Mine gold. Create value.

Annual Report 2017

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ASX:RSG | www.rml.com.au

Contents
Contents
FY17 Highlights	2
ManagingDirector’s Review	5
Board and Executives	8
Review of Operations	12
Ore Reserves	22

Mineral Resources	24
Sustainability	27
Governance	38
Risk Management	41
Fiscal Responsibility	44
Financial Report	45

Corporate Directory

Directors

Directors
Non-Executive Chairman	MJ Botha
Managing Director and CEO	JP Welborn
Non-Executive Director	HTS Price
Non-Executive Director	PR Sullivan
Non-Executive Director	M Potts
Non-Executive Director	Y Broughton

Home Exchange

Australian Securities Exchange Limited

Level 40, Central Park 152 St Georges Terrace Perth, Western Australia 6000 Quoted on the official list of the Australian Securities Exchange: ASX Ordinary Share Code: “RSG”

Company Secretary

A Stanton

Registered Office and Business Address Level 2, Australia Place 15-17 William Street 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: [email protected] ABN 39 097 088 689

Website

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

Share Registry

Securities on Issue (17/10/2017)

Ordinary Shares 741,477,595 Performance Rights 1,926,629

Auditor

Ernst & Young

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

Bankers

BDM-SA

Avenue Modibo-Keita BP 94 Bamako, Mali Africa

Citibank Limited

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

Computershare Investor Services Pty Limited

GPO Box 2975 Melbourne, Victoria 3001 Telephone: 1300 850 505 (within Australia) Telephone: +61 3 9415 4000 (outside Australia) Facsimile: + 61 3 9473 2500 Email: www.investorcentre.com/contact Web: www.computershare.com

Resolute Mining Limited | Annual Report 2017

Mine Gold. Create Value.

Resolute is a successful gold miner focused on creating long term value for shareholders. The Company is an experienced explorer, developer and operator having run nine gold mines across Australia and Africa which have produced 8 million ounces (Moz) of gold over the past 28 years. Resolute currently operates two mines, the Syama Gold Mine in Africa and the Ravenswood Gold Mine in Australia, and is one of the largest gold producers listed on the Australian Securities Exchange with FY18 guidance of 300,000 ounces (oz) of gold production at an All-In Sustaining Cost (AISC) of A$1,280 per ounce (US$960/oz).

Resolute’s flagship Syama Gold Mine in Mali is a robust long life asset comprising parallel sulphide and oxide processing plants. The Syama Underground mine development commenced in September 2016 and is expected to extend the mine life beyond 2028. Processing of sulphide open pit stocks will continue in financial year 2018 (FY18) while development of the large scale underground mine accelerates and underground development ore production increases.

The Ravenswood Gold Mine in Queensland demonstrates Resolute’s significant underground expertise in successfully mining the Mt Wright

ore body, where operations are expected to cease in late FY18. The Company’s next stage of development in Queensland is the return to large scale open pit mining at the Ravenswood Expansion Project which will extend the Company’s local operations for a further 13 years to at least 2029. The transition to open pit mining has commenced at Ravenswood with current mining activity at the Nolans East open pit.

In Ghana, the Company has completed a feasibility study on the Bibiani Gold Mine focused on the development of an underground operation requiring modest capital and using existing plant infrastructure.

Resolute is focused on growth through exploration and development and is active in reviewing new opportunities to build shareholder value. The Company is currently exploring over 6,600km[2] of potentially gold mineralised tenure in West Africa and Australia. In Mali, Resolute controls an extensive exploration footprint along the highly prospective Syama Shear. An increased budget of $38 million (M) in FY18 will allow accelerated drilling of key targets across active drilling programs in Mali, Ghana, Côte d’Ivoire and Australia.

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Resolute Mining Limited | Annual Report 2017

FY17 Highlights

Operations

Gold produced 329,834oz original guidance of 300,000oz

All-In Sustaining Cost A$1,132/oz original guidance of A$1,280/oz

Production at the Syama Gold Mine in Mali was sourced from the processing of stockpiled sulphide ore and the mining of oxide ore from satellite open pits.
Maintained steady production from Ravenswood Gold Mine in Queensland, Australia as the operation transitioned to open pit mining at Nolans East while the Mt Wright underground mine continues to extend mine life beyond expectations

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Gold Production (oz)
400,000
350,000
300,000
250,000
200,000
150,000
100,000
50,000
0
Jun-14 Jun-15 Jun-16 Jun-17
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All-In Sustaining Cost & Average Price Received
(A$/oz)
2,000
1,800
1,600
1,400
1,200
1,000
800
600
400
200
0
Jun-14 Jun-15 Jun-16 Jun-17
All-In Sustaining Cost (A$/oz) Average Price Received (A$/oz)
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Development

Syama Underground mine commenced development in September 2016 and is currently on schedule for completion of the sublevel cave development project in December 2018
Ravenswood Expansion Project (REP) declared as a ‘Prescribed Project’ by the Queensland Government
Regulatory approvals for recommencement of mining at Sarsfield obtained in March 2017

Exploration

Positive exploration results received from Nafolo, Tabakoroni and BA-01 highlighted underground mining opportunities that have potential to complement the existing Syama mine plan

Resolute Mining Limited | Annual Report 2017

Financials

Cash, bullion and listed investments 184% A$290M (US$223M)

Gross profit from operations A$177M (FY16: A$155M)

14%

FY17 Net profit after tax of A$166M (FY16: A$201M)
Revenue from gold and silver sales of A$541M (FY16: A$555M)
Return on equity of 49%
Diluted earnings per share of 18.61 cents
Net cash flows from operations of A$186M (FY16: A$193M)

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Cash & bullion net of debt (A$M)
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300
250
200
150
100
50
0
-50
-100
Jun-14 Jun-15 Jun-16 Jun-17
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Operating Cash Flow (A$M)

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250
200
150
100
50
0
Jun-14 Jun-15 Jun-16 Jun-17
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Net investing cash outflows of A$128M (FY16: A$43M)
Net financing cash inflows of A$136M (FY16: -A$79M)

Corporate

Appointment of Mr Martin Botha as Chairman replacing longstanding Chairman Mr Peter Huston
Appointment of Ms Lee-Anne de Bruin as Chief Financial Officer (CFO)
Appointment of Ms Yasmin Broughton and Mr Mark Potts as Non-Executive Directors
Successful institutional share placement raising A$150M in September 2016
Gold sale linked dividend policy established, featuring innovative option for shareholders to receive dividends in gold

Resolute Mining Limited | Annual Report 2017

Resolute’s ambition is to be a technology-driven, multi-mine, low cost global gold producer

Low cost producer:

Long mine life:

Multiple assets:

Technology early-adopter:

Be a ‘must have’ gold investment:

Targeting the lower quartile of the global AISC curve ~ ( US$750/oz)

Long term returns from >10 years mine life

Diverse portfolio to spread production risk and allow portfolio optimisation

Technology-driven cost savings and improved safety outcomes

Establish a base of high conviction investors

| Bold | Agile | Courageous | United |

Resolute is a pioneer of modern gold mining in Australia and Africa and has produced 8 million ounces of gold to date. Resolute seeks to combine this entrepreneurship with the financial discipline and rigour required to deliver consistent growing returns to shareholders and a genuine commitment to health, security and communities. This ambition is embodied in our values.

BOLD - ambitious and entrepreneurial

AGILE – innovative and adaptive

COURAGEOUS – genuine care for employees, environment, community and assets UNITED – share, collaborate and learn from each other

Resolute Mining Limited | Annual Report 2017

Managing Director’s Review

Resolute is building a great gold mining company. The foundations of our future success are based on 25 years of hard work and consist of the operational expertise gained from over 8 million ounces of gold production from nine separate operations. Resolute has been operating in Africa for 20 years. The Company was a pioneer of modern gold mining in West Africa (Ghana) and Tanzania where we built, operated, closed and rehabilitated the Obotan and Golden Pride mines. Converting this operating expertise into consistent value creation is the single focus of the business.

Dear fellow shareholders,

It gives me great pleasure to present the results of FY17 at Resolute. In 2016 we embarked on the process of transforming the Company to become not only a successful miner of gold, but a creator of sustained value for our shareholders. I am pleased to report we continue to make substantial progress in the pursuit of that goal.

During FY17, our operations at Syama in Mali and at Ravenswood in Queensland produced 329,834oz of gold. Revenue from gold and silver sales of A$541M (FY16: A$555M) generated a net profit after tax of A$166M (FY16: A$201M). Gross profit from operations increased from A$155M to A$177M and a return on equity of 49% was achieved.

The continuing strong cash flows from our operations have been used to strengthen the Company’s balance sheet and provide flexibility to pursue new investment opportunities and capacity to accelerate exploration expenditure. Having repaid all senior and secured debt, we successfully raised A$150M in new equity in September 2016. This placement, which was achieved at a price of $1.96 per share, ensures Resolute is well funded to complete its planned capital investments and growth projects. As at 30 June 2017, the Company held cash, bullion and listed investments of A$290M.

Resolute Mining Limited | Annual Report 2017

Having strengthened the balance sheet our focus has shifted to ensuring our gold assets consistently provide exceptional rewards to our shareholders. Resolute’s flagship project is the Syama Gold Mine in Mali. Production during the financial year was provided from stockpiled open pit ore processed through the sulphide plant, and the mining of satellite open pits providing ore feed for the oxide circuit. During the course of the financial year we commenced development of the Syama Underground mine. The underground mine, when fully commissioned during FY19, will provide a low cost 12 year mine life and increase total annual site production to 250,000oz of gold. This is an exciting development project for Resolute with opportunity for further enhancement from ongoing exploration success and operational refinements. We are investigating the potential to implement a fully automated loading and haulage system, which we believe will create a new standard for underground safety and productivity.

In Queensland at the Ravenswood Gold Mine, our expansion plans are progressing and we now operate with the confidence of a long mine life future ahead. Mining commenced at the Nolans East open pit, supplementing production from the Mt Wright Underground mine. Mt Wright has significantly exceeded its original forecast closure date and is now expected to cease operations in the final quarter of FY18. The extension of the Mt Wright mine life has been achieved by careful and conservative management of stope draw over several years. This successful sub-level cave management has resulted in a substantial overdraw from the current production levels. Nolans East open pit mining is expected to be completed by the end of calendar year 2017. We are continuing to refine the Ravenswood Expansion Project which entails a staged expansion of the Nolans Process plant back to its former capacity of 5 million tonnes per annum to secure a 13 year operating life for this asset.

Resolute Mining Limited | Annual Report 2017

In Ghana, Resolute embarked on a program of drilling to follow up the highly encouraging feasibility study for the Bibiani Gold Mine, published in June 2016. A number of highly promising intersections were returned from this program which was focused on increasing the size, grade, and confidence in the current resource, improving project economics, and extending the mine life beyond five years. An updated resource will underpin further project studies and ultimately, a future decision to mine. These studies will be completed by the end of calendar year 2017 and support our ambition to recommission Bibiani as a long life, low cost gold mine.

During the course of the financial year, Resolute substantially increased its exploration effort and investment. This investment was driven by a strong belief in the capacity of well targeted exploration to create value. This view has been vindicated by the Nafolo discovery, adjacent to Syama, which is emerging as a major new deposit. Similarly drilling at the Tabakoroni and BA-01 satellites may create the opportunity to mine high grade underground orebodies to supplement and increase future production from Syama. We are committed to creating value through exploration and in the coming financial year Resolute will maintain a high level of activity.

Resolute has operated gold mines in numerous locations in Africa and Australia. For the past 20 years the bulk of our production has come from developing countries in Africa. Building co-operative and mutually beneficial relationships with our host governments and communities has always been a priority for Resolute. As community expectations grow it is even more important that our operations make positive contributions and that these contributions are understood and acknowledged by host governments.

Equally important to the maintenance of our licence to operate is the careful management of the safety, health and environmental impacts of our activities. During the year Resolute continued to reduce its Total Injury Frequency Rates, taking us closer to the ultimate goal of operating a workplace that inflicts zero harm on its employees and on the surrounding environment. I congratulate all of our workers across the Company on their efforts to build a safe and environmentally responsible business.

Last year Resolute adopted an innovative dividend policy whereby the Company will seek to pay shareholders an annual dividend of at least 2% of our gold sales revenue. Shareholders have the option to receive dividends from Resolute in cash or in gold through our partnership with The Perth Mint. For FY16, where the Company earned revenue of A$555M, a final

dividend of 1.7c per share was declared. For 2017, we have chosen to increase the dividend to 2.0c per share, which represents 2.7% of annual gold sales revenue. The payment of a regular and material dividend is a key element of Resolute’s confidence and commitment to the delivery of value to shareholders.

While the results over the past year have been positive, behind the scenes an equally far-reaching cultural and organisational change has been taking place. A new organisational model has been implemented, a restructure of our senior executive team completed, and a process of Board renewal undertaken. These changes seek to transform Resolute into an organisation that consistently delivers cash flow, profits and dividends across the business cycle. Achieving this has become the motivator for all of the Company’s activities, priorities and decisions and a number of important steps have been taken along this path.

I welcome the appointments of Mr Martin Botha as Chairman of our Company and Ms Yasmin Broughton and Mr Mark Potts as new Non-Executive Directors. During the financial year Mr Peter Huston stepped down as Chairman after 15 years of service. I acknowledge and appreciate Mr Huston’s key role over a significant period in Resolute’s history.

At an asset level we have embarked on a major program of redevelopment providing opportunities and challenges for the organisation and for our employees. The Company is meeting these challenges, and delivering excellent cost and production performance. This success has been achieved, through the efforts of the entire Resolute team, led by my colleagues in the senior executive group and our site based general managers. I thank the Board, shareholders, and the wider Resolute team, for their hard work and dedication. I look forward to further success in the years to come.

I am proud of the results we are achieving and remain excited about the future opportunities for value creation at Resolute. This report presents our financial results and also seeks to inform shareholders on our strategic ambitions and activity. We have incorporated a new section on sustainability to highlight our objectives and performance with regard to corporate social responsibility. I hope you enjoy reading the 2017 Annual Report.

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John Welborn Managing Director & CEO

Resolute Mining Limited | Annual Report 2017

Board and Executives

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 the entire period unless otherwise stated.

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Martin Botha (Non-Executive Chairman) BScEng

Mr Martin Botha was appointed Chairman in June 2017 after being appointed to the Board in February 2014. Mr Botha is an Engineering Surveyor by training who has 30 years’ experience in banking, with 24 years spent in leadership roles building Standard Bank Plc’s international operations. Mr Botha’s primary responsibilities at Standard Bank included establishing and leading the development of the core global natural resources trading and financing franchises, as well as various geographic strategies, including those in the Russian Commonwealth of Independent States, Turkey and the Middle East. Mr Botha is currently Non-Executive Chairman of Sberbank CIB (UK) Ltd, a securities broker regulated by the UK Financial Services Authority, and is a Non-Executive Director of Zeta Resources Limited (appointed 2013). Mr Botha graduated with first class honours from the University of Cape Town and is based in London.

Mr Botha is Chairman of the Nomination Committee, a member of the Audit and Risk Committee and a member of the Remuneration Committee.

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John Welborn (Managing Director and Chief Executive Officer)

BCom, FCA, FAIM, MAICD, MAusIMM, SAFin, JP

Mr John Welborn was appointed to the Board on 27 February 2015 as a Non-Executive Director and became the Managing Director and Chief Executive Officer on 1 July 2015. Mr Welborn is a Chartered Accountant with a Bachelor of Commerce degree from the University of Western Australia and is a Fellow of the Institute of Chartered Accountants in Australia, a Fellow of the Australian Institute of Management and is a member of the Australian Institute of Mining and Metallurgy, the Financial Services Institute of Australasia, and the Australian Institute of Company Directors.

Mr Welborn has extensive experience in the resources sector as a senior executive and in corporate management, finance and investment banking. Prior to joining Resolute Mining Limited in 2015 Mr Welborn was the Managing Director of Equatorial Resources Limited and previously the Head of Specialised Lending in Western Australia for Investec Bank (Australia) Ltd. Mr Welborn was a Non-Executive Director of Noble Mineral Resources Limited (March 2013 to December 2013) and Prairie Mining Limited (February 2009 - September 2015) and is currently a Non-Executive Director of Equatorial Resources Limited (appointed 2010) and Kilo Gold Mines (appointed 2017), and is Chairman of Orbital Corporation Limited (appointed 2014). In September 2017 Mr Welborn was appointed a director of the World Gold Council.

Mr Welborn is the Chair of the Environment and Community Development Committee and the Safety, Security and Occupational Health Committee.

Resolute Mining Limited | Annual Report 2017

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Peter Sullivan (Non-Executive Director)

BEng, MBA

Mr Peter Sullivan was appointed Managing Director and Chief Executive Officer of the Company in 2001 and retired as Chief Executive Officer on 30 June 2015. Mr Sullivan is an engineer and has been involved in the management and strategic development of resource companies and projects for over 25 years. Mr Sullivan is also a Director of GME Resources Limited (appointed 1996), Zeta Resources Limited (appointed 2013), Pan Pacific Petroleum NL (appointed 2014), Panoramic Resources Limited (appointed 2015) and Bligh Resources Limited (appointed 2017).

Mr Sullivan is Chair of the Remuneration Committee and a member of the Audit and Risk Committee.

Bill Price (Non-Executive Director)

BCom, FCA, MAICD

Mr Bill Price is a Non-Executive Director and was appointed to the Board in 2003. Mr Price is a Fellow of Chartered Accountants Australia and New Zealand 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 of Tennis West.

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

Mark Potts (Non-Executive Director)

BSc (Hons)

Mr Mark Potts is a Non-Executive Director and was appointed to the Board in 2017. Mr Potts has held senior executive and Board positions, in start-ups and large corporate environments, over a 30-year career. Most recently Mr Potts was the worldwide CTO and VP for Corporate strategy at Hewlett Packard, driving technology and business strategy successfully for over 5 years. Prior to Hewlett Packard Mark was the founder of several successful, venture backed start-ups, that have driven technology disruption and business innovation in varied industries. Mr Potts is the Chair of Decimal Software Limited (appointed 2016), a Director of VGW (appointed 2017) and Board adviser to Advara (appointed 2014) and Adecco Australia (appointed 2010)

Mr Potts is a member of the Audit and Risk Committee, Remuneration Committee and Nomination Committee.

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Yasmin Broughton (Non-Executive Director)

BCom PG Law GAICD

Ms Yasmin Broughton is a Non-Executive Director and was appointed to the Board on 29 June 2017. Ms Broughton is a highly credentialed lawyer with significant experience working as both a director and an executive reporting to Boards in a diverse range of industries. Ms Broughton has over 13 years’ experience working with ASX listed companies as an officer and has a deep understanding of corporate governance, including compliance with the ASX Listing Rules, and managing complex legal issues. Ms Broughton’s legal and commercial qualifications together with her national mediator credentials, define her fact based and solution orientated approach to corporate management. Ms Broughton is also a Non-Executive Director of the Insurance Commission of Western Australia (appointed 2015), Edge Employment Solutions Inc (appointed 2012) and CyberGym Global Limited (appointed 2017).

Ms Broughton is Chair of the Audit and Risk Committee and a member of the Remuneration Committee and Nomination Committee.

Resolute Mining Limited | Annual Report 2017

General Counsel / Company Secretary

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Amber Stanton

LL.B.

Ms Amber Stanton is a corporate lawyer and was appointed as General Counsel / Company Secretary in 2017. Prior to joining Resolute, Ms Stanton was a partner at two international law firms, specialising in mergers and acquisitions, capital markets, energy and resources and general corporate and commercial matters. Ms Stanton was the WA winner of the 2011 Telstra Business Women's award (Corporate and Private Sector) and is also a director of the Liver Foundation of Western Australia.

Executives

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Lee-Anne de Bruin, Chief Financial Officer

BCom, BAcc (Hons), CA

Ms Lee-Anne de Bruin joined Resolute as Chief Financial Officer (CFO) in 2017 and is responsible for the entire accounting, financial, taxation, treasury and technology functions of the Company. Ms de Bruin has over 15 years of financial, operational and strategic management experience across multiple industry sectors, including ten years in the mining industry in both Africa and Australia, where she has held both CFO and Managing Director positions. Ms de Bruin has lead teams at some of the world’s most prominent mining organizations with notable positions including Regional CFO Newmont Asia Pacific, Head of Project Functions BHP Iron Ore and Managing Director Kimberley Diamond Company.

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Peter Beilby, Chief Operating Officer

BSc (Mining Engineering)

Mr Peter Beilby joined Resolute as Chief Operating Officer (COO) in 2010 and is responsible for the operations and production of the Company’s gold mines. A qualified mining engineer with over 25 years of operational and project experience in gold, base metals and mineral sands, Mr Beilby is a highly regarded COO in the industry. Mr Beilby has a strong background in operations management of open cut and underground gold mining as well as greenfields and brownfields development in both fields. Prior to joining Resolute, Mr Beilby was General Manager Murray Basin at Iluka Resources Limited.

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Paul Henharen, General Manager – Project Delivery

BSc, MSc, MBA, MAusIMM

Mr Paul Henharen joined Resolute in 2016 as General Manager – Projects, and is responsible for the Company’s mining development projects. With over 20 years’ experience in the design, commissioning and management of a wide range of mineral processing operations, Mr Henharen has held senior management roles within a number of international engineering companies. Mr Henharen provides extensive experience in the management of feasibility studies and development of mineral processing projects in Africa and Australia.

Resolute Mining Limited | Annual Report 2017

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Vanessa Hughes, General Manager – People, Culture and Information BBus

Ms Vanessa Hughes joined Resolute in 2016 as General Manager - People, Culture and Information, and is responsible for the Company’s human resources function. Ms Hughes has over 20 years’ experience across the full range of her field from strategic organisational development and human resources including business strategy, optimising organisational culture, employee engagement and retention, talent and leadership development and succession to more generalist HR including recruitment and employee relations. Prior to joining Resolute Ms Hughes was Manager People and Culture at Poseidon Nickel and previously Manager People and Culture at Millennium Minerals.

David Kelly, General Manager – Corporate Strategy BSc (Hons.)

Mr David Kelly joined Resolute in 2016 as General Manager – Corporate Strategy and is responsible for corporate strategy, business development and investor relations. An experienced geologist and Company Director, Mr Kelly has served in various senior executive roles in the resources sector for the last 30 years including as an investment banker and corporate advisor. Currently a Non-Executive Director of ASX listed Predictive Discovery Limited and Manas Resources Limited, Mr Kelly has previously served as a director of Ridge Resources Limited, Renaissance Minerals Limited and Pacific Ore Limited.

Bruce Mowat, General Manager – Exploration BSc (Geology)

Mr Bruce Mowat joined Resolute in 2011 and is currently General Manager - Exploration, responsible for the Company’s exploration and development programs in Australia, Africa and other jurisdictions. Mr Mowat has spent 30 years exploring for and finding gold and base metal deposits in Australia, PNG, Indonesia and West Africa and has held senior positions in a number of companies. Prior to joining Resolute Mr Mowat was Chief Geologist for Straits Resources.

Resolute Mining Limited | Annual Report 2017

Review of Operations

Syama

“The Syama Underground has potential to be one of the world’s first fully automated underground truck haulage mines”

The Syama Gold Mine (Syama) is located in the south of Mali, West Africa approximately 30km from the Côte d’Ivoire border and 300km southeast of the capital city, Bamako.

Resolute has an 80% interest in Syama through its equity in Sociêtê des Mines de Syama S.A. (SOMISY). The Malian Government holds a 20% interest in SOMISY.

Syama benefits from two fully operational processing plants: a 2.4 million tonnes per annum (Mtpa) sulphide processing circuit and a 1.5Mtpa oxide processing circuit.

Mining at the main Syama open pit was completed in May 2015 with ore for the sulphide circuit currently being sourced from the previously stockpiled sulphide ore, underground development ore and satellite operations. Ore for the oxide circuit is currently sourced from a series of satellite deposits, including BA-01, Beta, Alpha and Tabakaroni. Due to the refractory nature of the sulphide ore, it is treated using conventional three-stage crushing, ball milling,

sulphide flotation and dewatering, roasting, calcine leaching and elution. The oxide processing circuit is a conventional crushing, SAG milling, and leaching circuit. Development of the Syama Underground mine commenced in September 2016 and will extend the mine life to beyond 2028.

Sulphide

During FY17 the sulphide processing plant treated 2.11 million tonnes (Mt) (2016: 1.50Mt) of ore at an overall head grade of 2.59 grams per tonne (g/t) Au (2016: 3.53g/t Au) to produce 136,000oz (2016: 129,585oz) of gold at an AISC of A$1,001/oz (2016: A$917/oz). The lower grade was in line with an expected reduction in head grade as the ore stockpiles remaining from the Syama open pit operations continue to be depleted.

In FY17 ore supply for the sulphide processing plant was primarily sourced from the existing sulphide ore stockpiles with some additional sulphide ore sourced from the A21 satellite open pit operations. Gold production from the sulphide processing plant

Resolute Mining Limited | Annual Report 2017

was affected by lower flotation recoveries associated with the ore mined from the A21 satellite open pit operations. Overall plant recoveries of 69.8% (2016 76.3%) were also affected by the reduced head grade and associated lower sulphide content from the ore stockpiles. Overall recoveries are expected to increase as the proportion of higher grade underground development ore increases in FY18.

Sulphide ore stockpiles at year-end were approximately 149,000oz (3.39Mt at 1.4g/t Au). These ore stockpiles will continue to be blended with sulphide ore from the satellite open pits and increasingly from underground development ore while the sublevel cave is being established over the next 18 months. Development ore production has recently commenced with pre-production underground ore of ~1.3Mt expected to be mined prior to the commencement of the main sublevel cave operation in December 2018. On completion of the sublevel cave development the Syama Underground will be the primary source of sulphide ore for the sulphide processing plant.

Operating Performance at a glance - Sulphide

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FY17 FY16
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		FY17	FY16
Ore Mined	Mt	1.22	0.41
Ore Milled	Mt	2.11	1.50
Head Grade	g/t Au	2.59	3.53
Recovery Rate	%	69.8	76.3
Gold Produced	oz	136,000	129,585
Cash Cost Per Ounce	A$	857	710
CashCost Per Ounce	US$	646	517
AISC	A$	1,001	917
AISC	US$	755	669

Syama – Sulphide Ore Reserves as at 30 June 2017

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Deposit Tonnes Grade Ounces
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Deposit	Tonnes	Grade	Ounces

Syama Underground	23,855,000	2.8	2,171,000
Syama Stockpiles	3,394,000	1.4	149,000
Total	27,249,000	2.6	2,320,000

Oxide

The oxide processing circuit treated 1.34Mt (2016: 1.26Mt) at an overall head grade of 2.84g/t Au (2016: 2.30g/t Au) to produce 101,830oz (2016: 80,032oz) at an AISC of A$960/oz (2016: A$1,561/oz). A number of improvements were made to the oxide processing plant during FY17 including modifications to the process water circuit. Milled tonnes increased with better availability and utilisation than the previous year. Oxide circuit recoveries of 83.2% (2016: 86.2%) were

affected by transitional material from the A21 satellite operations and lower recoveries associated with an old BHP/Randgold stockpile processed during the year.

During FY17 mining of the A21 satellite pits was completed and mining of the BA-01 satellite pit commenced. The BA-01 satellite pit is located approximately 6km north of Syama and forms part of a series of northern satellite deposits, including Beta and Alpha. Total waste material mined from the satellite pits for the financial year was 4.20M bank cubic metres (BCM) of material (2016: 4.53M BCM). Total ore mined was 1.13M BCM at a grade of 2.35g/t Au (2016: 0.75M BCM at 2.23g/t Au) and a (waste:ore) strip ratio of 3.71:1 (2016: 6.04:1)

Operating Performance at a glance - Oxide

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FY17 FY16
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		FY17	FY16

Ore Mined	Mt	1.32	1.13
Ore Milled	Mt	1.34	1.26
Head Grade	g/t Au	2.84	2.30
Recovery Rate	%	83.2	86.2
Gold Produced	oz	101,830	80,032
Cash Cost Per Ounce	A$	948	1,026
Cash Cost Per Ounce	US$	714	747
AISC	A$	960	1,561
AISC	US$	725	1,137

Syama – Satellite Ore Reserves as at 30 June 2017

Deposit	Tonnes	Grade	Ounces
Syama Satellite Deposits (incl. stockpiles)	4,141,000	2.1	285,000
Tabakoroni	3,156,000	2.9	296,000
Total	7,297,000	2.5	581,000

Outlook

Sulphide ore stockpiles will continue to be managed to maintain an average feed grade of greater than 2g/t Au to the sulphide plant. Open pit mining will continue at the BA-01 pit with ore supply increasing as the pit deepens. Mill feed grades are expected to increase from the current levels as an increasing amount of the sulphide feed is delivered from underground development ore. The underground development ore is expected to grade in a range of 2.5-3.0g/t Au. Higher sulphide feed grades will result in increases in recoveries.

