Anglesey Mining Plc
Annual Report 2023

Plain-text annual report

The AGM will be held at the offices of DLA Piper, 160 Aldersgate Street London EC1A 4HT on 27 October 2023 at 12 noon Anglesey Mining plc - Annual report contents Strategic report Chairman's statement Operations S172 Statement Directors and governance Directors' report Remuneration committee report Corporate governance Audit committee report Financial statements Report of the auditor Accounts Notes to the accounts Notice of Annual General Meeting Directors Corporate information Glossary 3 6 17 28 29 32 38 39 45 51 69 72 Rear cover $ - United States dollar unless otherwise stated CAD - Canadian dollar AGM - the annual general meeting to be held on 27 October 2023 AIM – the Alternative Investment Market of the London Stock Exchange CFR - cost and freight, applied to iron ore prices, an Incoterm DFS - Definitive Feasibility Study DMS - dense media separation, a process for the elimination of low-density waste from crushed ore dmt - dry metric tonne (used in iron ore measurement) EIA - environmental impact assessment GIAB - Grängesberg Iron AB, a privately owned Swedish company JORC - Australasian Joint Ore Reserves Committee - a set of minimum standards for public reporting and displaying information related to mineral properties IRR - internal rate of return LIM - Labrador Iron Mines Holdings Limited and its group of companies Mt - million tonnes Mtpa - million tonnes per annum NPV - net present value NSR - net smelter return OTC - The OTC Markets Group trading stocks in the US off the exchanges PEA - Preliminary Economic Assessment PFS - Preliminary Feasibility Study tonne - metric tonne of 1,000 kilogrammes SEK - Swedish Krona t - metric tonne tpd - tonnes per day Annual Report 2023 Anglesey Mining plc, a UK mining company Projects: 100% ownership of the Parys Mountain underground copper-zinc-lead- silver-gold deposit in North Wales, UK where an independent Preliminary Economic Assessment announced in January 2021 showed:  a financial model for an expanded case at 3,000 tpd with a pre-tax NPV10% of US$120 million, (£96 million), 26% IRR and 12-year mine life During the year, Anglesey released an updated resource estimate of 1.3 million tonnes of Measured resources, 4.0 million tonnes of Indicated resources together with 11.7 million tonnes of Inferred resources A 49.7% interest in the Grängesberg Iron project in Sweden, up from 19.9% last year. Anglesey has management rights and a right of first refusal to increase the Group’s interest to 100%. At Grängesberg, an independent Pre- Feasibility Study announced on 19 July 2022 showed:  Probable Ore Reserves of 82.4 million tonnes of supporting a 16-year mine life with annual production of 2.5 million tonnes of concentrate grading 70% iron ore  Post-tax NPV8% of US$688 million with an IRR of 25.9% after tax A 12% shareholding in Labrador Iron Mines Holdings Limited which holds Direct Shipping Ore (DSO) deposits of iron in Canada where an independent Preliminary Economic Assessment of its Houston project published in March 2021 showed:  Potential for production of 2 million dmt of DSO per year, with an initial 12-year mine life, for total production of 23.4 million dmt of product at 62.2% Fe over the life of the mine  NPV8% CAD109 million at a conservative base case iron ore price with a 39% IRR and a 12-year mine life Strategic report - Chairman’s statement 2023 To Anglesey Shareholders The past year has seen a continuation of global uncertainty generated by the ongoing conflict in Ukraine and other potential flashpoints. Globally, inflation has also remained stubbornly high leading to a ‘cost-of-living’ crisis in many countries across the world. Meanwhile, economic growth has been slow, even in China, which placed a cloud over metal prices. Despite the global macro uncertainty, very encouraging progress was made at both our Parys Mountain copper-zinc-lead-silver-gold project and our iron ore project in Sweden. While equity markets remained very challenging for junior companies, we successfully raised £865,000 in May 2022, attracting new institutional investor support, and a further £1.5 million in new financings in May and July 2023. Review of Activities The momentum from the previous year was maintained at Parys Mountain. Strong assays were received from the White Rock/Engine Zone infill drilling programme, which fed into the mineral resource update that was completed in April 2023. Importantly, 92% of the White Rock and Engine Zone resources are now in the Measured and Indicated categories, which represents a significant increase in confidence – a very important aspect that will feed into the next round of mine design and optimisation work. From a permitting perspective, modern mines are required to place significant emphasis on the management and disposal of tailings. The original planning permissions for Parys Mountain were based on a conventional valley fill, wet tailings disposal. Modern best practice required a rethink of this method with Knight Piésold completing the conceptual design for a dry-stack tailings management facility in the valley to the south of the mine infrastructure. This conceptual design highlighted that this location has the potential to store almost 7.0 million tonnes of dry-stacked tailings, more than sufficient to support the expanded production scenario evaluated in the 2021 Preliminary Economic Assessment. Environmental baseline studies continued at Parys Mountain, and the required Pre-Application Report was submitted to the North Wales Minerals and Waste Planning Service, marking the formal commencement of the consent process. This was followed up with the initial Pre- Application Consultation meeting between Anglesey Mining and statutory consultee groups, including Natural Resources Wales, Cadw and multiple Council departments. In Sweden, a Pre-Feasibility Study Update for the Grängesberg Iron Ore Project was completed in July 2022 following which discussions commenced with environmental consulting groups to start planning the baseline environmental studies as recommended in the Pre-Feasibility Update and a requirement for the Bankable Feasibility Study. During the year, we increased our stake in Grängesberg Iron Mines AB, the holding company, to 49.7% through the acquisition of a 29.8% stake for a value of £525,000 from our local partner, Roslagen Resources AB. Meanwhile, in Canada, Labrador Iron Mines continued to advance its Houston direct shipping iron ore project toward production. Further details on these operational activities may be found in the Strategic Report. Anglesey Min ing plc 3 Strategic report - Chairman’s statement 2023 Sudden passing of Howard Miller, Non-Executive Director It was with great sadness that we reported the death of our esteemed colleague, Howard Miller, in December 2022. Howard had been a Non-Executive Director of Anglesey since 2001, serving as Lead Independent Director from 2013 until his passing. Howard had a wealth of knowledge and experience across all legal, financial and management areas, and provided wise counsel and sound advice to the Anglesey Board and company management. He will be sadly and fondly missed. Corporate activity In May 2022, a Placing and Subscription was successfully completed, raising gross proceeds of £864,416 with institutional and other investors, including the Chairman and the Chief Executive, at a price of 3.4 pence per share. After the financial year end, a further £1,500,000 was successfully raised in May and July 2023 at a price of 1.5p per share, which included a 1 for 2 attaching warrant with an exercise price of 2.5p per share and an expiry of November 2024. The Chairman and the Chief Executive also participated in this round of funding. Metal prices While base metal prices softened over the last year, particularly zinc, commodities are showing some overall resilience. Demand for metals that are critical to the global climate transition and clean energy technologies remains strong, and when combined with the apparent lack of investment on the supply side, will likely lead to future deficits and higher prices. As a board, we retain our confident view that the outlook for minerals, particularly for the copper and zinc minerals at Parys Mountain, and for iron ore where we hold significant investments, is very encouraging. In July 2022 the UK Government published the first-ever UK Critical Minerals Strategy, setting out its approach to accelerating domestic capabilities, collaborating with international partners and enhancing international markets. The strategy, refreshed in March 2023, aims to improve the security of supply of critical minerals to safeguard British industries now and in the future, deliver our clean energy transition and protect national security and defence capability. “Modern society relies on critical minerals- from phones to wind turbines, from cars to fighter jets”. “Almost everything we do to communicate, to get around, to work and to play, is increasingly based, directly or indirectly, on minerals extracted from the ground many thousands of miles away”. Environmental and social focus The purpose and objective of Anglesey Mining is to create value for shareholders in an environmentally, socially, and ethically responsible manner which is also to the benefit of all stakeholders. We place a high priority on environmental, social and governance (ESG) matters, and we are committed to being a responsible mining company, which maintains mutually beneficial long-term relationships with key stakeholders and the local community. Readers are invited to refer to the report on Corporate Governance. Anglesey Min ing plc 4 Strategic report - Chairman’s statement 2023 Outlook The results from the work completed at Parys Mountain over the last year provide extremely encouraging support to the 2021 Preliminary Economic Assessment, which demonstrated that a significant copper-zinc-lead-silver-gold mine can be developed at Parys Mountain with very positive financial returns. In the current year, we are maintaining the previous momentum on all the required elements of project development. Infill drilling of the large Northern Copper Zone is scheduled to start in October, targeting conversion of a portion of that zone from the inferred resource category to the higher confidence indicated category. Permitting activities continue ongoing with the feedback from the Pre-Application Consultation fine-tuning the Environmental Impact and Social Assessment work programmes. Metallurgical test work is underway on a trade-off study of pre-concentration methods which will be taken into the next round of studies and design. Additionally, the metallurgical test work will determine the environmental parameters of the tailings product, which forms a critical aspect of the preliminary tailings design. All of these activities are required to move the Parys Mountain project into the next stage of study, prior to a fully committed decision to proceed to production. Completion of each of these stages is a key requirement for securing the necessary finance to move the project towards production. While all this work will require some time to complete, it should ensure continuous progress over the course of the year. At Grängesberg, we expect to commence the environmental baseline studies during the year, as recommended in the 2022 Pre-Feasibility Study. Discussions with potential partners are expected to continue as we determine the most appropriate route to progress the Grängesberg development opportunity. In closing I wish to recognise the dedication and enthusiasm of our small management team, led by Jo Battershill, for the significant progress made over the past year, and thank our board of directors for their leadership, as well as consultants and advisors for their contribution. Finally, I should welcome our new shareholders and thank them, and all our shareholders, for their continued support. John F. Kearney Chairman of the Board 22 September 2023 Anglesey Mining plc 5 Strategic report - Operations 2023 Strategic report in the Despite the global geopolitical Chairman’s report, we are very pleased to report that the recommencement of work at Parys Mountain has delivered very positive results over the course of the year. In addition, significant progress was made at our iron ore project in Sweden during the reporting period. instability highlighted Parys Mountain continues to gain momentum The Parys Mountain Cu-Zn-Pb-Ag-Au Project on the Isle of Anglesey hosts a significant polymetallic deposit with an updated resource estimate of 16.1Mt grading 1.3% Zn, 1.0% Cu, 0.7% Pb, 15g/t Ag and 0.2g/t Au. The site has a head frame, a 300m deep production shaft, is connected to grid power, located only 20 miles from the port of Holyhead and is well advanced towards permitting for an operation. We have freehold ownership of the minerals and much of the surface land on the western portion of the property where all the current resources are located. Access to infrastructure is good, political risk is low and the project enjoys the support of local people and government. An independent Preliminary Economic Assessment (PEA) was completed in January 2021, using the three-year trailing metal prices as of September 2020 – US$2.81/lb Cu, US$1.20/lb Zn, US$0.95/lb Pb, US$16.67/oz Ag and US$1459/oz Au. Three separate development cases or scenarios were evaluated as part of the PEA, utilising planned mine tonnages ranging from 5.5Mt at 1,500tpd, to 11.4Mt at 3,000tpd in an expanded case. The expanded case produced the most attractive financial returns, indicating a total cash operating surplus of more than £408 million over a 12-year mine life, which translated to a pre-tax net present value discounted at 10% of over £96 million with an IRR of 26%. While the Parys Mountain Project has a long history and a substantial amount of data, much of this needs to be updated as an integral part of a Pre-Feasibility Study. The work conducted over the last year, and much of that planned for the current year, is to bring the data to a sufficient level of confidence to complete the Pre-Feasibility Study. Resource update lifts confidence A series of 10 drill holes for 2,750m were completed early in 2023. These holes were designed to infill drill both the White Rock and Engine Zones, collectively referred to as the Morfa Du Zone, and upgrade the resource categories across the deposits. After receiving the assay results from the drilling and conducting a robust review of the geology, the resource interpretation was updated internally resulting in tighter geological constraints being applied. Anglesey Minin g plc 6 Strategic report - Operations 2023 inventory. Overall, Micon International Limited were then engaged to complete an independent mineral resource estimate. The updated mineral resource estimate completed in March 2023 introduced the first Measured resource to the Parys Mountain mineral the combined Measured and Indicated categories now account for 92%, or 5.3 million tonnes, of the Morfa Du Zone – including a Measured resource of 1.3 million tonnes. Prior to the drilling programme, 78% of the Morfa Du Zone was in the indicated category. The importance of lifting the resource confidence should not be underestimated. Advancing the project from the 2021 Preliminary Economic Assessment through a Pre-Feasibility Study and subsequent Bankable Feasibility Study will require additional mine design optimisations. The higher confidence category will ultimately reduce the level of uncertainty through the mine design process. The updated mineral resource estimate for the Morfa Du Zone comprises 5.72Mt at 0.36% Cu, 2.30% Zn, 1.24% Pb, 28/t Ag and 0.28g/t Au (2.0% CuEq or 5.6% ZnEq), as set out in the table below. On a like-for-like basis, the previous resource estimate of the