
Retained profits at the end of the financial year	259,139 205,861

NOTE 22: EXPLORATION AND DEVELOPMENT COMMITMENTS

Exploration commitments:

Due to the nature of the consolidated entity's operations in exploring and evaluating areas of interest, it is very difficult to accurately forecast the nature or amount of future expenditure, although it will be necessary to incur expenditure in order to retain present interests in mineral tenements. Expenditure commitments on mineral tenure for the parent entity and consolidated entity can be reduced by selective relinquishment of exploration tenure or by the renegotiation of expenditure commitments.

The approximate level of exploration expenditure expected in the year ending 30 June 2013 for the consolidated entity is approximately $15.114m (2012: $21.679m). This includes the minimum amounts required to retain tenure. There are no material exploration commitments further out than one year.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 22: EXPLORATION AND DEVELOPMENT COMMITMENTS (continued)

The remaining interest in the Finkolo Joint Venture is expected to be acquired during the year ended 30 June 2014 by way of a US$20.000m payment to Endeavour Mining Corporation.

NOTE 23: LEASE COMMITMENTS

NOTE 23: LEASE COMMITMENTS
	As at As at 30‐Jun‐13 30‐Jun‐12 $'000 $'000 Consolidated
a) Finance leases Lease expenditure contracted and provided for:
Due within one year Due between one and five years Total minimum lease payments Less finance charges Present value of minimum lease payments Reconciled to: Current liability (Note 17) Non current liability (Note 17) Add: Leases that commenced after 30 June 2013 up until the date of this report	5,156 3,019 5,574 3,244
	10,730 6,263 (652) (505)
	10,078 5,758
	3,758 2,616 2,577 3,142 3,743 ‐
	10,078 5,758
b) Operating leases (non‐cancellable)
Due within one year Due between one and five years Aggregate lease expenditure contracted for at balance date but not provided for	619 786 635 1,254
	1,254 2,040

The operating lease expenditure mainly relates to the rental of office premises and is fixed.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 24: RELATED PARTY TRANSACTIONS

• (i) Refer to Note 32 for directors’ direct and indirect interests in securities.

• (ii) RML is the ultimate Australian holding company and there is no controlling entity of RML at 30 June 2013.

• (iii) During the year RML provided a US$15.000m unsecured loan to an associate, Noble Mineral Resources Limited at an interest rate of 8% p.a. This loan and interest of $0.339m (AUD equivalent) was fully repaid by Noble during the year. RML holds a 19.67% interest in Noble’s shares on issue.

• (iv) During the year RML acted as underwriter to an $85.000m financing transaction undertaken by Noble. The financing transaction resulted in RML purchasing 706,568,933 convertible notes ($84.788m) in Noble with a face value of $0.12 per note, a coupon rate of 8% and a term of 3 years. The convertible notes have been recorded within other financial assets in the statement of financial position. $2.267m in interest has been accrued to 30 June 2013.

• (v) On 1 March 2013, P Beilby who is a member of Resolute’s Key Management Personnel was appointed as a Non‐Executive Director on the Board of Noble Mineral Resources Limited. A fee of $40,000 plus superannuation p.a. is paid directly to P Beilby in his capacity as a Director.

NOTE 25: INTERESTS IN JOINT VENTURES

The consolidated entity has an interest in the following material joint ventures, whose principal activities are to explore for gold. The Group's interests in the assets employed in the joint venture are included in the Consolidated Statement of Financial Position, in accordance with the accounting policy as described in Note 1(b)(ii).

There are no commitments relating to the joint ventures (2012: nil).

Jointly controlled assets

Entity Holding Interest Mabangu Mining Limited Mabangu Mining Limited Mabangu Mining Limited Resolute Pty Ltd Resolute (Tanzania) Limited Resolute (Tanzania) Limited	Other Participant/Joint Venture 2013 % 49% 0% 100% 60% 49% 70% Sub Sahara Resources (Tanzania) Limited/Kahama JV ABG Exploration Limited/GP West JV Sub Sahara Resources (Tanzania) Limited/Nyakafuru JV Yellowstone Limited /Mega JV Yellowstone Limited/Kanegele JV Etruscan Resources Bermuda Ltd/Finkolo JV	2012 % 49% 49% 65% 60% 49% 0% Percentage of Interest Held

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 26: NOTES TO THE CASH FLOW STATEMENTS

(a) Reconciliation of net profit from continuing operations after income tax to the net operating cash flows:

NOTE 26: NOTES TO THE CASH FLOW STATEMENTS (a) Reconciliation of net profit from continuing operations after income tax to the net operating cash flows:
	As at As at 30‐Jun‐13 30‐Jun‐12 $'000 $'000 Consolidated
Net profit from ordinary activities after income tax Add/(deduct): Share based payments including employee long term incentives costs Share of associates' losses Loss on sale of property, plant and equipment Profit on sale of shares Profit on sale of non‐operating mine sites Impairment of gold equity investments Rehabilitation and restoration provision accretion Rehabilitation and restoration provision adjustment from non operating mine sites Depreciation and amortisation of property, plant and equipment Amortisation of evaluation, development and rehabilitation costs	105,443 101,859 1,392 1,390 21,379 1,285 ‐ 196 (1,775) ‐ (1,957) ‐ 31,794 1,584 1,395 1,525 61 (258) 27,054 37,075 36,910 36,342 (32,763) 43,194 ‐ 4,014 6,127 1,201 ‐ 2,116 (2,658) (5,407) 20,000 ‐ ‐ (2,157) ‐ 45 748 4,785 2,870 589 (2,015) 14,702 (37,806) (49,337) 411 (1,297) (39,881) (9,101) 14,431 (7,415) 1,797 (3,346) (478) 1,176 2,004 4,412 154,483 179,172
Foreign exchange (gains)/losses
Non‐cash realised loss on gold put options Impairment of accounts receivable Write‐off of obsolete spares and consumables Rehabilitation and restoration cash expenditure Fair value movement on convertible notes held in associate Realised foreign exchange gain on repayments of Senior Debt Facility Impairment of acquired exploration and evaluation expenditure Non cash finance costs Business development costs Changes in operating assets and liabilities: (Increase)/decrease in receivables
Increase in inventories
Increase in prepayments
Increase in stripping activity asset
Increase/(decrease) in payables Change in current tax balances Change in deferred tax balances Increase in operating provisions Net operating cash flows

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 26: NOTES TO THE CASH FLOW STATEMENTS (continued)

• (b) Finance Leases

Refer to Note 17(a) for additions to finance leases and for terms and conditions.

• (c) Non cash investing and financing activities

2013

On 17 January 2013, RML sold Broken Hill Metals Pty Ltd to Bullseye Mining Limited. Proceeds included a non‐cash component of 1,500,000 fully paid shares in Bullseye Resources Limited valued at $0.300m.

During the year RML issued 10,924,933 ordinary shares to the shareholders of Noble Mineral Resources Limited as consideration for the purchase of 131,099,300 shares in Noble.

On 22 November 2012, RML sold its Bullabulling tenement M15/552 for non‐cash consideration of 13,500,000 Bullabulling Gold Limited shares valued at $1.053m.

2012

136,670,429 convertible notes were converted into ordinary shares resulting in a reduction in convertible note debt of $64.663m. This amount was transferred into contributed equity, along with the associated equity reserves of $13.764m.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 27: CONTROLLED ENTITIES

The following were controlled entities during the year and have been included in the consolidated accounts. All entities in the consolidated entity carry on business in their place of incorporation.

Name of Controlled Entity and	Consolidated Entity	Percentage of	Percentage of
Country of Incorporation	Company Holding	Shares Held by
	the Investment	Consolidated Entity
		2013	2012
		%	%
Amber Gold Cote d’Ivoire SARL (a)	Resolute (CDI Holdings) Limited	100	100
Broken Hill Metals Pty Ltd, Aust. (b),(d)	Resolute (Treasury) Pty Ltd	‐	100
Carpentaria Gold Pty Ltd, Aust.	Resolute Mining Limited	100	100
Excalibur Cote d’Ivoire SARL (c)	Resolute (CDI Holdings) Limited	100	100
Goudhurst Pty Ltd, Aust. (d)	Resolute (Treasury) Pty Ltd	100	100
Mabangu Exploration Limited, Tanzania	Resolute (Tanzania) Limited	100	100
Mabangu Mining Limited, Tanzania	Resolute (Tanzania) Limited	100	100
Resolute (CDI Holdings) Limited, Jersey (d)	Resolute Mining Limited	100	100
Resolute CI SARL, Cote d'Ivoire	Resolute (CDI Holdings) Limited	100	100
Resolute (Finkolo) Limited, Jersey (d)	Resolute Mining Limited	100	100
Resolute (Ghana) Limited, Ghana	Resolute Mining Limited	100	100
Resolute Mali S.A.,Mali	Resolute (Somisy) Limited	100	100
Resolute (Somisy) Limited, Jersey (d)	Resolute Mining Limited	100	100
Resolute (Tanzania) Limited, Tanzania	Resolute Pty Ltd	100	100
Resolute (Treasury) Pty Ltd, Aust. (d)	Resolute Mining Limited	100	100
Resolute Pty Ltd, Aust.	Resolute Mining Limited	100	100
Resolute Resources Pty Ltd, Aust. (d)	Resolute Pty Ltd	100	100
Societe des Mines de Syama S.A., Mali	Resolute (Somisy) Limited	80	80
Resolute Exploration SARL, Mali	Resolute (Finkolo) Limited	100	100
Societe des Mines de Finkolo SA, Mali (e)	Resolute (Finkolo) Limited	100	‐

(a) Amber Gold Cote d’Ivoire SARL was incorporated on 16 April 2012.

(b) Broken Hill Metals Pty Ltd was sold on 4 February 2013.

(c) Excalibur Cote d’Ivoire SARL was incorporated on 16 April 2012.