Resolute Mining Limited | Annual Report 2017

Review of Operations

Ravenswood

“Mt Wright is one of Australia’s most successful ~ underground mines, having mined a 2.5g/t Au orebody at an average cash cost of A$850/oz ~ over the last 5 years, down to a depth of 900m below surface”

The Ravenswood Gold Mine (Ravenswood) is located approximately 95km south-west of Townsville and 65km east of Charters Towers in north-east Queensland, Australia. Resolute has a 100% interest in the mine through its subsidiary Carpentaria Gold Pty Ltd.

Ore for the Ravenswood operations was primarily sourced from the Mt Wright Underground Mine and the Nolans East open pit. The Nolans process plant is currently configured for processing 2.8Mtpa of ore using three stage crushing, SAG and ball milling and carbonin-pulp processing with a gravity circuit for recovery of free gold.

During FY17 the operations produced 92,004oz (2016: 105,552oz) of gold at an AISC of A$1,406/oz (2016: A$1,225/oz). The reduction in ounces produced is the result of lower production from the Mt Wright underground operation and the reduced head grade associated with the return to open pit mining at Nolans East.

Ore production from the Mt Wright Underground Mine was 1.00Mt (2016: 1.31Mt) at 2.51g/t Au (2016: 2.38g/t Au). The lower production was due to a reduced number of draw-points being available for production as the size of the ore body decreases near the bottom of the mine. The Mt Wright Underground mine has continued to extend mine life well beyond expectations and is currently estimated to continue operations until late FY18.

The processing plant treated 2.00Mt (2016: 1.70Mt) at an average head grade of 1.54g/t Au (2016: 2.05g/t Au). During the year the Stage 1 crusher expansion (2.8Mtpa) was completed with the installation of a secondary crusher into the circuit and converting the existing secondary crusher into a tertiary role. The decrease in head grade was directly attributable to the addition of the lower grade open pit mining at Nolans East. Overall recoveries decreased in line with expectations to 93.1% (2016: 94.3%) due to the addition of the low grade ore.

Resolute Mining Limited | Annual Report 2017

Operating Performance at a glance

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FY17 FY16
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		FY17	FY16

Ore Mined	Mt	2.37	1.31
Ore Milled	Mt	2.00	1.70
Head Grade	g/t	1.54	2.05
Recovery Rate	%	93.1	94.3
Gold Produced	oz	92,004	105,552
Cash Cost Per Ounce	A$	1,252	1,033
Cash Cost Per Ounce	US$	943	752
AISC	A$	1,406	1,225
AISC	US$	1,059	892

Ravenswood - Ore Reserves as at 30 June 2017

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Deposit Tonnes Grade Ounces
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Deposit	Tonnes	Grade	Ounces

Sarsfield	47,090,000	0.8	1,170,000
Nolans East	2,155,000	0.7	51,000
Buck Reef West	18,321,000	0.9	524,000
Stockpiles (O/C)	801,000	0.6	16,000
Mt Wright	258,000	2.7	22,000
Stockpiles (U/G)	11,000	2.6	1,000
Total	68,636,000	0.8	1,784,000

Outlook

Mined ore tonnes from Mt Wright are expected to reduce as the number of available drawpoints decreases over the remaining life of the underground mine. Mine production and processing from Nolans East is expected to continue at current levels until the Nolans East open pit is completed in late-2017. Production levels at Ravenswood are expected to temporarily reduce as the Mt Wright Underground mine is completed and the Ravenswood operation transitions to open pit mining. Ravenswood FY18 production is estimated to be 80,000oz and will be generated from a combination of Mt Wright Underground ore, open pit mining at Nolans East, and existing open pit stockpiles. Mt Wright has significantly exceeded its original forecast closure date and is expected to cease operations in the final quarter of FY18. During the second half of FY18 ore feed will be sourced from Nolans East stockpiles, existing Sarsfield stockpiles, and any remaining production ore from Mt Wright.

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Resolute Mining Limited | Annual Report 2017

Review of Operations

Development

Project 85

At Syama, Resolute is implementing a series of process upgrades with the main objective of increasing the sulphide gold recovery to 85% (Project 85).

The process upgrades will consist of the following units:

Flotation Tails CIL: the current calcine CIL circuit will be repurposed to treat the flotation tails.
New Calcine CIL: a new dedicated calcine CIL circuit will be designed and installed.
Regrind: the coarse calcine product will now be reground prior to CIL.
Upgrade of current flotation circuit: the current flotation circuit will have a series of minor upgrades to improve the operational performance.

The project design, procurement and construction are on schedule and the staged commissioning of Project 85 remains on track for the end of March 2018.

Low Carbon Roaster

At Syama, Resolute has been working closely with Outotec, the manufacturer of the roaster, in developing a new roaster technology that will produce a low carbon calcine to improve CIL recovery. This new technology will allow Resolute to modify the current single stage Circulating Fluidized Bed roaster into a Low Carbon Roaster (LCR). By significantly reducing the carbon in the calcine being fed to the calcine CIL circuit, the LCR will contribute to an increase in the overall sulphide gold recovery above the benefits of Project 85 towards an overall recovery of 89%.

The LCR technology will deliver a significant reduction in the organic carbon (COrg) value of the calcine, with a commensurate increase in calcine leach recovery due to a reduction in preg-robbing. Project Reprise involves reclaiming carbon enriched concentrate (CEC) from a dedicated storage facility and processing this material

through the roaster and the sulphide treatment plant. Project Reprise requires the LCR technology to increase the recovery of the CEC from circa 60% to 90%.

Project Phoenix

Project Phoenix involves the assessment of economically recovering residual gold from the reclamation and treatment of stored flotation tailings at Syama. One sector of the Flotation Tailings Storage Facility (FTSF) was drilled during the year using aircore drilling. Assay results from the drillholes provided sufficient confidence for the Resolute Board to approve additional funds to conduct a specialised drilling program to further test the grades and tonnages within the FTSF. The specialised drilling program will provide samples for metallurgical testing of the tailings material and delineate a maiden resource estimate for Project Phoenix.

Syama Underground Project

The Syama Underground Project commenced in September 2016 and is currently on schedule for sublevel cave ore production to commence in December 2018. During the underground development phase a significant amount of development ore will be mined and is expected to augment the stockpiled sulphide material that is providing mill feed and gold production. During the year underground development commenced on the first and second production levels (the 1130 and 1105 levels) and the incline and decline. Underground development rates have exceeded expectations with automated drilling allowing longer rounds, rapid lateral development and less overbreak. Underground ore development has commenced and will form a significant proportion of processed sulphide ore while the sublevel cave is being developed.

Resolute Mining Limited | Annual Report 2017

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Syama Underground MineR of the Future

Throughout the year Resolute investigated a number of significant technology and innovation enhancements that have potential to increase efficiency and productivity of the Syama Underground mine. Equipment manufacturers are engaged and mine design improvements have been implemented to capture the latest underground mining technology with a focus on automation. In collaboration with equipment manufacturers the Company is confident that subject to Board approval, the Syama Underground has potential to be one of the world’s first fully automated underground truck haulage mines.

Ravenswood Expansion Project

The Ravenswood Expansion Project (REP) was announced in September 2016 with the aim of maintaining continuity of production at Ravenswood as the Mt Wright Underground mine prepares for closure. Resolute has commenced the transition back to open pit mining, with open pit operations at the Nolans East deposit having commenced in August 2016. The REP will see the eventual development of three open pits at Nolans East, Sarsfield and Buck Reef West.

The REP outlined the following development sequence:
Mt Wright Underground operations continuing until eventual closure in late FY18;
Open pit mining recommenced from Nolans East and continuing during 2017;
Processing capacity increased to 2.8Mtpa;
Regulatory approvals for recommencement of mining at Sarsfield obtained in March 2017;
Regulatory approvals for open pit mining of Buck Reef West expected in mid-2018; and
Expansion of the mill to 5.0Mtpa.

The feasibility study into the REP confirmed a long life, low risk, low cost development plan with robust economics. Under the REP, average annual production is expected to increase to greater than 120,000oz of gold. Mine life will be extended by 13 years with operations continuing until at least 2029. The operation will generate Life of Mine AISC of A$1,166/oz (US$880/oz). The staged development plan requires no immediate additional capital expenditure and start-up capital comprises only A$134M for pre-stripping and staged processing plant expansion to 5.0Mtpa. Significant potential remains for economic upside and further extensions.

During the year the Stage 1 crusher expansion to 2.8Mtpa was completed with the installation of a secondary crusher into the circuit and converting the existing secondary crusher into a tertiary role. A one megalitre per day (ML/d) reverse osmosis (RO) plant was also installed on site to treat supernatant from the Sarsfield pit. This unit will act as a test bed for the final design of the RO system.

In December 2016, the REP was declared a ‘Prescribed Project’ under State Development and Public Works Organisation Act 1971 by the Queensland Government. The Prescribed Project status has streamlined administrative decisions and ensured essential project regulatory approvals are received on a timely basis. Resolute continues to work closely with the Ravenswood community in developing its plans for the REP. Projects are being developed to preserve and rehabilitate a number of heritage buildings and artefacts in the vicinity of the proposed open pits.

In March 2017 the Queensland Department of Environment and Heritage Protection issued the final approved Amended Environmental Authority for the recommencement of mining at the Sarsfield open pit. The Environmental Authority is a major milestone in the governmental approval process required to progress the REP and includes all provisions required to recommence mining at the Sarsfield open pit. Resolute continues to work collaboratively with the Queensland Government on the required regulatory approvals for the REP. Baseline environmental studies for the Buck Reef West Project are ongoing with the final approvals expected in mid-2018.

Resolute Mining Limited | Annual Report 2017

Review of Operations

Exploration

Nafolo

During the year Resolute announced a major discovery at Syama called Nafolo which is a new zone of mineralisation located immediately south of the Syama deposit and separate to the main orebody. Discovered in October 2016, follow up drilling confirmed Nafolo as having similar characteristics, size and tenor to the 8Moz Syama orebody.

Nafolo is situated in an area where historic exploration drilling by BHP was limited to 500m wide spaced lines of shallow (30m) sterilisation reverse circulation (RC) drilling. A number of these holes intersected anomalous gold near the surface indicating significant untested space to potentially host another large gold deposit along the extensions of the Syama Shear. Despite this a large waste dump was constructed immediately south of the Syama open pit.

Nafolo can potentially be accessed in the early years of the Syama Underground mine due to its location just 250m south of the current mine design. Drilling is continuing with two diamond drill rigs currently situated on the waste dump. An understanding of the full potential of the Nafolo discovery is a high priority in order to assess its potential to enhance the mine plan at Syama.

Drilling has defined an initial strike length of greater than 300m and is continuing to deliver consistent, broad intersections with similar characteristics to Syama. All holes drilled to date at Nafolo have intersected alteration and gold mineralisation and the discovery remains open at depth and to the south. A significant area under the southern waste dump is still to be tested and has the potential to host a large ore system similar to the Syama orebody. A maiden resource for the Nafolo discovery will be estimated during the course of FY18.

Significant drill results from the Nafolo discovery are listed below:

SYDD442 19m @ 2.6 g/t Au from 273m; and 18m @ 3.0 g/t Au from 372m.
SYDD446 41m @ 4.9 g/t Au from 281m; and 37m @ 3.1 g/t Au from 372m
SYDD447 13m @ 6.9 g/t Au from 434m; and 11m @ 2.4 g/t Au from 472m
SYDD448 10m @ 3.6 g/t Au from 385m; and 29m @ 4.7 g/t Au from 446m
SYDD450 14m @ 3.5 g/t Au from 251m
SYDD451 19m @ 3.7 g/t Au from 407m
SYDD454 33m @ 3.0 g/t Au from 405m
SYRD456 10m @ 8.3 g/t Au from 394m
SYDD462 25m @ 3.3 g/t Au from 287m

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Longitudinal projection showing location of new diamond drillhole pierce points, results and
designed underground development
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Resolute Mining Limited | Annual Report 2017

Resolute Mining Limited | Annual Report 2017

Tabakoroni

TARC542 23m @ 9.61g/t Au from 140m
TARC543 25m @ 8.06g/t Au from 160m

Tabakoroni is located approximately 40km south of Syama. Mineralisation at Tabakoroni comprises a steep dipping, north-south striking zone of shearing and quartz veins, hosted by shale and basalt of the Syama Formation. An initial 15-hole deep RC drill program undertaken at Tabakoroni during the year focused on extending the high grade sulphide shoots at depth. Results suggest the potential exists for a future underground mine or an extension of the open pit mine life at Tabakoroni and confirm the excellent long term sulphide potential of the system.

Better results from the Tabakoroni drilling program included:

TARC547 10m @ 5.01g/t Au from 194m (EOH)
• TARC549 12m @ 8.41g/t Au from 203m • TARC551 14m @ 16.65g/t Au from 89m • TARC551 12m @ 3.52g/t Au from 111m

See below a longitudinal projection of the Tabakoroni deposit with grade-tonnage contours indicating high grade extensions to mineralisation below the current open pit design. The deposit comprises high grade mineralisation delineated over a total strike length of greater than 1km and a number of discreet high grade shoots which remain open at depth.

TARC532 20m @ 18.28g/t Au from 117m
TARC541 11m @ 5.08g/t Au from 157m

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Tabakoroni longitudinal projection showing location of new drillhole pierce points, results and planned open pit outline

BA-01

BA-01 is located approximately 6km north of Syama and forms part of a series of satellite deposits, including Beta and Alpha. Resolute commenced an oxide open pit operation at BA-01 in early 2017. Previous drilling had identified potentially high grade sulphide zones at the BA-01, Beta and Alpha deposits. A program of RC drilling was completed at BA-01 during the year to test the interpreted high grade sulphide shoots. The initial program returned excellent grades in many of the drillholes and has reinforced the potential for delineating additional high grade mineable sulphide resources in the northern satellite pits.

Better results from the BA-01 drilling program included: • BARC118 11m @ 7.35g/t Au from 24m
BARC120 6m @ 14.88g/t Au from 36m
• BARC122 5m @ 14.87g/t Au from 72m • BARC124 7m @ 13.13g/t Au from 85m • BARC126 9m @ 11.1g/t Au from 70m • BARC129 13m @ 4.04g/t Au from 161m • BARC132 8m @ 6.77g/t Au from 21m • BARC134 6m @ 12.27g/t Au from 94m • BARC136 10m @ 9.19g/t Au from 115m • BARC138 11m @ 14.91g/t Au from 43m • BARC139 6m @ 11.98g/t Au from 19m

Resolute Mining Limited | Annual Report 2017

Bibiani

Resolute’s June 2016 feasibility study for Bibiani was based on an underground mine requiring low start-up capital of US$72M and a short lead time to production of only nine months. The feasibility study proposed a successful underground mine that would produce in excess of 100,000oz of gold per annum at a Life of Mine AISC of US$851/oz. The subsequent FY17 drilling program was focused on increasing the size, grade, and confidence in the resource, improving project economics, and extending the mine life beyond five years.

Resolute commenced the second phase of resource drilling at Bibiani in December 2016. Results received from the completed holes were very encouraging with particularly impressive results from the Central Lode between 5150N and 5600N suggesting the

mineralisation in this area is better than predicted by the inferred resource estimate.

Better results from the Bibiani Phase 2 drilling program included:

BSDD035 14m @ 4.4 g/t Au from 454m;
BSDD040 30.3m @ 8.9 g/t Au from 499m;
BSDD042 23.7m @ 3.2 g/t Au from 426m;
BUDD072 48m @ 3.6 g/t Au from 171m;
BUDD072 5.9m @ 16.5 g/t Au from 227m;
BUDD074 47m @ 2.3 g/t Au from 130m;
BUDD074 17m @ 3.5 g/t Au from 182m;
BUDD077 51m @ 4.3 g/t Au from 117m;
BUDD078 37m @ 3.9 g/t Au from 152m.

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Bibiani Phase 2 drilling results long section

Resolute Mining Limited | Annual Report 2017

Ore Reserves

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2017
Tonnes Gold grade Ounces Group Share Group Share
ORE RESERVES
(000s) (g/t) (000s) % Ounces
Proved
Australia
Mt Wright 258 2.6 22 100% 22
Sarsfield 28,450 0.8 747 100% 747
Nolans East 1,543 0.8 37 100% 37
Stockpiles (O/C) 482 0.6 9 100% 9
Buck Reef West 13,652 0.9 400 100% 400
Mali
Syama Stockpiles (sulphide) 55 1.7 3 80% 2
Satellite Deposits 896 2.4 68 80% 54
Stockpiles (satellite deposits) 824 1.9 51 80% 41
Tabakoroni 1,335 3.1 133 85% 113
Total Proved 47,495 1.0 1,470 1,426
Probable
Australia
Mt Wright 0 0.0 0 100% 0
Mt Wright Stockpiles 11 2.6 1 100% 1
Sarsfield 18,640 0.7 423 100% 423
Nolans East 319 0.6 7 100% 7
Stockpiles (O/C) 612 0.7 14 100% 14
Buck Reef West 4,669 0.8 124 100% 124
Mali
Syama Underground 23,855 2.8 2,171 80% 1,737
Syama Stockpiles (sulphide) 3,339 1.4 146 80% 117
Satellite Deposits 1,459 2.4 112 80% 90
Stockpiles (satellite deposits) 962 1.8 54 80% 43
Tabakoroni 1,821 2.8 163 85% 139
Ghana
Bibiani 5,480 3.7 644 90% 580
Total Probable 61,167 2.0 3,859 3,274
Total Reserves 108,662 1.5 5,329 4,699
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Notes:

Mineral Resources are reported inclusive of Ore Reserves. Differences may occur due to rounding.
Resources and Reserves at Buck Reef West, Nolans East and Sarsfield are reported above 0.4 g/t cut off.
Mt Wright Reserves are reported above 2.3 g/t cut off and Resources above 1.8 g/t cut off.
Bibiani Resources and Reserves are reported above 2.0 g/t cut off.
Syama Underground Resources are reported above 1.5 g/t cut off and Reserves above 1.9 g/t cut off.

Resolute Mining Limited | Annual Report 2017

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2016
Tonnes Gold grade Ounces Group Share Group Share
(000s) (g/t) (000s) % Ounces Comment on Changes
Proved
682 2.7 60 100% 60 Depletion due to mining
28,450 0.8 747 100% 747 No change
1,818 0.8 46 100% 46 Depletion due to mining
0 0.0 0 100% 0 No previous stockpile
0 0.0 0 100% 0 New open pit ore reserve
413 2.9 38 80% 30 Movement in operating stockpiles
1,455 2.3 107 80% 86 Depletion due to mining
263 1.8 15 80% 12 Movement in operating stockpiles
1,335 3.1 133 85% 113 No change
34,416 1.0 1,146 1,094
Probable Comment on Changes
248 2.7 21 100% 21 Depletion due to mining
8 3.0 1 100% 1 Movement in operating stockpiles
18,640 0.7 423 100% 423 No change
0 0.0 0 100% 0 No previous stockpile
846 0.9 25 100% 25 Depletion due to mining
0 0.0 0 100% 0 New open pit ore reserve
23,863 2.8 2,173 80% 1,738 Depletion due to mining
4,150 1.5 206 80% 165 Movement in operating stockpiles
2,857 2.3 209 80% 167 Depletion due to mining
846 1.8 49 80% 39 Movement in operating stockpiles
1,821 2.8 163 85% 139 No change
5,480 3.7 644 90% 580 No change
58,759 2.1 3,914 3,298
93,175 1.7 5,060 4,392
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Resolute Mining Limited | Annual Report 2017

Mineral Resources

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2017
Tonnes Gold grade Ounces Group Share Group Share
MINERAL RESOURCES
(000s) (g/t) (000s) % Ounces
Measured
Australia
Mt Wright 311 3.5 35 100% 35
Sarsfield 45,522 0.8 1,168 100% 1,168
Buck Reef West 18,400 0.9 532 100% 532
Mali
Syama stockpiles (sulphide) 55 1.7 3 80% 2
Satellite Deposits 2,337 2.1 159 80% 127
Stockpiles (satellite deposits) 824 1.9 51 80% 41
Tabakoroni 3,210 2.9 296 85% 252
Total Measured 70,659 1.0 2,244 2,157
Indicated
Australia
Mt Wright 0 0.0 0 100% 0
Stockpiles (sulphide) 11 2.6 1 100% 1
Sarsfield 38,497 0.7 882 100% 882
Buck Reef West 20,400 0.8 525 100% 525
Mali
Syama Underground 37,396 2.8 3,373 80% 2,698
Syama stockpiles (sulphide) 3,339 1.4 146 80% 117
Satellite Deposits 3,566 2.1 243 80% 194
Stockpiles (satellite deposits) 962 1.8 54 80% 43
Tellem & Paysans 2,965 1.7 166 80% 133
Tabakoroni 4,010 2.2 289 85% 246
Ghana
Bibiani 11,180 3.3 1,184 90% 1,066
Total Indicated 122,326 1.7 6,863 5,905
Inferred
Australia
Mt Wright 1,079 3.1 107 100% 107
Sarsfield 22,079 0.7 518 100% 518
Buck Reef West 17,000 0.7 383 100% 383
Welcome Breccia 2,036 3.2 208 100% 208
Mali
Syama Underground 8,095 2.9 767 80% 614
Satellite Deposits 1,397 2.2 97 80% 78
Stockpiles (satellite deposits) 64 1.4 3 80% 2
Tellem & Paysans 945 1.9 58 80% 46
Tabakoroni 3,000 2.0 193 85% 164
Ghana
Bibiani 4,485 4.1 591 90% 532
Total Inferred 60,180 1.5 2,925 2,652
Total Resources 253,165 1.5 12,032 10,714
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Notes:

Mineral Resources are reported inclusive of Ore Reserves. Differences may occur due to rounding.
Resources and Reserves at Buck Reef West, Nolans East and Sarsfield are reported above 0.4 g/t cut off.
Mt Wright Reserves are reported above 2.3 g/t cut off and Resources above 1.8 g/t cut off.
Bibiani Resources and Reserves are reported above 2.0 g/t cut off.
Syama Underground Resources are reported above 1.5 g/t cut off and Reserves above 1.9 g/t cut off.

Resolute Mining Limited | Annual Report 2017

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2016
Tonnes Gold grade Ounces Group Share Group Share
(000s) (g/t) (000s) % Ounces Comment on Changes
Measured
826 2.9 78 100% 78 Depletion due to mining
46,453 0.8 1,186 100% 1,186 Depletion due to mining Nolans East
17,857 1.0 598 100% 598 Resource adjusted by further drilling
413 2.9 38 80% 30 Movement in operating stockpiles
3,778 2.1 257 80% 206 Resource adjusted by mine depletion
263 1.8 15 80% 12 Movement in operating stockpiles
2,331 2.9 220 85% 187 Resource reviewed with additional drilling
71,921 1.0 2,392 2,297
Indicated
354 3.3 38 100% 38 Depletion due to mining
8 3.0 1 100% 1 Movement in operating stockpiles
39,024 0.7 892 100% 892 Depletion due to mining
11,582 0.9 323 100% 323 Resource adjusted by further drilling
40,857 2.8 3,736 80% 2,989 Change in cut off grade to 1.5g/t
4,150 1.5 206 80% 165 Movement in operating stockpiles
6,222 2.1 420 80% 336 Resource adjusted by mine depletion
1,353 1.4 59 80% 47 Movement in operating stockpiles
0 0.0 0 80% 0 Resource reviewed with additional drilling
4,495 2.7 387 85% 329 Resource reviewed with additional drilling
11,180 3.3 1,184 90% 1,066 No Change
119,225 1.9 7,246 6,185
Inferred
1,079 3.1 107 100% 107 No change
22,192 0.7 521 100% 521 Depletion due to mining
12,360 0.9 356 100% 356 Resource adjusted by updated drilling
2,036 3.2 208 100% 208 No change
3,048 2.2 211 80% 169 Resource reviewed with additional drilling
3,072 2.2 219 80% 175 Resource adjusted by mine depletion
0 0.0 0 80% 0 Assessment of historic stockpiles
0 0.0 0 80% 0 Resource reviewed with additional drilling
3,132 2.2 219 85% 186 Resource reviewed with additional drilling
4,485 4.1 591 90% 532 No Change
51,404 1.5 2,432 2,254
242,550 1.5 12,070 10,737
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Resolute Mining Limited | Annual Report 2017

Sustainability

Dear fellow shareholders,

The principle of sustainability has always underpinned the way we do business at Resolute. Whether in the context of our community partnerships, environmental stewardship or the strength of our balance sheet our business has always been built on the principles of sustainable development. While we have been sharing our commitment to sustainability through our annual reporting for many years now, this year we have focused on a more complete account of our sustainability objectives and performance. We have dedicated a chapter of this annual report to sustainability reporting and will aim to produce a stand-alone document in the coming years to provide an in-depth account of our sustainability performance and plans for the future.

At Resolute, we are pleased to see the capital markets increasing interest in environmental, social and governance information as this offers an opportunity for Resolute to reinforce our values and highlight the great work we are doing with respect to our corporate social responsibility. This year is Resolute’s 21st year of operating and investing in Africa and we are proud to announce that during our time in Africa we have made total economic contributions of over A$2 Billion dollars. As well as our economic contributions we

continue to pass on long term sustainable value to our stakeholders through training and mentoring of our local workforce and local community initiatives. In FY17 we made significant progress on our commitment to diversity while acknowledging we are still in the early phases of a transformation of our workforce diversity. I am proud of the significant improvement in our groupwide safety performance but acknowledge the need to reinforce a culture of reporting and hazard awareness to ensure that these results are reflective of actual performance.

In advancing our sustainability reporting, we heed the advice of our investors not to report for reporting’s sake. We will focus on what is material and welcome the advice of our stakeholders if ever this is incomplete. I hope the following chapter provides a clear account of the importance we place on managing sustainability risks and maximising sustainability value, I look forward to expanding this dialogue with you in the years ahead.

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John Welborn Managing Director & CEO

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Resolute Mining Limited | Annual Report 2017
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Our People

Resolute respects and encourages workplace diversity and strives to create a flexible and inclusive work environment. We endeavour to treat all employees equally and fairly, regardless of gender, age, culture, religion or disability. Resolute is an equal opportunity employer with a commitment to improving gender diversity and balance within our workforce. This commitment stands acknowledging the fact that local traditions and customs in our countries of operation can mean that realising this commitment requires innovative thinking and practices.

Who we are

Our employees

Excluding contractors 741

Including contractors 2416

Employees by location (headcount) Australia Ghana Mali 219 57 465

Diversity

Our Diversity and Inclusion Policy outlines the Company’s commitment to having a high performing workforce that is representative of the communities in which we operate. This includes, but is not limited by, representation of gender, indigenous and national workforce diversity. The policy also applies to the recruitment process, where we are committed to selecting the best candidates from a balanced pool of suitably qualified applicants.

Our Directors have set measurable diversity objectives and the Nomination Committee is responsible for reviewing our progress towards achieving these objectives, as well as the overall effectiveness of the policy. Key metrics assessed include the gender balance of the workforce across three levels of the organisation (board level, senior management and the total workforce) and remuneration by gender.

According to the Chief Executive Women’s 2017 ASX200 Senior Executive Census, women represent around 20% of ASX200 executive leadership teams. During the reporting period, Resolute’s executive leadership team was comprised of six males and two females, placing us above the ASX200 average. The Company will continue to focus on fostering female talent, and providing equal opportunities to improve this representation in the future.

The gender balance within Resolute's Australian workforce is detailed in the next table, along with benchmarking data specific to mining from the Workplace Gender Equality Agency (WGEA Benchmark data 2015-2016). The overall representation of women

of 20.3% was above industry average suggesting positive progress towards our diversity objectives.