Morfa Du Zone was 6.9Mt at 0.44% Cu, 2.70% Zn, 1.40% Pb, 30g/t Ag and 0.24g/t Au (2.2% CuEq or 6.2% ZnEq). Morfa Du – Mineral Resource Estimate (March 2023) Grades Contained Metal Classification Tonnes Cu Zn Pb Ag Au Cu Zn Pb Ag Au (Mt) 1.30 3.98 0.45 5.72 (%) (%) (%) (g/t) (g/t) (kt) (kt) (kt) (Moz) (koz) 0.33 2.32 1.28 0.37 2.39 1.29 0.40 1.41 0.65 0.36 2.30 1.24 33 27 25 28 0.43 4.3 30.4 16.7 1.38 0.23 14.7 95.3 51.4 3.44 18.3 29.7 0.25 1.8 6.4 2.9 0.36 3.6 0.28 20.4 131.7 70.9 5.17 51.3 Table 1 – Morfa Du Mineral Resource Estimate (March 2023) Measured Indicated Inferred Total Notes to table:  Mineral Resources are based on JORC Code definitions     Metal prices used in the NSR and CuEq calculations were based on US$3,350/t for Zn, US$2,292/t for Pb, US$9,523/t Operating costs for mining, processing and G&A were modelled at US$45.15/t of mill feed An Average Value operating cut-off of US$45.15/t has been applied Payability varies depending on metal (from 70% up to 97.5%)    for Cu, US$25.50oz for Ag and US$1850/oz for Au Recoveries used in the NSR were based on historical metallurgical testwork and the 2,000t bulk sample processed in 1991 (80% to 82% for Zn, 48% to 80% for Cu, 68% to 78% for Pb, 72% for Ag and 25% for Au to concentrate and 40% for Au to gravity) Dilution allowance of 5% included CuEq – Copper equivalent was calculated using the formula set out below: CuEq = (Cu grade % x Cu Recovery) + (Zn grade % x Zn recovery % x (Zn price / Cu price)) + (Pb grade % x Pb recovery % x (Pb price / Cu price)) + (Ag grade g/t / 31.103 x Ag recovery % x (Ag price / Cu price)) + (Au grade g/t / 31.103 x Au recovery % x (Au price / Cu price)) Anglesey Min ing plc 7 Strategic report - Operations 2023    It is the opinion of Anglesey Mining and the Competent Persons that all elements and products included in the metal equivalent formula have a reasonable potential to be recovered and sold Density values were calculated using a linear regression of density versus the combined Cu, Pb, and Zn grade Rows and columns may not add up exactly due to rounding The tighter geological constraints removed previous zones of inferred material that were supported by limited drilling leading to a reduced overall resource estimate however, it is important to note that these areas still represent key target zones for future drilling. The resource estimates for the Northern Copper Zone, Garth Daniel and Deep Engine Zone were not updated and will be the target for the next round of resource work. Technical work streams well advanced – Geotechnical, Metallurgy and Tailings Management The 2023 drilling was also designed to provide samples for both geotechnical domain modelling within the Morfa Du Zone and provide a suitable sample to complete confirmatory metallurgical test work. From a geotechnical perspective, the drill holes were surveyed with an acoustic televiewer, a downhole tool that measures and models all the discontinuities within the surrounding rock. This data was then confirmed through the geotechnical logging of orientated drill core. All of this data was then utilised in the geotechnical assessment. During the reporting period, Knight Piésold, one of the world’s leading geotechnical consultants, completed the geotechnical assessment of the Morfa Du Zone, which highlighted that the assumptions used in the 2021 Preliminary Economic Assessment were appropriate for the selected stoping method and confirmed the potential mining spans. This data will feed into the next round of underground designs and optimisation process. Subsequent to the geological and geotechnical logging of the drill core, we dispatched a 340 kg sample to our retained mineral processing consultancy firm, Grinding Solutions Limited (“GSL”), comprising a blend of White Rock and Engine Zone with a combined head-grade of 0.42% Cu, 3.60% Zn, 3.08% Pb, 49g/t Ag and 0.7g/t Au (3.4% CuEq). The blend as delivered to GSL is 3.3 (White Rock) to 1.0 (Engine Zone), similar to the contribution that is expected to be delivered from the mine in the early years, prior to production from the Northern Copper Zone commencing. The metallurgical testwork is designed to update results from testwork conducted in 2007, which demonstrated that Dense Media Separation (DMS) would upgrade the feed into the comminution circuit with a mass rejection of around 40% and between 3 and 5% associated metal losses. The current round of testwork will also complete a trade-off study between DMS and X-Ray based ore-sorting technology which is now utilised across many mines around the globe. If the Parys Mountain ore is suitable for pre-concentrating, the benefits will be significant. Should the testwork confirm the previous 40% mass rejection and associated metal losses, the designed milling rate could be significantly smaller than the mining rate with the rejects going back underground to be used as road base for the decline or stope-fill. Additionally, the 40% mass rejection would significantly reduce the amount of mine tailings. Both benefits would also lower the capital requirements of mine development. Ultimately, the decision on whether to include a pre-concentration process or not will be decided through economic trade-off analyses during the Pre-Feasibility Study. Knight Piésold also completed the conceptual design of a dry stack tailings management facility. The historical planning permissions for Parys Mountain assumed a conventional tailings slurry storage. Anglesey Min ing plc 8 Strategic report - Operations 2023 However, the preferred method would now be a dry stack tailings management facility, which is aligned with the recommendations from the Global Industry Standard on Tailings Management. To integrate the filtered stack facility with the valley to the south of the mine, the stack has been designed in 10 m lifts and modelled against existing slopes at the north. Under the expanded case development proposal, the filtered stack facility would require a capacity of 6.5 million tonnes over the proposed 12-year mine life, while also protecting a Special Site of Scientific Interest, related to a lichenological interest, located nearby. The conceptual configuration, size and cross-section of the tailings area are presented below. Figure 1 – Conceptual design for filtered, dry stack tailings management facility Environmental assessment and permitting The permitting process has changed significantly since 1988. While we have existing planning permissions that relate to the proposed development of the mine, processing plant and tailings storage facility, these need to be updated to meet today’s more stringent requirements. Environmental and permitting activities have continued at Parys Mountain over the course of the period. Up to the end of March 2023 the following surveys had been completed:  Habitat mapping and Habitat suitability  Pond water testing  Over-wintering and nesting birds  Reptiles and great crested newts   Invertebrates (aquatic and terrestrial) Soils and agricultural land quality Anglesey Minin g plc 9 Strategic report - Operations 2023 Work has also commenced on the following surveys:  Groundwater testing, which will feed directly into both the infrastructure foundation designs and the dry-stack tailings engineering studies  Air quality, including noise and vibration surveys  Landscape and  Heritage As a former operating mine, the project is classified as a Dormant Site, which requires a Pre-Application Inquiry submission to the North Wales Mineral Planning Authority. This Pre-Application Inquiry was submitted in 2022. A Pre-Application Inquiry meeting with the Mineral Planning Authority and a number of statutory consultees was held on site and in Amlwch in April 2023. The attendees included Natural Resources Wales, Cadw, Anglesey County Council Departments (Environmental Health, Highways & Transportation, Ecology & Environment and Heritage), Archaeological Planning Services, local councillors and members of both Westminster and Welsh governments. The planning process allows for the statutory consultees to respond to the proposal with any comments or queries regarding the project details. A number of responses have now been received and will be used to define the limits of the Environmental Impact and Social Assessment for Parys Mountain. Bringing the Northern Copper Zone into play The design, planning and logistics for the first round of infill drilling into the Northern Copper Zone since 1974 has now been completed. The NCZ was discovered in 1962 after testing an Induced Polarisation geophysical target. The zone is interpreted as the downdip extension of the historical open pit mined at Parys Mountain and appears as a wedge-shaped block with the thin edge (15m wide) starting around 200m below surface that extends down to the thicker end (over 100m width) at a depth of around 525m below surface. It remains open both along strike to the east and at depth. The locations of the historical drilling intersections are shown below: Figure 2 – Existing intersections within the Northern Copper Zone and Garth Daniel (long section) The Northern Copper Zone has a 2012 resource estimate of 9.4Mt at 1.27% Cu, plus minor Au, Ag, Zn and Pb credits (1.6% CuEq) – although very few holes were assayed for all the metals. The internal resource estimate from the early 1970’s was >30Mt at 0.81% Cu - excluding any by-products – which should not be considered compliant with any modern JORC or CIMM methodologies or NI43-101 reporting requirements. Anglesey Minin g plc 10 Strategic report - Operations 2023 While very few of the holes drilled before 1980 were assayed for gold, it was recognised that the Northern Copper Zone contains gold with minor silver, zinc and lead. Preliminary metallurgical testwork completed in 1969 at Lakefield Research in Ontario demonstrated recoveries of up to 93.3% producing a copper concentrate grading 23.2% Cu – but no testing was conducted on the recovery of any other metals. The proposed drilling programme of 6 holes, for 3,750m, could potentially provide multiple pierce points across the Northern Copper Zone, the Garth Daniel Zone and the Central Zone, based on current interpretations. Examples of historical intersections from these zones are detailed in the tables below. Historical High-grade Intersections Hole ID Depth Width (m) (m) AMC15 562.7 A29 351.9 AMC17 397.7 561.8 A53 284.7 H3 5.2 3.8 11.4 4.8 1.8 (m) (m) Historical Lower-grade Intersections Grade Hole ID Depth Width CuEq (%) 1.2 1.5 2.4 1.2 0.9 349.9 H34 H30 297.6 AMC19 313.4 398.7 H31 419.4 H17A 146.3 80.9 13.6 50.9 87.0 ZnEq (%) 3.3 4.3 6.6 3.3 2.5 ZnEq (%) 37.4 24.0 16.5 15.2 32.3 Grade CuEq (%) 13.5 8.6 5.9 5.4 11.7 Table 2 – Historical drilling intersections – high-grade intersections from Garth Daniel and Central Zone, lower grade intersections from Northern Copper Zone. Lifting the resource confidence category for the Northern Copper Zone, which is currently all in the Inferred category, is a key target over the next year. The Northern Copper Zone is projected to contribute almost 40% of the mill feed over the 12-year mine life as proposed by the expanded case in the 2021 Preliminary Economic Assessment. Base metal prices soften, but fundamentals remain supportive It is now well understood that the energy transition currently underway will significantly increase demand for metals used in the manufacturing of electric vehicles (EVs) and renewable power generation facilities. Ultimately, this will require a vast supply response over the next two decades and a step change in investments from miners. However, mining projects have long lead times and require large investments. Based on data from the International Energy Agency (IEA), lead times from resource discovery to production now averages 17-years, which includes 12.5-years from discovery to feasibility and 4.5 years for planning and construction, which is likely to have a significant impact on the timing of any supply response. In addition, some established, well-funded mining companies have recently demonstrated a preference to ‘buy-versus-build’, which potentially implies there are limited development options around. Both EVs and renewable generation are more metal-intensive than fossil fuel-based alternatives, which will continue to support metals demand as the world transitions towards a carbon-free economy. According to the International Bar Association, wind and solar installations require between 8 and 12 times more copper than coal and gas generation capacity and EVs require 3 to 4 times more of the base metal than internal combustion engine vehicles. The IEA suggests this transition will lead to a six-fold increase in demand for minerals by 2050 compared to current levels. While the growth rates for each metal will vary and will depend on technologies chosen for batteries and power generation and environmental policies, the underlying direction of travel for the industry has been set. We continue to remain very confident that the outlook for most minerals, particularly for the copper and zinc minerals at Parys Mountain, is very encouraging. Base metal prices were generally weaker throughout the course of the reporting period. While copper and lead were around 13% lower year-on-year, zinc fell almost 35%. The highs for most of the base Anglesey Minin g plc 11 Strategic report - Operations 2023 metals complex were seen in April 2022. Over the same time frame, precious metals were flat. The entire commodity suite saw lows for the year in September 2022, bought on by underlying financial and economic indicators pointing to an extended period of weakness across all major geographies and a pending recession. Consumer confidence in China and the United States declined rapidly and purchasing managers indices for construction and manufacturing all pointed to a drop in future orders. The base case economic model in the PEA utilized three-year trailing metal prices of $2.81/lb copper, $1.20/lb zinc, $0.95/lb lead, $16.67/oz silver, and $1,459/oz gold, with an exchange rate of £1.00/$1.25. We continue to believe that the base case three-year trailing metal prices used in the PEA are a very conservative starting point. The three-year trailing metal prices to the end of 2022 were US$3.67/lb copper (31% above the price used in the 2021 PEA), US$1.32/lb Zn (+10%), US$0.93/lb lead (-2%), US$22.57/oz silver (+35%) and US$1790/oz gold (23%) with an exchange rate of £1.00/US$1.30 (+4%). Prices at 14 September 2023, the last practicable date before the publication of this report, were $3.78/lb copper, $1.16/lb zinc, $1.02/lb lead, $22.63/oz silver and $1908/oz gold, with the exchange rate at £1.00/$1.24. Using these commodity prices, the expanded case pre-tax NPV10% increases from US$120 million to US$228 million, with pre-tax IRR of 36%, which clearly demonstrate the sensitivity and leverage of a mine at Parys Mountain to higher metal prices. At these September 2023 metal prices, copper production from a Parys Mountain mine would represent 50% of the net smelter revenue under the expanded case while zinc and lead would represent 27% and 18% respectively. The PEA indicates production of 75,000 tonnes of copper, 166,000 tonnes of zinc, 80,000 tonnes of lead, over 5 million ounces of silver and 30,000 ounces of gold over the project’s 12-year mine life, this equates to an average copper equivalent production rate of 14,000 tonnes per year over the proposed life of the operation. Grängesberg iron ore - a strategic iron ore asset in Europe On 9 February 2023 the group acquired a further 29.8% of the share capital of Grängesberg Iron AB (GIAB) – the company that owns the Grängesberg Iron Ore Project, thereby increasing its holding in GIAB to 49.7%. This was effected through the purchase of a 29.8% stake in GIAB from Roslagen Resources AB (“Roslagen”) and the assignment to Anglesey