(d) These entities are not required to be separately audited. An audit of the entity's results and position is performed for the purpose of inclusion in the consolidated entity's accounts.

(e) Societe des Mines de Finkolo SA was incorporated on 24 October 2012.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 28: AUDITOR REMUNERATION

Auditing (i) Taxation planning advice and review	2013 2012 $ $ 318,319 308,615 118,896 155,715 437,215 464,330 Consolidated

• i) Included in the current year is $6,319 (2012: $5,175) pertaining to additional work performed in relation to the audit of the prior year.

Amounts received or due and receivable by a related overseas office of Ernst & Young, from entities in the consolidated entity or related entities:

year. Amounts received or due and receivable by a related overseas office of Ernst & Young, from entities in the consolidated entity or related entities:
Auditing (Ernst & Young, Ghana and Tanzania) Tax Advice (Ernst & Young, Ghana and Tanzania) Total amounts received or due and receivable by Ernst & Young globally Amounts received or due and receivable by non Ernst & Young firms for auditing	12,888 5,175 ‐ 989
	12,888 6,164
	450,103 470,494
	28,809 35,137

NOTE 29: EMPLOYEE BENEFITS

a) Employee entitlements

The aggregate employee entitlement liability is comprised of:

NOTE 29: EMPLOYEE BENEFITS a) Employee entitlements The aggregate employee entitlement liability is comprised of:
	As at As at 30‐Jun‐13 30‐Jun‐12 $'000 $'000 Consolidated
Provisions (current) (Note 18) Provisions (non current) (Note 18)	17,258 11,662 937 756
	18,195 12,418

b) Employee share option plan

Up until January 2012, LTI grants to executives and employees were delivered in the form of employee share options. The options over the ordinary shares of RML, issued for nil consideration, are issued in accordance with the terms and conditions of the shareholder approved RML Employee Share Option Plan and performance guidelines established by the directors of RML. This option plan has been replaced by a Performance Rights Plan (refer to note 29(c)).

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 29: EMPLOYEE BENEFITS (continued)

The maximum number of options that can be issued under the Employee Share Option Plan is capped at 5% of the ordinary shares on issue. The options do not provide any dividend or voting rights. The options are not quoted on the ASX. One third of the options issued pursuant to the Plan are able to be exercised 6 months after issue, a further one third 18 months after issue and the remaining one third 30 months after issue. The only exception to these exercise periods is for Options G (see below).

During the year the remaining 195,000 of Options E lapsed. These options were granted on 23 May 2008 with an exercise price of $2.13 and an expiry date of 22 May 2013. Pursuant to the rights issues in the years ended 30 June 2008 and 30 June 2009, the strike price reduced by 1 cent per option to $2.12 in accordance with the RML Share Option Plan.

Outstanding at reporting date are 51,000 options (Options F). There was no change in the balance during the year. These options were issued on 29 August 2008 with an exercise price of $1.63. Pursuant to the rights issues in the year ended 30 June 2009, the strike price reduced by 1 cent per option in accordance with the RML Share Option Plan. The strike price is now $1.62. The options were comprised of the opening balance of 51,000.

Also outstanding at reporting date are 194,999 options (Options G) which are comprised of the opening balance of 517,333 less 322,334 options exercised during the year. These options were issued on 31 January 2009 with an exercise price of $0.42 and an expiry date of 31 January 2014. One third of the options were able to be exercised 12 months after issue, a further one third 18 months after issue and the remaining one third 30 months after issue.

Also outstanding at reporting date are 450,000 options (Options H) which are comprised of the opening balance of 556,000, less 106,000 options exercised during the year. These options were comprised of 1,237,000 options issued on 15 February 2010 with an exercise price of $1.09 and an expiry date of 14 February 2015.

Also outstanding at reporting date are 39,000 options (Options I) which are comprised of the opening balance of 81,000 options less 42,000 options which were exercised during the year. These options were granted under the employee share option plan on 30 June 2010 and subsequently issued on 16 July 2010. These options were comprised of 179,000 options with an exercise price of $1.21 and an expiry date of 15 July 2015.

Also outstanding at reporting date are 135,000 options (Options J). There was no change in the balance outstanding during the year. These options were granted under the employee share option plan on 27 October 2010 and subsequently issued on 16 November 2010. These options were comprised of 135,000 options with an exercise price of $1.43 and an expiry date of 15 November 2015.

Also outstanding at reporting date are 2,000,000 options (Options K) which were granted under the employee share option plan on 2 December 2010 and subsequently issued on 5 January 2011. There was no change in the balance outstanding during the year. These options were comprised of 2,000,000 options with an exercise price of $1.36 and an expiry date of 4 January 2016.

Also outstanding at reporting date are 915,666 options (Options L) which are comprised of the opening balance of 996,000 options less 70,334 options which were exercised during the year and 10,000 options which lapsed during the year. These options were granted under the employee share option plan on 23 December 2010 and subsequently issued on 25 January 2011. These options were comprised of 1,366,000 options with an exercise price of $1.43 and an expiry date of 24 January 2016.

Also outstanding at reporting date are 130,000 options (Options M). There was no change in the balance outstanding during the year. These options were granted under the employee share option plan on 29 June 2011 and subsequently issued on 30 June 2011. These options were comprised of 130,000 options with an exercise price of $1.18 and an expiry date of 15 July 2016.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 29: EMPLOYEE BENEFITS (continued)

Also outstanding at reporting date are 764,400 options (Options N). The balance of these options is comprised of the opening balance of 782,400 options less 18,000 options which lapsed during the year. The options were granted under the employee share option plan on 4 January 2012 and subsequently issued on 27 January 2012. These options comprised of 823,300 options with an exercise price of $1.85 and an expiry date of 26 January 2017.

Employees will only be able to exercise the options allocated to them if they meet certain performance criteria. Details of the employee share option plan for the consolidated entity are as follows:

Balance at the beginning of the year ‐ granted ‐ exercised ‐ lapsed Balance at end of year (i) Vested and exercisable at the end of the year	Number of Weighted Number of Weighted Employee Options Average Employee Options Average Exercise Price Exercise Price 5,443,733 1.35 5,335,667 1.22 ‐ ‐ 823,200 1.85 (540,668) 0.74 (484,669) 0.96 (223,000) 2.07 (230,465) 1.78 2012 2013
	4,680,065 1.39 5,443,733 1.35
	3,155,243 1.32 2,320,000 1.18

i) The weighted average remaining contractual life for the share options outstanding as at 30 June 2013 is 2.51 years (2012: 3.29 years).

The following tables summarises information about options exercised by employees during the year:

2013 Number of Grant Exercise Expiry Options Date Date Date 300,000 31 Jan 09 17 Oct 12 31 Jan 14 22,334 31 Jan 09 17 Dec 12 31 Jan 14 51,000 15 Feb 10 20 Sep 12 14 Feb 15 55,000 15 Feb 10 17 Dec 12 14 Feb 15 6,000 16 Jul 10 20 Sep 12 15 Jul 15 36,000 16 Jul 10 17 Oct 12 15 Jul 15 18,667 25 Jan 11 20 Sep 12 24 Jan 16 31,667 25 Jan 11 17 Oct 12 24 Jan 16 20,000 25 Jan 11 17 Dec 12 24 Jan 16	Weighted Average Proceeds from Number of Shares Issue Date of the Exercise Price Shares Issued Issued Shares $ $ 0.42 126,000 300,000 17 Oct 12 0.42 9,380 22,334 17 Dec 12 1.09 55,590 51,000 20 Sep 12 1.09 59,950 55,000 17 Dec 12 1.21 7,260 6,000 20 Sep 12 1.21 43,560 36,000 17 Oct 12 1.43 26,694 18,667 20 Sep 12 1.43 45,284 31,667 17 Oct 12 1.43 28,600 20,000 17 Dec 12	Fair Value of Shares Issued $ 1.87 1.68 1.89 1.68 1.89 1.87 1.89 1.87 1.68
540,668	0.74 402,318 540,668	1.84

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 29: EMPLOYEE BENEFITS (continued)

NOTE 29: EMPLOYEE BENEFITS (continued)
2012 Number of Grant Exercise Expiry Options Date Date Date 75,000 25 Oct 06 12 Sep 11 24 Oct 11 50,000 25 Oct 06 20 Oct 11 24 Oct 11 118,334 31 Jan 09 4 Aug 11 31 Jan 14 25,000 31 Jan 09 19 Aug 11 31 Jan 14 20,000 31 Jan 09 20 Oct 11 31 Jan 14 16,000 15 Feb 10 19 Aug 11 14 Feb 15 6,000 15 Feb 10 12 Sep 11 14 Feb 15 8,000 15 Feb 10 20 Oct 11 14 Feb 15 55,000 15 Feb 10 23 Nov 11 14 Feb 15 53,334 15 Feb 10 24 Feb 12 14 Feb 15 6,000 16 Jul 10 20 Oct 11 15 Jul 15 12,000 16 Jul 10 23 Nov 11 15 Jul 15 6,000 25 Jan 11 12 Sep 11 24 Jan 16 4,667 25 Jan 11 20 Oct 11 24 Jan 16 6,667 25 Jan 11 23 Nov 11 24 Jan 16 22,667 25 Jan 11 24 Feb 12 24 Jan 16	Weighted Average Proceeds from Number of Shares Issue Date of the Exercise Price Shares Issued Issued Shares $ $ 1.32 99,000 75,000 12 Sep 11 1.32 66,000 50,000 20 Oct 11 0.42 49,700 118,334 4 Aug 11 0.42 10,500 25,000 19 Aug 11 0.42 8,400 20,000 20 Oct 11 1.09 17,440 16,000 19 Aug 11 1.09 6,540 6,000 12 Sep 11 1.09 8,720 8,000 20 Oct 11 1.09 59,950 55,000 23 Nov 11 1.09 58,134 53,334 24 Feb 12 1.21 7,260 6,000 20 Oct 11 1.21 14,520 12,000 23 Nov 11 1.43 8,580 6,000 12 Sep 11 1.43 6,674 4,667 20 Oct 11 1.43 9,534 6,667 23 Nov 11 1.43 32,414 22,667 24 Feb 12	Fair Value of Shares Issued $ 1.74 1.67 1.37 1.38 1.67 1.38 1.74 1.67 1.92 2.00 1.67 1.92 1.74 1.67 1.92 2.00
484,669	0.96 463,366 484,669	1.67

Fair value of the shares issued is estimated to be the market price of the shares of Resolute Mining Limited on the ASX as at close of trading on their respective issue dates.