	Resolute Women	Resolute Women	WGEA Benchmark Women
	FY17	FY16	FY17
KMP	28.6%	0.0%	13.3%
Senior Managers	0.0%	0.0%	15.6%
Other Managers	8.3%	0.0%	16.1%
Overall	20.3%	19.2%	15.8%

The submission of the Resolute Workplace Gender Equality Agency report in 2017 demonstrated our public commitment to transparency and accountability in this area. This report is available on our website at www.rml.com.au/corporate-governance.

Talent attraction and retention

At Resolute, our employees are key to our success and we have various programs in place to attract, retain and develop talented individuals.

The Malian Talent Development Program commenced in FY17 and aims to advance the capabilities of Malian employees in order for them to attain senior positions at Syama. The program will select up to ten high performing employees per year, and provides training and mentoring to enable them to gain success in leadership and technical positions. It is expected that inaugural participants will complete their development pathways by 2020.

Resolute Mining Limited | Annual Report 2017

Case Study

Syama’s partnership with Jean Bosco College

Since early 2016 Syama has been working with Mr Georges Koevi (Managing Director) and his team to develop the affiliation with Jean Bosco College, the largest Vocational Education Centre in the Sikasso region of Mali which provides training for over 400 students. The partnership is important to creating prospects for Jean Bosco trainees to gain work-life experience and exposure to potential employers whilst also allowing Syama employees to receive technical skills training in a well-equipped training environment.

Through continued consultation with Mr Georges Koevi and Syama maintenance leaders, an apprenticeship scheme has been developed and approved for commencement in October 2017. This is believed to be a first in Mali for a scholarship program to be offered for entry-level roles. Four apprenticeships have been created in the following disciplines; electrical, metal fabrication, automotive mechanic and automotive mechanic specialised in auto electrical. The scheme is offered to males and females, aged 18 to 21 years old from surrounding villages and involves a formal recruitment approach including interview and selection process, technical skills training with Jean Bosco College and the potential for continued employment with Syama at the end of the apprenticeship. The successful candidates selected for the inaugural intake are; Harouna Coulibaly, Karim Coulibaly, Amadou T Diabate and Assetou Diabate.

Through Resolute’s partnership with the Jean Bosco College in Sikasso, 24 trainees completed three month work placements onsite, with one participant subsequently securing a permanent role with a mining contractor. Recognising cultural differences and traditions around diversity in Mali, 25% of trainees attending this program in FY17 were female.

In Australia, Resolute provided internships to 12 university students and one electrical apprentice in FY17. The interns gained invaluable hands on experience at both our Ravenswood mine and corporate office. Three students went on to take up casual work, with one joining our corporate team in Perth. The number of local residents employed at Ravenswood, including contractors, remained steady at approximately 35 people, 15 of which were female.

As part of our community relations management plan in Ghana, Resolute has committed to fill a majority of unskilled positions with members of the local community.

Human Rights

Resolute acknowledges and respects the human rights of all people who are involved with, or impacted by our operations. Our key human rights impacts lie in the areas of security, labour, land access and environmental impact. In the upcoming period, we will be formalising our Human Rights Policy, which will include direct reference to the United Nations Guiding Principles on Business and Human Rights.

Resolute’s security measures are aligned with the Voluntary Principles on Security and Human Rights (VPSHR). We strive to ensure security measures at our operations are robust, auditable, ethical and able to withstand independent scrutiny, to maintain the trust of neighbours, governments and employees.

In some parts of West Africa, artisanal mining or ‘Galamsey’ is a traditional practice acknowledged by existing mining codes. Illegal mining differs in that it is not sanctioned by government, and is often influenced by people outside local communities. Resolute works closely with public security forces to protect its operations and the community from the effects of illegal mining, in line with the principles of the VPSHR. Community members can raise concerns about illegal mining to the Syama Mine Community Consultation Committee (SMCCC) for Syama, or Resolute Foundation Advisory Panel (RFAP) for Bibiani. During FY17 no such concerns were raised.

The five day national mine workers strike in Mali in 2017 represented a potential challenge for Resolute. However due to careful and regular communication, and the recognition of the rights of workers to engage in collective bargaining, operations in Syama were not significantly affected.

In some areas, Resolute has reached agreements with traditional land users to enable exploration and protect resources for ongoing or future use. The protection of ancient and cultural places in respect of indigenous rights is a key awareness matter for employees at all operations. In Mali and Ghana, we have compensation processes in place that are agreed with government and stakeholders. The SMCCC at Syama and RFAP at Bibiani oversee any issues with compensation for affected parties.

The Ravenswood operation strives to ensure compliance with native title and cultural heritage requirements in Australia. The majority of the Ravenswood permits for exploration or mining overlap with the local Birriah community.

Resolute Mining Limited | Annual Report 2017

Community Relations

Resolute recognises we must contribute to the communities in which we operate to demonstrate our commitment to sustainable development. Our focus on fostering long-term partnerships with the local community to develop a mutual understanding, cooperation, and respect, is key to reinforcing our social licence to explore, develop, operate and close mines.

Our approach

Resolute’s approach to community relations is guided by our community relations policy. Our activities focus on community health and wellbeing, water and sanitation, income generating activities, and education. Holding these four pillars together is accountability, or the need to rigorously assess, track progress and measure the success of programs and projects. The Company takes a hands on approach to community support, preferring to have direct involvement in projects rather than simply providing funding.

We are proud and willing to help communities to reach their development goals, but caution is needed not to substitute the help of Resolute at the expense of government development initiatives.

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Water &
Sanitation
Income Community
Accountability
Generation Health
Education
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Community engagement

Resolute engages with community leaders, local governments, and non-government organisations (NGOs) to identify areas where our support is most needed. We maintain open and transparent communication channels, including an ‘open door’ policy where community representatives have reasonable access to the Company’s management. Our grievance mechanism enables community members to raise issues and concerns.

The SMCCC was established in 1999, and provides a forum in which all community issues relating to the mine can be discussed. It comprises of government officials, elected representatives, and local community leaders. Monthly meetings take place to assess ongoing community needs and priorities of the community. Resolute is then able to determine the level and urgency of support required in the community and prioritise accordingly with the stakeholders concerned. The constant support to the district health system has been recognised and highlighted by the participants.

In Ghana, community consultation has been vital to attain public support for the Bibiani project. The

RFAP was established in FY17 as a formal mechanism for local community leaders to consult and engage with the management of the mine. The local villages and communities are represented on the advisory panel, with their role being to present the views of their residents, and in turn provide open and honest feedback on Company's operations.

Within the Ravenswood community in Queensland, a monthly community newsletter, the Ravenswood Roundup provides details of local community initiatives. The newsletter is compiled based on input from the state school principal, the Flying Doctors service, Ravenswood Police and the Ravenswood Restoration and Preservation Association. A regional council meeting was held during FY17 to enable the community to raise questions about the Ravenswood Expansion Project.

Community initiatives

Community health and wellbeing

Supporting community health and wellbeing programs has always been a key focus for Resolute. In addition to providing outreach clinics and medical assistance (see case study on page 34), Resolute is proud to support the Bibiani Gold Stars Football Club, a Ghanaian

Resolute Mining Limited | Annual Report 2017

Case Study

Community support at Ravenswood

In FY17, Resolute engaged tourism consultancy Earthcheck to produce a Tourism Directions Paper for the Ravenswood community. The aim of this study is to identify opportunities to increase tourism to the area and assist the town in becoming selfsustaining following the eventual mine closure at the end of the Ravenswood Expansion Project.

professional football team. Construction of a club house and changing rooms for the team began in FY17.

At Bibiani, Resolute continued to provide a free community bus service in FY17. This daily service enables community members to undertake their work and education commitments using a safe and reliable service.

Water and sanitation

In Mali, 3.7 million people do not have access to clean water and over 4,000 children under the age of five die every year from diseases caused by poor sanitation. To complement the support of organisations such as Wateraid, SOMISY has installed and maintained approximately 100 potable water boreholes to communities surrounding Syama and provided over 40,000 people with access to clean water.

Income generating activities

Resolute is committed to boosting the local economies in which it operates by supporting small scale income generating activities. With the support of Resolute providing training and materials, the N’Golopene

Case Study

Resolute Foundation Advisory Panel supports local schools

In January 2017, Resolute's Ghanaian subsidiary Mensin Gold Bibiani Limited (MGBL) worked with communities of interest, in and near the town of Bibiani, to establish the RFAP. A charter was created for representatives of communities to liaise with the management of MGBL in a formal and regular manner. The mission of the RFAP is ‘to engage and work together with stakeholders to assess, prioritise and recommend community development projects to MGBL management’.

Through their RFAP representative, the local

A Tourism Advisory Committee was formed and meetings are run by Ravenswood’s Community Relations Advisor. The committee, with assistance from Charters Towers Regional Council, Ravenswood Mine and local businesses, will begin work on a fiveyear plan to promote Ravenswood and its surrounds.

Resolute is a long standing and principal supporter of the Ravenswood Restoration and Preservation Association (RRPA), contributing $24,000 annually. RRPA works to conserve and protect the remaining seven heritage listed buildings, and maintain the community garden within the Shire of Ravenswood.

Women’s Group produce shea butter soap to sell to the local market. Soap sales are also supported by Resolute’s African and Australian operations. In addition Resolute provided training to the Dieou and Tembleni villages Women’s Group to propagate seedlings and sold them back to Syama. Resolute also provides training in animal husbandry, including sheep, chicken and cattle rearing, beekeeping and vegetable production.

Education

Education is key to lifting people out of poverty, and recognising this Resolute has formed partnerships with several local schools in the areas in which we operate. Resolute maintains a close relationship with the Ravenswood State School in support of its teachers and pupils. From sponsoring social events to annual tree planting initiatives for World Environment Day, Resolute is committed to providing equitable learning opportunities to local students. Students have been exposed to many different aspects of the mining industry with field trips led by the mining, exploration and environmental departments.

Donkoto-Lineso community requested Resolute’s assistance to construct six brand new classrooms and a storeroom for their local school, which accommodates nearly 150 students. The existing school consisted of four classrooms which were in a poor condition, with no doors and windows and subject to frequent water leaks. Resolute provided funding for the restoration of the existing facilities and the addition of new classrooms.

A fire at Babda School in the Bibiani Estate in FY17 resulted in the destruction of an entire classroom block. Students and teachers were exposed to roof leakages, congested classrooms and the risk of possible collapse from the weakened building structures with over 30 pupils removed from the school due to safety concerns. Resolute provided funding for the restoration of three classrooms, re-roofing and rewiring.

Resolute Mining Limited | Annual Report 2017

Health and Safety

Our approach

Resolute recognises that prioritising the health and safety of all employees, contractors and visitors is vital to the success and sustainability of our operations.

Our approach is guided by the Resolute Occupational Health, Safety and Security Policy which commits all areas of the business to continually monitor, review and improve procedures and performance.

Performance

To monitor our safety performance, Resolute tracks total recordable injury frequency rate (TRIFR) and lost time injury frequency rate (LTIFR), which show total injuries and injuries resulting in lost time per million hours worked for both employees and contractors.

Across the Resolute group our TRIFR for FY17 was 2.56, a 50% improvement on FY16. This result was largely driven by our ongoing improvements to health and safety systems at Ravenswood, where total recordable injuries decreased by 60% from FY16.

The Resolute group LTIFR improved by 18% compared to the previous year, as a result of improved performance at Ravenswood. However the number of Lost Time Injuries (LTIs) increased from 0 to 3 at Syama.

Resolute is pleased to report zero work-related fatalities at any of our sites during the period.

FY17	FY16
TRIFR
GROUP [2.56] • Australia [7.35] • Mali [1.58] • Ghana [3.41]	GROUP [5.11] • Australia [23.27] • Mali [2.80] • Ghana [1.28]
LTIFR
GROUP [0.98] • Australia [7.76] • Mali [0.00] • Ghana [0.00]	GROUP [0.80] • Australia [2.45] • Mali [0.68] • Ghana [0.00]

Initiatives

Following the application of the Resolute Integrated Management System (RIMS) across the business in FY16, Resolute has continued to refine its systems and further invest in health, safety, and security expertise.

Resolute Mining Limited | Annual Report 2017

To address its TRIFR being above the industry average, Resolute engaged an independent party to conduct a review of safe-working behaviour at Ravenswood. The resulting change management plan focused on developing sustainable leadership philosophies whereby workplace leaders are taught and encouraged to set standards, coach team members, and recognise safe and efficient working practices. Since the program’s inception, TRIFR has decreased from 24.99 to 6.83; nearly half the industry average of 11.7.

Resolute extends this duty of care to all business travel arrangements. In FY17, we partnered with International SOS, the world’s largest medical and travel security services firm. This partnership allows Resolute to provide all employees with access to 24/7 worldwide medical, security, travel and emergency assistance should the need arise.

Resolute is committed to providing ongoing support to all employees who have been injured in the course of work. Resolute’s Injury Recovery Tracking Tool ensures

that all affected individuals are provided with effective and timely support and highlights opportunities to improve practices and procedures.

Community Safety

At Resolute, we strive to support safety improvement in all communities in which we operate. At Syama, we have extended the Golden Safety Rules into the local community including “SLAM- Stop, Look, Assess, and Manage”. This has successfully raised safety awareness both in and outside the workplace.

Members of Resolute’s Emergency Response Teams and site nurses at Ravenswood are on call 24 hours a day, seven days a week, to assist police and emergency services with incidents in the area. The remoteness of Ravenswood means that an ambulance can take over an hour to reach the community from the nearest town of Townsville. Site nurses provide invaluable support and perform a range of first aid treatments for community members.

Case Study

Improved bus safety at Syama

In line with Resolute’s focus on improving the quality and safety standards of its contractors, a Syama site Risk Analysis conducted by an external third party highlighted the need for a number of changes to the management of our bus contractors.

Our site-based Continuous Improvement Teams are in the process of developing new contracts for service providers which will stipulate health, safety and training KPI’s. We have also increased the frequency of bus safety inspections, using a checklist to identify specific ‘class A’ faults which deem the bus unfit to carry staff.

We are working directly with bus contractor mechanics to ensure that they fully understand Resolute’s safety requirements, and the reasons why buses were frequently failing safety inspections. This has resulted in safer and better maintained buses.

A training program tailored specifically to the contractor bus drivers was delivered in FY17. It outlines the expected behaviour of both bus drivers and passengers, with drivers being empowered to report any misbehaviour or threats from passengers.

Training

At Resolute, we believe a positive health and safety culture is underpinned by the delivery of timely and relevant training. We endeavour to communicate and consult openly with employees and contractors, ensuring all parties understand their obligations and are held accountable for their actions and responsibilities.

A key finding of Ravenswood’s independent safety review was around the level of incident investigation. To address this, Safety Wise Australia facilitated Incident Cause Analysis Method (ICAM)

Lead Investigation Training for nine managers and senior leaders, and Basic Investigator Courses for 60 supervisors, safety representatives, permanent contractors and other team members.

At all of our sites, training in first aid, mine rescue and emergency response is provided to selected employees and Emergency Response Team members on a regular basis. At our Bibiani site in FY17, training focused on maintaining the core skills of Emergency Responders with over 50 team members completing fire defence and first aid management training.

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Resolute Mining Limited | Annual Report 2017
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Occupational health

Occupational hygiene

At Resolute, we strive to create and maintain a safe, healthy working environment through the prevention and treatment of occupational diseases.

Employee awareness of alcohol and drug consumption was maintained in FY17 through the continuation of random testing in the workplace. All sites maintain strict fitness for work programs, whereby any employee who tests positive for illicit drugs or alcohol in their workplace is sent home immediately and is monitored in a tailored program.

Infectious diseases

Resolute’s Infectious Disease Policy guides our approach to preventing and controlling the spread of infectious diseases. Preventative measures have been reinforced through training and awareness, and medical surveillance of workers increased.

At Syama, a malaria control program extends to a radius of 12 kilometres around the mine site. The combination of indoor residual spraying, training of medical staff and provision of mosquito nets has contributed to a decline in malaria cases in the program area. Other precautionary activities in place include maintaining hand-washing facilities across all mine sites, advising community medical centres on disease control initiatives, and engaging in ongoing dialogue and partnerships with health agencies and NGOs.

Rates of HIV transmission in Mali continue to be high by global standards. In FY17, Resolute assisted the Regional Health Agency to establish three medical centres in nearby communities. The medical centres focus on supporting the prevention of HIV transmission from mother to child. We are also working in partnership with Soutura, an NGO that helps promote HIV testing, distribution of condoms, and awareness for prevention of sexually transmitted diseases.

Case Study

Mensin Gold Community Medical Outreach Program

During FY17 Resolute ran several medical outreach programs in the communities surrounding the Bibiani Gold Mine.

The program focused on communities where access to health care is poor. The program covered health education and prevention as well as screening for ailments such as hypertension, diabetes, and chronic skin diseases. This program embarked on a mass deworming/preventive chemotherapy program for children with the risk of soil helminths and schistosomiasis within those communities where the prevalence for infection is high.

Since its inception, the program has screened and treated thousands of people in rural areas who lack access to proper medical care. We have also educated people on the availability of continuous medical care through the National Health Insurance Scheme.

Resolute Mining Limited | Annual Report 2017

Security

As a global mining company, Resolute explores, develops and operates in countries and locations with a complex range of security issues. Our operations in Mali and Ghana are supported by public security groups overseen by expert security advisors. These advisors work closely with Resolute executive management to maintain awareness and drive security initiatives.

In FY17, International Alert reviewed the management of security at Resolute. Specific training on human rights was given to security providers in Mali for interaction with neighbouring communities, artisanal

and illegal miners. In Ghana, the Chamber of Mines conducts regular meetings, and provides training for members on security issues aligned with the VPSHR.

Resolute has continued to be an active member of the Australia-Africa Minerals & Energy Group (AAMEG) with specific participation in the Security working group. Support has been provided through the assessment and endorsement of a commercial software product to provide security situational awareness to mining companies operating in West Africa and discounted to AAMEG membership.

Resolute Mining Limited | Annual Report 2017 Resolute Mining Limited | Annual Report 2017

Environmental Management

Resolute is committed to safeguarding the environment and finding the optimal balance between minimising environmental impact and economic development.

Our approach

The Resolute Environmental Policy outlines our commitment to integrate environmental measures into all operations, and comply with or exceed the requirements of applicable legislation, regulation, and other codes and standards to which we subscribe. We identify and assess the potential environmental effects of our activities and manage associated risk

accordingly. We also aim to continually improve and regularly monitor, audit and review our environmental performance.

Implementation of the policy is supported by RIMS, which includes standards to enable the identification, assessment, management and control of risks specific to the business including environmental risks and cyanide management.

Our Performance

GHG emissions and energy	GHG emissions and energy	GHG emissions and energy	GHG emissions and energy
	Scope 1 (tCO2e)	Scope 2 (tCO2e)	Energy Consumption (PJ)
Syama	131,829	-	1.88
Bibiani	482	3469	0.01
Australia	23,172	55,702	0.33

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Waste
Landfill (t) Recycled (t)
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Waste	Waste	Waste
	Landfill (t)	Recycled (t)

Syama	2,500	1,011
Bibiani	36	0
Australia	564	444

Water Consumption(ML)
Syama	1,567
Bibiani	952
Australia	1,954

Greenhouse gas and energy

Resolute acknowledges the link between energy use and climate change. We continuously work to use energy more efficiently throughout all of our operations. In FY17 Resolute emitted a total of 214,654 tCO2e. We are planning to implement more robust methods of data collection from our African operations, to better track and manage our environmental impacts.

Resolute reports on greenhouse gas emissions from its Australian activities as part of the Australian Government’s National Greenhouse and Energy Reporting System (NGERS). Our Australian scope 1 emissions rose by 33% from the prior period, from 17,430 tCO2e in FY16 to 23,172 tCO2e in FY17. This rise was driven by a substantial increase in diesel consumption due to the commencement of Nolans East open pit mining operations in FY17.

Resolute Mining Limited | Annual Report 2017

Cyanide management

Cyanide management is an integral part of the gold production process. Our approach to cyanide management is aligned with the International Cyanide Management Code (ICMC), and performance subjected to external audit. We make risk based variations to the ICMC in implementation plans with respect to the Resolute Cyanide Management Standard.

We only purchase cyanide from manufacturers certified against the ICMC. The risk from the transportation of cyanide is managed by only using transport companies that have established adequate emergency response plans and capabilities through ICMC certification.

Manufacturers provide training to Resolute personnel in the storage, use and control of cyanide. Audits and improvement plans are shared between the operations and transporters. All Resolute operations have in place plans for the decommissioning of cyanide facilities that will protect stakeholders and the environment, and ensure the costs are included in mine closure provisions.

Air quality

Air quality is a key concern for our employees and local community stakeholders. At Syama, a network of air quality monitors transmit real-time data to the operations centre allowing a prompt management response. During dry periods, Resolute uses dust suppression at its mining operations and in the local community.

The process of roasting pyrite “concentrate” that is rich in gold generates sulphur dioxide fumes which are emitted to the atmosphere by tall-stack dispersion. Resolute maintains a strict Air Quality Management System (AQMS) to control roaster operation and throughput rates. The AQMS continuously monitors sulphur dioxide levels in the villages surrounding the operation.

Monitoring of ambient air quality at Bibiani and Ravenswood was carried out during the year for both operational and non-operational areas. Monitoring showed that air quality was within acceptable limits for both sites.

Water

Resolute monitors water quality across all sites through a network of boreholes. In FY17 no adverse results were identified.

During the reporting period a cocoa farmer near the Bibiani operation was affected by sediment laden runoff from a drill pad. Under the direction of the RFAP, the Bibiani management team is seeking to responsibly compensate the farmer in a fair and transparent manner.

At Ravenswood, Resolute is working in cooperation with the Queensland Department for Environment and Heritage Protection to monitor the sulphate levels in surface and groundwater near its waste rock dumps and tailings storage facilities. Typically the water quality is near neutral pH and has low or benign levels of trace elements. A grievance with a neighbouring pastoralist over groundwater quality was resolved after extensive studies showed no adverse impacts were evident on livestock or pastures.

Waste

At Syama, waste collection and segregation continued throughout the year. Waste oil and scrap steel continued to be sent off-site for recycling. During the year, Resolute held a series of ‘‘Clean-Up’’ days and “Toolbox Talks” across the sites to raise awareness and improve waste management practices. The Company also completed the commissioning of the high temperature incinerator.

At Bibiani, continued improvement was made on waste collection, treatment and disposal and ongoing training campaigns were delivered on waste handling and disposal.

Biodiversity and rehabilitation

At Resolute, we understand the importance of structured mine closure plans and the importance of effective rehabilitation to leave behind land capable of future productive use.

Where possible, we aim to support community development through our rehabilitation activities. In FY17 our community development team at Syama worked closely with women from the Dieou and Tembleni villages, training them to propagate and nurture seedlings for mine rehabilitation. Over 6000 seedlings from native tree species were successfully germinated and sold back to Syama for planting.

The Bibiani Land Reclamation Plan aims to stabilise the most disturbed areas and restore the habitat to allow beneficial use of the land by local inhabitants.

As part of the Ravenswood Expansion Project (REP), possible mine layouts have been amended in order to reduce the impact on terrestrial flora and fauna surrounding the Ravenswood mine. This approach has seen a reduction in the potential impact on the surrounding Squatter Pigeon habitat, which is listed as ‘vulnerable’ under both the Commonwealth Environment Protection and Biodiversity Conservation Act 1999 and Nature Conservation Act (Qld) 1992.

Regulation approvals and compliance

No financial penalties were imposed on any of Resolute's operations during the reporting period.

Resolute Mining Limited | Annual Report 2017

Governance

Code of conduct

Resolute willingly operates under a strict Code of Conduct (Code) that underpins, guides and enhances the conduct and behaviour of Directors, employees and contractors in performing their everyday roles. The Code provides that the following principles guide employee behaviour:

to act with integrity and professionalism in the performance of their duties and in the proper use of company information, funds, equipment and facilities;
to exercise fairness, proper courtesy and consideration in all their dealings in the course of carrying out their duties; and
to avoid real, apparent or perceived conflicts of interest.

Resolute aspires to pioneer and achieve best practice, creating opportunities for the Company’s business partners to assist both stakeholders and communities, while operating openly, honestly and with integrity while maintaining a strong sense of corporate social responsibility. In maintaining its social corporate responsibility, Resolute will conduct its business ethically and according to its values, encourage community initiatives, consider the environment and ensure a safe, equal and supportive workplace.

Conflicts of Interest

Resolute recognises that proper disclosure and management of conflicts of interests is integral to its reputation and business objectives. It is Resolute’s policy to impose a duty on all Directors, employees and consultants (Personnel) to wherever possible avoid

any conflict of interest, to disclose any potential for a conflict of interest, and where a conflict cannot be avoided, to manage that conflict of interest. The duty to avoid, disclose, and manage conflicts of interests does not prohibit all conflicts of interests – rather it requires that conflicts are adequately disclosed and managed when they arise.

Insider trading

It is Resolute’s policy that company employees must ensure all trading of company securities they undertake complies with the Australian Corporations Act and Regulations (particularly the prohibitions on insider trading). The Company’s Securities Trading Policy provides specific detail and is available to view online at www.rml.com.au/corporate-governance.

Conducting business overseas

It is Resolute's policy that its business affairs and operations should at all times be conducted legally, ethically, and in accordance with community standards of integrity and propriety. The Code requires business dealings must be conducted in accordance with Australian and other applicable jurisdictions’ anti-bribery laws. The Company’s Anti-Bribery and Corruption Policy and policy for Reporting and Investigating Unethical Practices provide specific detail and are available to view online at www.rml.com.au/ corporate-governance.

Resolute Mining Limited | Annual Report 2017

Health and safety

Resolute is committed to the security, safety and health of its people and pursues a zero accident philosophy to provide a safe and healthy working environment for its employees. The emphasis of this commitment is the identification of potentially unsafe practices and the prevention of incidents and injury. Resolute has a very strict safety culture; all of the Company's policies and procedures relating to safety are mandatory.

Environmental responsibility

Additional policies

In addition to those mentioned above, Resolute has implemented the following charters and additional policies all of which are available to view online at www.rml.com.au/corporate-governance:

Board Charter
Audit and Risk Committee Charter
Remuneration Committee Charter
Nomination Committee Charter
Continuous Disclosure Policy
Communication Strategy
CFO Code of Conduct
Diversity and Inclusion Policy

Resolute will conduct its business activities with proper regard to the care and protection of the environment. Resolute will use best practice and endeavours to conduct its operations in a manner that is environmentally responsible and sustainable.

Board

The Board of Directors is responsible for the corporate governance of the Company. The Board guides and monitors the Company’s business and affairs on behalf

of Resolute shareholders by whom they are elected and to whom they are accountable.

The table below sets out the detail of the tenure of each Director as at 30 June 2017.

The table below sets out the detail of the tenure of each director as at 30 June 2017.

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Director Role of Director First Appointed Qualification
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Director	Role of Director	First Appointed	Qualifcation

Martin Botha	Non-Executive director (appointed Chairman from 29 June 2017)	February 2014	BScEng
John Welborn	Managing Director	February 2015	BCom, CA, FAIM, SA Fin, MAICD, MAusIMM
Peter Sullivan	Non-Executive Director	June 2001	BEng, MBA
Bill Price	Non-Executive Director	November 2003	BCom, FCA, MAICD
Yasmin Broughton	Non-Executive Director	29 June 2017	BCom, PG Dip Law, GAICD
Mark Potts	Non-Executive Director	29 June 2017	BSc(Hons)

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Director Non-Executive Independent Gender
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Director	Non-Executive	Independent	Gender

Martin Botha	Yes	Yes	Male
John Welborn	No	No	Male
Peter Sullivan	Yes	No	Male
Bill Price	Yes	Yes	Male
Yasmin Broughton	Yes	Yes	Female
Mark Potts	Yes	Yes	Male

The Company’s Board Charter outlines the functions reserved to the Board and those delegated to management. The Board Charter delineates the responsibilities and functions of the Board as being

distinct from those of management. Resolute’s Board Charter is available to view online at www.rml.com.au/ corporate-governance.

Resolute Mining Limited | Annual Report 2017

Committees

The Board has established the following subcommittees to assist with internal control and business risk management:

Audit and Risk Committee
Remuneration Committee
Nomination Committee

Audit and Risk Committee

The Audit and Risk Committee consists of the following Non-Executive Directors:

Ms Y. Broughton (Chairman)
Mr M. Botha
Mr P. Sullivan
Mr H. Price
Mr M. Potts

All of the above listed Non-Executive Directors other than Mr. P. Sullivan, are independent.