of 40% of the outstanding subordinated debt (nominal value £335,000) owed to Roslagen by GIAB for a total consideration of £525,000, satisfied by a cash payment of £87,000 and the issue to Roslagen of 14,544,827 ordinary shares of Anglesey at a price of 3.0 pence per share to be held in escrow for twelve months from the date of issue. See Note 14 to financial statements. In addition to the 49.7% holding, Anglesey also has management rights of GIAB and a reciprocal right of first refusal over the remaining 50.3%. The Grängesberg project, located about 200 kilometres north-west of Stockholm, is a substantial iron ore asset located in a very favourable jurisdiction. Prior to its closure in 1989, due to then prevailing market conditions, the mine had produced around 180 million tonnes of iron ore. Anglesey Minin g plc 12 Strategic report - Operations 2023 In late 2021, we commissioned an updated Pre-Feasibility Study on the development of the Grängesberg project, which was completed in July 2022. The study demonstrated a very robust project with production of 2.3 - 2.5 million tonnes per annum of iron ore concentrate grading 70% Fe over an initial 16-year life, generating strong economic returns, including a NPV8% of US$688 million post-tax. The study assumed an iron ore price of US$120/t (62% Fe benchmark, CFR China) with sensitivities indicating a long-term price of US$80/t required to achieve a positive return at a discount rate of 8%. The study confirmed the previous probable ore reserve estimate of 82.4 million tonnes, which would support the proposed 16-year mine life at a throughput of 5.3 million tonnes per annum for production of between 2.3 and 2.5 million tonnes per annum of 70% Fe concentrate. Micon concluded that the Grängesberg Project demonstrates an economically viable project using the stated price assumptions, cost estimates and technical parameters generated by the PFS, with the sensitivity analysis indicating positive returns can be achieved even with using a 30% lower underlying iron ore price. Key Metric Ore to Mill Life of Mine Contained Fe Recovery Recovered Fe Outgoing Concentrate Concentrate Grade Average Annual Concentrate Output Cash Cost * All-in Sustaining Cost ** Pre-production Capital Post-tax NPV8% Post-tax Internal Rate of Return Project Payback Average Annual Post-tax Operating Cashflow Table 3 - Key financial metrics from the updated 2022 PFS Unit Mt Years Mt % Mt Mt % Fe Mt US$/t Conc US$/t Conc US$m US$m % Years US$m 2022 Updated PFS 82.3 16.0 30.6 85 26.0 37.2 70 2.3 53.60 57.80 399 688 26 3.6 130 * Cash costs are inclusive of mining costs, processing costs, site G&A, transportation charges to port and royalties ** All-in Sustaining Cost includes cash costs plus sustaining capital and closure cost *** Post-tax Operating Cashflow based on iron ore price forecast of US$120/t China CFR 62% Fe benchmark In early 2023, a Memorandum of Understanding (MOU) was signed with Mine Storage International to investigate the potential for Grängesberg to be converted into a Pumped Hydro-Storage project at the end of the mine’s producing life. Pumped-Hydro Storage is a green-energy storage solution that utilises water and gravity to store electrical energy. An underground mine can provide a closed-loop solution using proven, pumped hydro-power technology. Essentially, the system involves water being gravity fed through pipes down a shaft into the turbines, which produce electricity for supply to the grid and also pump the water back to surface. The mine storage system has a high round-trip efficiency of 75-85% and proven durability. Anglesey Minin g plc 13 Strategic report - Operations 2023 The MoU with Mine Storage could lead to numerous future benefits including:    A potential long-term revenue stream from the Grängesberg Mine to enhance the cashflow Enabling the Circular Economy with existing technology turning a depleted mine into a power storage asset ensuring generational benefits A well credentialled Swedish partner and potential exposure to Scandinavian investors The next stage of work for the Grängesberg project is the commencement of environmental baseline surveys to feed into an Environmental Impact and Social Assessment, which is a requirement to getting both the environmental permits and development consent. Grängesberg has the potential to be restarted as one of Europe’s largest individual producers of iron ore concentrates. When combined with the high-grade nature of the concentrate and proximity to European steel mills, the asset clearly demonstrates highly strategic positioning. Iron Ore - Grade is King Demonstrating some similarities with the previous year, the price of iron ore exhibited significant volatility over the course of the year. During the first half of 2022, iron ore prices displayed upward momentum buoyed by the potential for Chinese construction activity to increase after the initial Covid restrictions were lifted, China accounts for about two-thirds of seaborne iron ore demand. However, the second part of the year told a different story for iron ore, which saw prices cut by almost 50% by October. The weakness was driven by renewed worries over COVID-19 restrictions in China, plus concerns over the country’s property sector and cooling global economic growth. Iron ore prices averaged US$121 per tonne (62% Fe CFR delivered to China) in 2022, down from an average of US$162 per tonne in 2021. A report from the Institute for Energy Economics and Financial Analysis (IEEFA) highlights that decarbonising the steel industry will require a significant lift in both high-grade iron ore production and improved beneficiation techniques. To reach a targeted net zero emissions by 2050, global steelmakers must switch production methods from blast furnaces that consume coal to green hydrogen-based direct reduced iron (DRI) processes. However, DRI technology is based on Electric Arc Furnaces (EAFs) and requires a higher grade of iron ore than blast furnaces – typically at least 67%. DRI-based production of steel emits less carbon dioxide than the traditional blast furnaces and enables the production of high-quality products in the EAF. High-quality products require the highest quality of steel scrap; but if scrap is limited, the use of DRI is necessary to guarantee specific qualities. The board continues to believe that demand for high-grade Fe concentrate will continue to rise, which could potentially support the development of the Grängesberg Iron Ore Project. The opportunity is now to advance the Grängesberg project through to a Financial Investment Decision. This could be completed along with securing a strategic investor, offtake partner, separate listing, or a combination of these options. Labrador Iron Mines Labrador Iron Mines Holdings Limited (LIM), in which we hold a 12% interest, continues to progress plans to develop its Houston Project in the Labrador trough. LIM published a PEA on its Houston Project in February 2021 which supports its plan to resume iron ore production and demonstrated an initial 12-year mine life with production of 2 million dmt of per year, for total production of 23.4 million dmt of product at 62.2% Fe over the life of the Houston mine. The PEA estimates the Houston Project will generate an undiscounted net cash flow of CAD$234 million and an after-tax net present value at an 8% discount rate of CAD$109 million, and an after-tax internal rate of return of 39%, under the base case $90/dmt benchmark pricing model. The PEA notes that Anglesey Minin g plc 14 Strategic report - Operations 2023 using a spot price of $160/dmt would increase the after-tax NPV8% to CAD$459 million and the after- tax IRR to 209%. Anglesey holds 19.29 million LIM shares which on 31 March 2023 were valued in total at $1.7 million, or approximately £1.4 million (2022 - £1.9 million) on the OTC Market in the United States. This value had not changed significantly at 22 September 2023. Financial results and position There are no revenues from the operation of the properties. The loss before other comprehensive income for the year ended 31 March 2023 after tax was £961,288 compared to a loss of £693,242 in the 2022 fiscal year. The administrative and other costs excluding investment income and finance charges were £696,545 compared to £528,045 in the previous year. This increase is due to additional expenses in relation to Grängesberg including the administrative expenses in connection with the acquisition of an increased shareholding this year and feasibility study costs. The value of the group’s holding in LIM is reported in other comprehensive income and effectively is based on its share price. This year there is a loss of £0.5 million as the share price declined. The outcome is a total comprehensive loss for the year of £1,462,670, compared to a loss of £2,826,957 in the previous year. During the year there were no additions to fixed assets (2022 - nil) and £460,118 (2022 - £394,410) was capitalised in respect of the Parys Mountain property as mineral property exploration and evaluation, as the programme of geological and environmental work as well as drilling continued as described in this Strategic report. At 31 March 2023 the mineral property exploration and evaluation assets had a carrying value of £16.2 (2022 - £15.7) million. These carrying values are supported by the results of the 2021 Preliminary Economic Assessment of the Parys Mountain project. At the reporting date, as detailed in note 10, the directors considered the carrying value of the Parys Mountain exploration and evaluation assets to determine whether specific facts and circumstances suggest there is any indication of impairment. They carefully considered the positive results of the resource update completed in March 2023, the independent PEA and the plans for moving the project forward. Consequently, the directors concluded that there were no facts and circumstances which materially changed during the year which might trigger an impairment review and that there are no indicators of impairment. On 17 May 2022 a placing to institutional investors for cash of 22,829,705 shares at 3.4 pence per share raising £864,416 gross was completed. These funds will be used for ongoing work on the Parys Mountain project, as well as for general corporate purposes. Also in May 2022 a new Investor Agreement was concluded with Juno Limited to replace the controlling shareholder and consolidated working capital agreements. In the new Investor Agreement Juno agreed to participate in any future equity financing, at the same price per share and on the same terms as the arm’s-length participants, to maintain its percentage, with the subscription price to be satisfied by the conversion and consequent reduction of debt, and the company agreed to pay Juno in cash ten percent of the net proceeds of any such equity financing in further reduction of the debt. The interest rate on the outstanding debt was reduced from 10% to 5% p.a. from 1 April 2022. In addition, Juno was granted certain nomination and reporting rights, including the right to nominate two directors to the board, so long as Juno holds at least 20% of the company’s outstanding shares and one director so long as Juno holds at least 10% of the company’s outstanding shares. This renegotiation was approved by an independent board committee responsible for reviewing and approving any transactions and potential transactions with Juno. The family interests of Danesh Varma have a significant shareholding in Juno. Anglesey Minin g plc 15 Strategic report - Operations 2023 The net effect of the new agreement with the May 2022 financing was that the debt due to Juno was reduced by £305,499, of which £78,345 was paid in cash and the balance by conversion of debt. The cash balance at 31 March 2023 was £247,134, compared to £922,177 at 31 March 2022. At 31 March 2023 there were 295,220,548 ordinary shares in issue (2022 – 248,070,732), the increase being due to the financing events referred to above. At 12 September 2023 there were 420,093,017 ordinary shares in issue. Subsequent to the year-end two placings of equity were completed raising £1.5 million gross. See note 29. Performance The Group holds interests in exploration and evaluation properties and, until a mine is placed into production, there are no standardised performance indicators which can usefully be employed to gauge performance. The publication of the independent PEA on the Parys Mountain project in January 2021, which built upon the optimisation studies successfully completed over the previous two years, and included a new expanded mineral resource estimate, with a financial model for an expanded case at 3,000 tpd which indicated a pre-tax NPV10% of US$120 million and a 26% IRR, demonstrated a significant improvement on previous studies and steady progress. The updated mineral resource estimate for the Morfa Du Zone completed in 2023 has increased the confidence in the geological model, which underpins the PEA. Additionally, several other technical reports have been completed over the last year that support the findings from the PEA. These include the geotechnical assessment of the underground area, the proposed dry stack tailings design and numerous environmental baseline surveys. The completion of the independent updated PFS on the Grängesberg project demonstrates a very robust project with production of 2.3 - 2.5Mtpa of iron ore concentrate grading 70% Fe over an initial 16-year life, generating strong economic returns, including a NPV8% of US$688 million post-tax using the stated price assumptions, cost estimates and technical parameters. The external factors affecting the ability of the Group to move its projects forward are primarily the demand for metals and minerals, levels of metal prices, and the market sentiment for investment in mining and mineral exploration companies. These are discussed above, and risks and uncertainties are dealt with below. Other activities The Directors continue to review new properties suitable for advanced exploration or development that would be complementary to or provide synergies with the existing projects and would be within the financing capability likely to be available. A number of base metals projects have been identified as potentially attractive and further early-stage opportunities continue to be evaluated. Environmental and Social Focus The purpose and objective of Anglesey Mining is to create value for shareholders in an environmentally, socially, and ethically responsible manner which is also to the benefit of all stakeholders. Our current principal activity is to achieve this by developing, building and operating a producing mine at Parys Mountain and to progress the Grängesberg Iron Ore project in Sweden through to a decision to mine. There has been an increasing investor focus on ESG matters. These are areas on which we have always placed high importance, although we have not attempted quantitative measurements, particularly as having the social licence to operate, and operating in an environmentally responsible manner, are critical for the successful operation of any mining project. In Anglesey Mining we place a high priority on sustainability, and on environmental, social and governance (ESG) matters, and we are committed to being a responsible mining company, maintaining mutually beneficial long-term relationships with Anglesey Minin g plc 16 Strategic report - Operations 2023 key stakeholders and the local community. Readers are invited to refer to the report on Corporate Governance. Section 172 Statement The Directors, both individually and collectively, believe, in good faith, that throughout the year and at every meeting of the Board and management when making every key decision, they have acted to promote the success of the Group for the benefit of its members as a