The following table lists the key variables used in the option valuation:

	Options F	Options G	Options H Options I	Options J	Options K	Options L	Options M	Options N
Number of options at year end	51,000	194,999	450,000 39,000	135,000	2,000,000	915,666	130,000	764,400
Expected life of options (years) Original option exercise price ($) Share price at grant date ($) Value per option at grant date ($) Dividend yield (%) Expected volatility (%) Risk free interest rate (%)	0.00% 40% 7.00% 5 1.63 1.48 0.64	0.00% 50% 7.00% 5 0.42 0.38 0.20	0.00% 0.00% 50% 64% 7.00% 6.25% 5 5 1.09 1.21 0.99 1.08 0.49 0.61	0.00% 63% 6.25% 5 1.43 1.28 0.73	0.00% 63% 6.25% 5 1.36 1.22 0.70	0.00% 63% 6.25% 5 1.43 1.27 0.72	0.00% 63% 6.25% 5 1.18 1.13 0.66	0.00% 65% 3.50% 5 1.85 1.75 0.98

The expected life of the options is based on historical data and is not necessarily indicative of exercise patterns that may occur. The expected volatility reflects the assumption that the historical volatility is indicative of future trends, which may also not necessarily be the actual outcome. No other features of options granted were incorporated into the measurement of fair value.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 29: EMPLOYEE BENEFITS (continued)

The fair value of the options is measured at the grant date using the Black and Scholes option pricing model taking into account the terms and conditions upon which the instruments were granted. The services received and liabilities to pay for those services are recognised over the expected vesting period.

No options were granted during the year ended 30 June 2013. The weighted average fair value of options granted in the prior year ended 30 June 2012 was $0.98 per option.

c) Performance rights plan

A Performance Rights Plan was approved by shareholders and implemented in 2012. Details of the plan are outlined below:

Variable Remuneration – Long Term Incentive (LTI)

The objective of the LTI plan is to reward executives in a manner, which aligns this element of remuneration with the creation of shareholder wealth. As such LTIs are made to executives who are able to influence the generation of shareholder wealth and thus have an impact on the Company’s performance against the relevant long‐term performance hurdles.

Overview of the Company’s approach to Long Term Incentives

i) Grant Frequency and LTI quantum

KMP receive a new grant of Performance Rights every year and the LTI forms a key component of KMP Total Annual Remuneration. The LTI dollar value that KMP are entitled to receive is set at a fixed percentage of their fixed remuneration and equates to 75% of fixed remuneration for the Chief Executive Officer and 50% of fixed remuneration for the other KMP. This level of LTI is in line with current market practice. The number of Performance Rights to be granted is determined by dividing the LTI dollar value of the award by the fair value of a Performance Right on the allocation date.

ii) Performance Conditions

Performance conditions have been selected that reward KMP for creating shareholder value as determined via the change in the Company’s share price and via reserves/resources growth over a 3 year period.

The LTI performance is structured as follows:

Performance Rights will vest subject to meeting service and performance conditions as defined below:

• 75% of the Rights will be performance tested against the relative total shareholder return (“TSR”) measure over a 3 year period; and

• 25% of the Rights will be performance tested against the reserve/resource growth over a 3 year period.

iii) Performance period

Grants under the LTI need to serve a number of different purposes:

i) Act as a key retention tool; and,

ii) focus on future shareholder value generation.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 29: EMPLOYEE BENEFITS (continued)

Therefore, the awards under the LTI relate to a 3 year period and provide a structure that is focused on long term sustainable shareholder value generation.

The following table lists the key variables used in the valuation of performance rights:

Performance hurdle	Reserve and	TSR rights	Total
	resources rights
	(25% of Total)	(75% of Total)
Number of performance rights at year end	396,745	1,190,233	1,586,978
Underlying share price ($)	1.92	1.92	1.92
Exercise price ($)	‐	‐	‐
Risk free rate	2.74%	2.74%	2.74%
Volatility factor	50.00%	50.00%	50.00%
Dividend yield	2.50%	2.50%	2.50%
Period of the rights from grant date (years)	2.59	2.59	2.59
Effect of performance hurdles	Not reflected in	Reflected in valuation
	valuation due to non‐	through Monte Carlo
	market condition	simulation
Value of performance right at grant date	$1.80	$1.35	$1.4625

No performance rights were issued or outstanding in the year ended 30 June 2012.

NOTE 30: CONTINGENT LIABILITIES & COMMITMENTS

Contingent Liabilities

(a) Native Title Claims

Native title determination applications have been lodged with the National Native Title Tribunal established under the Native Title Act 1993 over areas of interest currently leased by the consolidated entity. Some of those claims have been accepted by the Tribunal. Acceptance of an application by the Tribunal is merely a preliminary step in the procedure established by the Native Title Act to determine whether or not native title exists. The final effect of these claims is not known and the claims are not currently affecting the mining and exploration projects of the consolidated entity.

(b) Tanzanian Tax Authorities

i) General

The operations and earnings of the Group continue, from time to time, to be affected to varying degrees by fiscal, legislative, regulatory and political developments, including those relating to environmental protection, in the countries in which the Group operates.

The industry in which the Group is engaged is also subject to physical risks of various types. The nature and frequency of these developments and events, not all of which are covered by insurance, as well as their effect on future operations and earnings, are unpredictable.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 30: CONTINGENT LIABILITIES & COMMITMENTS (continued)

ii) Indirect Taxes

• 1) As reported in prior periods, in February 2009 and again in April 2011, Mabangu Mining Limited (“MML”) received an assessment for US$4.700m from the Tanzanian Revenue Authority (“TRA”) who claim that MML has entered into a tax avoidance scheme by not following through with its initial intention of liquidating MML in 2006. The TRA claim that MML ceased the liquidation of MML to avoid paying withholding tax that they believe would have been payable if MML had been liquidated and its retained profits distributed to Resolute (Tanzania) Limited (“RTL”) in the form of a dividend. In MML’s opinion, the TRA assessment is fundamentally flawed and has no substance or foundation in fact. MML strongly disputes the validity of the assessment and believes there is no amount of withholding tax owing by MML to the TRA. MML has received professional advice confirming that even if MML were liquidated and its profits were distributed to RTL, no withholding tax is payable on dividends paid by one Tanzanian entity to another. MML will vigorously defend its position and has applied for a waiver of any deposit payable to the TRA ordinarily required to defend the claim. A letter of objection was sent to the TRA in March 2009 and again in April 2011 and a request to the Commissioner General for a waiver of the one third tax deposit was submitted. A response to this request is yet to be received. In May 2011, a hearing before the Tax Revenue Appeals Board was successful in barring the TRA taking any recovery measures while the issue is before the court.

In October 2011 the Tax Revenue Appeals Board decided in MML’s favour and ordered the TRA to determine our waiver application. However on appeal in August 2013 the Tax Tribunal decided, on a technicality, in favour of the TRA that they did not have to determine our deposit waiver application. In relation to this case MML successfully won appeals to both the Tax Revenue Appeals Board and the Tax Tribunal against agency orders issued by the TRA for collection of the US$4.7M and a TRA appeal to the Appeal Court is currently pending. Various further legal appeal options are being considered.

2) The TRA has changed its interpretation on the tax legislation relating to the fuel levy and fuel excise and duties ("fuel taxes"). The amount paid by RTL when it purchases fuel includes fuel taxes. The fuel supplier remits the fuel tax to the TRA, and as in a similar manner as is done with a Goods and Services Tax or a Value Added Tax, RTL then lodges a claim to claim back from the TRA the fuel taxes it has paid to the supplier.

Up until December 2005, the TRA refunded all of the fuel taxes paid by RTL. From January 2006 onwards, the TRA has changed its interpretation and has denied further refunding of fuel taxes if the fuel is used by a sub‐contractor.

The TRA had previously refunded 9.100b Tanzanian Shillings (“Tsh”) (or US$5.917m) of fuel taxes to RTL during the period from 1999 to 2005, but due to their new interpretation are now arguing they should not have. As a result, they demanded that the refunded amount be returned by RTL to the TRA by 3 October 2008, which did not occur.

RTL strongly disagrees with the TRA revised interpretation and it will continue to vigorously defend its position. The majority of the amounts sought by the TRA are “time barred” and can only be claimed from RTL if RTL has acted in a fraudulent manner. RTL has acted in accordance with the law. In addition, further protection is provided to RTL by its Mining Development Agreement, which limits the amount of fuel taxes to be paid by RTL.

In October 2008, RTL lodged an appeal against this demand and was ordered to pay a deposit equal to one third of the amount in dispute for the case to be heard by the Tax Revenue Appeals Board (expected to be in 2013/14). Up until 30 June 2013, RTL has paid 3.030b Tsh (or US$1.970m) as a deposit to have its appeal heard. These deposits are treated as a non‐current receivable.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 30: CONTINGENT LIABILITIES & COMMITMENTS (continued)

3) A Tsh 9.327b (US$6.081m) payment certificate was issued by TRA to RTL in July 2012 comprising Tsh 3.935b of alleged under remittance of withholding tax over the 2003 to 2010 period and Tsh 5.392b of related penalties / interest. In accordance with Tanzanian tax law, RTL withheld tax at the rate of 3% for payments made to offshore companies of a technical and managerial nature whilst the TRA has the view these services were “professional” in nature and hence attract the higher 15% or 20% rate. RTL strongly disputes the validity of the payment certificate and believes there is no amount of withholding tax owing by RTL to the TRA. RTL has received professional advice confirming the position taken by RTL is compliant with Tanzanian tax law. RTL will vigorously defend its position. An appeal against a payment certificate does not require payment of a deposit.