The Audit and Risk Committee provides the Board with additional assurance regarding the reliability of the financial information for inclusion in the financial reports, and 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;
the review of half-year and annual financial statements before submission to the Board; and
the assessment, management and monitoring of business risk.

The Remuneration Committee is responsible for determining and reviewing compensation arrangements for Resolute’s company Directors, CEO, Executive Committee and employees, and making subsequent recommendations to the Board.

The Remuneration Committee Charter is available to view online at www.rml.com.au/corporategovernance.

Nomination Committee

The Nomination Committee consists of the following Non-Executive Directors:

Mr M. Botha (Chairman)
Mr B. Price
Ms Y. Broughton
Mr M. Potts

The Nomination Committee ensures Board members are appropriately qualified and experienced to discharge their responsibilities and implements procedures to assess the performance of the CEO and the Executive Committee.

The Nomination Committee Charter is available to view online at www.rml.com.au/corporate-governance.

Corporate Governance Statement

The Board has adopted the "Corporate Governance Principles and Recommendations 3rd edition" established by the ASX Corporate Governance Council and published by the Australian Securities Exchange (ASX) in March 2014.

Resolute’s Corporate Governance Statement is available to view online at www.rml.com.au/corporategovernance.

The Audit and Risk Committee Charter is available to view at www.rml.com.au/corporate-governance.

Remuneration Committee

The Remuneration Committee consists of the following Non-Executive Directors:

Mr P. Sullivan (Chairman)
Mr M. Botha
Mr B. Price
Ms Y. Broughton

Resolute Mining Limited | Annual Report 2017

Risk Management

Resolute takes an active approach to risk management across the Company and its operations. The Board has ultimate responsibility for ensuring principal risks faced by the Company are identified, and overseeing appropriate control and monitoring systems are in place to manage the impact of these risks.

As part of this identification and oversight role, the Board established the Audit and Risk Committee during FY17. Prior to the establishment of the Audit and Risk Committee, this role was performed by the Board. The Audit and Risk Committee works closely with management in relation to the assessment, monitoring and managing of business risk and to carry

out assessments of internal controls and processes for improvement opportunities.

Resolute is continuously seeking ways to improve its risk management systems and controls including engaging KPMG on an ongoing basis, to assist the Company with continual development of its risk management framework and supporting processes.

Resolute’s existing risk framework uses a series of workshops and interviews to assist in the identification and assessment of key business risks including the associated mitigation controls and strategies to appropriately manage the material risks. A summary of the key business risks is set out below.

Risk Mitigation / Comment Strategic risks Asset Portfolio Resolute's revenue is derived from two assets - the Resolute assesses a range of growth opportunities to Syama Gold Mine in Mali and the Ravenswood Gold build on its existing portfolio as well as ensuring efficient Mine in Queensland, Australia. production from existing assets is maximised.

Reliance on two assets in two different geographical locations requires continual focus on managing efficient operations. Targeted projects to enhance asset reliability and effectiveness are required to ensure Resolute's ongoing success.

For example, exploration activities are ongoing in Côte d'Ivoire and a feasibility study for the Bibiani Gold Mine in Ghana has been completed showing a viable development pathway.

Whilst geographical diversity is an advantage, there is currently limited overall diversification in the Company’s portfolio.

Resolute Mining Limited | Annual Report 2017

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Risk Mitigation / Comment
Financial risks
Changes to commodity prices, cash flow and credit risk
Resolute's financial performance is closely linked to the Resolute monitors its exposure to commodity price
market price of gold. fluctuations and foreign exchange rate fluctuations
as part of financial and treasury planning and controls
Financial performance may also be impacted through
procedures.
foreign exchange movements, or where there is an
inability to secure adequate funding. Gold hedging may be implemented in certain defined
scenarios to ensure the long term funding of existing
projects and significant capital expenditure programmes
such as the Syama Underground project.
Resolute maintains excellent relationships with a
syndicate of international banking counterparts.
Fraud and corruption
Resolute is aware of the risk of internal fraud and Resolute conducts fraud risk assessments and has
corruption activities, and the various ways that such internal controls in place to manage the risk of
risk may transpire. There is also awareness that the risk fraudulent or corrupt activities.
is increased where there are differences in financial
processes, language barriers or cultural differences
between stakeholders.
Operational performance
As a listed company, Resolute is aware of the Resolute's focus on a culture of good governance and
importance of maintaining required and/or planned disclosure is aimed to provide up-to-date information
operational performance, in order to meet return on on activities impacting shareholders and other key
investment targets and shareholder expectations. stakeholders.
Operational risks
Safety
The mining workplace environment is subject to a Resolute employs a wide range of industry standard
number of hazards, including the risk of serious injury or safety management systems in order to ensure the
fatality while working on site. The physical remoteness safety of our workers. We provide appropriate training
of sites also increases the risk of commuting to site and and supervision on safety management, which
the availability of medical assistance in the event of an promotes and embeds safe operating practices.
incident.
Syama has a well-equipped medical centre on site and
Resolute is also aware of the less likely risk of an Resolute provides health insurance coverage for not only
outbreak of a serious illness amongst the workforce and our local workers but also for their immediate families.
the associated potential for large-scale disruption to
operations as a consequence.
Security and conflict risk
Resolute understands the external physical security Resolute employs a range of physical and cyber security
risks presented by artisanal mining activities, territorial measures to mitigate the risk of harm to our workers
conflicts and/or terrorist actions which could impact our and damage to our assets.
people, our operations and our broader supply chain.
Country-level information is continuously monitored
to assess the risk of terrorism and security plans are in
place to mitigate identified risks.
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Resolute Mining Limited | Annual Report 2017

Risk	Mitigation / Comment
Technology
Resolute understands that innovation in mining technology is key to future competitiveness and a failure to adopt more efficient techniques and technologies represents a risk to improving business processes and gaining efficiencies.	Resolute monitors technological advancements that could be adopted or incorporated into our operations, particularly where new technologies offer the potential to improve safety and efficiency outcomes. For example, the Syama Underground project is investigating leading edge technology and has engaged global specialists in designing and building an automated loading and haulage system, which we believe to be a world first and which will set new standards for underground safety and productivity while allowing the local workforce to be upskilled in the latest technologies in underground mining.
External risks
Geopolitical, legal and regulatory developments
Resolute's operational and exploration activities are subject to extensive regulation in the relevant jurisdictions. Operating in multiple jurisdictions naturally brings with it greater complexity and inherent risk. Changes to existing applicable laws and regulations, more stringent interpretations of existing laws or inconsistent interpretation or application of existing laws by relevant authorities have the potential to adversely impact Resolute's business activities.	Resolute monitors legal and geopolitical risks as part of centralised risk management processes. These risks form a key part of the overall assessment when considering changes to operations or pursuing new growth opportunities. Resolute management actively engage in dialogue with governments and policy makers at the most senior levels to discuss regulatory developments that are applicable to Resolute's business activities.

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Resolute Mining Limited | Annual Report 2017

Fiscal Responsibility

The taxes that Resolute pays as a company, those it collects from employees on behalf of government and those of suppliers dependent on the Company’s presence, are important in creating positive community benefits in host countries. Over A$54M was paid in taxes directly to governments in Mali and Ghana in FY17. These are illustrated in the table below.

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Syama Bibiani Total
AUD AUD AUD
Royalties 26,195,367 - 26,195,367
Corporate and other taxes 11,218,931 422,037 11,640,968
PAYE Tax 16,908,763 186,797 17,095,560
Local vendor payments 131,429,456 13,630,553 145,060,009
Local salaries 8,074,589 2,329,397 10,403,986
CSR spending 623,387 239,145 862,532
194,450,493 16,807,929 211,258,422
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The table below illustrates Resolute’s total economic contributions at our current and previous mining operations in Africa.

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Syama Tanzania Bibiani Total
AUD AUD AUD AUD
Royalties 123,472,896 62,233,249 1,736,548 187,442,692
Corporate and other taxes 23,601,062 111,517,453 1,781,160 136,899,675
PAYE Tax 107,445,137 39,045,449 1,159,982 147,650,568
Local vendor payments 925,841,457 534,817,302 34,217,051 1,494,875,810
Local salaries 61,274,322 37,070,597 26,851,958 125,196,877
CSR spending 4,453,716 4,610,935 698,609 9,763,260
1,246,088,590 789,294,985 66,445,307 2,101,828,882
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Resolute Mining Limited | Annual Report 2017

Financial Report

Contents
Directors’ Report	46
Auditor’s Independence Declaration	66
Financial Statements & Notes	67
Director’s Declaration	120
Independent Auditor’s Report	121
Shareholder Information	129

Resolute Mining Limited | Annual Report 2017

Directors’ Report

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 2017.

Corporate Information

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

Directors

Names, qualifications, experience and special responsibilities

Peter Ernest Huston (Non-Executive Chairman resigned 29 June 2017)

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 resigned as Chairman of the board in June 2017.

Marthinus (Martin) John Botha (Non-Executive Chairman)

BScEng

Mr Martin Botha was appointed Chairman in June 2017 after being appointed to the board in February 2014. Mr Botha is an Engineering Surveyor by training who has 30 years’ experience in banking, with 24 years spent in leadership roles building Standard Bank Plc’s international operations. Mr Botha’s primary responsibilities at Standard Bank included establishing and leading the development of the core global natural resources trading and financing franchises, as well as various geographic strategies, including those in the Russian Commonwealth of Independent States, Turkey and the Middle East. Mr Botha is currently non-executive Chairman of Sberbank CIB (UK) Ltd, a securities broker regulated by the UK Financial Services Authority, and is a non-executive director of Zeta Resources Limited (appointed 2013). Mr Botha graduated with first class honours from the University of Cape Town and is based in London.

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

John Paul Welborn (Managing Director and Chief Executive Officer) B.Com., FCA, FAIM, MAICD, MAusIMM, SAFin, JP

‐ Mr John Welborn was appointed to the board on 27 February 2015 as a non executive director and became the Managing Director and Chief Executive Officer on 1 July 2015. Mr Welborn is a Chartered Accountant with a Bachelor of Commerce degree from the University of Western Australia and is a Fellow of the Institute of Chartered Accountants in Australia, a Fellow of the Australian Institute of Management and is a member of the Australian Institute of Mining and Metallurgy, the Financial Services Institute of Australasia, and the Australian Institute of Company Directors.

Mr Welborn has extensive experience in the resources sector as a senior executive and in corporate management, finance and investment banking. Prior to joining Resolute Mining Limited in 2015 Mr Welborn was the Managing Director of Equatorial Resources Limited and previously the Head of Specialised Lending in Western Australia for Investec Bank (Australia) Ltd. Mr Welborn was a non-executive director of Noble Mineral Resources Limited (March 2013 to December 2013) and Prairie Mining Limited (February 2009 - September 2015) and is currently a non-executive director of Equatorial Resources Limited (appointed 2010) and Kilo Gold Mines (appointed 2017), and is Chairman of Orbital Corporation Limited (appointed 2014).

Mr Welborn is a member of the Environment and Community Development Committee and the Safety, Security and Occupational Health Committee.

Resolute Mining Limited | Annual Report 2017

Directors’ Report

Directors (continued)

Names, qualifications, experience and special responsibilities (continued)

Peter Ross Sullivan (Non-Executive Director) B.E., MBA

Mr Peter Sullivan was appointed Managing Director and Chief Executive Officer of the Company in 2001 and retired as Chief Executive Officer on 30 June 2015. Mr Sullivan is an engineer and has been involved in the management and strategic development of resource companies and projects for over 25 years. Mr Sullivan is also a director of GME Resources Limited (appointed 1996), Zeta Resources Limited (appointed 2013), Pan Pacific Petroleum NL (appointed 2014), Panoramic Resources Limited (appointed 2015) and Bligh Resources Limited (appointed 2017).

Mr Sullivan is Chair of the Remuneration Committee and a member of the Audit and Risk 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 Fellow of Chartered Accountants Australia and New Zealand 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 of Tennis West.

Mr Price is a member of the Audit and Risk Committee (Chair resigned 27 July 2017), Remuneration Committee and Nomination Committee.

Mark Potts (Non-Executive Director)

BSc (Hons)

Mr Mark Potts is a non-executive director and was appointed to the board in 2017. Mr Potts has held senior executive and board positions, in start-ups and large corporate environments, over a 30-year career. Most recently Mr Potts was the worldwide CTO and VP for Corporate strategy at Hewlett Packard, driving technology and business strategy successfully for over 5 years. Prior to Hewlett Packard Mark was the founder of several successful, venture backed start-ups, that have driven technology disruption and business innovation in varied industries. Mr Potts is the Chair of Decimal Software Limited (appointed 2016), a director of VGW (appointed 2017) and board adviser to Advara (appointed 2014) and Adecco Australia (appointed 2010).

Mr Potts is a member of the Audit and Risk Committee and Nomination Committee.

Yasmin Broughton (Non-Executive Director)

BComm PG Law GAICD

Ms Yasmin Broughton is a non-executive director and was appointed to the board on 29 June 2017. Ms Broughton is a corporate lawyer with significant experience working as both a director and an executive in a diverse range of industries. Ms Broughton has over 13 years’ experience working with ASX listed companies as an officer and has a deep understanding of corporate governance, including compliance with the ASX Listing Rules, and managing complex legal issues. Ms Broughton’s legal and commercial qualifications together with her national mediator credentials, define her fact based and solution orientated approach to corporate management. Ms Broughton is also a non-executive director of the Insurance Commission of Western Australia (appointed 2015), Edge Employment Solutions Inc (appointed 2012) and CyberGym Global Limited (appointed 2017).

Ms Broughton is Chair of the Audit and Risk Committee and a member of the Remuneration Committee and Nomination Committee.

Resolute Mining Limited | Annual Report 2017

Directors’ Report

Company Secretary

Greg William Fitzgerald (resigned 4 August 2017)

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 was also the Chief Financial Officer (resigned 27 February 2017) 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 resigned as Company Secretary on 4 August 2017.

Amber Stanton

LL.B.

Ms Amber Stanton is a corporate lawyer and was appointed as General Counsel / Company Secretary on 4 August 2017. Prior to joining Resolute, Ms Stanton was a partner at two international law firms, specialising in mergers and acquisitions, capital markets, energy and resources and general corporate and commercial matters. Ms Stanton was the WA winner of the 2011 Telstra Business Women's award (Corporate and Private Sector) and is also a director of the Liver Foundation of Western Australia.

Interests in the shares and options of Resolute 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:

	Fully Paid Ordinary Shares	Performance Rights
P. Huston¹	428,182	-
J. Welborn²	2,100,000	4,079,000
M. Botha	-	-
H. Price	194,745	-
P. Sullivan	3,072,051	351,297
M. Potts	26,825	-
Y. Broughton	-	-
	5,821,803	4,430,297

¹ Mr Peter Huston resigned on 29 June 2017.

² As disclosed in the Appendix 3Y lodged with ASX on 21 August 2017, Mr John Welborn is undertaking investigations to confirm he is the owner (beneficially or otherwise) of 1,218,522 of these shares. Refer to the Appendix 3Y for further detail.

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.

Significant Changes in the State of Affairs

There have been no significant changes in the state of affairs of the Company other than those stated throughout this Report.

Resolute Mining Limited | Annual Report 2017

Directors’ Report

Significant Events after Reporting Date

On 23 August 2017, the Company announced a final dividend on ordinary shares in respect of the 2017 financial year of 2.0 cents per share. The dividend has not been provided for in the 30 June 2017 financial statements.

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. Levels of sulphate and some trace elements have been measured above license limits at the Ravenswood operation. The operation is cooperating with the Queensland Department of Environment and Heritage Protection to evaluate and control surface and groundwater quality.

Financial Position and Performance

Cash and bullion at market value increased to a total of A$290m (FY16: A$102m).
FY17 net profit after tax of $166m (FY16 (restated): $201m).
Revenue from gold and silver sales of $541m (FY16: $555m).
Gross profit from operations of $177m (FY16 (restated): $155m).
Return on equity of 49%.
Diluted earnings per share of 18.61 cents.
Net operating cash inflows for the year were $186m (FY16: $193m).
Net investing cash outflows of $128m (FY16: $43m).
Net financing inflows of $136m (FY16: outflows $79m).

Review of Operations

Resolute delivered a strong operational performance in 2017 with total gold production of 329,834 ounces at an All-In Sustaining Cost (AISC) of A$1,132/oz, a significant improvement on the original guidance of 300,000 ounces at an AISC of $1,280/oz. This result is particularly impressive given 2017 was a transformational year at both Ravenswood and Syama. At Syama the Company commenced the Syama Underground project and continued mining satellite open pits while depleting large stockpile reserves. At Ravenswood the Company began open pit mining at Nolans East, initiating the Ravenswood Expansion Project while continuing to mine the highly successful Mt Wright Underground mine. FY18 will be another year of transition as the Syama Underground begins ramping up to full production and Ravenswood transitions to a long future of open pit mining beyond the closure of Mt Wright. The Company is in the process of building a large-scale sublevel caving operation at Syama to be one of the world’s first fully automated underground truck haulage mines. FY18 will be an exciting year for shareholders as the Company focuses on delivering the significant potential of its exploration and development pipeline.

Resolute Mining Limited | Annual Report 2017

Directors’ Report

Review of Operations

Production

Strong operating performance has bolstered cash and bullion, allowing for the repayment of debt and strengthening of the Company’s financial position.

				2017			2016
Key operating performance indicators	Units	Syama Sulphide	Syama Oxide	Syama Total	Ravenswood	GROUP total	GROUP total
UG decline development	m	3,180	-	3,180	-	3,180	-
UG lateral development	m	-	-	-	-	-	1,807
UG vertical development	m	-	-	-	-	-	-
UG ore mined	t	8,289	-	8,289	1,001,067	1,009,356	1,305,585
UG grade mined	g/t	2.15	-	2.15	2.51	2.51	2.38
OP operating waste	BCM	431,208	3,772,861	4,204,069	989,485	5,193,554	4,508,379
OP ore mined	BCM	441,933	689,864	1,131,797	328,325	1,460,122	749,667
OP grade mined	g/t	2.44	2.29	2.35	0.63	1.96	2.22
Total ore mined	t	1,215,153	1,319,596	2,534,749	2,366,159	4,900,908	2,851,091
Total tonnes processed	t	2,106,371	1,340,097	3,446,468	1,995,292	5,441,760	4,455,437
Grade processed	g/t	2.59	2.84	2.68	1.54	2.27	2.61
Recovery	%	69.8	83.2	75.3	93.1	79.7	84.1
CEC Recovery Adjustment*	oz	13,834	-	13,834	-	13,834	-
Gold Produced	oz	136,000	101,830	237,830	92,004	329,834	315,169
Gold in circuit drawdown/(addition)	oz	(20,163)	(4,407)	(24,570)	(410)	(24,980)	9,164
Gold shipped	oz	115,837	97,423	213,260	91,594	304,854	324,333
Gold bullion in metal account movement (increase)/decrease	oz	375	10,565	10,940	1,448	12,388	16,208
Gold sold	oz	116,212	107,988	224,200	93,042	317,242	340,540
Achieved gold price	A$/oz	1,720	1,720	1,720	1,708	1,717	1,624
	US$/oz	1,296	1,296	1,296	1,291	1,295	1,184
Cash Cost	A$/oz	857	948	896	1,252	995	898
	US$/oz	646	714	675	943	750	654
All-in Sustaining Cost	A$/oz	1,001	960	984	1,406	1,132	1,200
	US$/oz	755	725	742	1,059	853	874

*Increase in recoverable gold in carbon enriched concentrates (CEC) arising from confirmation of Project Reprise Low Carbon Roast recoveries.

Resolute Mining Limited | Annual Report 2017

Directors’ Report

Review of Operations

Exploration

Detailed information about Resolute’s exploration and development highlights is available on the Company’s website.

During the year Resolute made a major new discovery at Syama. The Nafolo discovery is a new zone of mineralisation located immediately south of the Syama deposit and separate to the main orebody. Nafolo was discovered in October 2016 and follow up drilling confirmed Nafolo as a major discovery. Nafolo has similar characteristics, size and tenor to the 8 million ounce (Moz) Syama orebody and remains open in all directions.
The Nafolo discovery is likely to expand the existing 6Moz resource and 3Moz reserve at Syama. An understanding of the full potential of the Nafolo discovery is a high priority in order to assess its potential to enhance the mine plan at Syama. The drilling has now defined an initial strike length of greater than 300m and is continuing to deliver consistent, broad intersections with similar characteristics to Syama. All holes drilled to date at Nafolo have intersected alteration and gold mineralisation and the discovery remains open at depth and to the south. A significant area under the southern waste dump is still to be tested and has the potential to host a large ore system similar to the 8Moz Syama orebody.
Since the discovery of Nafolo the Company has been exploring further opportunities for discoveries within the Syama region. Resolute has a large ground holding which covers approximately 80km of the Syama shear zone. Within this ground holding the majority of exploration drilling to date has focused on the discovery of shallow oxide resources. Given the Company’s strong financial position and long term commitment at Syama, Resolute has seized the opportunity to systematically test and establish the full potential of this prolific gold belt.
During the year exploration drilling at Syama delivered significant results from the Tabakaroni and BA-01 satellite operations through extensional drilling aimed at underground mining opportunities that have potential to complement the existing Syama mine plan.
Tabakoroni is a satellite operation located approximately 40km south of the Syama gold mine. The Tabakoroni open pit operations are scheduled to commence production in late FY18, significant results from extensional drilling at Tabakoroni included:
- TARC532 20m @ 18.3 g/t Au from 117m
- TARC542 23m @ 9.6 g/t Au from 140m  TARC543 25m @ 8.1 g/t Au from 160m  TARC549 12m @ 8.4 g/t Au from 203m  TARC551 14m @ 16.7 g/t Au from 89m
BA-01 is located approximately 6km north of Syama and forms part of a series of satellite deposits, including BA-01, Beta and Alpha. Resolute commenced an oxide open pit operation at BA-01 in early 2017, significant results from extensional drilling at BA-01 included:  BARC120 6m @ 14.9 g/t Au from 36m  BARC124 7m @ 13.1 g/t Au from 85m  BARC126 9m @ 11.1 g/t Au from 70m  BARC136 10m @ 9.2 g/t Au from 115m  BARC138 11m @ 14.9 g/t Au from 43m
These results have confirmed the excellent long term sulphide potential of Tabakoroni, BA-01 and other satellite operations, follow up drilling of the sulphide targets will be undertaken later in 2017.
During the year Resolute announced initial results from the phase 2 drilling campaign at the Company’s Bibiani Gold Mine in Ghana. The drilling program was designed to upgrade existing inferred mineral resources as well as identify new mineralisation. The program aims to significantly increase the ore reserve, improve project economics, and confirm a decision to mine.
The initial drilling has intersected mineralisation better than predicted by the current inferred resource estimate. It is expected the high grade intersections from the Central Lode will lead to resource and reserve increases. The drilling program is also targeting new areas of mineralisation outside of the existing resource. Significant results from the first half of the phase 2 drilling program included:
- BSDD040 30m @ 8.9g/t Au from 498m
- BUDD072 48m @ 3.6g/t Au from 171m
- BUDD077 51m @ 4.3g/t Au from 117m  BUDD078 37m @ 3.9g/t Au from 152m

Resolute Mining Limited | Annual Report 2017

Development

The development of the Syama Underground project commenced in September 2016 and the underground development is currently on schedule for first sublevel cave ore production to commence in the quarter ended December 2018. During the underground development phase a significant amount of development ore will be mined and is expected to augment the stockpiled sulphide material that is currently providing mill feed to the sulphide plant at Syama. The underground development has commenced on the first and second production levels (the 1130 and 1105 levels) and the incline and decline are advancing simultaneously. The current priority of the underground development is to establish the primary ventilation and truck haulage infrastructure. Lateral development rates are exceeding expectations with semi-automated drilling delivering improved advance rates and increased productivities than the definitive feasibility study (DFS) estimates.
The Ravenswood Expansion Project (REP) study was announced in September 2016 with the aim of maintaining continuity of production at Ravenswood as the Mt Wright underground mine prepares for closure. Resolute has commenced the transition back to open pit mining, with open pit operations at the Nolans East deposit having commenced in August 2016. The REP will see the eventual development of three open pits at Nolans East, Sarsfield and Buck Reef West.

The REP outlined the following development sequence:

Mt Wright underground operations continuing until eventual closure in late FY18:
Open pit mining recommenced from Nolans East and continuing until late-2017;
Processing capacity increased to 2.8 million tonnes per annum (Mtpa);
Regulatory approvals for recommencement of mining at Sarsfield obtained in March 2017;
Regulatory approvals for open pit mining at Buck Reef West expected in mid-2018; and
Expansion of the mill to 5.0Mtpa.
The feasibility study into the REP confirmed a long life, low risk, low cost development plan with robust economics. Under the REP, average annual production is expected to increase to approximately 120,000oz of gold. Mine life will be extended by 13 years with operations continuing until at least 2029. The operation will generate Life of Mine All-In Sustaining costs of A$1,166/oz (US$880/oz). The staged development plan requires no immediate additional capital expenditure and start-up capital comprises A$134 million for pre-stripping and staged processing plant expansion to 5.0Mtpa. Significant potential remains for economic upside and further extensions.
In December 2016 the Queensland Government granted Prescribed Project status to the REP. The Prescribed Project status has streamlined administrative decisions and ensured essential project regulatory approvals are received on a timely basis. In March 2017 the Queensland Department of Environment and Heritage Protection issued the final approved Amended Environmental Authority for the recommencement of mining at the Sarsfield open pit. The Environmental Authority is a major milestone in the governmental approval process required to progress the REP and includes all provisions required to recommence mining at the Sarsfield open pit. In August 2017, Resolute executed two significant Heritage Agreements (Heritage Agreements) with the Queensland Government which support the Ravenswood Expansion Project. The agreements cover areas of the proposed Ravenswood Expansion Project mining landscape including the historic Chinese Settlement Area and the Ravenswood School and Residence. Resolute continues to work collaboratively with the Queensland government on the required regulatory approvals for the REP.

Likely Developments and Expected Results

Gold production for FY18 forecast to be a minimum of 300,000oz at All-In Sustaining Costs of A$1,280/oz (US$960/oz).
At Syama, the sulphide head grade will be managed to maintain an average feed grade of greater than 2g/t Au to the sulphide plant through blending from existing sulphide stockpiles, mined ore from satellite deposits, and ore produced from the underground mine during development. Development ore production has commenced from the underground mine with pre-production underground ore of ~1.3Mt expected to be mined prior to completion of the sublevel cave development in the quarter ended December 2018. Syama sulphide gold production is forecast to be a minimum of 130,000 ounces at an AISC of A$1,050/oz and Syama oxide gold production is forecast to be a minimum of 90,000 ounces at an AISC of A$1,260/oz.
At Ravenswood, mined ore tonnes from Mt Wright are expected to reduce as the number of available drawpoints decreases over the remaining life of the underground mine. Mine production from Nolans East is expected to be completed in late-2017 and throughout the remainder of FY18 the ore feed will be sourced from Nolans East stockpiles, existing Sarsfield stockpiles, and remaining production ore from Mt Wright. Ravenswood gold production is forecast to be a minimum of 80,000 ounces at an AISC of A$1,520/oz.
At Bibiani, a new resource estimate will be undertaken which will form the basis for an updated feasibility study to be completed over the remainder of calendar 2017. An investment decision is excepted in the March quarter of 2018
Capital expenditure for major growth projects is expected to be A$162M (US$122M).
Exploration budget increased to A$38M (US$29M).

Resolute Mining Limited | Annual Report 2017

Directors’ Report

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.

a) Key management personnel

(i) Directors

Name Position held during the financial year P. Huston Non-Executive Chairman (resigned 29 June 2017) J. Welborn Managing Director and Chief Executive Officer M. Botha Non-Executive Director (Non-Executive Chairman from 29 June 2017) H. Price Non-Executive Director P. Sullivan Non-Executive Director Y Broughton Non-Executive Director (appointed 29 June 2017) M Potts Non-Executive Director (appointed 29 June 2017)

(i) Executives

Name Position held during the financial year P. Beilby Chief Operating Officer L. de Bruin Chief Financial Officer (appointed 27 February 2017) G. Fitzgerald Chief Financial Officer and Company Secretary (Chief Financial Officer resigned 27 February 2017) P. Henharen General Manager – Project Delivery V. Hughes General Manager – People, Culture and Information D. Kelly General Manager – Corporate Strategy B. Mowat General Manager - Exploration

b) Compensation of key management personnel

RML Remuneration Policy

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; and,
Aligns executive incentive rewards with the creation of value for shareholders.