whole, as required by Section 172 of the Companies Act 2006, having regard to the stakeholders and matters set out in section 172(1) of the Companies Act 2006. The Directors’ Section 172 Statement follows. Section 172 of the Companies Act is contained in the part of the Act which defines the duties of a director and concerns the “duty to promote the success of the Company”. Section 172 adopts an ‘enlightened shareholder value’ approach to the statutory duties of a company director, so that a director, in fulfilling his duty to promote the success of the company must act in the way he considers, in good faith, would be most likely to promote the success of the Company for the benefit of its members as a whole, and in doing so have regard to other specified factors insofar as they promote the Company’s interests. The Board of Anglesey Mining recognises its legal duty to act in good faith and to promote the success of the Company for the benefit of its shareholders and with regard to the interests of stakeholders as a whole and having regard to other matters set out in Section 172. These include the likely consequences in the long term of any decisions made; the interest of any employees; the need to foster relationships with all stakeholders; the impact future operations may have on the environment and local communities; the desire to maintain a reputation for high standards of business conduct and the need to act fairly between members of the Company. The Board recognises the importance of open and transparent communication with shareholders and with all stakeholders, including landowners, communities, and regional and national authorities. We seek to maximise the operation’s benefits to local communities, while minimising negative impacts to effectively manage issues of concern to society. Shareholders have the opportunity to discuss issues and provide feedback at any time. The application of the Section 172 requirements can be demonstrated in relation to the Group’s operations and activities during the past year as follows. Having regard to the likely consequences of any decision in the long term The Group’s purpose and vision are set out in the Chairman’s Letter and in this Strategic Report. The Board oversees strategy and is committed to the long-term goal of the development of the Parys Mountain Project. The activities towards that goal are described and discussed in the Strategic Report. The Board remains mindful that its strategic decisions have long-term implications for the Parys Mountain project, and these implications are carefully assessed. In evaluating alternatives or opportunities the likely consequences of any decision in the long-term are always considered, together with the potential impact on long-term shareholder value, including key competitive trends, supply and demand of metals, potential impact on the environment and climate change considerations, all of which were considered in the preparation of the PEA and in the past year in the design of the proposed drystacked tailings management facility. Having regard to the need to foster business relationships with others This is a mineral exploration and development business, without any regular income and is entirely dependent upon new investment from the financial markets for its continued operation. The benefits of maintaining strong relationships with key partners, contractors and consultants are valued. This is discussed in more detail elsewhere in the annual report. As a mine development company, the we Anglesey Minin g plc 17 Strategic report - Operations 2023 understand that a range of third parties - regulators, contractors, suppliers and potential customers for the concentrates that would be produced from a mine at Parys Mountain are relevant to the sustainability of the business. Having regard to the interests of the employees The Group currently has two full-time and one part-time employee and is managed by its directors and a small number of associates and sub-contract staff. All suggestions together with the views and interests of employees are considered in all decision-making. Having regard to the desirability of maintaining a reputation for high standards of business conduct The Board is committed to high standards of corporate governance, integrity, and social responsibility and to managing our affairs in an honest and ethical manner, as further discussed in the Corporate Governance Report. We strive to apply ethical business practices and to conduct business in a responsible and transparent manner with the goal of ensuring that Anglesey Mining plc maintains a reputation for high standards of business conduct and good governance. Having regard to the impact of operations on the community and the environment A broad range of stakeholder considerations are taken into account when making decisions and careful consideration is given to any potential impacts on the local community and the environment. We strive to maintain good relations with the local community, especially with local businesses in North Wales. For example, in connection with its plans for the advancement of Parys Mountain, discussions and consultations have been held with the North Wales Minerals and Waste Planning Service and with local Councils. In connection with the Pre-Application Inquiry submission to the North Wales Mineral Planning Authority a meeting with the Mineral Planning Authority and a number of statutory consultees was held on site and in Amlwch in April 2023. The attendees included Natural Resources Wales, Cadw, Anglesey County Council Departments (Environmental Health, Highways & Transportation, Ecology & Environment and Heritage), Archaeological Planning Services, local councillors and members of both Westminster and Welsh governments. The Corporate Governance Report discusses how the Directors engage with and have had regard to the community in which we operate. Further discussion of these activities can be found in this Strategic Report. As a mine development company, the Board understands that recognising and having regard to the potential impact our operations may have on the community and the environment, is essential to underpinning the social licence necessary to operate. In making decisions about the development of a mine at Parys Mountain, we seek to maximise the benefits to the local community, while minimising negative impacts, and to effectively manage issues of concern to society. By aligning future operations to environmental, social and governance performance the Group will seek to deliver on its purpose to create value through responsible and sustainable mining. Having regard to the need to act fairly as between members of the Company The Company has only one class of share in issue and all shareholders benefit from the same rights, as set out in the Articles of Association and as required by the Companies Act 2006. Since 1996 agreements have been in place with Juno Limited, the largest shareholder, which provide that Anglesey will maintain an independent board and that any transactions between Juno and Anglesey will be at an arm’s length basis. Effective 31 March 2022, as a further step to strengthen its financial position and reduce debt, Anglesey entered into a new Investor Agreement with Juno Limited, to amend and replace the Controlling Shareholder Agreement and the Consolidated Working Capital Agreement. This Anglesey Minin g plc 18 Strategic report - Operations 2023 renegotiation was approved by an independent board committee responsible for reviewing and approving any transactions and potential transactions with Juno. The Board recognises its legal and regulatory duties and does not take any decisions or actions, such as selectively disclosing confidential or inside information, that would provide any shareholder with any unfair advantage or position compared to the shareholders as a whole. Risks and uncertainties The Directors have carried out an assessment of the principal risks facing the Group, including those that would threaten its business model, future performance, solvency or liquidity. In conducting its business, the Group faces a number of risks and uncertainties, the more significant of which are described below. The board believes the principal risks are adequately disclosed in this annual report and that there are no other risks of comparable magnitude which need to be disclosed. Mineral exploration and mine development is a high-risk, speculative business and the ultimate success of Anglesey Mining will be dependent on the successful development of a mine at Parys Mountain, which is subject to numerous significant risks, most of which are outside the control of the Board. In reviewing the risks facing the Group, the members of the Board consider they are sufficiently close to operations and aware of activities to be able to adequately monitor risk without the establishment of any formal process. There may be risks against which it cannot insure or against which it may elect not to insure because of high premium costs or other reasons. However, there are also risks and uncertainties of a nature common to all mineral projects and these are summarised below. General mining risks Actual results relating to, amongst other things, results of exploration, mineral resources, mineral reserves, capital costs, mining production costs and reclamation and post closure costs, could differ materially from those currently anticipated by reason of factors such as changes in expected geological or geotechnical structures, general economic conditions and conditions in the financial markets, changes in demand and prices for minerals that are expected to be produced, legislative, environmental and other judicial, regulatory, political and competitive developments in areas in which the Group operates, technological and operational difficulties encountered in connection with activities, labour relations, costs and changing foreign exchange rates and other matters. The mining industry is competitive in all of its phases. There is competition within the mining industry for the discovery and acquisition of properties considered to have commercial potential. We face competition from other mining companies in connection with the acquisition of properties, mineral claims, leases and other mineral interests as well as for the recruitment and retention of qualified employees and other personnel and in attracting investment and or potential joint venture partners to our properties. Exploration and development Exploration for minerals and development of mining operations involve risks, many of which are outside our control. Exploration by its nature is subject to uncertainties and unforeseen or unwanted results are always possible. Mineral exploration and development is a speculative business, characterized by a number of significant risks including, among other things, unprofitable efforts resulting not only from the failure to discover mineral deposits but also from finding mineral deposits that, though present, are insufficient in quantity and quality to return a profit from production. Substantial expenditures are required to develop the mining and processing facilities and infrastructure at any mine site. No assurance can be given that a mineral deposit can be developed to justify Anglesey Minin g plc 19 Strategic report - Operations 2023 commercial operations or that funds required for development can be obtained on a timely basis and at an acceptable cost. There can be no assurance that the Group’s current development programmes will result in profitable mining operations. Current operations are in politically stable environments and hence unlikely to be subject to expropriation but exploration by its nature is subject to uncertainties and unforeseen or unwanted results are always possible. Financing and liquidity risk The Group has relied on equity financing to fund its working capital requirements and will need to generate additional financial resources to fund all future planned exploration and development programmes. Developing the Parys Mountain project will be dependent on raising further funds from various sources. There is no assurance that such additional financial resources and/or positive cash flows or profitability will be forthcoming. There can be no assurance that we will be successful in obtaining any additional required funding necessary to conduct operations on our properties. Failure to obtain additional financing on a timely basis could cause planned activities and programs to be delayed. If additional financing is raised through the issuance of equity or convertible debt securities, the interests of shareholders in the net assets of the Group may be diluted. Metal prices The prices of metals fluctuate widely and are affected by many factors outside our control. The relative prices of metals and future expectations for such prices have a significant impact on the market sentiment for investment in mining and mineral exploration companies. Metal prices are usually expressed and traded in US dollars and any fluctuations may be either exacerbated or mitigated by currency fluctuations which affect the revenue which might be received in sterling. Foreign exchange LIM is a Canadian company; Angmag AB and GIAB are Swedish companies. Accordingly, the value of the holdings in these companies is affected by exchange rate risks. Operations at Parys Mountain are in the UK and exchange rate risks are minor. Most of the cash balance at the year-end was held in sterling. Permitting, environment, climate change and social Operations are subject to environmental legislation and regulations which are evolving in pursuit of national climate change objectives and in a manner where standards are becoming more stringent. Mineral extraction and processing can have significant environmental impacts. Mining operations require approval of environmental impact assessments and obtaining planning permissions. We hold planning permissions for the development of the Parys Mountain property, but further environmental studies and assessments and various approvals and consents will be required to carry out proposed activities and these may be subject to various operational conditions and reclamation requirements. There can be no assurance that all permits, licences, permissions and approvals that may be required for our activities will be obtainable on reasonable terms or on a timely basis. Employees and personnel We are dependent on the services of a small number of key executives, specifically the chairman, chief executive and finance director. The loss of these persons or the inability to attract and retain additional highly skilled and experienced employees for any areas which might be undertaken in the future may adversely affect those businesses or operations. A discussion on the composition and assessment of the Board of Directors is included in the Report on Corporate Governance. Anglesey Min ing plc 20 Strategic report - Operations 2023 Group Prospects Recognition of potential opportunities The recommencement of activities at Parys Mountain is the first stage of bringing the asset back into the focus of mainstream investors, both retail and institutional. The economics of the project under the current commodity pricing environment make the progression of Parys Mountain through to a financial investment decision an obvious milestone. Development of a new mine at Parys Mountain, producing copper, zinc and lead with gold and silver credits, can deliver economic growth in the UK, regional jobs for the community and business opportunities for local service providers. Importantly, these critical and strategic metals, essential for the decarbonisation of the economy, are primarily imported into the UK currently. This creates a unique and timely opportunity, both