4) A Tsh 2.968b (US$1.935m) payment certificate was issued by the TRA to RTL in July 2012 comprising Tsh 2.181b of PAYE allegedly owing and Tsh 0.787b of penalties / interest. The dispute relates to the amount of PAYE remitted by RTL on the employment contracts for its expatriates working in Tanzania. The TRA alleges that the PAYE remitted by RTL on expatriate salaries is a fringe benefit and should also be taxed. RTL grosses up the expatriates’ net salaries to arrive at the correct gross salary and calculates the PAYE to be remitted to the TRA on the grossed up salary. The TRA’s position effectively double taxes a portion of the expatriates’ salaries. RTL strongly disputes the validity of the payment certificate and believes there is no amount of tax owing by RTL to the TRA. RTL has received professional advice confirming the position taken by RTL is compliant with Tanzanian tax law. RTL will vigorously defend its position. An appeal against a payment certificate does not require payment of a deposit and the initial preliminary hearing before the Tax Revenue Appeals Board took place in August 2013.

5) In January and February 2013, the TRA issued RTL with tax assessments in value of US$36.820m (A$40.258m) relating to income tax and interest allegedly owing from the 1998 to 2010 financial years. The assessments purport to deny/disallow deductions claimed in the past income tax returns. RTL and its advisor strongly disagree with the TRA’s interpretations in all aspects and have submitted a response to the TRA’s assessment explaining why the amounts are not payable. RTL is in the process of lodging a US$5.900m deposit (in the form of VAT offsets of a minimum of US$2.400m and cash of a maximum of US$3.500m paid in equal monthly instalments between May and October 2013) to have its appeal against this assessment heard. The balance of the assessed amount has not been provided for in the June 2013 accounts. A date for the appeal to be heard is yet to be set.

(c) Tanesco Electricity Supply Contract

Tanesco (the Tanzanian national electricity provider) provides electricity to RTL pursuant to an Electricity Supply Agreement. The Agreement refers to an annual price escalation formula containing escalation factors that are open to interpretation. Pursuant to Tanesco’s interpretation of the escalation formula, 4.700b Tsh (USD$3.064m) relating to amounts in excess of the general Tanzanian public rate covering the period from 1 January 2008 to 30 June 2008 was invoiced to RTL. The rates charged by Tanesco in their invoice were significantly higher than the general Tanzanian public rate. The amount recognised by RTL reflected the amounts payable to Tanesco by RTL if it had terminated the Agreement and elected to receive and pay for electricity under the general Tanzanian public rate.

Since 1 July 2008, RTL has continued to pay (or accrue) the electricity costs at the general Tanzanian public rate, as both Tanesco and RTL have agreed that while rate negotiations are ongoing, RTL will continue to pay the general Tanzanian public rate. The difference between the billed rate and the general Tanzanian public rate for electricity used by RTL between 1 July 2008 to 30 June 2009, which has not been accrued for or paid, is approximately 3.800b Tsh (or US$2.478m), bringing the total unrecognised amount in dispute to 8.500b Tsh (US$5.542m).

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 30: CONTINGENT LIABILITIES & COMMITMENTS (continued)

Commitments

(a) Randgold/Syama Royalty

Pursuant to the terms of the Syama Sale and Purchase agreement, Randgold Resources Limited will receive a royalty on Syama production, where the gold price exceeds US$350 per ounce, of US$10 per ounce on the first million ounces of gold production attributable to Resolute Mining Limited (“RML”) and US$5 per ounce on the next three million attributable ounces of gold production.

(b) Nyakafuru Royalty

Resolute will be required to pay a royalty of US$10 per ounce for each additional resource ounce, attributable to the former Iamgold 34% interest that is proven up on the project, up to a total cap of US$3.75m.

NOTE 31: EARNINGS PER SHARE (EPS)

Basic earnings per share Profit attributable to ordinary equity holders of the parent for basic earnings per share ($'000) Weighted average number of ordinary shares outstanding during the period used in the calculation of basic EPS Basic EPS (cents per share) Diluted earnings per share Profit used in calculation of basic earnings per share ($'000) Weighted average number of ordinary shares outstanding during the period used in the calculation of basic EPS Weighted average number of notional shares used in determining diluted EPS Weighted average number of ordinary shares outstanding during the period used in the calculation of diluted EPS Number of potential ordinary shares that are not dilutive and hence not included in calculation of diluted EPS Diluted EPS (cents per share)

Jun‐13 Jun‐12 84,878 105,103 638,425,204 564,360,652 13.29 18.62 84,878 105,103 638,425,204 564,360,652 1,805,281 87,044,675 Consolidated

640,230,485 651,405,327 1,866,066 977,400 13.26 16.13

Between the reporting date and the date of completion of these financial statements there have been the following transactions involving ordinary shares or potential ordinary shares:

• a) On 1 July 2013, 2,359,773 performance rights were granted and issued vesting over 3 years with a strike price of $nil. A further 1,225,455 performance rights were granted to P. Sullivan on 1 July 2013 subject to shareholder approval, which have a strike price of $nil.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 31: EARNINGS PER SHARE (EPS) (continued)

Information on the classification of securities

• i) Options

• Options granted to employees (including KMP) as described in Note 29 are considered to be potential ordinary shares and have been included in the determination of diluted earnings per share to the extent they are dilutive. These options have not been included in the determination of basic earnings per share.

• ii) Performance rights

• Performance rights granted to employees (including KMP) as described in Note 29, are considered to be potential ordinary shares and have been included in the determination of diluted earnings per share. The performance rights have not been included in the determination of basic earnings per share.

• iii) Convertible notes

Convertible notes are considered to be potential ordinary shares and have been included in the determination of diluted earnings per share. The convertible notes have not been included in the determination of basic earnings per share.

NOTE 32: KEY MANAGEMENT PERSONNEL

(a) Key management personnel

(i) Directors

P. Huston Non‐Executive Chairman P. Sullivan Director and Chief Executive Officer T. Ford Non‐Executive Director H. Price Non‐Executive Director

(ii) Executives

• G. Fitzgerald General Manager ‐ Finance & Administration and Company Secretary P. Beilby General Manager ‐ Operations

• P. Venn General Manager ‐ Business Development

(b) Compensation of key management personnel

Details of remuneration provided to key management personnel are as follows:

	Consolidated
Short‐term employee benefits Post‐employment benefits Long‐term employment benefits Share‐based payments	2013 2012 $ $ 2,699,423 2,298,045 127,744 255,951 46,810 102,104 845,989 666,817
	3,719,966 3,322,917

102

NOTES TO THE FINANCIAL STATEMENTS

NOTE 32: KEY MANAGEMENT PERSONNEL (continued)

(a) Details of option holdings of key management personnel are as follows

2013	Options type	Balance at the	Granted during	Exercised	Lapsed during the	Acquired during	Balance at the end	Vested and exercisable at the end of the	Vested and exercisable at the end of the	Value of options
		start of the	the year as	during the year	year (ii)	the year	of the year	year		exercised during
		year	compensation							the year
								No.	%	$
Directors
P. Sullivan	Unlisted	2,000,000	‐	‐	‐	‐	2,000,000	666,667	33.33	‐
Officers
G. Fitzgerald (i)	Unlisted	475,000	‐	(150,000)	(75,000)	‐	250,000	176,667	70.67	217,500
P. Beilby	Unlisted	250,000	‐	‐	‐	‐	250,000	176,667	70.67	‐
P. Venn	Unlisted	475,000	‐	‐	(24,000)	‐	451,000	377,667	83.74	‐

103

NOTES TO THE FINANCIAL STATEMENTS

NOTE 32: KEY MANAGEMENT PERSONNEL (continued)

2012	Options type	Balance at the	Granted during	Grant date	Fair value of options	Total fair value	First exercise date	Expiry & last	Exercise price of	Exercised during	Lapsed during the		Acquired	Balance at	Granted &	Vested and exercisable at	Vested and exercisable at	Value of options exercised
		start of the	the year as		at grant date	of options at	of options granted	exercise date of	options granted	the year	year		during the	the end of	vested during	the end of the year		during the year
		year	compensation			grant date	during the year	options granted	during the year				year	the year	the year
			(vii)					during the year
					$	$			$						No.	No.	%	$
Directors
P. Huston (iv)	Listed	26,761	‐	‐	‐	‐	‐	‐	‐	(26,761)		‐	‐	‐	‐	‐	‐	28,099
P. Sullivan	Unlisted	2,000,000	‐	‐	‐	‐	‐	‐	‐	‐		‐	‐	2,000,000	‐	666,667	33.33	‐
P. Sullivan (v)	Listed	133,333	‐	‐	‐	‐	‐	‐	‐	(133,333)		‐	‐	‐	‐	‐	‐	140,000
T. Ford (v)	Listed	133,333	‐	‐	‐	‐	‐	‐	‐	(133,333)		‐	‐	‐	‐	‐	‐	140,000
H. Price (vi)	Listed	67,554	‐	‐	‐	‐	‐	‐	‐	(67,554)		‐	‐	‐	‐	‐	‐	70,932
Officers
G. Fitzgerald	Unlisted	415,000	60,000	27 Jan 2012	0.98	58,800	27 Jul 2012	26 Jan 2017	1.85	‐		‐	‐	475,000	‐	318,333	67.02	‐
P. Beilby	Unlisted	190,000	60,000	27 Jan 2012	0.98	58,800	27 Jul 2012	26 Jan 2017	1.85	‐		‐	‐	250,000	‐	93,333	37.33	‐
P. Venn	Unlisted	415,000	60,000	27 Jan 2012	0.98	58,800	27 Jul 2012	26 Jan 2017	1.85	‐		‐	‐	475,000	‐	318,333	67.02	‐
P. Venn	Listed	5,000	‐	‐	‐	‐	‐	‐	‐	(5,000)		‐	‐	‐	‐	‐	‐	5,250