Resolute Mining Limited | Annual Report 2017

Directors’ Report

Remuneration Report (continued)

Remuneration Committee and Nomination Committee

On 29 June 2017 the Board resolved to split the Remuneration and Nomination Committee into two separate committees being the Remuneration Committee and Nomination Committee.

The Remuneration 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.

The Nomination Committee is responsible for Board and Board Committee membership, succession planning and performance evaluation.

In accordance with best practice governance the Remuneration Committee and the Nomination Committee are 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.

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 29 November 2016 when the shareholders approved an aggregate remuneration of $1,000,000 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. The fee size is commensurate with the workload and responsibilities undertaken.

Chief Executive Officer and 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 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 has been used to assist in the design and implementation of a Remuneration Framework that is in line with industry practice.

It is the 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,
Long term incentives (LTI).

Resolute Mining Limited | Annual Report 2017

Directors’ Report

Remuneration Report (continued)

The proportion of fixed remuneration and variable remuneration (potential short term and long term incentives) is established for each executive by the Remuneration Committee and for the year ended 30 June 2017 was as follows:

		Variable remuneration	Variable remuneration
CEO	Fixed Remuneration (40%)	Target STI (20%)	Target LTI (40%)
Other Executives	Fixed Remuneration (47%)	Target STI (23%)	Target LTI (30%)

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 Committee. The process consists of a review of individual performance, relevant experience, and relevant comparable remuneration in the mining industry and more broadly across other sectors.

Structure

Executives receive a base salary, statutory superannuation and the opportunity to receive income protection insurance as part of their Fixed Remuneration.

Variable Remuneration – Short Term Incentive (“STI”)

Objective

The objective of the STI is to generate greater alignment between performance and remuneration levels for the purpose of driving operational excellence.

Structure

The STI is an annual “at risk” component of remuneration for executives. 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 executives 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 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. For the executives, a below “threshold” performance delivers a nil STI, a “threshold” performance delivers a STI equal to 12.5% of fixed remuneration, a “target” performance delivers a STI equal to 50% of fixed remuneration, and a “stretch” performance delivers a STI equal to 75% of fixed remuneration. Pro-rata payment applies on a straight line basis between “threshold” and “target” and from “target” to “stretch” Performance.

Target performance represents challenging 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 executive and then later assessing the extent to which the KPIs of the executive have been achieved, and the amount to be paid to each executive. 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.

Resolute Mining Limited | Annual Report 2017

Directors’ Report

Remuneration Report (continued)

The STI measures comprise:

Improved safety performance – measured by:
a lag indicator in the form of a specified reduction in the Total Recordable Injury Frequency Rate in comparison to prior years; and
specified lead indicators designed to be proactive and influence future events with measures being put in place to prevent incidents and injury. As part of this process, a Safety Action Performance list is prepared each year outlining a set of actions and deliverables.
The achievement of defined targets relative to budget relating to:
operating cash flow;
gold production; and,
cost per tonne milled.
A set of personal performance metrics designed to drive optimum operational performance as specifically related to each executive portfolio.

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.

Changes to the STI Plan from 1 July 2016

An independent review of the Company’s incentive plans in 2016 has informed a number of changes that were implemented from 1 July 2016. The intention of the changes to the STI and LTI plans was to support current strategies and business objectives and to ensure both programs are correctly aligned with the creation of shareholder value.

With effect from 1 July 2016, amendments have been made to:

the threshold, target, and stretch performance levels to make them more challenging to achieve. This has been balanced by increasing the reward for executives for a stretch performance to 75% (from 65%) of fixed remuneration; and
introduce Board discretion, on Managing Director and Chief Executive Officer recommendation, to modify the payment to an individual or to group participants based on performance factors, safety factors, or to recognise extraordinary occurrences which have had a positive or negative impact on results and shareholder value

The individual performance measures vary according to the individual executive’s position, and reflect value accretive and/or risk mitigation achievements for the benefit of the Company within each executive’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 Committee. Payments are delivered as a cash bonus and/or in the form of superannuation.

Actual STI performance for the year ending 30 June 2017

Actual performance for the year ending 30 June 2017 was an average of 96% of target performance for KMP.

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 provided to executives who are able to influence the generation of shareholder value and thus have an impact on the Company’s performance against the relevant long-term performance hurdles.

a) Selecting the right plan vehicle

Under a Performance Rights Plan, executives are granted a right to be issued a share in the future subject to performance based vesting conditions being met.

Resolute Mining Limited | Annual Report 2017

Directors’ Report

Remuneration Report (continued)

Overview of the Company’s approach to Long Term Incentives

a) Selecting the right plan vehicle (continued)

In June 2016, the Remuneration and Nomination Committee approved the engagement of Egan Associates Pty Ltd to provide the Company with CEO Remuneration benchmarking data and to conduct a review of the Company’s Incentive Plan. The engagement was directly instigated by the Committee Chairman and reports provided by Egan Associates Pty Ltd were submitted to the Chairman to ensure KMP with a vested interest were removed from this process.

The Committee is satisfied the advice received from Egan Associates Pty Ltd is free from undue influence from the KMP to whom the remuneration information applies. The recommendations and background information provided on the Company’s incentive plans were provided to Resolute as an input into the decision making only. The Committee considered the recommendations, along with other factors, in making remuneration decisions.

The fees paid to Egan Associates Pty Ltd for their report on CEO remuneration benchmarking and recommendations for the structuring of the Company’s incentive plans were $18,375.

b) Grant Frequency and LTI quantum

Upon Board instigation, Executives receive a new grant of performance rights every year and the LTI forms a key component of the executive’s Total Annual Remuneration.

The LTI dollar value that executives are entitled to receive is set at a fixed percentage of their fixed remuneration and equates to 100% of fixed remuneration for the Chief Executive Officer and 65% of fixed remuneration for the other executives. This level of LTI is in line with current market practice.

c) Performance Conditions

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

d) Changes to the LTI Plan from 1 July 2016

Following the receipt of feedback from a remuneration consultant and as approved by shareholders, the following key changes have been made to the LTI plan with effect from 1 July 2016:

A cap equal to 1% of Resolute shares on issue has been placed on annual performance rights grants. The total number of performance rights on issue at any point in time is capped at 5% of Resolute shares on issue.
An increase in the threshold for the Total Shareholder Return (“TSR”) metric from P50 to P60 to promote further stretch for participants to meet the minimum requirement for vesting.
The methodology of valuing performance rights by reference to the fair value has been changed and future performance rights to be granted will be valued at their face value for the purposes of calculating how many performance rights are to be granted.
Inclusion in the terms of the LTI Plan the ability to adjust the number of performance rights at vesting to allow for any capital returns and dividends during the vesting period.
Inclusion in the terms of the LTI Plan a clause to allow the tax beneficial deferral of exercise of Rights following vesting conditions being met. This change is a result of tax law changes in 2015 and has been made to encourage participants to retain shares received upon vesting of performance rights as opposed to immediately selling shares to meet tax liabilities.
An increase in participation rates has seen the CEO’s LTI opportunity increased from 75% of fixed remuneration to 100% of fixed remuneration and the Executives’ LTI opportunity increased from 50% to 65%. This is designed to provide stronger alignment of executive behaviour and the creation of enduring shareholder value.

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 (“RTSR”) 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.

Resolute Mining Limited | Annual Report 2017

Directors’ Report

Remuneration Report (continued)

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
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
Northern Star Resources Limited  Teranga Gold Corporation
OceanaGold Corporation  Troy Resources Limited

For the year ending 30 June 2017, in order for performance rights to vest, the Company’s performance must be at or above the 50th percentile in relation to TSR as compared to its peer companies. The following table sets out the vesting schedule based on the Company’s relative TSR performance for the year ending 30 June 2017:

Relative TSR performance	Performance Vesting Outcomes
Less than 50thpercentile	0% vesting
At the 50thpercentile	50% vesting
Between 50thand 75thpercentile	Linear vesting
75th percentile and above	100% vesting

The second performance condition is resource and reserve (R&R) growth net of depletion over a 3 year period. Broadly, the quantum of the increase in resources and reserves will determine the number of performance rights to vest.

The following table sets out the vesting outcome based on the Company’s resource and reserve growth performance:

Resource and Reserve Growth Performance	Performance Vesting Outcomes
R&R depleted	0% vesting
R&R maintained	50% vesting
R&R between maintain and 30% growth	Linear vesting
R&R grown by up to 30%	100% vesting

e) 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.

f) Change of Control Provisions

On the occurrence of a change of control event of Resolute Mining Limited, the Board will determine, in its sole and absolute discretion, the manner in which all unvested and vested awards will be dealt with.

Actual LTI performance for the 3 year period ending 30 June 2017

For the year ending 30 June 2017 the Company’s LTI was tested against the relative TSR performance measure and the resource and reserve growth measure. The Company achieved a TSR between the 50th and 75th percentile relative to companies in the customised peer group. There was nil growth in resource and reserve performance resulting in a 0% vesting for this measure. Overall when accounting for both measures, 64% of total performance rights will vest and become exercisable.

Resolute Mining Limited | Annual Report 2017

Directors’ Report

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

	SHORT TERM BENEFITS	SHORT TERM BENEFITS	SHORT TERM BENEFITS	SHORT TERM BENEFITS
					POST	LONG	SHARE
									PERFORMANCE
					EMPLOYMENT	TERM	BASED
									RELATED
					BENEFITS	BENEFITS	PAYMENTS


2017	Base Remuneration	Non Monetary Benefits (i)	Short Term Incentive (ii)	Annual Leave Expense	Superannuation	Long Service Leave Expense	Performance Rights	Total	Short Term Incentive, Options and Performance Rights	Options and Performance Rights
	$	$	$	$	$	$	$	$	%	%
Directors
P. Huston	192,500	-	-	-	-	-	-	192,500	-	-
P. Sullivan (iii)	68,591	13,600	-	-	7,808	-	(54,012)	35,987	-	-
H. Price	55,000	-	-		35,000	-	-	90,000	-	-
M. Botha	90,000	-	-		-	-	-	90,000	-	-
J. Welborn	649,037	-	394,274	54,005	30,000	12,682	864,239	2,004,237	63	43
M. Potts (iv)	550	-	-	-	-	-	-	550	-	-
Y. Broughton (iv)	550	-	-	-	-	-	-	550	-	-
Officers
P. Beilby	365,407	-	180,485	34,260	35,000	15,656	176,279	807,087	44	22
L. de Bruin (v)	145,509	-	76,698	11,083	14,094	-	39,931	287,315	41	14
G. Fitzgerald	319,260	5,271	197,422	29,393	35,000	9,553	(193,475)	402,424	1	-
P. Henharen	205,689	-	125,821	18,462	20,822	3,264	129,976	504,034	51	26
V. Hughes	210,696	-	116,821	18,664	21,137	3,215	52,832	423,365	40	12
D. Kelly (vi)	226,033	2,427	120,421	18,272	20,611	3,367	103,981	495,112	45	21
B. Mowat	213,455	3,639	123,421	8,846	21,386	2,352	92,529	465,628	46	20

Resolute Mining Limited | Annual Report 2017

Directors’ Report

2016	SHORT TERM BENEFITS	SHORT TERM BENEFITS	SHORT TERM BENEFITS	SHORT TERM BENEFITS
					POST		LONG	SHARE
										PERFORMANCE
					EMPLOYMENT		TERM	BASED
										RELATED
					BENEFITS		BENEFITS	PAYMENTS


	Base Remuneration	Non Monetary Benefits (i)	Short Term Incentive (ix)	Annual Leave Expense	Redundancy	Superannuation	Long Service Leave Expense	Performance Rights	Total	Short Term Incentive, Options and Performance Rights	Options and Performance Rights
	$	$	$	$	$	$	$	$		%	%
Directors
P. Huston	175,000	-	-	-	-	-	-	-	175,000	-	-
P. Sullivan (iii)	68,591	13,600	-	-	-	7,809	-	(110,291)	(20,291)	-	-
H. Price	55,000	-	-	-	-	35,000	-	-	90,000	-	-
M. Botha	90,000	-	-	-	-	-	-	-	90,000	-	-
J. Welborn	434,384	-	255,047	40,589	-	30,000	6,014	126,250	892,284	43	14
Officers
P. Beilby	374,246	-	216,114	34,284	-	35,000	13,357	151,276	824,277	45	18
G. Fitzgerald	311,878	4,723	185,091	29,445	-	35,000	10,299	132,751	709,187	45	19
P. Henharen (vii)	51,419	-	99,750	4,198	-	4,885	683	-	160,935	62	-
V. Hughes (viii)	3,372	-	-	284	-	320	-	-	3,976	-	-
D. Kelly (vii)	42,578	788	28,253	3,586	-	4,045	541	-	79,791	35	-
B. Mowat (vii)	58,139	593	13,505	5,423	-	6,111	1,756	14,996	100,523	28	15
P. Venn	198,802	3,688	108,663	20,430	248,369	24,845	9,228	92,933	706,958	29	13

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 for the year ended 30 June 2017 will be paid in cash in September 2017.

iii. This negative is due to the reversal of the expense recognised in prior years relating to the Reserve & Resource growth metric. In prior years, it had been assumed that the vesting outcome for the R&R growth metric would be 100%, whist the actual result was a 0% vesting outcome for this metric. Due to this being a non-market related hurdle, the accounting expense is adjusted to reflect the outcome.

iv. Mr Potts and Ms Broughton were appointed on 29 June 2017.

v. Ms de Bruin was appointed on 27 February 2017.
vi. $18,250 included in Mr Kelly’s base remuneration relates to director fees for Manas Resources Limited.

vii. Mr Henharen, Mr Kelly and Mr Mowat were appointed on 4 April 2016.

viii. Ms Hughes was appointed on 27 June 2016.

ix. The Short Term Incentives for the year ended 30 June 2016 were paid in cash on 15 September 2016.

Resolute Mining Limited | Annual Report 2017

Directors’ Report

Details of option holdings of key management personnel are as follows:

2017	Options type	Balance at the start of theyear	Lapsed during the year(i)	Balance at the end of theyear	Vested and exercisable at the end of theyear	Vested and exercisable at the end of theyear	Value of options exercised during the year
					No.	%	$
Officers
P. Beilby (ii)	Unlisted	60,000	(60,000)	-	-	-	-
G. Fitzgerald(iii)	Unlisted	60,000	(60,000)	-	-	-	-

i. The value of options at the date they lapsed was $nil.

ii. The options that lapsed during the year were granted on 16 November 2010 and 25 January 2011. iii. The options that lapsed during the year were granted on 25 January 2011.

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

	e		Granted during the year as compensation	Granted during the year as compensation	Granted during the year as compensation	Granted during the year as compensation	Granted during the year as compensation	Granted during the year as compensation		Lapsed during the year	Vested during the year	Balance at the end of the year
2017	Balance at the start of th year	Number	Grant date	Fair value of performance rights at grant date	Total Fair value of performance rights at grant date	Vesting period (years)	Vesting date	Expiry of performance rights	Exercise price of performance rights granted during the year
				$	$				$
Directors
P. Sullivan	1,168,267	-	-	-	-	-	-	-	-	(388,061)	(428,909)	351,297
J. Welborn	1,515,000	2,564,000	24 Oct 2016	1.27	3,256,280	3	30 Jun 2019	1 Jul 2021	$nil	-	-	4,079,000
Officers
P. Beilby	1,835,828	229,325	24 Oct 2016	1.27	291,243	3	30 Jun 2019	1 Jul 2021	$nil	(243,580)	(269,221)	1,552,352
L. De Bruin	-	208,000	16 Jan 2017	1.51	314,080	3	30 Jun 2019	1 Jul 2021	$nil	-	-	208,000
D. Kelly	-	245,624	24 Oct 2016	1.27	311,942	3	30 Jun 2019	1 Jul 2021	$nil	-	-	245,624
P. Henharen	-	307,030	24 Oct 2016	1.27	389,928	3	30 Jun 2019	1 Jul 2021	$nil	-	-	307,030
B. Mowat	379,097	154,516	24 Oct 2016	1.27	196,235	3	30 Jun 2019	1 Jul 2021	$nil	-	(121,647)	411,966
V. Hughes	-	124,800	24 Oct 2016	1.27	158,496	3	30 Jun 2019	1 Jul 2021	$nil	-	-	124,800
G. Fitzgerald (i)	1,611,005	201,588	24 Oct 2016	1.27	256,017	3	30 Jun 2019	1 Jul 2021	$nil	(1,576,445)	(236,148)	-

i. Mr Fitzgerald resigned as Chief Financial Officer on 27 February 2017 and as Company Secretary on 4 August 2017. ii. 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. 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.

Resolute Mining Limited | Annual Report 2017

Directors’ Report

Details of shareholdings of key management personnel are as follows:

2017	Balance at the start of theyear	Received during the year on the vesting of performance rights	Purchased on market during theyear	Shares sold on market during theyear	Balance at the end of theyear
Directors
P. Huston¹	428,182	-	-	-	428,182
P. Sullivan	3,143,142	428,909	-	(500,000)	3,072,051
H. Price	194,745	-	-	-	194,745
J. Welborn	1,550,000	-	440,000	-	1,990,000
M. Potts	-	-	26,825	-	26,825
Officers
P. Beilby	77,362	269,221	8,300	-	354,883
G. Fitzgerald²	49,754	236,148	-	(50,000)	235,902
D. Kelly	-	-	20,000	-	20,000
B. Mowat	-	121,647	-	(121,647)	-

¹ Mr Huston resigned on 29 June 2017.

² Mr Fitzgerald resigned as Chief Financial Officer on 27 February 2017 and as Company Secretary on 4 August 2017.

Executive Employment Contracts

Name	Title	Term of Agreement	Notice Period by Executive	Notice Period by Company	Termination Benefit¹
John Welborn	Managing Director and Chief Executive Officer	Open	6 months	12 months	Redundancy as per NES
Peter Beilby	Chief Operating Officer	Open	3 months	6 months	Redundancy as per NES
Lee-Anne de Bruin	Chief Financial Officer (commenced 27 February2017)	Open	3 months	3 months	Redundancy as per NES
Greg Fitzgerald	Chief Financial Officer (resigned 27 February2017)	Open	3 months	6 months	Redundancy as per NES
David Kelly	General Manager – Corporate Strategy	Open	3 months	3 months	Redundancy as per NES
Paul Henharen	General Manager – Project Delivery	Open	3 months	3 months	Redundancy as per NES
Bruce Mowat	General Manager – Exploration	Open	3 months	3 months	Redundancy as per NES
Vanessa Hughes	General Manager – People, Culture & Information	Open	3 months	3 months	Redundancy as per NES

¹ NES is the National Employment Standards.

Resolute Mining Limited | Annual Report 2017

Directors’ Report

Loans to Key Management Personnel

There were no loans to key management personnel during the years ended 30 June 2017 and 30 June 2016.

Company Performance

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

		30 June 2017	(Restated) 30 June 2016	30 June 2015	30 June 2014	30 June 2013
Net profit/(loss) after tax	$'000	166,096	200,732	(568,760)	29,156	105,443
Basic earnings/(loss) per share	cents/share	19.05	26.79	(78.39)	5.20	13.29

This is the end of the audited information.

Shares under Options

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

Grant date	Vesting date	Exerciseprice	Number on issue
1/07/15	30/06/18	-	4,309,629
31/08/16	30/06/18	-	470,478
24/10/16	30/06/19	-	2,823,734
29/11/16	30/06/18	-	400,000
29/11/16	30/06/19	-	600,000
29/11/16	30/06/20	-	1,000,000
			9,603,841

Resolute Mining Limited | Annual Report 2017

Directors’ Report

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.

Indemnification of Auditors

To the extent permitted by law, the Company has agreed to indemnify its auditors, Ernst & Young, as part of the terms of its audit engagement agreement against claims by third parties arising from the audit (for an unspecified amount). No payment has been made to indemnify Ernst & Young during or since the financial year.

Auditor Independence

Refer to page 66 for the Auditor’s Independence Declaration to the Directors of Resolute Mining Limited.

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 attended by each director were as follows:

	Full Board	Audit	Remuneration & Nomination	Financial Risk Management
P. Huston 8 2 5 n/a
P. Sullivan 8 n/a n/a 8
M. Botha 8 2 5 n/a
J. Welborn 8 n/a n/a 8
H. Price 8 2 5 n/a
M. Potts 1 n/a n/a n/a
Y. Broughton 1 n/a n/a n/a
Number of meetings held 8 2 5 8

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

Resolute Mining Limited | Annual Report 2017

Directors’ Report

Rounding

RML is a Company of the kind specified in Australian Securities and Investments Commission Corporations (Rounding in Financial Directors’ Reports) Instrument 2016/191. 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.

Non-Audit Services

Non-audit services have not been provided by the entity’s auditor, Ernst & Young for the year ended 30 June 2017. 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.

Ernst & Young Australia received or are due to receive $0 for the provision of taxation planning advice and other review services in the year ended 30 June 2017 (2016: $21,950).

Signed in accordance with a resolution of the directors.

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J.P. Welborn

Director

Perth, Western Australia

23 August 2017

Resolute Mining Limited | Annual Report 2017

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Resolute Mining Limited | Annual Report 2017

Financial Statements

Notes to the Financial Statements

Other

Consolidated Statement of Comprehensive Income Consolidated Statement of Financial Position Consolidated Statement of Changes in Equity Consolidated Cash Flow Statement

About this Report

A Earnings for the Year A.1 Segment revenue and expenses A.2 Dividends paid or proposed A.3 Earnings per share A.4 Taxes B Production and Growth Assets B.1 Mine properties and property, plant and equipment B.2 Exploration and evaluation assets B.3 Impairment of non-current assets B.4 Segment expenditure, assets and liabilities C Debts and Capital C.1 Cash C.2 Interest bearing liabilities C.3 Financing facilities C.4 Contributed equity C.5 Other reserves D Other Assets and Liabilities D.1 Receivables D.2 Inventories D.3 Other financial assets and liabilities D.4 Payables D.5 Provisions E Other Items E.1 Contingent liabilities E.2 Leases and other commitments E.3 Auditor remuneration E.4 Investments in associates E.5 Subsidiaries and non-controlling interests E.6 Joint operations E.7 Discontinued operations E.8 Subsequent events E.9 Related party disclosures E.10 Parent entity information E.11 Employee benefits and share based payments E.12 Other accounting policies E.13 Restatement of comparative information

Director’s Declaration Independent Auditor’s Report Shareholder Information

Resolute Mining Limited | Annual Report 2017

Consolidated Statement of Comprehensive Income

	Note	2017 $'000	(Restated) 2016 $'000
*Continuing Operations*
Revenue fromgold and silver sales	A.1	541,177	554,624
Costs ofproduction relatingtogold sales	A.1	(309,323)	(325,207)
Grossprofit before depreciation, amortisation and other operating costs		231,854	229,417

Depreciation and amortisation relatingtogold sales	A.1	(19,727)	(39,121)
Other operatingcosts relatingtogold sales	A.1	(35,222)	(35,585)
Grossprofit from operations		176,905	154,711

Other income	A.1	2,052	512
Other expenses	A.1	(202)	(7,741)
Exploration and business development expenditure	A.1	(8,430)	(7,626)
Administration and other corporate expenses	A.1	(12,097)	(5,970)
Treasury- realisedgains(losses)	A.1	4,039	(22,846)
Fair value movements and unrealised treasurytransactions	A.1	9,039	54,098
Share of associate’ losses	A.1	(1,799)	-
Depreciation of non-mine site assets	A.1	(83)	(94)
Finance costs	A.1	(3,328)	(9,082)

Profit before tax from continuing operations		166,096	155,962

Tax expense	A.1	-	-

Profit for theyear from continuing operations		166,096	155,962

*Discontinued Operation*

Profit after tax for the discontinued operation	E.7	-	44,770

Profit for theyear		166,096	200,732

Profit attributable to:
Members of theparent		136,371	171,957
Non-controllinginterest	E.5	29,725	28,775
		166,096	200,732

Resolute Mining Limited | Annual Report 2017

Consolidated Statement of Comprehensive Income (continued)

	Note	2017 $'000	(Restated) 2016 $'000
Profit for theyear(brought forward)		166,096	200,732

*Other comprehensive income/(loss)*

Items that may be reclassified subsequently toprofit or loss

Exchange differences on translation of foreign operations:
- Members of theparent		2,501	(2,005)
- Restatement of comparatives		-	164
- Transferred toprofit and loss - disposed subsidiaries		-	(39,402)
Changes in the fair value/realisation of available for sale financial assets, net of tax		281	59

Items that may not be reclassified subsequently toprofit or loss

Exchange differences on translation of foreign operations:
- Non-controllinginterest		1,120	(2,879)
- Restatement of comparatives		-	41

Other comprehensive income/(loss) for theyear, net of tax		3,902	(44,022)

Total comprehensive income for theyear		169,998	156,710

Total comprehensive income attributable to:
Members of theparent		139,153	130,773
Non-controllinginterest		30,845	25,937
		169,998	156,710

Earnings per share for net profit attributable to the ordinary equity holders of theparent:
Basic earningsper share	A.3	19.05 cents	26.79 cents
Diluted earningsper share	A.3	18.61 cents	26.11 cents

Earnings per share for net profit from continuing operations attributable to the ordinary equity holders of theparent:
Basic earningsper share		19.05 cents	19.82 cents
Diluted earningsper share		18.61 cents	19.31 cents

Resolute Mining Limited | Annual Report 2017

Consolidated Statement of Financial Position

	Note	2017 $'000	(Restated) 2016 $'000
*Current assets*
Cash	C.1	282,060	79,873
Receivables	D.1	5,748	7,005
Inventories	D.2	202,074	174,022
Available for sale financial assets	D.3	3,595	427
Financial derivative assets	D.3	2,214	-
Other current assets		2,679	2,177
Total current assets		498,370	263,504

*Non current assets*
Investments in associates	E.4	5,840	-
Deferred tax assets	A.4	15,333	-
Other financial assets	D.3	3,651	3,699
Exploration and evaluation	B.2	64,879	46,292
Development	B.1	159,612	117,190
Property, plant and equipment	B.1	90,068	61,656
Total non current assets		339,383	228,837
Total assets		837,753	492,341

*Current liabilities*
Payables	D.4	65,152	33,367
Interest bearing liabilities	C.2	34,558	26,678
Provisions	D.5	18,726	28,328
Current tax liabilities		3,979	-
Financial derivative liabilities	D.3	-	151
Total current liabilities		122,415	88,524

*Non current liabilities*
Financial derivative liabilities	D.3	-	264
Provisions	D.5	66,140	65,139
Total non current liabilities		66,140	65,403
Total liabilities		188,555	153,927
Net assets		649,198	338,414

*Equity attributable to equity holders of the parent*
Contributed equity	C.4	544,987	395,198
Reserves	C.5	38,408	33,427
Retained earnings/(accumulated losses)		83,333	(41,836)
Total equity attributable to equity holders of the parent		666,728	386,789
Non-controlling interest	E.5	(17,530)	(48,375)
Total equity		649,198	338,414

Resolute Mining Limited | Annual Report 2017

Consolidated Statement of Changes in Equity

	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/ (accumulated losses)	Non-controlling interest	Total
	$'000	$'000	$'000	$'000	$'000	$'000	$'000	$'000	$'000

At 1 July 2016	395,198	(68)	384	5,987	12,092	14,868	(32,080)	(45,977)	350,404
Restatement of comparatives (Note E.13)	-	-	-	-	-	164	(9,756)	(2,398)	(11,990)
At 1 July 2016 (restated)	395,198	(68)	384	5,987	12,092	15,032	(41,836)	(48,375)	338,414

Profit for the year	-	-	-	-	-	-	136,371	29,725	166,096
Other comprehensive loss, net of tax	-	281	-	-	-	2,501	-	1,120	3,902
Total comprehensive (loss)/income for the year, net of tax	-	281	-	-	-	2,501	136,371	30,845	169,998

Shares issued	152,697	-	-	-	-	-	-	-	152,697
Share issue costs	(2,908)	-	-	-	-	-	-	-	(2,908)
Dividends paid	-	-	-	-	-	-	(11,202)	-	(11,202)
Share-based payments to employees	-	-	-	-	2,199	-	-	-	2,199
At 30 June 2017	544,987	213	384	5,987	14,291	17,533	83,333	(17,530)	649,198

Resolute Mining Limited | Annual Report 2017

Consolidated Statement of Changes in Equity (continued)

	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/ (accumulated losses)	Non-controlling interest	Total
	$’000	$’000	$’000	$’000	$’000	$’000	$’000	$’000	$’000
At 1 July 2015	380,305	(127)	384	5,987	10,507	56,275	(213,793)	(74,312)	165,226

Profit for the year as reported on 30 June 2016	-	-	-	-	-	-	181,713	31,214	212,927
Restatement of comparatives (Note E.13)	-	-	-	-	-	-	(9,756)	(2,439)	(12,195)
Restated profit for the year	-	-	-	-	-	-	171,957	28,775	200,732
Other comprehensive income/(loss), net of tax as reported on 30 June 2016	-	59	-	-	-	(41,407)	-	(2,879)	(44,227)
Restatement of comparatives (Note E.13)	-	-	-	-	-	164	-	41	205
Restated other comprehensive loss, net of tax	-	59	-	-	-	(41,243)	-	(2,838)	(44,022)
Total comprehensive (loss)/income for the year, net of tax	-	59	-	-	-	(41,243)	171,957	25,937	156,710

Shares issued	14,893	-	-	-	-	-	-	-	14,893
Share-based payments to employees	-	-	-	-	1,585	-	-	-	1,585
At 30 June 2016	395,198	(68)	384	5,987	12,092	15,032	(41,836)	(48,375)	338,414

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

Resolute Mining Limited | Annual Report 2017

Consolidated Cash Flow Statement

	Note	2017 $'000	(Restated) 2016 $'000
Cash flows from operating activities
Receipts from customers		545,159	554,624
Payments to suppliers, employees and others		(339,181)	(347,715)
Exploration expenditure		(8,430)	(8,115)
Interest paid		(1,818)	(6,043)
Interest received		2,022	46
Income tax paid		(11,368)	-
Net cash flows from operating activities	C.1	186,384	192,797

Cash flows used in investing activities
Payments for property, plant & equipment		(37,326)	(13,709)
Payments for development activities		(61,809)	(18,339)
Payments for evaluation activities		(20,602)	(12,669)
Proceeds from sale of property, plant & equipment		2,233	4,078
Payments for other financial assets		(7,492)	(254)
Other investing activities		(2,757)	(2,407)
Net cash flows used in investing activities		(127,753)	(43,300)

Cash flows from/(used in) financing activities
Proceeds from issuing ordinary shares		150,000	-
Costs of issuing ordinary shares		(2,849)	-
Repayment of borrowings		-	(74,171)
Repayment of lease liability		(234)	(4,688)
Dividend paid		(11,202)	-
Net cash flows from/(used in) financing activities		135,715	(78,859)

Net increase in cash and cash equivalents		194,346	70,638

Cash and cash equivalents at the beginning of the financial year		53,417	(19,735)
Exchange rate adjustment		(261)	2,514
Cash and cash equivalents at the end of the period		247,502	53,417

Cash and cash equivalents comprise the following:
Cash at bank and on hand	C.1	282,060	79,873
Bank overdraft	C.2	(34,558)	(26,456)
		247,502	53,417

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

Resolute Mining Limited | Annual Report 2017

About this Report

The financial report of Resolute Mining Limited and its controlled entities (“Resolute”, “consolidated entity” or the “Group”) for the year ended 30 June 2017 was authorised for issue in accordance with a resolution of the Directors on 23 August 2017.