for Anglesey Mining and for the UK, to develop a new, modern, mine at Parys Mountain in an environmentally sustainable manner. A similar view can be held for the Grängesberg Iron Ore Project, where with the Pre-Feasibility Study update now complete, we have a clear view on the requirements to enable us to advance through to the Feasibility stage. When combined with the Labrador Mines assets, Anglesey Mining has a very valuable and strategic set of iron ore assets that should be progressed with the greatest speed possible, but within the constraints of the resources available. Outlook The potential for a mine development at Parys Mountain remains very strong with results from work programmes over the last year supporting the outcomes from the 2021 PEA. Therefore, we will continue to advance the project through additional programmes to enable the commencement of a detailed Pre-Feasibility Study. The work programmes approved by the Board for the current year include the following:  Commence infill drilling of the Northern Copper Zone to improve the resource confidence categories  Update the Northern Copper Zone mineral resource estimate  Complete the metallurgical testwork for the Morfa Du Zone, including the trade-off study between DMS and XRT pre-concentration methods Continue with the environmental and permitting activities  Other work streams to be factored in at Parys Mountain throughout the year include:   Re-optimise the underground development with initial focus on the Morfa Du Zone; Include results of ongoing metallurgical testwork into the preliminary engineering designs, with a particular focus on selecting the preferred pre-concentration method; Preliminary engineering designs for the proposed dry-stack tailings management facility; Preliminary engineering designs for the process plant; and,    Updating the site infrastructure plans including decline portal location, temporary mining waste storage location and supply of utilities. All of these activities are required to enable the Parys Mountain copper-zinc-lead-silver-gold project to move from the PEA to a full committed decision to proceed to production. As has been said before, these steps do take some time to reach fruition and are key requirements to securing the necessary finance to move the project towards production. Anglesey Min ing plc 21 Strategic report - Operations 2023 At Grängesberg, the Pre-feasibility Study Update has provided a series of recommendations to progress the project through to the commencement of a Feasibility Study. The initial work programmes include the following: Commencement of the environmental baseline surveys;   Updating the resource estimate to include domaining of the apatite zones that could produce a valuable by-product stream; and,  Updating the reserve estimate to incorporate the proposed alternative mining method (sub-level open stoping with back fill instead of sublevel caving), which would reduce the risk of any potential movement on the Export Fault zone. At a general corporate level, the board will continue to review other opportunities within the global metals and mining sector. At the end of March 2023, the group had cash resources of £247,134 and at 12 September 2023 cash resources of £985,413. Subsequent to the year-end two placings of equity were completed raising £1.5 million. See note 29. This report was approved by the board of directors on 22 September 2023 and signed on its behalf by: Jo Battershill Chief Executive Anglesey Min ing plc 22 Directors’ report 2023 The directors are pleased to submit their report and the audited accounts for the year ended 31 March 2023. The principal activities of the group are set out in the Strategic Report which also includes certain matters relating to financial performance, risk exposure and management, and future developments. The Corporate Governance statement which follows forms part of this directors’ report. John F. Kearney - Chairman Jo Battershill - CEO Bill Hooley - Deputy Chairman until 7 June 2022 Directors     Danesh Varma - Finance director  Howard Miller - lead non-executive director until 22 December 2022  Andrew King - non-executive director  Namrata Verma - non-executive director Biographical details of the directors are shown at the end of this annual report. It is with great regret that the directors report the death of Bill Hooley on 7 June 2022 after 16 years of service as a director and of Howard Miller on 22 December 2022. Howard had been a director since 20 December 2001. All other directors remain in office. The responsibilities of the directors are discussed in the Corporate Governance Report. The appointment and replacement of directors, is governed by the Articles, the Companies Act and related legislation. The Articles themselves may be amended by special resolution of the shareholders. Under the Articles, any director appointed by the board during the year must retire at the AGM following his or her appointment. In addition, the Articles require that one-third of the remaining directors retire by rotation at each general meeting and seek re-appointment. However, it has been the practice for some years to submit re-election resolutions for all directors at each AGM. Directors’ interests in shares Director John Kearney Bill Hooley Jo Battershill Danesh Varma Howard Miller Namrata Verma Andrew King 23 September 2023 Number of options Number of ordinary shares Total Number of options 2,000,000 2,963,808 4,963,808 2,000,000 31 March 2023 Number of ordinary shares 1,297,142 Total 3,297,142 2,800,000 1,500,000 8,251,496 - 11,051,496 1,500,000 2,800,000 1,500,000 3,584,830 - 6,384,830 1,500,000 1,000,000 1,000,000 666,666 - 1,666,666 1,000,000 1,000,000 1,000,000 - - 1,000,000 1,000,000 8,300,000 11,881,970 20,181,970 8,300,000 4,881,972 13,181,972 Number of options 31 March 2022 Number of ordinary shares Total - - - - - - - - - 200,000 1,787,688 - - - - - 200,000 1,787,688 - - - - 1,987,688 1,987,688 (1) All of these interests are beneficial. (2) The family interests of Danesh Varma have a significant shareholding of Juno Limited, a connected person, which has notified an interest in 86,144,396 ordinary shares and 10,769,573 warrants. (3) Bill Hooley died on 7 June 2022. (4) Howard Miller died on 22 December 2022. Anglesey Min ing plc 23 Directors’ report 2023 In addition the following directors held warrants (issued after the year-end) to subscribe for shares as a result of their subscriptions to the Placing on 16 May 2023: Director John Kearney Jo Battershill Namrata Verma 23 September 2023 Number of warrants 833,333 666,667 333,333 1,833,333 Directors' share options Share options were granted on 4 August 2022 as follows. Further details are set out in the Remuneration section of this report. Director John F Kearney Jo Battershill Danesh Varma Howard Miller Namrata Verma Andrew King Options granted 2,000,000 2,800,000 1,500,000 1,000,000 1,000,000 1,000,000 Exercise Price £0.04 £0.04 £0.04 £0.04 £0.04 £0.04 % of share capital at date of grant 0.71% 1.00% 0.54% 0.36% 0.36% 0.36% Directors’ interests in material contracts Juno Limited Juno Limited (Juno), which is registered in Bermuda, holds 20.5% (2022 – 23%) of the ordinary share capital. Until May 2022 there was a controlling shareholder agreement and working capital agreement with Juno and note 18 sets out movements under this and the new investor agreement signed in May 2022. Apart from interest charges, partial repayments and partial debt conversions there were no transactions between the Group and Juno or its group during the year. In May 2022, a new Investor Agreement was concluded with Juno Limited to replace the controlling shareholder and consolidated working capital agreements. In the new Investor Agreement Juno agreed to participate in any future equity financing, at the same price per share and on the same terms as other arm’s-length participants, to maintain its percentage, with the subscription price to be satisfied by the conversion and consequent reduction of debt, and the company agreed to pay Juno in cash ten percent of the net proceeds of such equity financing in further reduction of the debt. The interest rate on the outstanding debt was reduced from 10% to 5% p.a. from 1 April 2022. In addition, Juno was granted certain nomination and reporting rights, including the right to nominate two directors to the board, so long as Juno holds at least 20% of the company’s outstanding shares and one director so long as Juno holds at least 10% of the outstanding shares. This renegotiation and new agreement was approved by an independent board committee responsible for reviewing and approving any transactions and potential transactions with Juno. The family interests of Danesh Varma have a significant shareholding in Juno. Grangesberg Iron John Kearney and Danesh Varma, as nominees of the company, are directors of Grangesberg Iron AB. Danesh Varma has been associated with the Grangesberg project since 2007 when he became a director of Mikula Mining Limited, a company subsequently renamed Eurang Limited, previously involved in the Grangesberg project. He did not take part in the decision to enter into the Grangesberg project when this was approved by the board in 2014, nor in the decision to increase the group’s stake in Grangesberg during the year which is described in the Strategic Report. There is a liability to Eurang Limited, amounting to £332,501 at the year-end (2022 – £337,839). See also notes 18 and 24. Anglesey Min ing plc 24 Directors’ report 2023 Equity raisings during the year In a financing completed in May 2022, directors John Kearney, Jo Battershill and Namrata Verma participated in the placing on the same terms as all other placees. In accordance with the terms of the Investor Agreement with Juno made in May 2022, Juno converted debt to equity by way of a direct subscription of shares alongside the placing made in May 2022. See note 24. As Juno Limited is a substantial shareholder, and Jo Battershill, John Kearney and Namrata Verma are directors, this transaction is considered to be a related party transaction under the AIM Rules. The directors, excluding those who participated in the Placing or the Subscription, having consulted with our Nominated Adviser, J&E Davy, consider that the terms of the transaction are fair and reasonable insofar as shareholders are concerned. There are no other contracts of significance in which any director has or had during the year a material interest. There is a directors’ and officers’ liability insurance policy in force on normal commercial terms which includes third party indemnity provisions. Substantial shareholders At 12 September 2023 the following shareholders had notified an interest of more than 3% in the company’s shares: Shareholder Juno Limited R. McIllree Roslagen Resources Holding 86,144,396 17,749,999 14,544,827 Percentage 20.5% 4.2% 3.5% Juno has also notified an interest in 10,769,573 warrants Shares Allotment authorities and disapplication of pre-emption rights The Directors would ideally wish to allot any new share capital on a pre-emptive basis, however in the light of the Group’s potential requirement to raise further funds for its ongoing exploration and development programs and working capital, or the acquisition of new mineral ventures or other activities, they believe that now the Group is on AIM it is appropriate to take advantage of the associated freedoms and to have a larger amount available for issue at their discretion without pre-emption than had been the case when the group had a main board listing. At the annual general meeting the Directors will therefore seek a renewal of the share allotment authorities. The authority sought in resolution 12 of the meeting is to enable the Directors to allot new shares and grant rights to subscribe for, or convert other securities into, shares up to a nominal value of £4,200,000 (420,000,000 ordinary shares) which is approximately 100% of the total issued ordinary share capital at 12 September 2023. The Directors will consider issuing shares if they believe it would be appropriate to do so in respect of potential financings or business opportunities that may arise consistent with the Group's strategic objectives. The Directors have no immediate intention of exercising this general authority, other than in connection with the potential issue of shares for interim financings to fund working capital or pursuant to the employee share and incentive plans. The purpose of resolution 13 is to authorise the Directors to allot new shares pursuant to the general authority given by resolution 12 in connection with a pre-emptive offer or offers to holders of other equity securities if required by the rights of those securities or as the board otherwise considers necessary, or otherwise up to an aggregate nominal amount of £4,200,000 (420,000,000 ordinary shares). This aggregate nominal amount represents approximately 100% of the issued ordinary share capital at 12 September 2023. This will provide additional flexibility which the Directors believe is in the best interests of the Group in its present circumstances. This authority will expire on 31 December 2024. The Directors intend to seek renewal of this authority at future annual general meetings. Anglesey Min ing plc 25 Directors’ report 2023 Rights and obligations attached to shares The rights and obligations attached to the ordinary and deferred shares are set out in the Articles of Association. The deferred shares are non-voting, have no entitlement to dividends and have negligible rights to return of capital on a winding up. Details of the issued share capital are shown in note 20. Details of employee share schemes are set out in the directors’ remuneration report and in note 21. Subject to the provisions of the Companies Act 2006, the rights attached to any class may be varied with the consent of the holders of three-quarters in nominal value of the issued shares of the class or with the sanction of an extraordinary resolution passed at a separate general meeting of the holders of the shares of the class. There are no restrictions on the transfer of the shares. Voting rights Each ordinary share carries the right to one vote at general meetings. Holders of deferred shares, which are of negligible value, are not entitled to attend, speak or vote at any general meeting, nor are they entitled to receive notice of general meetings. Votes may be exercised at general meetings in relation to the business being transacted either in person, by proxy or, in relation to corporate members, by corporate representative. The Articles provide those forms of proxy shall be submitted not less than 48 hours (excluding any part of a day that is not a working day) before the time appointed for holding the meeting or adjourned meeting. No member shall be entitled to vote at any meeting unless all monies, if any, presently payable in respect of their shares have been paid, but no such shares are in issue. Furthermore, no member shall be entitled to attend or vote at any meeting if he has been served with a notice after failing to provide the Company with information concerning interests in his shares. Significant agreements and change of control There are no agreements between the company and its directors or employees that provide for compensation for loss of office or employment that may occur because of a takeover bid. The share plan contains provisions relating to a change of control. Outstanding awards and options would normally vest and become exercisable on a change of control, subject to the satisfaction of any performance conditions. Employment, community and donations The group is an equal opportunity employer in all respects and aims for high standards from and for its employees. The group aims to be a valued and responsible member of the communities