104

NOTES TO THE FINANCIAL STATEMENTS

NOTE 32: KEY MANAGEMENT PERSONNEL (continued)

Details of performance rights holdings of key management personnel are as follows:

Granted during	Grant date	Fair value of	Total fair value of	Vesting date	Expiry of	Exercise price of	Balance at the end
the year as		performance	performance rights		performance rights	performance rights	of the year
compensation		rights at grant	at grant date			granted during the
		date (iii)				year
		$	$			$
546,875	27 Nov 2012	1.46	266,602	30 Jun 2015	27 Nov 2017	$nil	546,875
200,521	27 Nov 2012	1.46	97,754	30 Jun 2015	27 Nov 2017	$nil	200,521
229,167	27 Nov 2012	1.46	111,719	30 Jun 2015	27 Nov 2017	$nil	229,167
174,479	27 Nov 2012	1.46	85,059	30 Jun 2015	27 Nov 2017	$nil	174,479

2012

There were no performance rights in place for the year ended 30 June 2012.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 32: KEY MANAGEMENT PERSONNEL (continued)

• (i) On 17 October 2012, 150,000 unlisted options were exercised at a price of $0.42 per option. In each instance of exercising options, one ordinary share was issued for each option exercised. There were no unpaid amounts relating to any ordinary shares acquired through the exercise of options.

• (ii) The value of options at the date of lapse was $nil.

• (iii) Performance rights vest over a 3 year period. On the date of calculating the number of performance rights to be allocated to KMP, the fair value of a performance right was $0.96. By the time the performance rights were granted on 27 November 2012, the fair value of the performance rights had increased to $1.4625 each resulting in an LTI expense that is higher than that anticipated on the allocation date.

• (iv) On 31 December 2011, 26,761 listed options were exercised at a price of $0.60 per option. In each instance of exercising options, one ordinary share was issued for each option exercised. There were no unpaid amounts relating to any ordinary shares acquired through the exercise of options.

• (v) On 31 December 2011, 133,333 listed options were exercised at a price of $0.60 per option. In each instance of exercising options, one ordinary share was issued for each option exercised. There were no unpaid amounts relating to any ordinary shares acquired through the exercise of options.

• (vi) On 31 December 2011, 67,554 listed options were exercised at a price of $0.60 per option. In each instance of exercising options, one ordinary share was issued for each option exercised. There were no unpaid amounts relating to any ordinary shares acquired through the exercise of options.

• (vii) Options granted vest in accordance with the Resolute Mining Limited Employee Share Option Plan following the review by the relevant supervisor of the key management personnel’s performance. For details on the valuation of the options, including models and assumptions used, refer to Note 29(b). The percentage of options granted during the financial year that also vested during the financial year is nil (2012: nil). None of these options were forfeited during the financial year.

• (viii) Performance rights vest in accordance with the Resolute Mining Limited Remuneration Policy and Equity Incentive Plan which outline the key performance indicators that need to be satisfied. For details on the valuation of the performance rights, including models and assumptions used, refer to Note 29(c). The percentage of performance rights granted during the financial year that also vested during the financial year is nil. No performance rights were forfeited during the financial year.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 32: KEY MANAGEMENT PERSONNEL (continued)

(f) Details of share holdings of key management personnel are as follows:

2013	Balance at the	Received during	Other changes	Balance at the end of
	start of the	the year on the	during the year	the year
	year	exercise of
		options
Directors
P. Huston	428,182	‐	‐	428,182
P. Sullivan (i)	3,507,448	‐	(500,000)	3,007,448
T. Ford	464,648	‐	‐	464,648
H. Price	194,745	‐	‐	194,745
Officers
G. Fitzgerald (ii)	‐	150,000	(150,000)	‐
P. Beilby	20,000	‐	‐	20,000
P. Venn	5,000	‐	‐	5,000
2012	Balance at the	Received during	Other changes	Balance at the end of
	start of the	the year on the	during the year	the year
	year	exercise of
		options
Directors
P. Huston	401,421	‐	26,761	428,182
P. Sullivan (iii)	3,174,115	‐	333,333	3,507,448
T. Ford (iii)	131,315	‐	333,333	464,648
H. Price (iii)	27,191	‐	167,554	194,745
Officers
G. Fitzgerald	‐	‐	‐	‐
P. Beilby	8,000	‐	12,000	20,000
P. Venn	‐	‐	5,000	5,000

(i) Shares were disposed of during the year at the prevailing market price. No amounts remain unpaid as at 30 June 2013.

(ii) Shares were acquired from the exercise of options, and were sold at the prevailing market price. No amounts remain unpaid as at 30 June 2013.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 32: KEY MANAGEMENT PERSONNEL (continued)

• (iii) In the year ended 30 June 2012, the directors were issued the following shares as a result of the conversion of convertible notes and/or the exercise of listed options. The convertible notes had a face value of $0.50 each, and were convertible on a 1 for 1 basis. The listed options had a strike price of $0.60 each.

Directors P. Huston P. Sullivan T. Ford H. Price	‐ 26,761 200,000 133,333 200,000 133,333 100,000 67,554 Exercise of listed options Conversion of convertible notes
	500,000 360,981

• (c) Details of convertibles note holdings of key management personnel were as follows:

2012	Balance at the	Acquired	Conversions	Balance at the
	start of the	during the year	during the year	end of the year
	year
Directors
P. Huston	‐	‐	‐	‐
P. Sullivan	200,000	‐	(200,000)	‐
T. Ford	200,000	‐	(200,000)	‐
H. Price	100,000	‐	(100,000)	‐
Officers
G. Fitzgerald	‐	‐	‐	‐
P. Beilby	‐	‐	‐	‐
P. Venn	‐	‐	‐	‐

The convertible notes were acquired through participation in a capital raising. No convertible notes are held by key management personnel as at 30 June 2013.

NOTE 33: OPERATING SEGMENTS

The Group has identified three operating segments based on the internal reports that are reviewed and used by the chief executive officer and his management team (the chief operating decision maker) in assessing performance and in determining the allocation of resources.

The operating segments are identified by management as being operating mine sites. Each of the mine sites are managed separately and they operate in different regulatory and economic environments.

The principal activities of each operating segment are gold mining and prospecting and exploration for minerals.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 33: OPERATING SEGMENTS (continued)

Information regarding the operations of each reportable segment is included below. Performance is measured based on gold sold and cost of production per ounce. Management believe that such information is the most relevant in evaluating the results of certain segments relative to other entities that operate within the gold mining industry.

The accounting policies used by the Group in reporting segments are the same as those used in the preparation of financial statements.

Inter‐entity gold sales are recognised based on the prevailing spot price. The price is aimed to reflect what the segment would have achieved if it sold its gold to external parties at arm’s length.

Income tax expense is calculated based on the segment operating net profit using a notional charge of the respective tax jurisdiction. No effect is given for taxable or deductible temporary differences.

The following items and associated assets and liabilities are not allocated to operating segments as they are not considered part of the core operations of any segment:

• Realised and unrealised treasury transactions, including derivative contract transactions;

• Finance costs ‐ including adjustments on provisions due to discounting; and,

• Net gains/losses on disposal of available‐for‐sale investments.

109

NOTES TO THE FINANCIAL STATEMENTS

NOTE 33: OPERATING SEGMENTS (continued)

NOTE 33: OPERATING SEGMENTS (continued)
For the year ended 30 June 2013 Revenue Gold and silver sales at spot to external customers (a) Total segment gold sales revenue Cash costs Depreciation and amortisation Other operating costs (including gold in circuit movement) Other corporate/admin costs Segment operating result before treasury, other income/(expenses) and tax Other income Exploration and business development expenditure Finance costs Share of associates' losses, asset impairment expenses and fair value movement on convertible notes Segment operating result before treasury and tax Treasury ‐ realised gains Treasury ‐ unrealised gains Tax expense Profit/(loss) for the period	RAVENSWOOD GOLDEN PRIDE SYAMA CORP/OTHER TREASURY TOTAL (AUSTRALIA) (TANZANIA) (MALI) $'000 $'000 $'000 $'000 $'000 $'000 221,867 145,381 251,043 ‐ 311 618,602 UNALLOCATED(b)
	221,867 145,381 251,043 ‐ 311 618,602 (107,870) (89,585) (156,114) ‐ ‐ (353,569) (36,172) (6,537) (21,151) ‐ ‐ (63,860) (11,875) 4,015 3,175 (2,101) ‐ (6,786) (68) ‐ ‐ (2,038) ‐ (2,106)
	65,882 53,274 76,953 (4,139) 311 192,281 17 ‐ ‐ 3,781 3,205 7,003 (5,553) (5,651) (4,210) (5,203) ‐ (20,617) ‐ ‐ ‐ ‐ (4,130) (4,130) ‐ ‐ ‐ (79,300) ‐ (79,300)
	60,346 47,623 72,743 (84,861) (614) 95,237 ‐ ‐ ‐ ‐ 483 483 ‐ ‐ ‐ ‐ 32,763 32,763 ‐ (17,561) (3,756) (1,723) ‐ (23,040)
	60,346 30,062 68,987 (86,584) 32,632 105,443

110

NOTES TO THE FINANCIAL STATEMENTS

NOTE 33: OPERATING SEGMENTS (continued)