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 nature of the operations and principal activities of the Group are described in the directors’ report and in the segment information in Note A.1. There has been no significant change in the nature of those activities during the year.

Statement of Compliance

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. 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. The accounting policies are consistent with those disclosed in the 30 June 2016 Financial Report, except for the impact of all new or amended Standards and Interpretations. The adoption of these Standards and Interpretations did not result in any significant changes to the Group’s accounting policies.

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.

Basis of Preparation

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.

The financial report comprises the financial statements of the Group and its subsidiaries as at 30 June each year. Subsidiaries are fully consolidated from the date on which control is obtained by the Group and cease to be consolidated from the date at which control is transferred out of the Group. Profit or loss and each component of other comprehensive income (“OCI”) are attributed to the equity holders of the parent of the Group and to the non-controlling interests, even if this results in the non-controlling interests having a deficit balance. When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with the Group’s accounting policies. All intra-group assets and liabilities, equity, income, expenses and cash flows relating to transactions between members of the Group are eliminated in full on consolidation. Interests in associates are equity accounted and are not part of the consolidated Group.

Rounding of Amounts

The financial report has been prepared in Australian dollars and all values are rounded to the nearest thousand dollars ($’000) unless otherwise stated.

Currency

Items in the financial statements of each of the Group’s entities are measured in their respective functional currencies. Resolute Mining Limited’s functional and presentation currency is Australian dollars.

Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Monetary assets and liabilities denominated in foreign currencies at the reporting date are translated at the rates of exchange ruling at that date. Exchange differences in the consolidated financial statements are taken to the income statement, 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.

Resolute Mining Limited | Annual Report 2017

About this Report (continued)

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.

Financial and Capital 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 Audit and Risk Committee under policies approved by the Board of Directors. The Audit and Risk 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.

Foreign exchange risk management

The Group receives multiple currency proceeds on the sale of its gold production and significant costs for the Syama Gold Project and the Bibiani Project are denominated in AUD, USD and the local currencies of those projects, 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 Audit and Risk 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.

Diesel price risk management

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 Audit and Risk 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.

The below risks arise in the normal course of the Group’s business. Risk information can be found in the following sections:

Section C	Capital risk
Section C	Interest rate risk
Section C	Liquidity risk
Section D	Credit risk

Resolute Mining Limited | Annual Report 2017

Notes to the Financial Statements A: Earnings for the Year

In this section

Results and the performance of the Group, with segmental information highlighting the core areas of the Group’s operations. It also includes details about the Group’s tax position.

A.1 Segment revenues and expenses

Operating segment information

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

Operating segments are identified by management as being operating mine sites and are managed separately and operate in different regulatory and economic environments.

Performance is measured based on gold sold and cost of production per ounce. The accounting policies used by the Group in reporting segments are the same as those used in the preparation of financial statements.

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.

Recognition and measurement

Revenue from gold and other 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.

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

Interest

Interest revenue is recognised as interest accrues using the effective interest method.

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.

Resolute Mining Limited | Annual Report 2017

Notes to the Financial Statements A: Earnings for the Year

A.1 Segment revenues and expenses (continued)

				Unallocated(b)	Unallocated(b)	Total $'000
For the year ended 30 June 2017	Ravenswood (Australia) $'000	Syama (Mali) $'000	Bibiani (Ghana) $'000	Corporate/ Other $'000	Treasury $'000
Revenue
Gold and silver sales at spot to external customers(a)	158,032	381,293	-	-	1,852	541,177
Total segment gold and silver sales revenue	158,032	381,293	-	-	1,852	541,177
Costs ofproduction	(115,285)	(213,947)	-	-	-	(329,232)
Gold in circuit inventories movement	(4,113)	24,022	-	-	-	19,909
Costs ofproduction relatingtogold sales	(119,398)	(189,925)	-	-	-	(309,323)
Royaltyexpense	(7,912)	(24,687)	-	-	-	(32,599)
Operational support costs	(196)	(2,427)	-	-	-	(2,623)
Other operating costs relating to gold sales	(8,108)	(27,114)	-	-	-	(35,222)
Other management and administration expenses	(2,561)	(2,182)	-	(6,170)	-	(10,913)
Share-basedpayments expense	-	-	-	(1,184)	-	(1,184)
Administration and other corporate expenses	(2,561)	(2,182)	-	(7,354)	-	(12,097)
Exploration and business development expenditure	(3,993)	(1,643)	(1,053)	(1,741)	-	(8,430)
Earnings/(loss) before interest, tax, depreciation and amortisation	23,972	160,429	(1,053)	(9,095)	1,852	176,105
Amortisation of evaluation, development and rehabilitation costs	(7,807)	(3,238)	-	-	-	(11,045)
Depreciation of mine site properties, plant and equipment	(2,025)	(6,657)	-	-	-	(8,682)
Depreciation and amortisation relating to gold sales	(9,832)	(9,895)	-	-	-	(19,727)
Segment operating result before treasury, other income/(expenses) and tax	14,140	150,534	(1,053)	(9,095)	1,852	156,378

Resolute Mining Limited | Annual Report 2017

Notes to the Financial Statements A: Earnings for the Year

A.1 Segment revenues and expenses (continued)

For the year ended 30 June 2017	Ravenswood (Australia) $'000	Syama (Mali) $'000	Bibiani (Ghana) $'000	Unallocated(b)	Unallocated(b)	Total $'000
				Corporate/ Other $'000	Treasury $'000
Segment operating result before treasury, other income/(expenses) and tax(brought forward)	14,140	150,534	(1,053)	(9,095)	1,852	156,378
Interest income	-	-	-	-	1,983	1,983
Profit on sale of available for sale financial assets	-	-	-	-	-	-
Other income	-	-	-	-	69	69
Total other income	-	-	-	-	2,052	2,052
Interest and fees	-	-	-	-	(2,146)	(2,146)
Rehabilitation and restoration provision accretion	-	-	-	-	(1,182)	(1,182)
Finance costs	-	-	-	-	(3,328)	(3,328)
Realised foreign exchange loss	-	-	-	-	(841)	(841)
Realised gains on forward contracts	-	-	-	-	4,016	4,016
Realised gain on available for sale investments	-	-	-	-	864	864
Treasury - realised gains	-	-	-	-	4,039	4,039
Inventories net realisable value movements and obsolete consumables	1,132	10,292	224	-		11,648
Unrealised foreign exchange gain					446	446
Unrealised gains on forward contracts	-	-	-	-	2,629	2,629
Unrealised foreign exchange loss on intercompanybalances	-	-	-	-	(5,684)	(5,684)
Fair value movements and unrealised treasurytransactions	1,132	10,292	224	-	(2,609)	9,039
Gain/(loss) on sale of property, plant and equipment	(45)	-	(170)	22	-	(193)
Withholding tax expenses	-	-		(9)	-	(9)
Other expenses	(45)	-	(170)	13	-	(202)
Share of associates' losses	-	-	-	-	(1,799)	(1,799)
Depreciation of non mine site assets	-	-	-	(83)	-	(83)
Profit/(loss) for the year	15,227	160,826	(999)	(9,165)	207	166,096

Resolute Mining Limited | Annual Report 2017

Notes to the Financial Statements A: Earnings for the Year

A.1 Segment revenues and expenses (continued)

For the year ended 30 June 2016	Ravenswood (Australia) $'000	(Restated) Syama (Mali) $'000	Bibiani (Ghana) $'000	Unallocated (b)	Unallocated (b)	(Restated) Total $'000
				Corporate /Other $'000	Treasury $'000
Revenue			-	-
Gold and silver sales at spot to external customers (a)	180,425	372,938	-	-	1,261	554,624
Total segment gold and silver sales revenue	180,425	372,938			1,261	554,624
Costs of production	(109,054)	(174,043)	-	-	-	(283,097)
Gold in circuit inventories movement	(7,980)	(34,130)	-	-	-	(42,110)
Costs of production relating to gold sales	(117,034)	(208,173)	-	-	-	(325,207)
Royalty expense	(9,014)	(24,684)	-	-	-	(33,698)
Operational support costs	-	(1,876)	-	(11)	-	(1,887)
Other operating costs relating to gold sales	(9,014)	(26,560)	-	(11)	-	(35,585)
Other management and administration expenses	(1,722)	(1,718)	-	(1,490)	-	(4,930)
Share-based payments expense	-	-	-	(1,040)	-	(1,040)
Administration and other corporate expenses	(1,722)	(1,718)	-	(2,530)	-	(5,970)
Exploration and business development expenditure	(2,894)	(345)	(1,845)	(2,542)	-	(7,626)
Earnings/(loss) before interest, tax, depreciation and amortisation	49,761	136,142	(1,845)	(5,083)	1,261	180,236
Amortisation of evaluation, development and rehabilitation costs	(16,908)	(2,977)	-	-	-	(19,885)
Depreciation of mine site properties, plant and equipment	(11,253)	(7,983)	-	-	-	(19,236)
Depreciation and amortisation relating to gold sales	(28,161)	(10,960)	-	-	-	(39,121)
Segment operating result before treasury, other income/(expenses) and tax	21,600	125,182	(1,845)	(5,083)	1,261	141,115

Resolute Mining Limited | Annual Report 2017

Notes to the Financial Statements A: Earnings for the Year

A.1 Segment revenues and expenses (continued)

For the year ended 30 June 2016	Ravenswood (Australia) $'000	(Restated) Syama (Mali) $'000	Bibiani (Ghana) $'000	Unallocated (b)	Unallocated (b)
				Corporate /Other $'000	Treasury $'000	(Restated) Total $'000
Segment operating result before treasury, other income/(expenses) and tax (brought forward)	21,600	125,182	(1,845)	(5,083)	1,261	141,115
Interest income	-	-	-	-	47	47
Profit on sale of available for sale financial assets	-	-	-	-	99	99
Other income	23	-	-	-	343	366
Total other income	23	-	-	-	489	512
Interest and fees	-	-	-	-	(7,960)	(7,960)
Rehabilitation and restoration provision accretion	-	-	-	-	(1,122)	(1,122)
Finance costs	-	-	-	-	(9,082)	(9,082)
Realised foreign exchange loss	-	-	-	-	(22,333)	(22,333)
Realised loss on repayment of gold prepay loan	-	-	-	-	(513)	(513)
Treasury - realised losses	-	-	-	-	(22,846)	(22,846)
Inventories net realisable value movements and obsolete consumables	95	26,299	-	-	-	26,394
Other	-	2,231	-	-	-	2,231
Unrealised foreign exchange gain	-	-	-	-	17,221	17,221
Unrealised losses on forward contracts	-	-	-	-	(415)	(415)
Unrealised foreign exchange gain on intercompany balances	-	-	-	-	8,667	8,667
Fair value movements and unrealised treasury transactions	95	28,530	-	-	25,473	54,098
Loss on sale of property, plant and equipment	-	-	-	-	(585)	(585)
Withholding tax expenses	-	(7,092)	-	(64)	-	(7,156)
Other expenses	-	(7,092)	-	(64)	(585)	(7,741)
Depreciation of non mine site assets	-	-	-	(94)	-	(94)
Profit after tax for the discontinued operation	-	-	-	44,770	-	44,770
Profit/(loss) for the year	21,718	146,620	(1,845)	39,529	(5,290)	200,732

Resolute Mining Limited | Annual Report 2017

Notes to the Financial Statements A: Earnings for the Year

A.1 Segment revenues and expenses (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.

A.2 Dividends paid or proposed

	2017 $'000	2016 $'000
Proposed dividends on ordinary shares:
Final dividend for 2017: 2.0 cents per share (2016: 1.7 cents per share)	14,740	11,148

The dividend has not been provided for in the 30 June 2017 financial statements.

A.3 Earnings per share

	2017	(Restated) 2016
*Basic earnings per share*
Profit attributable to ordinary equity holders of the parent for basic earnings per share ($'000)	136,371	171,957
Weighted average number of ordinary shares outstanding during the period used in the calculation of basic EPS	716,015,281	641,788,233
Basic earnings per share (cents per share)	19.05	26.79

*Diluted earnings per share*
Profit used in calculation of diluted earnings per share ($'000)	136,371	171,957
Weighted average number of ordinary shares outstanding during the period used in the calculation of basic EPS	716,015,281	641,788,233
Weighted average number of notional shares used in determining diluted EPS	16,653,016	16,874,755
Weighted average number of ordinary shares outstanding during the period used in the calculation of diluted EPS	732,653,297	658,662,988
Number of potential ordinary shares that are not dilutive and hence not included in calculation of diluted EPS	-	675,400
Diluted earnings per share (cents per share)	18.61	26.11

Measurement

Basic earnings per share (“EPS”) is calculated as net profit attributable to members, adjusted to exclude 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:

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.

Resolute Mining Limited | Annual Report 2017

Notes to the Financial Statements A: Earnings for the Year

A.3 Earnings per share (continued)

Information on the classification of securities

Options and performance rights granted to employees (including Key Management Personnel) as described in E.11 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 securities have not been included in the determination of basic earnings per share.

A.4 Taxes

	2017 $'000	(Restated) 2016 $'000
a) *Income tax expense*
Current tax expense	15,333	-
Deferred tax benefit	(15,333)	-
Total tax expense	-	-

*b) Numerical reconciliation of income tax expense to prima facie tax expense*
Profit from continuing operations before income tax expense	166,096	155,962
Profit from discontinued operation before income tax expense	-	44,770
Profit before income tax expense	166,096	200,732
Prima facie income tax expense at 30% (2016: 30%)	49,829	60,220
(Deduct)/add:
- (unrecognised tax losses and other temporary differences utilised)	(35,323)	(14,432)
- difference on foreign exchange gain from divestment of discontinued operation	-	(12,746)
- effect of different rates of tax on overseas income	(15,705)	(35,197)
- effect of share based payments expense not deductible	526	1,054
- other	673	1,101
Income tax expense attributable to net profit	-	-

Resolute Mining Limited | Annual Report 2017

Notes to the Financial Statements A: Earnings for the Year

A.4 Taxes (continued)

	2017 $’000	2016 $’000
c) *Tax losses(tax effected)*
Revenue losses
Australia	12,767	43,924
Mali ¹	-	65,471
Ghana	36,676	39,466
	49,443	148,861
Capital losses
Australia	50,084	54,717
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) (tax effected)	99,527	203,578

¹ Resolute received tax advice confirming the availability of carried forward tax losses in Mali in the form of deferred capital allowances. Subsequent analysis has indicated that these deductions may have been required to be set against the taxable profits that were realised during the tax exemption period that came to an end on 31 December 2016. Resolute is in the process of concluding this analysis and has taken the conservative position of reducing the carried forward tax losses in Mali to nil. As the deferred tax asset in respect of the carried forward losses had not been recognised, this has no impact on either the Consolidated Statement of Comprehensive Income for the year ended 30 June 2017 or the Consolidated Statement of Financial Position as at 30 June 2017.

*d) Movements in the deferred tax assets balance*
Balance at the beginningof theyear	-	-
(Charged)/credited to equity	-	(165)
Credited/(charged)to the income statement	15,333	165
Balance as at the end of theyear	15,333	-

The deferred tax assets balance comprises temporary differences attributable to:
Receivables	84,715	87,344
Inventories	1,009	1,086
Available for sale financial assets	9,154	8,846
Mineral exploration and development interests	150,377	175,895
Property, plant and equipment	54,729	54,498
Payables	11	752
Provisions	21,844	22,938
Temporarydifferences not recognised	(289,257)	(340,532)
	32,582	10,827
Set off of deferred tax liabilitiespursuant to set offprovisions	(17,249)	(10,827)
Net deferred tax assets	15,333	-

Resolute Mining Limited | Annual Report 2017

Notes to the Financial Statements A: Earnings for the Year

A.4 Taxes (continued)

	2017 $’000	2016 $’000
e) *Movements in the deferred tax liabilities balance*
There were no movements in the deferred tax liabilities balance in the current or prior year
The deferred tax liabilities balance comprises temporary differences attributable to:
Receivables	889	1,082
Inventories	8,191	2,304
Mineral exploration and development interests	8,169	7,436
Property, plant and equipment	-	5
	17,249	10,827
Set off of deferred tax liabilitiespursuant to set offprovisions	(17,249)	(10,827)
Net deferred tax liabilities	-	-

f) *The equity balance comprises temporary differences attributable to:*
Convertible notes equityreserve	194	194
Option equityreserve	2,566	2,566
Unrealised loss reserve	64	(20)
Net temporarydifferences in equity	2,824	2,740
Set-off of deferred tax liabilitiespursuant to set-offprovisions	(64)	20
Total temporarydifferences in equity	2,760	2,760

FRANKING CREDITS
The amount of franking credits available for subsequent financial years is as follows. The amount has been determined usinga tax rate of 30%.	108	108

Recognition and measurement

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 tax liabilities are recognised for all taxable temporary differences. Deferred tax assets are recognised for deductible temporary differences, unused tax losses and unused tax credits only if it is probable that sufficient future taxable income will be available to utilise those temporary differences and losses.

Resolute Mining Limited | Annual Report 2017

Notes to the Financial Statements A: Earnings for the Year

A.4 Taxes (continued)

Recognition and measurement (continued)

Deferred tax is not recognised if the temporary difference arises from goodwill or from the initial recognition (other than in a business combination) of assets and liabilities in a transaction that affects neither taxable profit or loss; or the accounting profit or loss arising from taxable differences related to investment in subsidiaries, associates and interests in joint ventures to the extent that:

the Group is able to control the reversal of the temporary difference; and
the temporary difference is not expected to reverse in the foreseeable future.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset is realised, based on tax rates (and tax laws) that have been enacted or substantially enacted by the end of the reporting period. Deferred tax assets and liabilities are offset only if certain criteria are met. Income taxes relating to items recognised directly in equity are recognised in equity.

Tax consolidation

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

Key estimates and judgements

The Group records its best estimate of these items based upon the latest information available and management’s interpretation of enacted tax laws. Whilst the Group believes it has adequately provided for the outcome of these matters, future results may include favourable or unfavourable adjustments as assessments are made, or resolved.

The recognition basis of deductible temporary differences and unused tax losses in the form of deferred tax assets is reviewed at the end of each reporting period and de-recognised to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.

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 was an income tax holiday for 5 years post the declaration of “first commercial production” at Syama, which commenced on 1 January 2012. The tax holiday came to an end on 31 December 2016 and taxable profits arising after that date are subject to tax in accordance with the Establishment Convention.

A deferred income tax asset of $15.3 million has been recognised at 30 June 2017 in relation to deductible temporary differences. Realisation of sufficient taxable profit in future periods is regarded as probable based on the amount of taxable income generated in the six months to 30 June 2017 following the end of the tax holiday.

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 have been continued to be complied with; and,
(iii) no changes in tax legislation adversely affect the consolidated entity in realising the benefit.

Unrecognised temporary differences

As at 30 June 2017, aggregate unrecognised temporary differences of $5.260m (2016: $4.510m restated) are in respect of investments in foreign controlled entities for which no deferred tax assets have been recognised for amounts which arise upon consolidation of their financial statements.

Resolute Mining Limited | Annual Report 2017

Notes to the Financial Statements B: Production and Growth Assets

In this section

Included in this section is relevant information about recognition, measurement, depreciation, amortisation and impairment considerations of the core producing and growth (exploration and evaluation) assets of Resolute.

B.1 Mine properties and property, plant and equipment

Recognition and measurement

Stripping activity asset

The Group incurs waste removal costs (stripping costs) in the creation of improved access and mining flexibility in relation to ore to be mined in the future. The costs are capitalised as a stripping activity asset, where certain criteria are met. 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. The costs of each component are amortised on a units of production basis in applying a stripping ratio.

Development expenditure

a. Areas in Development

Costs incurred in preparing mines for production including the required plant infrastructure.

b. Areas in Production

Represent the accumulation of all acquired exploration, evaluation and development expenditure in which economic mining of a mineral reserve has commenced. Amortisation of costs is provided on the unit-of-production method.

Property, plant and equipment

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.

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

	Life	Method
Motor vehicles	3 years	Straight line
Office equipment	3 years	Straight line
Plant and equipment	Life of mine years / unit of production	Straight line

Resolute Mining Limited | Annual Report 2017

Notes to the Financial Statements B: Production and Growth Assets

B.1 Mine properties and property, plant and equipment (continued)

Key estimates and judgements

Stripping activity assets

Judgement is 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.

An identifiable component is a specific volume of the ore body that is made more accessible by the stripping activity.

Judgement is also required to identify and define these components, and also to determine the expected volumes (e.g. tones) of waste to be stripped and ore to be mined in each of these components. These assessments are based on the information available in the mine plan which will vary between mines for a number of reasons, including, the geological characteristics of the ore body, the geographical location and/or financial considerations.

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.

Determining the beginning of production

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 specific asset becomes ‘available for use’ as intended by management which includes consideration of 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/feasibility study levels;
the ability to produce gold into a saleable form (where more than an insignificant amount is produced); and,
• the achievement of continuous production.

Estimation of mineral reserves and resources – refer to B.3

Resolute Mining Limited | Annual Report 2017

Notes to the Financial Statements B: Production and Growth Assets

B.1 Mine properties and property, plant and equipment (continued)

							Development Expenditure In production	Development Expenditure In production	Development Expenditure In production
			Plant and Equipment

	Buildings	Plant & Equipment	Motor Vehicles	Office Equipment	Leased Assets	Total	Mine Properties	Striping Activity Asset	Total
	$'000	$'000	$'000	$'000	$'000	$'000	$'000	$'000	$'000
30 June 2017
Opening write down value	8,016	46,787	811	2,744	3,298	61,656	88,116	29,074	117,190
Additions	-	40,032	-	306	-	40,338	62,245	42,111	104,356
Reversal of impairment	-	408	11	-	-	419	-	-	-
Disposals	-	(662)	(13)	-	(963)	(1,638)	-	-	-
Depreciation expense	(160)	(7,876)	(40)	(125)	(1,638)	(9,839)	-	-	-
Amounts amortised to costs of production relating to gold sales	-	-	-	-	-	-	-	(54,818)	(54,818)
Amortisation expense	-	-	-	-	-	-	(9,198)	-	(9,198)
Adjustments to rehabilitation and restoration obligations	-	-	-	-	-	-	1,327	-	1,327
Foreign currency translation	(219)	(1,146)	(19)	(80)	596	(868)	1,151	(396)	755
At 30 June net of accumulated depreciation	7,637	77,543	750	2,845	1,293	90,068	143,641	15,971	159,612

30 June 2017
Cost	15,582	435,206	3,319	7,216	24,813	486,136	507,011	70,789	577,800
Accumulated depreciation and impairment	(7,945)	(357,663)	(2,569)	(4,371)	(23,520)	(396,068)	(363,370)	(54,818)	(418,188)
Net carrying amount	7,637	77,543	750	2,845	1,293	90,068	143,641	15,971	159,612

Resolute Mining Limited | Annual Report 2017

Notes to the Financial Statements B: Production and Growth Assets

B.1 Mine properties and property, plant and equipment (continued)

							Development expenditure In production	Development expenditure In production	Development expenditure In production
			Plant and Equipment


	Buildings	Plant & Equipment	Motor Vehicles	Office Equipment	Leased Assets	Total	Mine Properties	Striping Activity Asset	Total
	$'000	$'000	$'000	$'000	$'000	$'000	$'000	$'000	$'000
30 June 2016
Opening write down value	8,481	47,930	920	2,876	6,111	66,318	87,458	3,011	90,469
Additions	-	13,617	-	92	-	13,709	21,137	39,781	60,918
Disposals	-	(114)	-	(152)	(450)	(716)	(2,774)	-	(2,774)
Depreciation expense	(713)	(16,006)	(128)	(151)	(2,375)	(19,373)	-	-	-
Amounts amortised to costs of production relating to gold sales	-	-	-	-	-	-	-	(13,365)	(13,365)
Amortisation expense	-	-	-	-	-	-	(18,470)	-	(18,470)
Adjustments to rehabilitation and restoration obligations	-	-	-	-	-	-	(623)	-	(623)
Foreign currency translation	248	1,360	19	79	12	1,718	1,388	(353)	1,035
At 30 June net of accumulated depreciation	8,016	46,787	811	2,744	3,298	61,656	88,116	29,074	117,190

30 June 2016
Cost	15,814	403,499	3,365	7,012	26,167	455,857	442,288	42,439	484,727
Accumulated depreciation and impairment	(7,798)	(356,712)	(2,554)	(4,268)	(22,869)	(394,201)	(354,172)	(13,365)	(367,537)
Net carrying amount	8,016	46,787	811	2,744	3,298	61,656	88,116	29,074	117,190

Resolute Mining Limited | Annual Report 2017

Notes to the Financial Statements B: Production and Growth Assets

B.2 Exploration and evaluation assets

Exploration and evaluation (at cost)	2017 $’000	2016 $’000
Balance at the beginning of the year	46,292	33,951
- Expenditure during the year	19,835	10,404
- Adjustments to rehabilitation obligations	(17)	1,431
- Foreign currency translation	(1,231)	506
Balance at the end of the year	64,879	46,292

Recognition and measurement

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. 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.