that it operates in or affects. The policies on these matters are further discussed in the Report on Corporate Governance. There are no social, community or human rights issues which require the provision of further information in this report. Environment and greenhouse gas emissions There are established policies and procedures to ensure that future operations will be conducted in compliance with all relevant laws and regulations and that will enable the group to meet its high standards for corporate sustainability and environmental stewardship. Currently the projects are not in operation and consequently any effect on the environment is slight, being limited to the periodic operation of an exploratory drilling rig at Parys Mountain together with its support operation as well as usage of two small offices, where recycling and energy usage minimisation are encouraged. Activities or processes which may lead to the production of greenhouse gases are minimal. The extent to which these activities together with the group’s administrative and management functions result in greenhouse gas emissions is impracticable to estimate and, in any event, less than the amount reportable under the Energy and Carbon Regulations 2018. Report on payments to governments The group is required to disclose payments made to governments in countries where exploration or extraction activities are undertaken and hereby reports that no such payments made in the year. Anglesey Min ing plc 26 Directors’ report 2023 Dividend The group has no revenues and the directors do not recommend a dividend (2022 – nil). Going concern and viability The directors have considered the business activities of the Group as well as its principal risks and uncertainties as set out in this report. When doing so they have carefully applied the guidance given in the ‘Guidance on Risk Management, Internal Control and Related Financial and Business Reporting’ issued in September 2014. The financial statements are prepared on a going concern basis. The validity of the going concern basis is dependent on finance being available for the continuing working capital requirements for the foreseeable future, being a period of at least twelve months from the date of approval of the accounts. Based on the current cash reserves, there is sufficient finance available for the continuing working capital requirements on a status quo basis for at least twelve months from the date of the financial statements. Looking to the period beyond the twelve months covered by current cash resources the Group will need to generate additional financial resources to progress the ongoing development of the Parys Mountain project and will require interim funding to finance the further studies, optimisation and feasibility programmes and, in the longer term, senior financing to fund the capital and development costs to put the Parys Mountain Mine into production. The Group has relied primarily on equity financings to fund its working capital requirements and will be required to do so in the future to ensure there will be adequate funds for planned activities and to continue as a going concern. Anglesey Mining plc has operated for more than 30 years, in what at times have been challenging economic and investment climates, and has continued to attract the necessary investment to continue as a going concern. The Directors rely upon this long experience and particularly upon the potential of the mineral assets at Parys Mountain on which Anglesey was founded. These mineral resources are held largely as freehold and cannot be diminished by any act of nature. Given this permanency, both legally and geologically, the Directors believe that future funding will be found at least for the medium term of two years from the balance sheet date to support the ongoing maintenance and development of the Parys Mountain property. In making this assessment the directors have substantially relied on the key assumption that the underlying costs of maintenance and operation will not change, that there are no unrecognised liabilities that will become due and on their experience of being able to raise additional investment as and when required over the last 30 years. Since 1 April 2022 there have been three placings of equity, raising a total of more than £2 million. The directors are also evaluating various options regarding proposals for financing and are in continuous discussions with a range of investors. Based on this experience there are reasonable expectations that financing will continue to be available and therefore the financial statements have been prepared on the going concern basis. Nevertheless, there is a risk that adequate additional funding may not be available on a timely basis or on acceptable terms to move the Parys Mountain project through to its full potential and there is no guarantee that such funding will be available, or that the Group will be successful in raising the necessary investment to advance the development of the project and put a mine at the Parys Mountain property into production. Post balance sheet events On 16 May 2023, a Placing and Subscription raised, in aggregate, gross proceeds of £1 million. The placing comprised 64,999,993 shares with certain institutional and other investors at a price of 1.5 pence per share and the subscription comprised 1,666,666 shares also at a price of 1.5p. Directors John Kearney, Jo Battershill and Namrata Verma participated in the placing on the same terms as all other placees. In addition 3,333,333 shares were issued to Jo Battershill in lieu of part of his compensation for the period between August 2021 and December 2022 in accordance with the terms of his contract. Anglesey Min ing plc 27 Directors’ report 2023 On 25 July 2023 there was a further placing which raised gross proceeds of £0.5m. This comprised 33,333,329 new ordinary shares with certain institutional and other investors at a price of 1.5 pence per share. Warrants with a term of 18 months to subscribe for one ordinary share at a price of 2.5 pence for every two placing or subscription shares were issued as part of each of these financings. Also in connection with the financings, broker warrants were issued - see note 29 for details. Statement of directors’ responsibilities The Directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and international accounting standards in conformity with the Companies Act 2006. The group financial statements are also prepared in accordance with international financial reporting standards (IFRSs) as applied in the European Union. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Group and parent Company and of their profit and loss for that period. In preparing the financial statements the directors are required to: select suitable accounting policies and then apply them consistently;   make judgements and estimates that are reasonable and prudent;   state that the financial statements comply with IFRSs; and prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group and the parent Company will continue in business. The Directors confirm that they consider the annual report and accounts, taken as a whole, are fair, balanced and understandable and provide the information necessary for shareholders to assess the Company and Group’s performance, business model and strategy. The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the parent Company’s transactions and disclose with reasonable accuracy at any time the financial position of the parent Company and the Group and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the parent Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. Under applicable law and regulations, the directors are also responsible for preparing a Strategic Report, Directors’ Report, Section 172 Statement, Remuneration Report and Corporate Governance Statement that comply with that law and those regulations. The Directors are also responsible for the maintenance and integrity of the Group website. Auditor Each of the directors in office at the date of approval of the annual report confirms that so far as they are aware there is no relevant audit information of which the auditor is unaware. Each director has taken all of the steps which they ought to have taken as a director in order to make themselves aware of that information and to establish that the auditor is aware of that information. This confirmation is given and should be interpreted in accordance with the provisions of section 418 of the Companies Act 2006. This report was approved by the board of directors on 22 September 2023 and signed on its behalf by: Danesh Varma Company Secretary Anglesey Min ing plc 28 Remuneration committee report 2023 The remuneration committee during the year comprised Howard Miller, John Kearney and Namrata Verma until 22 December 2022 when Howard Miller passed away. No remuneration consultants have been engaged or are considered appropriate at this stage of the group’s development. Directors’ remuneration policy The policy of the Remuneration Committee with regard to executive and non-executive directors’ remuneration, is to provide a compensation package which will attract, retain and motivate directors of the calibre and with the experience required, and be consistent with the company’s ability to pay. We aim to provide a competitive salary and benefits package to employees and executive directors with an appropriate balance between fixed and performance-related elements. The board has always intended that the grant of share options should form part of overall director remuneration. On 4 August 2022 the options shown in the table later in this report were granted. The committee recognises that under best practice share options should not be granted to non-executive directors, however as no revenue or income is generated at present the use of equity incentives in the form of share option grants is one of the few economically effective ways available to provide remuneration to the directors. Further the committee considers that the use of equity incentives as a part of directors’ remuneration is aligned to the long-term interests of shareholders. The remuneration committee takes into account any views expressed by shareholders when considering remuneration policy and practices. Performance incentives The use of traditional performance standards in other industries, such as profitability, is not considered to be appropriate in the evaluation of executive performance in a mineral exploration and development company with no sales or revenue on which to generate income. When approving executive compensation levels, the committee and the board consider the financial situation of the group in a wider context embracing the outlook for the industry and the ongoing development of the Parys Mountain project. It is expected that in future years the use of equity grants, stock appreciation rights, and or the deferred equity schemes may also form part of the incentive portion of the remuneration of executive directors. There is currently no formal incentive bonus plan in place other than under the contract of employment with the CEO which provides that he will be eligible to be awarded options and performance shares upon the attainment of various defined targets. Any award of a bonus to executive directors is at the discretion of the board based upon a recommendation by the Remuneration Committee. In considering the payment of a bonus to any executive directors, the committee would take into account the individual performance and efforts of the executive, the progress made by the group in furthering its business plans and the overall financial position of the group. Terms and conditions of service For executive directors it is our policy to keep contract durations, notice periods and termination payments to a minimum, consistent with industry norms. All non-executive directors have letters of appointment with a written contract for service and are subject to annual reappointment at the AGM. Annual report on remuneration John Kearney, the Chairman, does not currently receive fees from the company; he is employed and remunerated by Labrador Iron Mines and was previously granted options over shares under the 2014 Unapproved Share Option Scheme which he exercised in 2021. In August 2022 he was granted options on 2,000,000 shares under the company’s Unapproved Share Option Scheme as set out in the table below. Anglesey Min ing plc 29 Remuneration committee report 2023 Jo Battershill, who was appointed as Chief Executive and a director on 1 August 2021, has a written contract of employment which provides for a minimum notice period of six months and under which he is eligible to be awarded options and performance shares upon the attainment of various defined targets. The contract provides for a base salary of £120,000 per annum, together with a contribution of 10% of that figure into a pension scheme. From 1 August 2021, until 31 December 2022 the Chief Executive was paid £5,000 per month. From 1 January 2023, he was paid £10,000 per month. In May 2023 he was issued with 3,333,333 Ordinary Shares at a price of 1.5 pence per share with a total value of £50,000, in respect of outstanding salary for the period between August 2021 and December 2022. In August 2022 he was issued with 500,000 shares at 2.9 pence per share, a total a value of £14,500 as bonus remuneration upon achieving the defined target of the completion of the updated Prefeasibility Study on the Grangesberg iron ore project. These shares are subject to a minimum one-year escrow. In August 2022 the Chief Executive was granted options over 2,800,000 shares under the company’s Unapproved Share Option Scheme at an exercise price of 4 pence per share, as described below. Danesh Varma, the Finance Director and Company Secretary, has written terms of employment specifying a salary of £12,000 per annum with no entitlement to notice on termination. He received two bonus payments, £24,000 paid in August 2021 and £12,000 paid in April 2022. Bill Hooley, who was Deputy Chairman until his untimely death in June 2022, had written terms of employment specifying a salary of £24,000 per annum together with two bonus payments, £60,000 paid in August 2021 and £30,000 payable in April 2022, with no other entitlement to notice, termination or bonuses. The group makes pension contributions in respect of the chief executive at 10% of his salary and at 7% in respect of other employee salaries. Directors’ remuneration summary for the years ended 31 March: Name Executive John Kearney Bill Hooley Jo Battershill Danesh Varma Non-executive Howard Miller Andrew King Namrata Verma Totals Salary and fees £ - 36,000 75,000 24,000 - - - 135,000 2023 Bonuses Pensions £ £ - - 14,500 - - - - 14,500 - - 7,500 - - - - 7,500 Share based remn. £ 10,477 - 14,668 7,858 - 5,238 5,238 43,479 Total £ 10,477 36,000 111,668 31,858 - 5,238 5,238 200,479 Salary and fees £ - 84,000 40,000 36,000 - - - 160,000 2022 Bonuses Pensions £ £ Share based remn. £ - - - - - - - - - - 1,867 - - - - 1,867 - - - - - - - - Total £ - 84,000 41,867 36,000 - - - 161,867 Share schemes There are currently two active share schemes: the 2014 Unapproved Share Option Scheme (the “USO” scheme) and the Enterprise Management Incentive Scheme for employees and executive directors (the “EMI” scheme). In respect of the USO scheme established in 2014 all directors and employees are eligible to receive options. The EMI scheme is limited to employees and executive directors. A total of 10,900,000 options were granted on 4 August 2022 with the following terms: the options have an exercise price of 4 pence, representing a premium of 38% to the closing share price of 2.9 pence on 3 August 2022. The options are subject to time-based vesting conditions with 25% of options vesting on 31 March 