NOTE 33: OPERATING SEGMENTS (continued)
For the year ended 30 June 2013	RAVENSWOOD GOLDEN PRIDE SYAMA CORP/OTHER TREASURY (AUSTRALIA) (TANZANIA) (MALI) $'000 $'000 $'000 $'000 $'000 UNALLOCATED(b)	UNALLOCATED(b)	TOTAL $'000
Cash flow by segment, including gold bullion, and gold shipped but unsold and held in metal accounts Reconciliation of cash flow by segment to the cash flow statement: Movement in gold shipped but unsold and held in metal accounts Mark to market movement in gold unsold Prior period Other Financial Assets ‐ Restricted Cash used to acquire‐‐‐ ‐‐‐Available For Sale Financial Assets Movement in bank overdraft Exchange rate adjustment Movement in cash and cash equivalents per consolidated cash flow statement Capital expenditure Segment assets Segment liabilities	63,971 54,236 (88,720) (149,023) 26,009 30,187 1,159 112,274 305 ‐		(93,527) 1,438 3,967 42,758 (25,921) (723)
			(72,008)
			143,925
	126,185 70,687 593,166 114,581 ‐		904,619
	46,503 33,421 98,380 6,706 61,006		246,016

111

NOTES TO THE FINANCIAL STATEMENTS

NOTE 33: OPERATING SEGMENTS (continued)

For the year ended 30 June 2012 Revenue Gold and silver sales at spot to external customers (a) Total segment gold sales revenue Cash costs Depreciation and amortisation Other operating costs (including gold in circuit movement) Other corporate/admin costs Segment operating result before treasury, other income/(expenses) and tax Other income Exploration and business development expenditure Finance costs Share of associates' losses and asset impairment expenses Segment operating result before treasury and tax Treasury ‐ realised losses Treasury ‐ unrealised losses Income tax (expense)/benefit Profit/(loss) for the year	RAVENSWOOD GOLDEN PRIDE SYAMA CORP/OTHER TREASURY TOTAL (AUSTRALIA) (TANZANIA) (MALI) $'000 $'000 $'000 $'000 $'000 $'000 225,056 155,281 196,373 ‐ ‐ 576,710 UNALLOCATED(b)
	225,056 155,281 196,373 ‐ ‐ 576,710 (104,292) (84,953) (113,859) ‐ ‐ (303,104) (29,637) (5,945) (37,639) ‐ ‐ (73,221) (14,829) 8,089 9,958 (1,174) ‐ 2,044 ‐ ‐ ‐ (4,304) ‐ (4,304)
	76,298 72,472 54,833 (5,478) ‐ 198,125 ‐ ‐ ‐ 87 1,504 1,591 (4,630) (3,971) (4,846) (2,430) ‐ (15,877) ‐ ‐ ‐ ‐ (11,970) (11,970) ‐ ‐ ‐ (4,070) ‐ (4,070)
	71,668 68,501 49,987 (11,891) (10,466) 167,799 ‐ ‐ ‐ ‐ (175) (175) ‐ ‐ ‐ ‐ (43,194) (43,194) ‐ (22,661) ‐ 90 ‐ (22,571)
	71,668 45,840 49,987 (11,801) (53,835) 101,859

112

NOTES TO THE FINANCIAL STATEMENTS

NOTE 33: OPERATING SEGMENTS (continued)

NOTE 33: OPERATING SEGMENTS (continued)
For the year ended 30 June 2012	RAVENSWOOD GOLDEN PRIDE SYAMA CORP/OTHER TREASURY TOTAL (AUSTRALIA) (TANZANIA) (MALI) $'000 $'000 $'000 $'000 $'000 $'000 UNALLOCATED(b)
Cash flow by segment, including receivables ‐ gold bullion sales, and gold shipped but unsold and held in metal accounts Reconciliation of cash flow by segment to the cash flow statement: Movement in receivables ‐ gold bullion sales Movement in bank overdraft Movement in gold shipped but unsold and held in metal accounts Transfer to restricted cash and included in Other Financial Assets Mark to market movement in unsold gold Exchange rate adjustment Movement in cash and cash equivalents per consolidated cash flow statement Capital expenditure Segment assets Segment liabilities	72,613 54,043 46,236 (5,387) (59,212) 108,293 14,465 2,280 (44,456) (42,267) 1,156 1,231 40,702 27,488 426 24,585 220 ‐ 52,719
		40,702
		52,719
	124,776 73,418 358,645 107,660 4	664,503
	38,467 29,677 44,653 2,952 5,761	121,510

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 33: OPERATING SEGMENTS (continued)

• a) Revenue from external sales for each reportable segment is derived from several customers.

• b) This information does not represent an operating segment as defined by AASB 8, however this information is analysed in this format by the Chief Operating Decision Maker, and forms part of the reconciliation of the results and positions of the operating segments to the financial statements.

NOTE 34: FINANCIAL INSTRUMENTS AND FINANCIAL RISK MANAGEMENT

The Group's activities expose it to a variety of financial risks: market risk (including gold price risk, diesel fuel price risk, currency risk and interest rate risk), credit risk and liquidity risk. The Group's overall risk management program focuses on the unpredictability of financial markets and seeks, where considered appropriate, to minimise potential adverse effects on the financial performance of the Group. The Group may use derivative financial instruments to manage certain risk exposures. Derivatives have been used exclusively for managing financial risks, and not as trading or other speculative instruments.

Risk management is carried out by the Group's Financial Risk Management Committee under policies approved by the Board of Directors. The Financial Risk Management Committee identifies, evaluates and manages financial risks as deemed appropriate. The Board provides guidance for overall risk management, including guidance on specific areas, such as mitigating commodity price, foreign exchange, interest rate and credit risks, and derivative financial instrument risk.

(a) Market risk

Use of derivative instruments to assist in managing gold price risk

The Group is exposed to movements in the gold price. As part of the risk management policy of the Group and in compliance with the conditions required by the Group’s financiers, a variety of financial instruments (such as gold forward sales contracts, gold call options and gold put options) may be used from time to time to reduce exposure to unpredictable fluctuations in the project life revenue streams. Within this context, the programs undertaken are structured with the objective of retaining as much upside to the gold price as possible, but in any event, by limiting derivative commitments to no more than 50% of the Group’s gold reserves. The value of these financial instruments at any given point in time, will in times of volatile market conditions, show substantial variation over the short term. The facilities provided by the Group's various counterparties do not contain margin calls. The Group does not hedge account for these instruments. No such instruments were in existence at reporting date.

No gold was delivered into forward sales contracts during the year or in the prior year.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 34: FINANCIAL INSTRUMENTS AND FINANCIAL RISK MANAGEMENT (continued)

Gold forwards and put options

2013

There were no gold forward or gold put option contracts outstanding as at 30 June 2013 (2012: nil).

Movements in fair value are accounted for through the consolidated statement of comprehensive income. From 1 July 2007, no contracts satisfied the criteria for hedge accounting.

Diesel fuel price risk

The Group is exposed to movements in the diesel fuel price. The costs incurred purchasing diesel fuel for use by the Group’s operations is significant. The Group's Financial Risk Management Committee continues to manage and monitor diesel fuel price risk. At present, the Group does not specifically hedge its exposure to diesel fuel price movements.

Foreign exchange currency risk

The Group receives multiple currency proceeds on the sale of its gold production and significant costs for the Syama Gold Project and the Golden Pride Project are denominated in AUD, USD and the local currencies of those operations, and as such movements within these currencies expose the Group to exchange rate risk.

Foreign exchange risk arises from future commercial transactions and recognised assets and liabilities denominated in a currency that is not the entity’s functional currency. The risk can be measured by performing a sensitivity analysis that quantifies the impact of different assumed exchange rates on the Group’s forecast cash flows.

The Group's Financial Risk Management Committee continues to manage and monitor foreign exchange currency risk. At present, the Group does not specifically hedge its exposure to foreign currency exchange rate movements.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 34: FINANCIAL INSTRUMENTS AND FINANCIAL RISK MANAGEMENT (continued)

The Group’s exposure to foreign exchange currency risk at the reporting date was as follows:

2013
	United
	States	Australian	Tanzanian	Pounds		No foreign
	Dollars	Dollars	Shillings	Stirling	Other	currency risk	Total
	A$'000	A$'000	A$'000	A$'000	A$'000	A$'000	A$'000
Financial Assets
Cash	92	36	143	‐	39	2,730	3,040
Receivables	1,914	13	4,722	‐	‐	4,373	11,022
Available for sale financial assets	‐	‐	‐	27,892	‐	1,017	28,909
Other financial assets	‐	‐	‐	‐	‐	64,788	64,788
	2,006	49	4,865	27,892	39	72,908	107,759
Financial Liabilities
Payables	1,241	9,980	2,585	‐	723	56,800	71,329
Interest bearing liabilities (i)	53,807	‐	‐	‐	‐	37,518	91,325
	55,048	9,980	2,585	‐	723	94,318	162,654

2012
	United
	States	Australian	Tanzanian	Pounds		No foreign
	Dollars	Dollars	Shillings	Stirling	Other	currency risk	Total
	A$'000	A$'000	A$'000	A$'000	A$'000	A$'000	A$'000
Financial Assets
Cash	2,641	184	114	‐	46	45,419	48,404
Other financial assets ‐ restricted cash	‐	‐	‐	42,267	‐	‐	42,267
Receivables	‐	12	4,247	‐	‐	3,841	8,100
Available for sale financial assets	‐	‐	‐	‐	‐	374	374
Financial derivative assets	‐	‐	‐	2,364	‐	‐	2,364
	2,641	196	4,361	44,631	46	49,634	101,509
Financial Liabilities
Payables	4,675	3,043	16	‐	2,251	32,963	42,948
Interest bearing liabilities (i)	‐	‐	‐	‐	‐	11,020	11,020
	4,675	3,043	16	‐	2,251	43,983	53,968

(i) Several of the intercompany balances between Group entities create foreign exchange differences which have historically been material and are not eliminated from the Group’s consolidated statement of comprehensive income (Refer to note 2(j)). Those intercompany balances are not shown here as they are eliminated from the Group’s consolidated statement of financial position. Refer to the table below for the significant intercompany balances outstanding at 30 June 2013.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 34: FINANCIAL INSTRUMENTS AND FINANCIAL RISK MANAGEMENT (continued)

Facility currency denomination Functional Currency of the borrower Resolute Mining Limited (beneficiary)/Resolute (Somisy) Limited AUD Central African Francs Resolute (Tanzania) Limited and its controlled entities (beneficiary)/Resolute Pty Ltd USD AUD Resolute Treasury Pty Ltd and its controlled entity GBP GBP	2013 $'000 2012 $'000 456,502 407,594 200,209 159,162 56,001 ‐ AUD equivalent
	712,712 566,756

(b) Interest rate risk

The Group’s main interest rate risk arises from long term borrowings. Borrowings issued at variable rates expose the Group to cash flow interest rate risk. For the 2013 and 2012 financial years, the majority of the Group’s borrowings have been denominated in USD, Central African Francs, and AUD.