Exploration commitments

It is 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 can be reduced by selective relinquishment of exploration tenure or by the renegotiation of expenditure commitments. The level of exploration expenditure expected in the year ending 30 June 2018 for the consolidated entity is approximately $34.178m (2016: $18.720m). This includes the minimum amounts required to retain tenure. There are no material exploration commitments further out than one year.

Resolute Mining Limited | Annual Report 2017

Notes to the Financial Statements B: Production and Growth Assets

B.3 Impairment of non-current assets

Recognition and measurement

Impairment testing

The carrying values of non-current assets are reviewed for impairment when indicators of impairment or a reversal of a prior period impairment may exist or changes in circumstances indicate the carrying value may not be recoverable. At a minimum the Group makes this assessment twice annually at 30 June and 31 December.

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

Recognised Impairment

No impairment was recognised in 2017. Furthermore, the assessment carried out for 30 June 2017 also concluded that a reversal of prior period impairment charges would not be supported.

Key estimates and judgements

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 which 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.

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, 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 that may be included in the determination of fair value less cost to dispose (“fair value”), future technological changes which could impact the cost of mining, and future legal changes (including changes to environmental restoration obligations). The costs to dispose 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. Consideration is also given to analysts’ valuations, and the market value of the Company’s securities. The fair value methodology adopted is categorised as Level 3 in the fair value hierarchy (in accordance with Australian Accounting Standards).

Resolute Mining Limited | Annual Report 2017

Notes to the Financial Statements B: Production and Growth Assets

B.3 Impairment of non-current assets (continued)

Key estimates and judgements

Impairment of mine properties, plant and equipment (continued)

In determining the recoverable amount of CGUs, future cash flows were discounted using rates based on the Group’s estimated 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. LOM operating and capital cost assumptions are based on the Group’s latest budget and LOM plans.

Key Assumptions:

The table below summarises the key assumptions used in the year end carrying value assessments:

Commodity price and foreign exchange rates are estimated with 2017: $1,210- $1,270 Gold price (US$ per reference to external market forecasts, and updated at least twice ounce): (2016: $1,050 - $1,280) annually. The rates applied to the valuation have regard to observable market data. In determining the fair value of CGUs, the future cash flows were discounted Discount rate % 2017: 9% - 11% using rates based on the Group’s estimated real weighted average cost of (post tax) (2016: 10% - 16%) capital, with an additional premium applied having regard to the geographic location of the CGU. Operating and Life-of-mine operating and capital cost assumptions are based on the Group’s latest budget and life-ofcapital costs: mine plans.

B.4 Segment expenditure, assets and liabilities

For the year ended 30 June 2017	Ravenswood (Australia) $’000	Syama (Mali) $’000	Bibiani (Ghana) $’000	Corp/		Total $’000
				Other	Treasury
				$’000	$’000
Capital expenditure	13,797	87,665	17,731	3,225	-	122,418
Segment assets in continuing operations	77,314	385,712	78,405	296,322	-	837,753
Segment liabilities in continuing operations	58,228	105,623	16,221	8,483	-	188,555

For the year ended 30 June 2016	Ravenswood (Australia) $’000	Syama (Mali) $’000	Bibian (Ghana) $’000	i Corp/ Other $’000	Treasury $’000	Total $’000
Capital expenditure	6,586	28,705	9,283	675	-	45,250
Segment assets in continuing operations (restated)	59,682	331,052	63,736	37,871	-	492,341
Segment liabilities in continuing operations	47,226	81,677	17,114	7,910	-	153,927

Resolute Mining Limited | Annual Report 2017

Notes to the Financial Statements C: Cash, Debt and Capital

In this section

Cash, debt and capital position of the Group at the end of the reporting period.

C.1 Cash

	2017 $'000	2016 $'000
Cash at bank and on hand	282,060	79,873
Reconciliation to cash flow statement
For thepurpose of the cash flow statement,cash and cash equivalents comprise the followingat 30 June:
Cash at bank and on hand	282,060	79,873
Bank overdraft	(34,558)	(26,456)
	247,502	53,417

The credit quality of cash and cash equivalents can be assessed by reference to external credit ratings (if available) or to historical information about counterparty default rates:

Cash at bank and short term deposits
_Counterparties with external credit ratings _
A+	191,881	79,271
AA-	89,155	14
B	75	113
Counterparties without external credit ratings	949	475
Total cash at bank and short term deposits	282,060	79,873

Recognition and measurement

Cash and cash equivalents in the statement of financial position comprise cash at bank and short-term deposits with an original maturity of three months or less. Cash and cash equivalents are stated at face value in the statement of financial position.

Fair value and foreign exchange risk

The carrying amount of cash and cash equivalents approximates their fair value.

The Group held A$5.8 million of cash and cash equivalents at 30 June 2017 (2016: A$37 million) in currencies other than Australian dollars or a different currency to that of the functional currency of the company which holds the item. These exposures are predominantly US dollars (2017: A$3.8 million; 2016: A$28.1 million equivalent) and Euro (2017: A$1.5 million; 2016: A$8.6 million equivalent).

Average interest rates earned on cash and cash equivalents during the period was 2.2% (2016: 0.7%).

Resolute Mining Limited | Annual Report 2017

Notes to the Financial Statements C: Cash, Debt and Capital

C.1 Cash (continued)

Reconciliation of net profit from continuing operations after income tax to the net operating cash flows

	2017 $'000	(Restated) 2016 $'000
Net profit from ordinary activities after income tax	166,096	200,732
Add/(deduct):
Share based payments including employee long term incentive costs	1,184	1,040
Loss on sale of property, plant and equipment	193	585
Profit on sale of available for sale financial assets	(200)	(99)
Rehabilitation and restoration provision accretion	1,182	1,122
Rehabilitation and restoration cash expenditure	(1,783)	(93)
Depreciation and amortisation	19,811	39,215
Gain on sale of the Resolute Pty Ltd group	-	(46,151)
Foreign exchange (gains)/losses	5,238	(25,888)
Realised foreign exchange losses on debt repayments	-	20,795
Foreign exchange loss on deregistration of controlled entity	-	3,086
Inventory net realisable value movements	(11,424)	(14,404)
Realised gain on investment in associate	(864)	-
Unrealised gain on forwards contracts	(2,629)
Reversal of provision of accounts receivable	-	(529)
Share of associates’ losses	1,799	-
Non cash finance costs	61	577

Changes in operating assets and liabilities:
Decrease in receivables	1,557	5,811
Decrease/(increase) in inventories	(15,610)	43,156
Decrease in prepayments	1,196	1,231
Decrease/(increase) in stripping activity asset	12,645	(26,487)
(Decrease)/increase in payables	27,678	(5,044)
Decrease in current tax balances	3,118	-
Increase in deferred tax balances	(15,333)	-
Decrease in operating provisions	(7,531)	(5,858)
Net operating cash flows	186,384	192,797

Resolute Mining Limited | Annual Report 2017

Notes to the Financial Statements C: Cash, Debt and Capital

C.1 Cash (continued)

Cash flow by segment

	Ravenswood (Australia) $’000	Syama (Ghana) $’000	Bibiani (Ghana) $’000	Unallocated (b)	Unallocated (b)
				Corp/ Other $’000		Total $’000
					Treasury ’
					$000
For the year ended 30 June 2017
Cash flow by segment, including gold bullion, and gold shipped but unsold and held in metal accounts	16,646	48,160	(16,089)	(20,460)	151,903	180,160
Reconciliation of cash flow by segment to the cash flow statement:
Movement in gold shipped but unsold and held in metal accounts						22,071
Mark to market movement in gold unsold						(31)
Movement in bank overdraft, including foreign exchange movements						(8,102)
Exchange rate adjustment in cash on hand						248
Movement in cash and cash equivalents per consolidated cash flow statement						194,346

For the year ended 30 June 2016
Cash flow by segment, including gold bullion, and gold shipped but unsold and held in metal accounts	51,833	107,784	(11,994)	(5,658)	(95,930)	46,035
Reconciliation of cash flow by segment to the cash flow statement:
Movement in gold shipped but unsold and held in metal accounts						22,074
Mark to market movement in gold unsold						84
Movement in bank overdraft, including foreign exchange movements						3,164
Exchange rate adjustment in cash on hand						1,655
Cash flows from discontinued operation						(2,374)
Movement in cash and cash equivalents per consolidated cash flow statement						70,638

Resolute Mining Limited | Annual Report 2017

Notes to the Financial Statements C: Cash, Debt and Capital

C.2 Interest bearing liabilities

	2017 $'000	2016 $'000
Current
Lease liabilities	-	222
Bank overdraft - ref C3.1	34,558	26,456
	34,558	26,678

Recognition and measurement

All loans and borrowings are initially recognised at fair value less transaction costs and subsequently at amortised cost. Any difference between the proceeds received and the redemption amount is recognised in the income statement over the period of the borrowings using the effective interest method.

Resolute has a Security Trust Deed in place with various banks. The total assets of the entities over which security exists amounts to $805.901m (2016: $481.143m). $88.078m (2016: 61.395m) of these assets relate to property plant and equipment.

Finance 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.

Interest bearing liabilities

The Group’s interest bearing liabilities have a fair value of $34.558m (2016: $26.816m) compared to the carrying value of $34.558m (2016: $26.678m). The differences between the fair value and carrying amount are capitalised borrowing costs.

The Group held nil interest bearing liabilities at 30 June 2017 (2016: Nil) in currencies other than Australian dollars or a different currency to that of the functional currency of the company which holds the item. Average interest rates charged on interest bearing liabilities at period end was 8.0% (2016: 8.0%).

Resolute Mining Limited | Annual Report 2017

Notes to the Financial Statements C: Cash, Debt and Capital

C.2 Interest bearing liabilities (continued)

Maturity profile of interest-bearing liabilities

The maturity profile of the Group’s interest-bearing liabilities in total and for finance leases is as follows:

		2016 $'000
	2017
	$'000
Borrowings
Due within 1 to 3 months	-	-
Due within 4 months to one year	35,918	28,047
Due between one and five years	-	-
Total contractual repayments	35,918	28,047
Less finance charges	(1,360)	(1,369)
Total interest bearing liabilities	34,558	26,678

Finance Leases
Due within one year	-	224
Total minimum lease payments	-	224
Less finance charges	-	(2)
Present value of minimum lease payments	-	222

C.3 Financing facilities

C3.1 Bank overdraft

The current facility with the Bank Du Mali SA is in place and is subject to an annual revision in approximately June 2018. As at 30 June 2017 nil of the facility was unused.

C3.2 Syndicated facilities

RML has entered into a Letter of Credit Facility Agreement with Citibank N.A. (relating to the Ravenswood Project) and a Letter of Credit Facility Agreement with Sociêtê General Ghana Limited (relating to the Bibiani Project). The facilities comprise A$27.070m of Environmental Performance Bond Facilities. Both of these facilities are fully drawn and expire on 31 December 2019.

The Citibank N.A. Letter of Credit Facility Agreement and hedging facilities provided by Investec Bank Plc and Citibank N.A. are secured by the following:

(i) Cross Guarantee and Indemnity given by RML (“the Borrower”), Carpentaria Gold Pty Ltd, Resolute (Somisy) Limited, Resolute (Treasury) Pty Ltd and Resolute (Bibiani) Limited;
(ii) Share Mortgage granted by RML over all of its shares in Carpentaria Gold Pty Ltd;
(iii) Share Mortgage granted by the Borrower over all of its shares in Resolute (Bibiani) Limited and Resolute (Somisy) Limited;
(iv) 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;
(v) 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;
(vi) 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;
(vii) Mortgage of Contractual Rights granted by Resolute (Bibiani) Limited in favour of the Security Trustee over a loan provided to Drilling and Mining Services Limited, Mensin Gold Bibiani Limited and Noble Mining Ghana Limited; and,
(viii) Mortgage of Contractual Rights granted by Resolute (Treasury) Pty Ltd in favour of the Security Trustee over a loan provided to Mensin Gold Bibiani Limited.

Resolute Mining Limited | Annual Report 2017

Notes to the Financial Statements C: Cash, Debt and Capital

C.3 Financing facilities (continued)

C3.2 Syndicated facilities (continued)

Pursuant to the Syndicated Facilities Agreement and Letter of Credit Facility Agreement with Citibank N.A, 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 than 1.50:1; and,
(v) (Reserve Tail Ratio): will exceed 30%.

There have been no breaches of these ratios. The Societe General Ghana Limited Letter of Credit Facility Agreement is supported by a guarantee provided by Resolute Mining Limited.

C.4 Contributed Equity

	2017 $'000	2016 $'000
Ordinary share capital:	544,987	395,198
736,982,768 ordinary fully paid shares (2016: 655,632,994)

Movements in contributed equity, net of issuing costs:
Balance at the beginning of the year	395,198	380,305
Placement of shares to institutional investors (net of costs)	147,092	-
Shares issued pursuant to the Osisko Share Purchase Agreement (net of costs)¹	2,544	-
Exercise of 130,000 unlisted options at $1.18 per share	153	-
Conversion of convertible notes into 14,050,000 shares at $1.06 per share	-	14,893
Balance at the end of the year	544,987	395,198

¹This relates to the purchase of 21,868,000 shares in Kilo Goldmines which resulted in the issue of 1,457,867 Resolute shares.

Recognition and measurement

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.

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.

Rights of employee share based payment recipients

Refer to E.11 for details of the employee share based payment plans which includes option and performance rights plans. Each option entitles the holder to purchase one share. The names of all persons who currently hold employee share options or performance rights, 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 and holders of performance rights have no right, by virtue of the options, to participate in any share issue by the parent entity or any other body corporate.

Resolute Mining Limited | Annual Report 2017

Notes to the Financial Statements C: Cash, Debt and Capital

C.5 Other reserves

Reserve	Nature and purpose
Net unrealised gain/(loss) reserve	This reserve records fair value changes on available for sale investments.
Convertible notes equity reserve	This reserve records the value of the equity portion (conversion rights) of the convertible notes.
Share options equity reserve	The equity reserve records the fair value of share options issued.
Employee benefits equity reserve	This reserve is used to recognise the fair value of options and performance rights granted over the vesting period of the securitiesprovided to employees.
Foreign currency translation reserve	Represents exchange differences arising on translation of foreign controlled entities.

Key financial and capital risks in this section

Liquidity risk management

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.

Interest rate risk management

Borrowings issued at variable rates expose the Group to cash flow interest rate risk. 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.

Capital risk 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 at 30 June 2017 is 0% (2016: 0%). The Group is not subject to any externally imposed capital requirements.

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

The following table summarises the post-tax effect of the sensitivity of the Group’s debt, cash and capital items on profit and equity at reporting date to movements that are reasonably possible in relation to interest rate risk and foreign exchange currency risk.

Carrying Amount $'000	Interest	Interest	rate risk	rate risk	Foreign exchange risk	Foreign exchange risk	Foreign exchange risk	Foreign exchange risk
	-1%		+1%		-10%		+10%
	Profit $'000	Equity $'000	Profit $'000	Equity $'000	Profit $'000	Equity $'000	Profit $'000	Equity $'000

282,060	1,965	1,965	1,965	1,965	560	560	(458)	(458)
	1,965	1,965	1,965	1,965	560	560	(458)	(458)

79,873	(350)	(350)	350	350	4,218	4,218	(3,451)	(3,451)
	(350)	(350)	350	350	4,218	4,218	(3,451)	(3,451)

Resolute Mining Limited | Annual Report 2017

Notes to the Financial Statements D: Other assets and liabilities

In this section

Other assets and liabilities position at the end of the reporting period.

D.1 Receivables

	2017 $'000	2016 $'000
Current
Trade receivables	5,748	7,005
	5,748	7,005

The credit quality of receivables can be assessed by reference to external credit ratings (if available) or to historical information about counterparty default rates:

	2017 $'000	2016 $'000
Counterparties with external credit ratings
AA+	511	157
Counterparties without external credit ratings*
Group1	5,237	6,848
Total trade receivables	5,748	7,005

*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.

Recognition and measurement

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.

Fair value and foreign exchange risk

The carrying amount of receivables approximates their fair value.

The Group held $5.3m receivables at 30 June 2017 (2016: Nil) in currencies other than Australian dollars or in a different currency to that of the functional currency of the company which holds the item.

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Resolute Mining Limited | Annual Report 2017

Notes to the Financial Statements D: Other assets and liabilities

D.1 Receivables (continued)

Movements in the allowance for impairment loss is as follows:

	2017	2016
	$'000	$'000
At start of year	-	(10,293)
Reversal of provision/(Charge for the year)	-	529
Recognised as a bad debt	-	-
Divestment of discontinued operation	-	10,427
Foreign exchange translation	-	(663)
At end of year	-	-
As at 30 June, the aging analysis of current and non-current sundry debtors is as follows:
0-30 days	3,298	2,462
31-60 days	270	1,624
61-90 days	627	42
61-90 days (Past due but not impaired)	1,132	-
+91 days (Past due but not impaired)	376	2,877
+91 days (Considered impaired)	45	-
Total	5,748	7,005

Payment terms on amounts past due but not impaired 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.

D.2 Inventories

	2017	(Restated) 2016
	$'000	$'000
Ore stockpiles
-At cost	37,411	30,699
-At net realisable value	20,829	14,972
Total ore stockpiles	58,240	45,671

Gold bullion on hand-at cost¹	209	11,460
Gold in circuit-at cost	90,527	66,397
Consumables at cost	53,098	50,494
	202,074	174,022

¹ Resolute retains 244oz of gold bullion on hand at 30 June 2017 with a market value of $0.4m (2016: 12,632oz with a market value of $22m).

Recognition and measurement

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-infirst-out basis.

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Notes to the Financial Statements D: Other assets and liabilities

D.3 Other financial assets and liabilities

	2017	2016
	$'000	$'000
*Available for sale financial assets*
Shares at fair value-listed	3,595	427

*Other financial assets*
Environmental bond-restricted cash (face value approximates fair value)	3,570	3,699
Other	81	-
	3,651	3,699

*Financial derivative assets*
Gold forwards at fair value-current	2,214	-

*Financial derivative liabilities*
Gold forwards at fair value-current	-	151
Gold forwards at fair value-non-current	-	264
	-	415

Gold forward sales are deliverable at an average price of A$1,800 an ounce for a total of 12,000 ounces between July 2017 and October 2017 at the rate of 3,000 ounces per month.

Recognition and measurement

Available-for-sale financial assets

Available for sale financial assets consist of investments in ordinary shares. Comprising principally of marketable equity securities, they are classified as non-current assets unless management intends to dispose of the investment within 12 months of the consolidated statement of financial position date. Investments are initially recognised at fair value plus transaction costs. Unrealised gains and losses arising from changes in the fair value of classified as available-for-sale are recognised in equity in the available-for-sale investments revaluation reserve. A significant or prolonged decline in the fair value of a security results in the impairment charge being removed from equity and recognised in the consolidated statement of comprehensive income.

The fair value of the listed securities are based on quoted market prices and accordingly is a level 1 measurement basis on the fair value hierarchy.

Restricted cash

The environmental bond represents a receivable carried at amortised cost using the effective interest method. The Ghanaian Environmental Protection Authority holds $3.570m (AUD equivalent) of restricted cash as security for the rehabilitation and restoration provision of Mensin Gold Bibiani Limited’s Bibiani project. There is no external credit rating basis for the Ghanaian Environmental Protection Authority. The average interest rate earned on the environmental bond during the period was 0.0% (2016: 0.0%).

Use of derivative instruments to assist in managing gold price risk

As part of the Group’s risk management practices, selected financial instruments (such as gold forward sales contracts, gold call options and gold put options) may be used from time to time to reduce the impact a declining gold price has on project life revenue streams. Within this context, the programs undertaken are project specific and structured with the objective of retaining as much upside to the gold price as possible, and in any event, 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 hedging facilities provided by the Group's counterparties do not contain margin calls. The Group did not hedge account for these instruments.

Movements in fair value are accounted for through the consolidated statement of comprehensive income.

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Notes to the Financial Statements D: Other assets and liabilities

D.4 Payables

	2017	2016 $'000
	$'000
Trade creditors	36,331	11,547
Accruals	28,821	21,820
		33,367
	65,152

Recognition and measurement

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.

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. 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.

D.5 Provisions

Current Site restoration Employee entitlements¹ Dividend payable Withholding taxes Other provisions Non-Current Site restoration Employee entitlements	2017 $'000	2016 $'000

	715	1,503
	16,806	26,111
	135	83
	262	240
	808	391
	18,726	28,328

	64,710	63,864
	1,430	1,275
	66,140	65,139

¹ Resolute Mining’s 80% owned subsidiary Societe des Mines de Syama SA (“SOMISY”) received notifications from the Nationale de Prévoyance Sociale (“INPS”) alleging SOMISY owed contributions to the INPS department on salaries paid by SOMISY to its expatriate employees between January 2005 and July 2013. Malian Legislation requires the remittance of 24% of an employee’s gross salary and a mandatory health insurance levy to the INPS department and is a form of social tax. In accordance with the Establishment Convention between SOMISY and the State of Mali, SOMISY is exempt from paying INPS contributions and the mandatory health insurance levy on expatriate employees during the Syama Mine Development Period. In accordance with the Establishment Convention, SOMISY did not remit INPS on expatriate salaries during the Mine Development Period, and then commenced remitting INPS on expatriate salaries after the cessation of the Mine Development Period. SOMISY has acted in accordance with the Establishment Convention at all times. The INPS department’s claims are for the period during the Mine Development Period only andSOMISY’s position is that it is not liable for payments during that period.

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Notes to the Financial Statements D: Other assets and liabilities

D.5 Provisions (continued)

SOMISY unsuccessfully appealed against this INPS assessment, with a Malian Court of Appeal ruling in favour of the INPS department on the basis that it was not a government department and hence not a party to the Establishment Convention, so it was not obliged to follow its terms and conditions. As a result of the Court ruling and subsequent failed attempts to negotiate an immediate settlement, the Resolute group recorded an A$15m current liability in its June 2015 Financial Statements. Recent attempts by the INPS to collect the assessed amounts triggered further negotiations between the INPS and SOMISY and in June 2016, a Settlement Agreement was executed by the parties to record an agreed instalment plan that will see SOMISY fully discharge this disputed liability by paying A$11.5m (CFA 5,157,144,561) to INPS in instalments between 1 July 2016 and 30 June 2018. The instalments paid to date under this Settlement Agreement totalled A$4.6m (CFA 2,172,023,029) as at September 2016, followed by an additional A$1.5m (CFA 672,023,029) paid in December 2016, A$0.9m (CFA 385,516,417) paid in March 2017 & $0.9m (CFA 385,516,417) in June 2017. These are to be followed by 4 more instalments of A$0.9m (CFA 385,516,417) each in September and December 2017 and then in March and June 2018. The Settlement Agreement incorporated the waiving of some penalties included in the assessments.

Resolute continues to strongly dispute the validity of the INPS assessments and negotiations with the State of Mali are ongoing to recover the INPS contributions demanded by the State of Mali in breach the terms of the Establishment Convention. Up to 30 June 2017, CFA 5.424b (A$12.290m) has been paid to the INPS department (CFA 1.947b (A$4.412m) paid in March, July, August and September 2012) and CFA 3.476b (A$7.878m) as per above. Successful negotiations will see the monies paid to date in breach of the Establishment Convention returned to SOMISY.

Recognition and measurement

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. 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.

Employee benefits

Provision is made for employee benefits accumulated as a result of employees rendering services up to the end of the reporting period. These benefits include wages, salaries, termination gratuity and relocation costs, annual leave and long service leave.

Restoration obligations

The Group records the present value of the estimated cost of 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.

	2017 $'000	2016 $'000
Site restoration
Balance at the beginning of the year	65,367	62,607
Rehabilitation and restoration provision accretion	1,182	1,122
Change in scope of restoration provision	1,310	808
Utilised during the year	(1,783)	(93)
Foreign exchange translation	(651)	1,164
Divestment of discontinued operation	-	(241)
Balance at the end of the year	65,425	65,367

Reconciled as:
Current provision	715	1,503
Non-current provision	64,710	63,864
Total provision	65,425	65,367

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Notes to the Financial Statements D: Other assets and liabilities

D.5 Provisions (continued)

Key estimates and judgements

Restoration

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

Key financial and capital risks in this section

Interest rate risk, diesel price risk and foreign exchange risk management

Refer to About this Report (page 74) and Section C (page 93) for details of how these risks are managed.

Credit risk management

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 (refer to C1), 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 Audit and Risk Committee approval. With the exception of those items disclosed in C3 and a Resolute Mining parent company guarantee provided to Macquarie Bank Limited relating to their provision of a hedging facility, no guarantees have been provided to third parties as at the 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.

The following table summarises the sensitivity to a reasonably possible change in foreign exchange rates with all other variables held constant:

	Carrying Amount $'000	Foreign exchange risk	Foreign exchange risk	Foreign exchange risk	Foreign exchange risk
		-10%		+10%
		Profit $'000	Equity $'000	Profit $'000	Equity $'000
30 June 2017
Other financial assets	3,651	288	288	(227)	(227)
Payables	65,152	(446)	(446)	365	365
Total (decrease)/increase		(158)	(158)	138	138

30 June 2016
Other financial assets	3,699	288	288	(235)	(235)
Payables	33,367	(339)	(339)	277	277
Total (decrease)/increase		(51)	(51)	42	42

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Notes to the Financial Statements E: Other items

In this section

Information on items which require disclosure to comply with Australian Accounting Standards and the Australian Corporations Act 2001.This section includes group structure information and other disclosures.

E.1 Contingent liabilities

Contingent liabilities

Amounts Potentially Payable to historical Bibiani Creditors

In June 2014, Mensin Gold Bibiani Limited, Drilling and Mining Services Limited and Noble Mining Ghana Limited (collectively referred to as the “Companies”) entered into court approved Schemes of Arrangement (“Scheme”) with their creditors and employees (“Scheme Creditors”). The Scheme outlines the timing and amounts of payments to be made by the Companies to a Scheme Fund and a Future Fund who in turn are responsible for making payments to the Scheme Creditors. The Scheme Creditors arise from transactions that occurred prior to the Companies becoming part of the Resolute group. The Scheme Fund and the Future Fund are administered by Ferrier Hodgson.

The implementation of the Scheme has had the effect of removing from the Companies’ balance sheets all historical liabilities relating to amounts payable to Scheme Creditors and replacing this with an obligation to fund the Scheme Fund and Future Fund as and when necessary. The unconditional obligations to make payments to the Scheme Fund have been paid prior to 30 June 2017. In addition to those recorded payments and liabilities, the following contingent liabilities to provide funding to the Scheme Fund and Future Fund exist at year end:

Potential payment to the Scheme Fund of US$3.600m ($4.854m) if, following receipt of the Feasibility Study, the board of Resolute, in its absolute discretion, makes a decision to proceed with the development of Bibiani; and;
Potential payment to a Future Fund of up to US$7.800m ($10.516m) conditional upon the generation of Free Cashflow from Bibiani mine operations for the period of 5 years from the date that Commercial Production is declared. Free Cashflow means 25% of the sum of Project Revenue for that period less Permitted Payments for that period, which includes:
operational expenses and capital costs paid in connection with the mining operations; and,
repayment of principal and interest relating to funds advanced by Resolute up to the commencement of mining operations.

E.2 Leases and other commitments

Operating leases

	2017	2016
	$'000	$'000
Due within one year	691	608
Due between one and five years	12,911	613
Aggregate lease expenditure contracted for at balance date but not provided for	13,602	1,221

Commitments

Other commitments not disclosed elsewhere in this report include:

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. As at 30 June 2017, Resolute’s 80% attributable share of Syama’s project to date gold production was 1,093,864 ounces of gold.