2023, 25% on 30 September 2023, 25% on 31 March 2024 and 25% on 30 September 2024. The options will lapse on 31 March 2030. Anglesey Minin g plc 30 Remuneration committee report 2023 9,300,000 of these options were granted under the USO scheme and 1,600,000 options were granted under the EMI scheme. Those granted to directors are set out below: Director Number of options granted 2,000,000 2,800,000 1,500,000 1,000,000 1,000,000 1,000,000 Exercise Price per share option £0.04 £0.04 £0.04 £0.04 £0.04 £0.04 John F Kearney Jo Battershill Danesh Varma Howard Miller Namrata Verma Andrew J King The award of these options represents the first issuance of share options to directors and employees since September 2016. The options granted to Howard Miller lapsed on his death during the year. Other components of remuneration There were no taxable benefits, incentive plans, bonuses, share scheme interests, payments to past directors, payments for loss of office or other remuneration or payments which are required to be disclosed made during the year. There is a table of directors’ interests in shares and options in the directors’ report. This report was approved by the board of directors on 22 September 2023 and signed on its behalf by: Danesh Varma Company Secretary Anglesey Minin g plc 31 Report on Corporate Governance 2023 Statement of Corporate Governance Anglesey Mining believes that good corporate governance provides the framework whereby the Board ensures that the Company’s strategy is aligned to the interest of its shareholders and takes into account the interest of all stakeholders. The Board of Anglesey Mining is committed to high standards of corporate governance, integrity and social responsibility and to managing the Company in an honest and ethical manner. The Chairman is responsible for the leadership of the Board and for ensuring that the Company has appropriate governance standards in place and that these requirements are communicated and applied. The Group seeks to conduct its operations with honesty and fairness and expects its contractors and suppliers to meet similar ethical standards. The Board recognizes the importance of communicating with shareholders and all stakeholders in an open and transparent fashion. Board of Directors This has been a difficult and upsetting period for the board as two of the seven directors died during the year. The Board currently consists of five directors, two of whom are considered independent. Profiles of the directors, summarizing their experience and backgrounds can be found at the end of this Annual Report. Each director is subject to annual re-election at every AGM, The Board has overall responsibility for all aspects of business, affairs and operations and has an active engaged role in all decision making. The Board approves the Group’s strategy and expenditure plans and regularly reviews operational and financial performance, risk management, and health, safety, environmental and community matters. Members of the Board are directly involved in decisions and an extensive committee or reporting structure is not particularly useful. Nevertheless, a system of checks and balances is in place and all material decisions must be approved by the Board. The definition of ‘materiality’ is low, almost all decisions are material and require the approval of the Board. The Board is assisted by an Audit Committee and has also established Remuneration and Nomination committees. All Directors may attend meetings of a committee at the committee’s invitation. There are written terms of reference for the Audit, Remuneration and Nomination committees, each of which deals with specific aspects of the Group’s affairs. These are made available to shareholders at each general meeting and are available on the website. The Board receives periodic reports from all committees where appropriate. Each of the committees has at least one independent non-executive director within their composition. As well as chairing Board meetings, John Kearney chairs the Nomination committee. The number of meetings of the Board and of each committee held over the past year is at the end of this report. The Chairman The Chairman, John Kearney, is responsible for the leadership of the Board and for ensuring that appropriate governance standards are in place and that these requirements are communicated and applied. The Chairman’s primary role is to create the cultural environment to enable each director and the Board as whole to perform effectively for the benefit of the Group, its shareholders and its wider stakeholders. He has many years of experience as chairman or director of numerous public mining or exploration companies. He is not a full-time executive of Anglesey Mining and does not receive compensation (other than an entitlement to share options). He is employed and remunerated by Labrador Iron Mines and divides his time between several mineral companies and other activities. The Chairman’s primary functions include providing leadership and direction to the Board and ensuring its effectiveness. The Chairman has overall responsibility for corporate governance matters. The roles of Chairman and Chief Executive are separate. Audit committee The Board has established an Audit Committee with formally delegated duties and responsibilities. During the year the Audit Committee comprised Howard Miller, Namrata Verma and Andrew King until Howard’s death in December and is now comprised of Andrew King and Namrata Verma. Howard was considered an independent non-executive director, but is not independent as defined by the Corporate Governance Code because of his long service. Namrata Verma and Andrew King are both independent non-executive directors. The Audit Committee assists the Board in meeting its responsibilities for internal control and external financial reporting. The Audit Committee meets at least twice a year and is responsible for ensuring that the financial information of the Group is properly reported on and monitored, including by conducting reviews of the annual and Anglesey Minin g plc 32 Report on Corporate Governance 2023 interim accounts, the internal control systems and procedures and accounting policies. More information on the work of the Audit Committee is provided in the Report of the Audit Committee below. Remuneration committee The Remuneration Committee comprised Howard Miller (Chairman), John Kearney and Namrata Verma. Following Howard’s death in December 2022 Namrata and John comprise the remuneration committee. The committee is responsible for making recommendations on remuneration policy. It determines any contract terms, remuneration and other benefits, including share options, for each of the executive directors. The remuneration of non-executive directors is a matter for the Board. No director may be involved in any decisions as to their own remuneration. The Remuneration Committee has responsibility for determining, within agreed terms of reference, the policy on remuneration, including incentive awards. The Remuneration Committee is also responsible for recommending grants of options under the Share Option Schemes. The use of equity incentives aligned to the long-term interests of shareholders is an effective and efficient way to compensate directors and accordingly option grants under the Unapproved share option scheme are made to all directors. The Directors’ Report on Remuneration and the Report of the Remuneration Committee are set out in other parts of the Annual Report. Nomination committee The Nomination Committee was comprised of John Kearney, Howard Miller and Andrew King Following Howard’s death in December 2022 John and Andrew comprise the nomination committee. The committee assists the Board in discharging its responsibilities relating to the composition and make-up of the Board and any committees of the Board. It is also responsible for periodically reviewing the Board’s structure and identifying potential candidates to be appointed as directors. The Nomination Committee is responsible for evaluating the balance of skills, knowledge and experience and the size, structure and composition of the Board and committees of the Board, retirements and appointments of additional and replacement directors and committee members and will make appropriate recommendations on such matters. Internal control The Board is responsible for the Group’s systems of internal control, financial and otherwise. The key feature of the financial control system is that the Directors directly monitor all payments and transactions, as well as budgets and annual accounts. Such system provides reasonable but not absolute assurance of the safeguarding of assets, the maintenance of proper accounting records and the reliability of financial information. The Board, advised by the audit committee, has not considered it appropriate to establish an internal audit function at present because of the Group’s limited operations. The Board has reviewed the effectiveness of the system of internal control as described during the period and concluded it is effective and adequate. There are no significant issues disclosed in the Strategic Report and Financial Statements for the year to 31 March 2023 and up to the date of approval of the Annual Report that have required the Board to deal with any related material internal control issues. Remuneration – non-executive directors The non-executive directors did not receive cash compensation during the year ended 31 March 2023 however options over shares were granted as incentives and partial compensation for their services on 4 August 2022. The Board is satisfied that the grant of incentive options to directors in lieu of cash compensation is appropriate given the current stage of development and is aligned with shareholders’ interests and expectations that a high proportion of available funds are allocated to exploration. Risks and uncertainties Mineral exploration and mine development are a high-risk speculative business, and the ultimate success of Anglesey Mining will be dependent on the successful development of a mine at Parys Mountain, which is itself subject to numerous significant risks. The significant risks facing the Group are summarised and discussed in the Strategic Report and the “Going-concern” risk is discussed in detail in the Directors Report. Management of those risks is the responsibility of the Board of Directors which considers it is sufficiently close to the Group’s operations and aware of its activities to be able to adequately monitor risks within its control without the establishment of any further formal processes. Anglesey Minin g plc 33 Report on Corporate Governance 2023 There is no assurance the Company can maintain the services of its directors or recruit other qualified personnel to serve as directors. The loss of the services of any of the current directors could have a material adverse effect on the Group and its prospects. Directors’ appointment and attendance at Board and committee meetings During the year ended 31 March 2023 a majority of board and committee meetings were held by telephone or video conference due to Covid restrictions and attendance at meetings was as follows: Director Total number of meetings: Date appointed John Kearney Bill Hooley Jo Battershill Danesh Varma Howard Miller Andrew King Namrata Verma 10 November 1994 10 January 2006 1 August 2021 15 November 1994 20 September 2001 20 December 2021 20 December 2021 Board Audit Meetings Remuneration Nomination 9 4 9 9 5 6 7 1 2 3 1 1 1 1 All directors are invited to attend the meetings of the Audit Committee and meet with the auditors Bill Hooley was the Chief Executive until 31 July 2021. He was subsequently appointed as Deputy Chairman and remained so until his death in June 2022. Howard Miller was lead non-executive director until his death in December 2022. Danesh Varma is Finance Director and the Company Secretary. Corporate Governance Compliance Review Anglesey was listed on the London Stock Exchange from 1988 to 2022 and throughout that time was in compliance with all the listing rules and policies of the LSE. As the company had a premium listing, it previously applied and reported on the 2018 UK Corporate Governance Code. On 8 April 2022, following approval from shareholders at an EGM, Anglesey moved from the Main Board of the LSE to the Alternative Investment Market (AIM). The Directors believe that the AIM listing will offer greater flexibility regarding corporate transactions, enabling the more rapid and cost-effective agreement and execution of transactions and financings, and will also provide improved visibility for Anglesey and enhanced liquidity for investors. Anglesey believes that throughout the year, it generally complied with the spirit of the principles of the 2018 UK Corporate Governance Code, to the extent such principles are applicable in Anglesey’s particular situation and having regard to the size and resources of the Group. However, some of the principles and many of the provisions are not applicable to the individual circumstance of Anglesey Mining. Specifically, for example, the company was not in compliance with the provisions of the Code that require “at least half” of the Board to be independent non-executive directors. Further it is noted that the Chairman has held that role for 27 years. In addition, the company awarded share options to non-executive directors, as one of the few effective and economical ways available to provide some compensation to the directors; this again is not in compliance with the provisions of the Code. The Directors recognise the importance of sound corporate governance and, upon the move to AIM adopted the QCA Corporate Governance Code published by the Quoted Companies Alliance (the “QCA Code”), to the extent applicable, as they consider it more appropriate than the 2018 UK Corporate Governance Code, having regard to the company’s size, resources and stage of development The QCA Code sets out 10 principles listed below, and the following compliance report explains broadly how Anglesey seeks to apply these principles: Establish a strategy and business model which promote long-term value for shareholders Anglesey’s purpose is the development of a modern mine at Parys Mountain, in an environmentally, socially, and ethically responsible manner, producing copper, zinc, lead, gold and silver to create value for shareholders and for the benefit of all stakeholders. Parys Mountain was the largest copper mine in the UK, and one of the largest copper mines in the world in the 18th century. Anglesey Minin g plc 34 Report on Corporate Governance 2023 Today, amidst the growing recognition that metals and minerals are essential for addressing climate change and adapting to a green economy, the Parys Mountain property hosts the largest known deposits of copper, zinc and lead in the UK. The Board believes that the Parys Mountain property provides an opportunity to develop a sustainable long- term modern mining operation and business, producing the very minerals that are essential for electrification, energy storage and extending product lifespan, namely copper, lead and zinc. In 2021 a new independent Preliminary Economic Assessment of the Parys Mountain project was prepared by Micon International Limited which demonstrates the potential for a viable mine development and a healthy financial rate of return. Further details on the progress in the development of the Parys Mountain Project during the year are provided in the Chairman’s Statement and in the Strategic Report. The Group also has two other smaller investments, in Canada and in Sweden, both in iron ore, and interestingly both seeking to breathe renewed life into former world class projects. Iron ore produced from the Schefferville mines in Labrador fuelled the US steel industry for 30 