The Group constantly analyses its interest rate exposure. Within this analysis consideration is given to the potential renewals of existing positions, alternative financing, alternative hedging positions and the mix of fixed and variable interest rates. There is no intention at this stage to enter into any interest rate swaps.

The following tables summarises the financial assets and liabilities of the Group, together with effective interest rates as at reporting date.

2013 Financial Assets Cash Receivables Available for sale financial assets Other financial assets Financial Liabilities Payables Interest bearing liabilities

Floating Non Interest Total Interest Bearing Rate < 1 Year 1 to 5 Years > 5 Years Floating Fixed $'000 $'000 $'000 $'000 $'000 $'000 3,040 ‐ ‐ ‐ ‐ 3,040 1.4% ‐ ‐ ‐ ‐ ‐ 11,022 11,022 ‐ ‐ ‐ ‐ ‐ ‐ 28,909 28,909 ‐ ‐ ‐ ‐ 64,788 ‐ ‐ 64,788 ‐ 8% 3,040 ‐ 64,788 ‐ 39,931 107,759 ‐ ‐ ‐ ‐ 71,329 71,329 ‐ ‐ ‐ 34,941 56,384 ‐ ‐ 91,325 ‐ 5.7% ‐ 34,941 56,384 ‐ 71,329 162,654 Fixed Interest Rate Average Interest Rate Maturing in

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 34: FINANCIAL INSTRUMENTS AND FINANCIAL RISK MANAGEMENT (continued)

2012 Financial Assets Cash Receivables Available for sale financial assets Financial derivative assets Other financial assets ‐ restricted cash Financial Liabilities Payables Interest bearing liabilities

Floating Non Interest Total Interest Bearing Rate < 1 Year 1 to 5 Years > 5 Years Floating Fixed $'000 $'000 $'000 $'000 $'000 $'000 8,404 40,000 ‐ ‐ ‐ 48,404 2.0% 5.4% ‐ ‐ ‐ ‐ 8,100 8,100 ‐ ‐ ‐ ‐ ‐ ‐ 374 374 ‐ ‐ ‐ ‐ ‐ ‐ 2,364 2,364 ‐ ‐ ‐ ‐ ‐ ‐ 42,267 42,267 ‐ ‐ 8,404 40,000 ‐ ‐ 53,105 101,509 ‐ ‐ ‐ ‐ 42,948 42,948 ‐ ‐ ‐ 7,878 3,142 ‐ ‐ 11,020 ‐ 8.0% ‐ 7,878 3,142 ‐ 42,948 53,968 Average Interest Rate Maturing in Fixed Interest Rate

(c) Credit risk exposure

The Group’s exposure to credit risk arises from potential default of the counterparty, with a maximum exposure equal to the carrying amount of the financial assets.

Credit risk is managed on a Group basis. Credit risk predominately arises from cash, cash equivalents, gold bullion held in metal accounts, derivative financial instruments, deposits with banks and financial institutions and receivables from statutory authorities. For derivative financial instruments, management mitigates some credit risk by using a number of different hedging counterparties.

Credit risk further arises in relation to financial guarantees given to certain parties. Such guarantees are only provided in exceptional circumstances and are subject to Financial Risk Management Committee approval. With the exception of those items disclosed in note 17, no guarantees have been provided to third parties as at reporting date.

The credit quality of financial assets that are neither past due nor impaired can be assessed by reference to external credit ratings (if available) or to historical information about counterparty default rates:

Cash at bank & short term deposits Counterparties with external credit ratings A BBB Counterparties without external credit ratings No rating Total cash at bank & short term deposits	2013 2012 $'000 $'000 2,173 48,180 618 ‐ 249 224 Consolidated
	3,040 48,404

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 34: FINANCIAL INSTRUMENTS AND FINANCIAL RISK MANAGEMENT (continued)

	2013 2012 $'000 $'000 Consolidated
Trade receivables Counterparties with external credit ratings AA+ AA B‐ Counterparties without external credit ratings _ Group 1 Group 2 Total trade receivables Other financial assets ‐ restricted cash* _Counterparties with external credit ratings BBB‐	1,064 1,067 ‐ 343 568 497 5,567 2,524 16,694 9,537 23,893 13,968 ‐ 42,267 ‐ 2,364 ‐ 2,364
Financial derivative assets Counterparties with external credit ratings BBB‐ Total financial derivative assets

• Group 1 refers to existing counterparties with no defaults in the past. Group 2 refers to existing counterparties where difficulty in recovering these debts in the past has been experienced.

(d) Liquidity risk

Prudent liquidity risk management implies maintaining sufficient cash and marketable securities, or having the availability of funding through an adequate amount of undrawn committed credit facilities.

As at 30 June 2013, the Group had $1.149m (AUD equivalent) (2012: $4.783m (AUD equivalent)) unused financing facilities.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 34: FINANCIAL INSTRUMENTS AND FINANCIAL RISK MANAGEMENT (continued)

The remaining contractual maturities of the Group’s financial liabilities, including future finance costs, are:

Liquidity analysis

Liquidity analysis
2013 Payables Interest bearing liabilities 2012 Payables Interest bearing liabilities	Less than 3 months 3 to 12 months 1 to 5 years Less finance charges Total 71,329 ‐ ‐ ‐ 71,329 32,642 4,625 59,890 (5,832) 91,325
	103,971 4,625 59,890 (5,832) 162,654
	Less than 3 months 3 to 12 months 1 to 5 years Less finance charges Total 42,948 ‐ ‐ ‐ 42,948 6,238 2,043 3,244 (505) 11,020
	49,186 2,043 3,244 (505) 53,968

(e) Instruments recognised at amounts other than fair value

The fair value of all the Group’s financial instruments recognised in the financial statements approximates or equals their carrying amounts.

(f) Fair values for instruments recognised at fair value

The Group uses various methods in estimating the fair value of a financial instrument. The methods comprise:

• Level 1 ‐ the fair value is calculated using quoted prices in active markets.

• Level 2 ‐ the fair value is estimated using inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (as prices) or indirectly (derived from prices).

• Level 3 ‐ the fair value is estimated using inputs for the asset or liability that are not based on observable market data.

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 34: FINANCIAL INSTRUMENTS AND FINANCIAL RISK MANAGEMENT (continued)

The fair value of the financial instruments as well as the methods used to estimate the fair value are summarised in the table below.

As at 30	June 2013		As at 30	June 2012
Quoted market	Valuation	Total	Quoted market	Valuation	Total
price (Level 1)	technique ‐ non		price (Level 1)	technique ‐
	market observable			market
	inputs (Level 3)			observable
				inputs (Level 2)

Financial assets* Available for sale financial assets Financial derivative assets Other financial assets	$'000 $'000 $'000 $'000 $'000 $'000
	28,909 ‐ 28,909 374 ‐ 374 ‐ ‐ ‐ ‐ 2,364 2,364 ‐ 64,788 64,788 ‐ ‐ ‐
	28,909 64,788 93,697 374 2,364 2,738

*The above table only includes financial instruments that require one of the abovementioned valuation techniques to determine fair value.

Quoted market price represents the fair value determined based on quoted prices on active markets as at the reporting date without any deduction for transaction costs. The fair value of the listed equity investments are based on quoted market prices.

For financial instruments not quoted in active markets, the Group uses a valuation technique such as present value techniques, comparison to similar instruments for which market observable prices exist and other relevant models used by market participants. These valuation techniques use both observable and unobservable market inputs.

The fair value of other debt and equity securities, as well as other investments that do not have an active market, are based on valuation techniques using market data that is not observable. Where the impact of credit risk on the fair value of a derivative is significant, and the inputs on credit risk are not observable, the derivative would be classified as based on non observable market inputs (Level 3).

The consolidated financial statements include holdings of convertible notes in Noble Mineral Resources Limited which are measured at fair value (refer to Note 6). Fair value is estimated using a discounted cash flow model which includes some assumptions that are not supportable by observable market prices for rates. The key judgemental assumptions used in the discounted cash flow model are gold price and pre‐tax discount rate. A significant change in these key assumptions, particularly gold price, would cause a significant change in the estimated discounted cash flows used in determining the fair value of this asset.

(g) Transfer between categories

There were no transfers between Level 1 and Level 2 during the year.

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NOTES TO THE FINANCIAL STATEMENTS

NOTE 34: FINANCIAL INSTRUMENTS AND FINANCIAL RISK MANAGEMENT (continued)

(h) Sensitivity analysis

The following table summarises the post tax effect of the sensitivity of the Group’s financial assets and financial liabilities on profit and equity at reporting date to interest rate risk, foreign exchange currency risk and gold price risk.