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Notes to the Financial Statements E: Other items

E.2 Leases and other commitments (continued)

Commitments (continued)

Other contracted expenditure commitments

	2017 $'000	2016 $'000
Due within oneyear	2,180	-
Aggregate lease expenditure contracted for at balance date but notprovided for	2,180	-

E.3 Auditor remuneration

	2017 $	2016 $
Auditing	179,360	182,000
Taxationplanningadvice and review and other services	-	21,950
	179,360	203,950
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)	52,894	38,800
Total amounts received or due and receivable byErnst & Young globally	232,254	242,750
Amounts received or due and receivable bynon Ernst & Youngfirms for auditing	35,690	67,130

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Notes to the Financial Statements E: Other items

E.4 Investments in associates

	2017 $'000	2016 $'000	2017 $'000	2016 $'000
Continuing Operations	Kilo Goldmines Ltd		Manas Resources Ltd
Listed	3,986	-	1,854	-
Shares held in associates(No. of shares)	46,568,000	-	523,899,835	-
CA$0.135 warrants, expiring 25 August 2018 (No. of warrants)	24,700,000		-
		-		-
Percentage of ownership (%)	27.44%	-	19.90%	-

(b) Movements in the carrying amount of the Group's investment in associates
At 1 July	-	-	-	-
Purchase of investment	5,485	-	2,155	-
Share of loss after income tax	(1,499)	-	(301)	-
At 30 June	3,986	-	1,854	-

(c) Fair value of investment in listed associates
Market value of the Group's investment as at 30 June	1,627	-	2,096	-

(d) Summarised financial information
The followingtable illustrates summarised financial information relatingto the Group's associates:
Extract from the associates' statement of financialposition
Current assets	3,485	-	10,666	-
Non-current assets	4,856	-	1,913	-
Total assets	8,341	-	12,579	-
Current liabilities	123	-	161	-
Non-current liabilities	675	-	-	-
Total liabilities	798	-	161	-
Net assets	7,543	-	12,418	-
Share of associates' net assets	2,070	-	2,358	-
Extract from the associates' statement of comprehensive income:
Revenue	-	-		-
Loss before tax, loss for the year and total comprehensive loss	(6,781)	-	(5,498)	-

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Notes to the Financial Statements E: Other items

E.5 Subsidiaries and non-controlling interests

Subsidiaries

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 Country of Incorporation	Consolidated Entity Company Holding the Investment	Percentage of Shares Held by Consolidated Entity	Percentage of Shares Held by Consolidated Entity
		2017 %	2016 %
Amber Gold Cote d’Ivoire SARL,Cote d'Ivoire	Resolute(CDI Holdings)Limited	100	100
Carpentaria Gold PtyLtd,Aust.	Resolute MiningLimited	100	100
Drillingand MiningServices Limited,Ghana	Resolute(Bibiani)Limited	100	100
Excalibur Cote d’Ivoire SARL,Cote d'Ivoire	Resolute(CDI Holdings)Limited	100	100
Geb and Nut Resources SARL,Cote d'Ivoire	Resolute Cote D’Ivoire SARL	80	-
Goudhurst PtyLtd,Aust.1 (a)	Resolute(Treasury)PtyLtd	100	100
Mensin Gold Bibiani Limited,Ghana	Resolute(Bibiani)Limited	90	90
Nimba Resources SARL,Cote d'Ivoire	Resolute(CDI Holdings)Limited	100	100
Noble MiningGhana Limited,Ghana	Resolute(Bibiani)Limited	100	100
Resolute(Bibiani)Limited,Aust.2 (a)	Resolute MiningLimited	100	100
Resolute(CDI Holdings)Limited,Aust.3 (a)	Resolute MiningLimited	100	100
Resolute Cote D’Ivoire SARL,Cote d'Ivoire	Resolute(CDI Holdings)Limited	100	100
Resolute Egypt(Australia)PtyLtd,Aust.	Resolute MiningLimited	100	-
Resolute Egypt(Australia)2 PtyLtd,Aust.	Resolute MiningLimited	100	-
Resolute Egypt Pty Ltd, Egypt	Resolute Egypt (Australia) Pty Ltd Resolute Egypt(Australia)2 PtyLtd	50 50	- -
Resolute Exploration SARL,Mali	Resolute(Finkolo)Limited	100	100
Resolute(Finkolo)Limited,Aust.4 (a)	Resolute MiningLimited	100	100
Resolute(Ghana)Limited,Ghana	Resolute MiningLimited	100	100
Resolute Mali S.A.,Mali	Resolute(Somisy)Limited	100	100
Resolute(Somisy)Limited,Aust.5 (a)	Resolute MiningLimited	100	100
Resolute(Treasury)PtyLtd,Aust.(a)	Resolute MiningLimited	100	100
Societe des Mines de Finkolo SA,Mali	Resolute(Finkolo)Limited	85	85
Societe des Mines de Syama S.A.,Mali	Resolute(Somisy)Limited	80	80

(a) Entities not separately audited. Entity’s audit scope is limited to the purpose of inclusion in the consolidated entity's accounts. 1 Name changed to Resolute Corporate Services Pty Ltd effective 4 July 2017 2 Previously Resolute (Bibiani) Limited, Jersey 3 Previously Resolute (CDI Holdings) Limited, Jersey 4 Previously Resolute (Finkolo) Limited, Jersey 5 Previously Resolute (Somisy) Limited, Jersey

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Notes to the Financial Statements E: Other items

E.5 Subsidiaries and non-controlling interests (continued)

Material partly owned subsidiaries

	2017 $'000	(Restated) 2016 $'000
*Accumulated share of (deficiency)/equity attributable to material Non-Controlling* *Interest:*
Societe des Mines de Syama SA("Somisy")	(18,372)	(49,236)
Mensin Gold Bibiani Limited("Mensin")	(2,203)	(2,211)
Societe des Mines de Finkolo SA("Finkolo")	3,045	3,072
Total Non-Controlling Interest	(17,530)	(48,375)
*Profit/(loss) allocated to material Non-Controlling Interest:*
Somisy	29,732	28,943
Mensin	5	(23)
Finkolo	(12)	(145)
Total Non-Controlling Interest	29,725	28,775

The summarised financial information of subsidiaries with non-controlling interests is provided below. This information is based on amounts before inter-company eliminations.

	2017 $'000	(Restated) 2016 $'000	2017 $'000	2016 $'000	2017 $'000	2016 $'000
	Somisy		Mensin		Finkolo
*Statement of Comprehensive Income*
Revenue	381,293	372,938	-	-	-	-
Gain/(loss)for theperiod	136,740	145,180	50	(236)	(934)	(957)
Total comprehensive income/(loss)for theperiod	136,740	145,180	50	(236)	(934)	(957)
*Summarised Statement of Financial Position*
Current assets	214,194	240,457	4,030	3,341	305	42
Non-current assets	230,255	145,946	73,569	58,856	23,218	21,897
Current liabilities	(80,518)	(59,054)	(1,845)	(2,203)	(1,083)	(29)
Non-current liabilities - External	(32,520)	(33,237)	(13,984)	(14,504)	-	-
Non-current liabilities - Intra Resolute Mining Limited Group	(389,291)	(502,507)	(427,281)	(424,356)	(28,187)	(25,542)
Total(deficiency)/equity	(57,880)	(208,395)	(365,511)	(378,866)	(5,747)	(3,632)
*Summarised Statement of Cash Flow*
Operating	126,159	125,041	939	(2,377)	(897)	(1,013)
Investing	(77,999)	(17,257)	(17,028)	(9,617)	(1,368)	(567)
Net increase/(decrease) in cash and cash equivalents	48,160	107,784	(16,089)	(11,994)	(2,265)	(1,580)

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Notes to the Financial Statements E: Other items

E.6 Joint operations

The consolidated entity has an interest in the following material joint operations whose principal activities are to explore for gold.

Entity Holding Interest	Other Participant/Joint Operation	Percentage of Interest Held	Percentage of Interest Held
		2017 %	2016 %
Resolute Mining Limited	Etruscan Resources Bermuda Ltd/N’Gokoli Est JV¹	60%	60%
Resolute Cote D’Ivoire SARL	Geb and Nut Resources SARL/Geb and Nut JV	80%	0%

¹ Interests in joint operations greater than 50% have been accounted for as joint operations as all decision making requires unanimous agreement.

E.7 Discontinued operations

On 12 December 2014, the formal handover of the Golden Pride site and all remaining infrastructure to the Madini Institute to set up a mining institute of learning was completed, as agreed with the Government of Tanzania. This ended Resolute’s presence on site at Golden Pride after 15 years and production of over 2.2 million ounces of gold. This arm of the business, previously represented as the Golden Pride operating segment, has been classified as a discontinued operation and is no longer presented as a segment.

In October 2015, Resolute completed the divestment of Resolute Pty Ltd, the company holding all of Resolute’s subsidiaries, assets, liabilities, contingent liabilities, and mineral rights in Tanzania (the “RPL group”). Resolute entered into an agreement with Cienega S.A.R.L. whereby Cienega S.A.R.L. acquired the RPL group for nominal initial consideration, with a potential deferred consideration equal to 50% of the proceeds of the sale of any mineral rights, related physical assets, and other specific legal actions.

The results for the year are presented below:

	2017 $'000	2016 $'000
Revenue	-	-
Expenses	-	(1,381)
Gain on sale of the Resolute Pty Ltd group (i)	-	46,151
Profit for the year from a discontinued operation	-	44,770

Earnings per share:
Basic earnings per share of discontinued operation	-	6.97 cents
Diluted earnings per share of discontinued operation	-	6.80 cents

The net cash flows of the discontinued operation are as follows:
Operating cash flows	-	(2,374)
Net cash outflow	-	(2,374)

(i) The net liabilities of the RPL Group sold for nil consideration totalled $3.615 million. Additionally, the RPL Group’s accumulated foreign exchange gain recognised in equity was $42.488 million and has now been recycled to profit and loss.

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Notes to the Financial Statements E: Other items

E.8 Subsequent events

E.9 Related party disclosures

(i) RML is the ultimate Australian holding company and there is no controlling entity of RML at 30 June 2017.

E.10 Parent entity information

	2017 $'000	(Restated) 2016 $'000
Current assets	152	73
Total assets	463,578	317,639
Current liabilities	(1,214)	(646)
Total liabilities	(1,219)	(651)
Net assets	462,359	316,988
Issued capital	545,029	395,196
Accumulated losses	(94,404)	(89,945)
Convertible note equityreserve	549	549
Share option equityreserve	5,793	5,793
Employee equitybenefits reserve	5,364	5,364
Reserves - unrealisedgain/(loss)	28	31
Total shareholders equity	462,359	316,988
Profit of Resolute Mining Limited	6,743	167,552
Total comprehensive profit of Resolute Mining Limited	6,743	167,552

Refer to E1 for the contingent liabilities and commitments of Resolute Mining Limited. The parent company guarantees provided by Resolute Mining Limited as outlined in C3 have a nil written down value as at 30 June 2017 (2016: nil).

E.11 Employee benefits and share based payments

	2017	2016
Salaries	55,453	58,833
Superannuation	3,029	2,870
Share based payments expense	2,129	1,716
Total employee benefits charged to profit and loss	60,611	63,419

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 as an expense in the profit and loss over the vesting period with a corresponding increase in equity.

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Notes to the Financial Statements E: Other items

E.11 Employee benefits and share based payments (continued)

Key management personnel

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

	2017 $	2016 $
Short-term employee benefits	4,295,562	2,931,464
Post-employment benefits	240,858	431,383
Long-term employment benefits	50,089	41,878
Share-based payments	1,212,280	407,916
	5,798,789	3,812,641

Key estimates and judgements

Share based payments

The Group measures the cost of equity settled share based payment transactions with reference to the fair value at the grant date using a Black Scholes formula or Monte Carlo simulation. The valuations take into account the terms and conditions upon which the instruments were granted such as 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.

Employee share option plan

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.

Employees will only be able to exercise the options allocated to them if they meet certain performance criteria.

Option Category		2017	2017			2016		Fair value of option at grant date
	Opening Number of Options	Lapsed During the Year	Exercised During the Year	Closing Number of Options	Opening Number of Options	Lapsed During the Year	Closing Number of Options
I	-	-	-	-	33,000	(33,000)	-	0.61
J	-	-	-	-	90,000	(90,000)	-	0.73
K	-	-	-	-	2,000,000	(2,000,000)	-	0.70
L	-	-	-	-	756,333	(756,333)	-	0.72
M	130,000	-	(130,000)	-	130,000	-	130,000	0.66
N	545,400	(545,400)	-	-	647,400	(102,000)	545,400	0.98
	675,400	(545,400)	(130,000)	-	3,656,733	(2,981,333)	675,400
Weighted average exerciseprice	1.52	1.52	1.18	-	1.46	1.39	1.72

The weighted average remaining contractual life for the share options outstanding as at 30 Jun 2017 is 0 years (2016:0.5 years).

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Notes to the Financial Statements E: Other items

E.11 Employee benefits and share based payments (continued)

Performance rights plan

A new Performance Rights Plan was implemented in 2016.The performance rights plan is broken down between:

Performance Rights Plan Category	Type of employee
Level 1	Managing Director and CEO
Level 2	Executive Team reporting to MD
Level 3	Site General Managers
Level 4	Other Participants as recommended by the MD
Special	Special, one-off awards as recommended by the MD

Plan category	Grant and frequency¹	Performance measures	Performanceperiod
Level 1	Annually set at 100% of fixed remuneration for the Managing Director & CEO	 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.	3 years
Level 2	Annually set at 65% of fixed remuneration	 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.	3 years
Level 3	Annually set between 30% and 50% of fixed remuneration	 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.	3 years
Level 4	Annually set between 10% and 20% of fixed remuneration	 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.	3 years
Special	Varies	 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.	3 years

¹ Grant sizes have been changed from 1 July 2016 onwards. Refer to the Remuneration Report for further details.

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Notes to the Financial Statements E: Other items

E.11 Employee benefits and share based payments (continued)

	Issue Date	Total Number	Fair Value per Right at Grant Date	Vesting Date
Performance rights on issue
Level 1	01/07/14	2,250,597	$0.50	30/06/17
Level 1	01/07/15	5,083,995	$0.25	30/06/18
Level 2	28/08/15	3,822,624	$0.25	30/06/17
Level 2	31/08/15	470,478	$1.89	30/06/18
Band 1 to 4	24/10/16	3,025,322	$1.27	30/06/19
Band 1	29/11/16	400,000	$1.21	30/06/18
Band 1	29/11/16	600,000	$1.20	30/06/19
Band 1	29/11/16	1,000,000	$1.18	30/06/20
As at 30 June 2017		16,653,016	$0.62

	Date of Change	Total Number	Fair Value per Right at Grant Date	Vesting Date
Changes during current period
Increase through issue of performance rights to eligible employees (Level 2)	31/08/16	575,145	$1.89	30/06/18
Increase through issue of performance rights to eligible employees (Band 1 to 4)	24/10/16	2,900,389	$1.27	30/06/19
Increase through issue of performance rights to eligible employees (Band 1 to 4)	16/01/17	208,000	$1.27	30/06/19
Increase through issue of performance rights to eligible employees (Band 1)	29/11/16	400,000	$1.21	30/06/18
Increase through issue of performance rights to eligible employees (Band 1)	29/11/16	600,000	$1.20	30/06/19
Increase through issue of performance rights to eligible employees (Band 1)	29/11/16	1,000,000	$1.18	30/06/20
Decrease through conversion of shares upon vesting of performance rights(Level 1)	31/08/16	(1,655,638)	$0.43	30/06/16
Decrease through lapsingofperformance rights(Level 1)	31/08/16	(1,497,958)	$0.43	30/06/16
Decrease through conversion of shares upon vesting of performance rights(Level 2)	31/08/16	(1,502,764)	$0.56	30/06/16
Decrease through lapsingofperformance rights(Level 2)	31/08/16	(163,401)	$0.25	30/06/17
Decrease through lapsingofperformance rights(Level 2)	24/01/17	(512,107)	$0.25	30/06/17
Decrease through lapsingofperformance rights(Level 2)	24/01/17	(60,630)	$1.89	30/06/18
Decrease through lapsingofperformance rights(Band 1 to 4)	24/01/17	(47,787)	$1.27	30/06/19
Decrease through lapsingofperformance rights(Level 2)	17/03/17	(212,620)	$0.25	30/06/17
Decrease through lapsingofperformance rights(Level 2)	17/03/17	(24,877)	$1.89	30/06/18
Decrease through lapsingofperformance rights(Band 1 to 4)	17/03/17	(19,403)	$1.27	30/06/19
Decrease through lapsingofperformance rights(Level 2)	11/04/17	(173,051)	$0.25	30/06/17
Decrease through lapsingofperformance rights(Level 2)	11/04/17	(19,160)	$1.89	30/06/18
Decrease through lapsingofperformance rights(Band 1 to 4)	11/04/17	(15,877)	$1.27	30/06/19

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Notes to the Financial Statements E: Other items

E.11 Employee benefits and share based payments (continued)

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

			2017	2017						2016	2016

Hurdle	re	Reserve and sources rights	TSR rights		Service rights		Total		Reserve and resources rights	TSR rights	Service rights	Total
Number of performance rights issued		777,097	2,331,292		575,145		3,683,534		1,397,193	4,191,578	5,838,967	11,427,738
Underlying shareprice($)		1.68	1.68		1.89				0.31	0.31	0.25
Exercise price ($)		-	-		-				-	-	-
Risk free rate		1.85%	1.85%		1.44%				2.08%	2.08%	1.79%
Volatilityfactor		80%	80%		76%				78%	78%	74%
Dividendyield		1.10%	1.10%		0%				0%	0%	0%
Period of the rights from grant date(years)		3		3		2			3	3	2

Effect of performance hurdles		Not reflected in valuation due to non- market condition		Reflected in valuation through Monte Carlo simulation		Weighted average				Not reflected in valuation due to non- market condition	Reflected in valuation through Monte Carlo simulation	Weighted average
Value of performance right at grant date (Band 1 to 4)		$1.63		$1.15		$1.89		Value of performance right at grant date (Level 1)		$0.31	$0.23	$0.25
Value of performance right at grant date(Level 2)		$1.89		n/a		$1.89				$0.25	n/a	$0.25

E.12 Other accounting policies

Derivatives

Derivatives are categorised as held for trading unless they are designated as hedges. Assets in this category are classified as current assets or liabilities if they are either held for trading or are expected to be realised within 12 months of the consolidated statement of financial position date. Items of this nature are recorded at their fair values through profit or loss.

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 arrangements. 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.

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Notes to the Financial Statements E: Other items

E.12 Other accounting policies

New and amended Accounting Standards and Interpretations issued but not yet effective

A number of new Standards, amendment of Standards and interpretations have recently been issued but are not yet effective and have not been adopted by the Group as at the financial reporting date. The potential effect of these Standards is yet to be fully determined. However, it is not expected that the new or amended Standards will significantly affect the Group’s accounting policies, financial position or performance, except for the following:

Title	Application Date for Group	Detail
AASB 9 – Financial Instruments	1 January 2018	A finalised version of AASB 9 which contains accounting requirements for financial instruments, replacing AASB 139 Financial Instruments: Recognition and Measurement. The standard contains requirements in the areas of classification and measurement, impairment, hedge accounting and de-recognition. Based on an initial impact assessment, the new standard is not expected to significantlyimpact the recognition and measurement of financial instruments.
AASB 15 - Revenue from Contracts with Customers	1 January 2018	AASB 15 provides a single, principles-based five-step model to be applied to all contracts with customers. Guidance is provided on topics such as the point in which revenue is recognised, accounting for variable consideration, costs of fulfilling and obtaining a contract and various related matters. New disclosures about revenue are also introduced. Based on an initial impact assessment, the new standard is not expected to significantlyimpact revenue recognition.
AASB 2014-10 - Amendments to Australian Accounting Standards – Sale or Contribution of Assets between an Investor and its Associate or Joint Venture	1 January 2018	The amendments clarify that a full gain or loss is recognised when a transfer to an associate or joint venture involves a business as defined in AASB 3 Business Combinations. Any gain or loss resulting from the sale or contribution of assets that does not constitute a business, however, is recognised only to the extent of unrelated investors’ interests in the associate or joint venture.
AASB 2016-5 - Amendments to Australian Accounting Standards – Classification and Measurement of Share- based Payment Transactions	1 January 2018	This Standard amends AASB 2, clarifying how to account for certain types of share- based payment transactions such as the effect of vesting and non-vesting conditions on the measurement of cash-settled share-based payments, share-based payment transactions with a net settlement feature for withholding tax obligations and a modification to the terms and conditions of a share-based payment that changed the classification of the transaction from cash-settled to equity-settled.
AASB Interpretation 22 - Foreign Currency Transactions and Advance Consideration	1 January 2018	The Interpretation clarifies that in determining the spot exchange rate to use on initial recognition of the related asset, expense or income (or part of it) on the derecognition of a non-monetary asset or non-monetary liability relating to advance consideration, the date of the transaction is the date on which an entity initially recognises the non- monetary asset or non-monetary liability arising from the advance consideration. If there are multiple payments or receipts in advance, then the entity must determine a date of the transactions for eachpayment or receipt of advance consideration.
AASB16 – Leases	1 July 2019	AASB 16 provides a new lessee accounting model which requires a lessee to recognise assets and liabilities for all leases with a term of more than 12 months, unless the underlying asset is of low value. A lessee measures right-of-use assets similarly to other non-financial assets and lease liabilities similarly to other financial liabilities. Assets and liabilities arising from a lease are initially measured on a present value basis. The measurement includes non-cancellable lease payments (including inflation-linked payments), and also includes payments to be made in optional periods if the lessee is reasonably certain to exercise an option to extend the lease, or not to exercise an option to terminate the lease. AASB 16 contains disclosure requirements for lessees. While in early stages of assessment, the Group has yet to fully assess the impact on the Group’s financial results when it is first adopted for theyear ended 30 June 2020.

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Notes to the Financial Statements E: Other items

E.13 Restatement of comparative information

During the preparation of the 31 December 2016 financial report it was noted that there was a misstatement in the Gold in Circuit and Gold Bullion (“GIC”) valuation model for the Syama gold mines sulphide GIC. The financial modelling caused the book value of GIC to be overstated at 30 June 2016 by $11.990m.

It should be noted that all of the restatements are non-cash in nature, and do not affect reported cash flows. Furthermore, there is no change or impact on:

the contained ounces of GIC, nor its market value at those balance dates;
Resolute’s enterprise value;
banking covenant ratios;
the group’s liquidity position;
reported gold production, cash costs per ounce of production, and all-in sustaining costs per ounce of production; and,
any of the information disclosed in the group’s quarterly reports.

Restatements for the affected 30 June 2016 financial statement line items for the prior periods are as follows:

	Restated for the year ended 30-Jun-16 $'000	As previously stated for the year ended 30-Jun-16 $'000
Consolidated Statement of Comprehensive Income
Costs of production relating to gold sales	(325,207)	(313,217)
Gross profit before depreciation, amortisation and other operating costs	229,417	241,407
Gross profit from operations	154,711	166,701
Profit for the year from continuing operations	155,962	168,157
Profit for the year	200,732	212,927
Profit attributable to:
Members of the parent	171,957	181,713
Non-controlling interest	28,775	31,214
Total comprehensive income attributable to:
Members of the parent	126,916	140,365
Non-controlling interest	29,794	28,335
Earnings per share for net profit attributable to the ordinary equity holders of the parent:
Basic earnings per share	26.79 cents	28,31 cents
Diluted earnings per share	26.11 cents	27.59 cents
Earnings per share for net profit from continuing operations attributable to the ordinary equity holders of the parent:
Basic earnings per share	19.82 cents	21.34 cents
Diluted earnings per share	19.31 cents	20.79 cents

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Notes to the Financial Statements E: Other items

E.13 Restatement of comparative information (continued)

	Restated for the year ended	As previously stated for the year ended
	30-Jun-16	30-Jun-16
	$'000	$'000
Consolidated Statement of Financial Position
Inventories	174,022	186,012
Total current assets	263,504	275,494
Total assets	492,341	504,331
Net assets	338,414	350,404

Reserves	33,427	33,263
Accumulated losses	(41,836)	(32,080)
Total equity attributable to equity holders of the parent	386,789	396,381
Non-controlling interest	(48,375)	(45,977)
Total equity	338,414	350,404

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Directors’ Declaration

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 2017 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 throughout this report;
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 2017.

On behalf of the Board

==> picture [133 x 34] intentionally omitted <==

J.P. Welborn

Director

Perth, Western Australia 23 August 2017

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Resolute Mining Limited | Annual Report 2017

Shareholder Information

Substantial shareholders at 28 September 2017	Substantial shareholders at 28 September 2017	*Number held*	*Percentage*
Ordinary shares
ICM Limited		148,188,154	19.99%
Van Eck Associates Corporation		69,377,844	9.36%

Distribution of equity securities as at 28 September 2017
Size of Holding		Ordinary Shares
1-1,000		1,571
1,001-5,000		2,639
5,001-10,000		1,322
10,001-100,000		2,090
100,001-and over		269
Total equity security holders		7,891
Number of equity security holders with less than a marketable parcel		788

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 28 September 2017
Name		Number of ordinary shares	% of Issued Capital
1	ICM Limited	148,188,154	19.99%
2	Van Eck Associates Corporation	69,377,844	9.36%
3	Dimensional Fund Advisors LP	33,384,178	4.50%
4	L1 Capital Pty Ltd.	23,514,033	3.17%
5	The Vanguard Group, Inc.	23,106,731	3.12%
6	BlackRock, Inc.	16,961,103	2.29%
7	Oppenheimer Funds, Inc.	16,620,478	2.24%
8	State Street Corporation	15,596,311	2.10%
9	Wellington Management Company, LLP	12,592,562	1.70%
10	IFM Investors	12,256,595	1.65%
11	Commonwealth Bank Group	12,219,827	1.65%
12	Lemanik S.A.	11,796,233	1.59%
13	Lazard LLC	11,356,133	1.53%
14	Credit Suisse Group	10,777,798	1.45%
15	LSV Asset Management	10,556,200	1.42%
16	Investec Group	10,553,525	1.42%
17	Baker Steel Capital Managers LLP	9,847,000	1.33%
18	UBS AG	8,801,097	1.19%
19	Vinva Investment Management Limited	5,033,150	0.68%
20	Tribeca Investment Partners Pty Ltd.	4,404,015	0.59%
		466,942,967	62.97%

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ASX:RSG | www.rml.com.au

AI assistant

Resolute Mining Limited — Annual Report 2017

10548_rns_2017-10-26_472bae64-4060-4b85-8525-8f0b0fdc9dc1.pdf

Mine gold. Create value.

Contents

Corporate Directory

Directors

Home Exchange

Australian Securities Exchange Limited

Company Secretary

Postal

Website

Share Registry

Securities on Issue (17/10/2017)

Auditor

Ernst & Young

Bankers

BDM-SA

Citibank Limited

Computershare Investor Services Pty Limited

Mine Gold. Create Value.

FY17 Highlights

Operations

Development

Exploration

Financials

14%

Corporate

| Bold | Agile | Courageous | United |

Managing Director’s Review

Dear fellow shareholders,

Board and Executives

Directors

Martin Botha (Non-Executive Chairman) BScEng

John Welborn (Managing Director and Chief Executive Officer)

BCom, FCA, FAIM, MAICD, MAusIMM, SAFin, JP

Peter Sullivan (Non-Executive Director)

BEng, MBA

Bill Price (Non-Executive Director)

BCom, FCA, MAICD

Mark Potts (Non-Executive Director)

BSc (Hons)

Yasmin Broughton (Non-Executive Director)

BCom PG Law GAICD

General Counsel / Company Secretary

Amber Stanton

LL.B.

Executives

Lee-Anne de Bruin, Chief Financial Officer

BCom, BAcc (Hons), CA

Peter Beilby, Chief Operating Officer

BSc (Mining Engineering)

Paul Henharen, General Manager – Project Delivery

BSc, MSc, MBA, MAusIMM

Vanessa Hughes, General Manager – People, Culture and Information BBus

David Kelly, General Manager – Corporate Strategy BSc (Hons.)

Bruce Mowat, General Manager – Exploration BSc (Geology)

Review of Operations

Syama

Sulphide

Oxide

Outlook

Review of Operations

Ravenswood

Operating Performance at a glance

Outlook

Review of Operations

Development

Project 85

Low Carbon Roaster

Project Phoenix

Syama Underground Project

Syama Underground MineR of the Future

Ravenswood Expansion Project

Review of Operations

Exploration

Nafolo

Tabakoroni

BA-01

Bibiani

Resolute Mining Limited Annual Report 2017