The sensitivity analysis below is based on movements that are reasonably possible in interest rates, foreign exchange currency rates and the gold price based on historical information and future expectations.

Consolidated 30 June 2013 Carrying Amount $'000 Financial Assets	Profit Equity Profit Equity Profit Equity Profit Equity Profit Equity Profit Equity $'000 $'000 $'000 $'000 $'000 $'000 $'000 $'000 $'000 $'000 $'000 $'000 Interest rate risk Foreign exchange risk Gold price risk ‐1% +1% ‐10% +10% ‐10% +10%
Cash and cash equivalents 3,040 Trade and other receivables 11,022 Available for sale financial assets 28,909	(15) (15) 15 15 24 24 (19) (19) ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ 368 368 (301) (301) ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ 2,169 2,169 (1,775) (1,775) (1,952) (1,952) 1,952 1,952
Other financial assets 64,788 Financial Liabilities	‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐
Payables 71,329 Interest bearing liabilities 91,325	‐ ‐ ‐ ‐ (888) (888) 876 876 ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ (4,252) (4,252) 3,479 3,479 ‐ ‐ ‐ ‐
Total increase/(decrease)	(15) (15) 15 15 (2,579) (2,579) 2,260 2,260 (1,952) (1,952) 1,952 1,952

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NOTES TO THE FINANCIAL STATEMENTS

NOTE 34: FINANCIAL INSTRUMENTS AND FINANCIAL RISK MANAGEMENT (continued)

Consolidated 30 June 2012 Carrying Amount $'000 Financial Assets Cash and cash equivalents 48,404 Trade and other receivables 8,100 Available for sale financial assets 374 Financial derivative assets 2,364 Other financial assets ‐ restricted cash 42,267 Financial Liabilities Payables 42,948 Interest bearing liabilities 11,020	Profit Equity Profit Equity Profit Equity Profit Equity Profit Equity Profit Equity $'000 $'000 $'000 $'000 $'000 $'000 $'000 $'000 $'000 $'000 $'000 $'000 (313) (313) 313 313 216 216 (176) (176) ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ 331 331 (271) (271) ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ 184 184 (150) (150) (2,959) (2,959) 2,959 2,959 ‐ ‐ ‐ ‐ 3,052 3,052 (2,497) (2,497) ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ (720) (720) 590 590 ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ ‐ Interest rate risk Foreign exchange risk Gold price risk ‐1% +1% ‐10% +10% ‐10% +10%
Total increase/(decrease)	(313) (313) 313 313 3,063 3,063 (2,504) (2,504) (2,959) (2,959) 2,959 2,959

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RESOLUTE MINING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2013
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NOTE 35: SUBSEQUENT EVENTS

On 1 July 2013, 2,359,773 performance rights were granted and issued vesting over 3 years with a strike price of $nil. A further 1,225,455 performance rights were granted to P. Sullivan on 1 July 2013 subject to shareholder approval, which have a strike price of $nil.

NOTE 36: PARENT ENTITY INFORMATION

Information relating to Resolute Mining Limited:

Information relating to Resolute Mining Limited:
Current assets Total assets Current liabilities Total liabilities Issued capital Retained earnings Share option equity reserve Employee equity benefits reserve Total shareholders equity Profit/(loss) of Resolute Mining Limited Total comprehensive profit/(loss) of Resolute Mining Limited	As at As at 30‐Jun‐13 30‐Jun‐12 $'000 $'000 926 103 515,131 413,006 556 455 55,230 460 380,225 368,047 67,657 33,874 5,987 5,987 6,018 4,626
	459,887 412,534
	65,383 (21,521) 65,383 (21,521)

Refer to Note 30 for the contingent liabilities and commitments of Resolute Mining Limited.

The parent company guarantee provided by the Resolute Mining Limited as outlined in Note 17(a) has a nil written down value as at 30 June 2013 (30 June 2012: $nil).

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RESOLUTE MINING LIMITED
DIRECTORS’ DECLARATION
FOR THE YEAR ENDED 30 JUNE 2013
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In accordance with a resolution of the directors of Resolute Mining Limited, I state that:

In the opinion of the directors:

• (a) The financial statements and notes of the consolidated entity are in accordance with the Corporations Act 2001 , including:

• (i) giving a true and fair view of the consolidated entity’s financial position as at 30 June 2013 and of its performance for the year ended on that date; and,

• (ii) complying with Australian Accounting Standards (including the Australian Accounting Interpretations) and the Corporations Regulations 2001;

• (b) the financial statements and notes also comply with International Financial Reporting Standards as disclosed in note 1(a);

• (c) there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable; and,

• (d) this declaration has been made after receiving the declarations required to be made to the directors in accordance with section 295A of the Corporations Act 2001 for the financial year ended 30 June 2013.

On behalf of the Board

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P.R. Sullivan Director

Perth, Western Australia 24 September 2013

125

Ernst & Young Tel: +61 8 9429 2222 11 Mounts Bay Road Fax: +61 8 9429 2436 Perth WA 6000 Australia ey.com/au GPO Box M939 Perth WA 6843

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Independent auditor's report to the members of Resolute Mining Ltd

Report on the financial report

We have audited the accompanying financial report of Resolute Mining Ltd, which comprises the consolidated statement of financial position as at 30 June 2013, the consolidated statement of comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended, notes comprising a summary of significant accounting policies and other explanatory information, and the directors' declaration of the consolidated entity comprising the company and the entities it controlled at the year's end or from time to time during the financial year.

Directors' responsibility for the financial report

The directors of the company are responsible for the preparation of the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal controls as the directors determine are necessary to enable the preparation of the financial report that is free from material misstatement, whether due to fraud or error. In Note 1(a), the directors also state, in accordance with Accounting Standard AASB 101 Presentation of Financial Statements , that the financial statements comply with International Financial Reporting Standards .

Auditor's responsibility

Our responsibility is to express an opinion on the financial report based on our audit. We conducted our audit in accordance with Australian Auditing Standards. Those standards require that we comply with relevant ethical requirements relating to audit engagements and plan and perform the audit to obtain reasonable assurance about whether the financial report is free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial report. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial report, whether due to fraud or error. In making those risk assessments, the auditor considers internal controls relevant to the entity's preparation and fair presentation of the financial report in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal controls. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the financial report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

PM:PS:RESOLUTE:027

A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislation

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Independence

In conducting our audit we have complied with the independence requirements of the Corporations Act 2001 . We have given to the directors of the company a written Auditor’s Independence Declaration, a copy of which is included in the directors’ report. We confirm that the Auditor’s Independence Declaration would be in the same terms if given to the directors as at the time of this auditor’s report.

Opinion

In our opinion:

• a. the financial report of Resolute Mining Ltd is in accordance with the Corporations Act 2001 , including:

• i giving a true and fair view of the consolidated entity's financial position as at 30 June 2013 and of its performance for the year ended on that date; and

• ii complying with Australian Accounting Standards and the Corporations Regulations 2001 ; and

• b. the financial report also complies with International Financial Reporting Standards as disclosed in Note 1(a).

Report on the remuneration report

We have audited the Remuneration Report included in the directors' report for the year ended 30 June 2013. The directors of the company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001 . Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.

Opinion

In our opinion, the Remuneration Report of Resolute Mining Ltd for the year ended 30 June 2013, complies with section 300A of the Corporations Act 2001 .

Ernst & Young

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Peter McIver Partner Perth

24 September 2013

PM:PS:RESOLUTE:027

A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislation

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RESOLUTE MINING LIMITED
SHAREHOLDER INFORMATION
FOR THE YEAR ENDED 30 JUNE 2013
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Substantial shareholders at 22 August 2013

	Number
	held	Percentage
Ordinary shares
ICM Limited (formerly Alliance Life Common Fund Ltd)	212,328,610	33.1%
Van Eck Associates Corporation	47,166,677	7.4%

Distribution of equity securities as at 31 Aug 2013

Size of Holding 1 ‐ 1,000 1,001 ‐ 5,000 5,001 ‐ 10,000 10,001 ‐ 100,000 100,001 ‐ and over Total equity security holders Number of equity security holders with less than a marketable parcel	Ordinary Shares 1,239 2,010 855 999 117
	5,220
	735

Voting rights

(a) Ordinary shares

Under the Company's Constitution, all ordinary shares issued by the Company carry one vote per share without restriction.

Twenty largest shareholders as at 31 August 2013

Name	Number of % of Issued Ordinary Shares Capital
1 J P Morgan Nominees Australia Limited 2 HSBC Custody Nominees Australia Limited 3 National Nominees Limited 4 J P Morgan Nominees Australia Limited 5 Citicorp Nominees Pty Ltd 6 BNP Paribas Nominess Pty Ltd 7 HSBC Custody Nominees Australia Limited 8 NEFCO Nominees Pty Ltd 9 HSBC Custody Nominees Australia Limited 10 AMP Life Limited 11 HSBC Custody Nominees Australia Limited 12 Hardrock Capital Pty Ltd 13 QIC Limited 14 Avanteos Investments Limited (Symetry Retire) 15 Citicorp Nominees Pty Ltd (Colonial First State) 16 SFB Investments Pty Ltd 17 Share Direct Nominees Pty Ltd 18 HSBC Custody Nominees Australia Limited 19 Forty Traders Limited 20 Guy David and Therese	211,638,534 33.02% 170,882,449 26.66% 111,224,372 17.35% 24,714,163 3.86% 17,684,670 2.76% 8,315,801 1.30% 5,518,632 0.86% 3,744,739 0.58% 3,410,299 0.53% 2,746,092 0.43% 2,395,192 0.37% 2,282,000 0.36% 1,948,957 0.30% 1,635,605 0.26% 1,594,810 0.25% 1,200,000 0.19% 1,179,008 0.18% 1,163,501 0.18% 1,081,158 0.17% 1,000,000 0.16%
	575,359,982 89.76%

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