years after World War Two and Grangesberg was once the largest iron mine in Sweden. As discussed in the Strategic Report, notable progress was reported on these investments during the past year. Seek to understand and meet shareholder needs and expectations The Board of Directors is committed to maintaining good communications and having constructive dialogue with its shareholders. Shareholders have the opportunity to discuss issues and provide feedback at any time. Shareholders have access to current information on the Company through its website and through direct contact with the directors by telephone or email. All shareholders will be encouraged to attend the Annual General Meeting. Take into account wider stakeholder and social responsibilities and their implications for long-term success Anglesey Mining is committed to high standards of corporate social responsibility. Health, safety, and environmental protection are core values. Anglesey seeks to ensure open and transparent communication with all stakeholders including landowners, neighbours, communities, and regional and national authorities. In considering strategy and in making decisions, the Board takes into account its wider stakeholder and social responsibilities and the implications for the long term and seeks to proactively engage key stakeholders on sustainable development challenges and opportunities in an open and transparent manner. Further details of the actions of the Directors to promote the success of the Group are included in the Directors Section 172 Statement which is included as part of the Strategic Report. Development of a new mine at Parys Mountain can deliver economic growth in the UK, regional jobs and business opportunities for local service providers. The spin-off effects of mine development would be significant. The minerals that would be mined at Parys Mountain are those that are necessary for the modern world, copper in electronics, zinc in construction and medicine, and lead is required for large electric battery storage. None of these important and essential metals are currently produced in the UK. Embed effective risk management, considering both opportunities and threats, throughout the organisation The Board is responsible for the ongoing review and management of risks that could affect the enterprise. Mineral exploration and mine development are a high-risk speculative business, and the ultimate success of Anglesey Mining will be dependent on the successful development of a mine at Parys Mountain, which is itself subject to numerous significant risks. Management of those risks is the responsibility of the Board and often requires the application of judgement based on experience. The significant risks facing the Company are summarised and discussed in the Strategic Report and the “Going- concern” risk is discussed in detail in the Directors Report. Management of those risks is the responsibility of the Board. A system of checks and balances is in place and all material decisions must be approved by the Board which considers it is sufficiently close to the Group’s operations and aware of its activities to be able to adequately monitor risks within the Company’s control without the establishment of any further formal processes. The major risks are outside the control of the Board. They include risks of nature (the minerals, the orebody, the geological strata and operating conditions), risks of the market (world-wide demand and supply of metals) and risk of investor interest. Maintain the board as a well-functioning, balanced team led by the chair This has been a difficult and upsetting year for the board as two directors with broad experience and long and valued service died during the year. The Board currently consists of five directors, two of whom are considered independent. The Board believes that its members reflected and still reflect, among other attributes, experience, knowledge, expertise, judgement, character diversity and integrity. The directors had and continue to have a broad diversity, including nationality, ethnicity, race, national origin, gender and other elements of identity. One of the current Anglesey Minin g plc 35 Report on Corporate Governance 2023 directors is a woman and one is of an ethnic minority. The Board believes that having directors with diverse backgrounds and experiences enable the Board to consider issues from different perspectives and enhances effective strategic planning and decision making. The Directors believe that there are appropriate divisions of responsibilities within the Board and its committees and between the Board and the executive directors. There is no mandatory retirement age for directors as the Directors believe their extensive experience outweighs their long service and other issues. The Board supports a corporate culture focused on inclusion and gender diversity, and this is an important consideration is recruitment of new directors, but there are no formal policies in effect regarding these provisions. The Board has not adopted a specific target for women on the Board as it does not believe that any director should be chosen largely or solely because of gender, rather it believes that the interests of shareholders are best served by ensuring that directors are identified from the widest possible group of potentially interested candidates. John Kearney is the Chairman, a role he has held since 1994. He was formerly also Chief Executive, a role he relinquished in 2006. The Board has determined that by continuing as Chairman, John Kearney has provided clear and consistent leadership on critical strategic objectives and has provided consistent oversight and direction. Mr Kearney’s track record over 50 years in the minerals industry in a variety of leadership positions, strongly supports the Board’s conclusion that the shareholders are well served with him leading Anglesey Mining as its Chairman. Ensure that between them the directors have the necessary up-to-date experience, skills and capabilities For the first part of the reporting period the Board consisted of seven directors, three of whom were considered independent. The members come from a variety of professional backgrounds, and collectively have a wide range of managerial, technical, financial, and legal skills, based on both qualifications and experience, including mineral process engineering, accounting, legal, financial and of capital markets. Collectively they possess significant relevant management skills, as well as long experience of having served as directors of numerous other public companies, in several international jurisdictions. Following the deaths of two directors during 2022, the Board currently consists of five directors, two of whom are considered independent. The Board is very small, and is again in a period of transition. We are seeking at least one and preferably two new directors with relevant minerals industry experience. The Board is responsible for establishing qualifications and skills necessary for effective management, including factors such as professional experience, particular areas of expertise, personal character, potential conflicts of interest, diversity and other commitments. The Chairman has many years of experience as chairman or director of numerous public mining or exploration companies. The Directors are satisfied that, although small, there is an appropriate balance of experience and qualifications to carry out the Board’s responsibilities effectively, given the current status and stage of development. Evaluate board performance based on clear and relevant objectives, seeking continuous improvement There are no formal policies in effect in respect of measurable objectives of performance and there has been no formal annual evaluation of the performance of the Board, its committees or the individual directors. The Board of Directors reviews on an ongoing informal basis the effectiveness and performance of the Board as a whole and the effectiveness and contribution of individual directors. The Board is again in a period of transition and we are seeking at least one and preferably two new directors with relevant minerals industry experience to increase the size and enhance the composition of the Board. The Board is satisfied that it is nevertheless effective and is comprised of a small but strong team with a breadth of skills, experiences and perspectives. The Directors have not to date taken outside advice in reviewing performance. The Board is satisfied that each of the Directors commits sufficient time to the business of the Group and contributes materially to the governance and operations of the Group. Promote a corporate culture that is based on ethical values and behaviour The Board is committed to high standards of corporate governance, integrity, and social managing operations in an honest and ethical manner. Certain of the Directors do serve as directors and/or officers of, or have significant shareholdings in, other companies involved in natural resource exploration and development and consequently there exists the possibility for such Directors to be in a position of conflict. Directors are expected to adhere to all legal requirements in respect of any transaction or agreement in which they may have a material interest. Directors who have an interest in a transaction or agreement with the Company must promptly disclose that interest at any meeting of the Board at which the transaction or agreement will be discussed and abstain from discussions and voting so that the remaining directors may properly exercise independent judgment. The Board values the participation of directors on the boards of other responsibility and to Anglesey Minin g plc 36 Report on Corporate Governance 2023 companies in the mineral industry as this provides exposure to developments and other opportunities which are useful to enhance the experience of the Directors and are potentially beneficial to the Group. Maintain governance structures and processes that are fit for purpose and support good decision-making The Board has overall responsibility for all aspects of the business and affairs of the Group and has an active engaged role in all decision making. The Board approves strategy and expenditure plans and regularly reviews operational and financial performance, risk management, and health, safety, environmental and community matters. The Chairman has overall responsibility for corporate governance matters. Communicate how the company is governed and is performing by maintaining a dialogue with shareholders and other relevant stakeholders The Board recognises the importance of open and transparent communication with the shareholders and with all stakeholders, including landowners, communities, and regional and national authorities. As reported elsewhere in this Annual Report, a meeting with the Mineral Planning Authority, statutory consultees and other stakeholders was held on the Parys Mountain site and in the local town of Amlwch in April 2023. The attendees included Natural Resources Wales, Cadw, Anglesey County Council Departments (Environmental Health, Highways & Transportation, Ecology & Environment and Heritage), Archaeological Planning Services, local councillors and members of both Westminster and Welsh governments. Shareholders have access to current information on our activities primarily though the annual and half year reports which are sent to shareholders. Further information is available on the website, www.angleseymining.co.uk, which is updated whenever announcements or press releases are made. In addition, all shareholders are encouraged to attend the Annual General Meeting. Presentations on our activities are made at the AGM and at various industry and investor events and discussions are held with shareholders at or after each of these occasions. In September 2022 a shareholder and investor open-house was held on the Parys Mountain site at which explanatory presentations were made and planned future activities discussed. The Chairman, Chief Executive and Finance Director make themselves available to substantial shareholders regularly to understand their views on important topics. Shareholders have the opportunity to discuss issues and provide feedback at any time through direct contact with the Directors by telephone or email. Every effort is made to reply promptly and effectively to appropriate questions and concerns from shareholders on matters relating to business operations or their shareholdings. All significant concerns and complaints regarding business performance or governance matters are evaluated and reported to the Board of Directors, as appropriate. Communications considered to be advertisements or sales material, or other types of ‘junk’ messages, unrelated to the responsibilities of the Board, are discarded without further action. As a matter of policy, the Directors do not participate in internet or on-line chat rooms. Anglesey Minin g plc 37 Audit committee report 2023 During the year the audit committee comprised Howard Miller, Namrata Verma and Andrew King until Howard’s death in December and is now comprised of Andrew King and Namrata Verma. All committee members have extensive mineral industry experience and relevant accounting and financial experience. The committee’s terms of reference have been approved by the board and follow published guidelines. The audit committee’s primary responsibilities are to establish and monitor the financial risk management systems with particular reference to internal control systems and to ensure that financial statements and other financial communications are properly prepared and reported. Financial statements and internal control The Audit Committee reviews the half-yearly and annual accounts and meets with the external auditor, focusing in particular on accounting policies and areas of management judgement and estimation. The committee ensures that the judgements made in applying accounting policies and key sources of estimation uncertainty are properly disclosed and discussed at the end of note 2 to the accounts and has nothing further to report in respect of them. The Audit Committee is responsible for monitoring the controls which are in place to ensure the information reported to the shareholders, taken as a whole, is fair, balanced and understandable and provides the information necessary to give a true and fair view of the assets, liabilities and financial position of the Group. The Audit Committee also considers internal control and risk management issues and contributes to the board’s review of the effectiveness of the systems and procedures for financial reporting, internal control and risk management and to the disclosure and explanation of the risks faced by the group. These are set out in the Strategic Report. The Committee notes that the consolidation schedules have been prepared under the direction of the Finance Director and is satisfied that, given the stage of development of the business, and the involvement of the directors in all material decisions, no further internal controls over this process are required. Internal and external audits The Audit Committee does not believe that an internal audit function is required at present due to the limited operations currently being undertaken. The Committee is available should any personnel wish to make representations to the committee about the conduct of the affairs of the group. The Audit Committee oversees the relationship with the external auditor and meets with the external auditors to review the planning and scope of the audit and identify key audit matters, and again before approving the annual financial statements, to review the nature, scope and effectiveness of the audit, and the results of the audit and discuss any issues which may arise from the audit. The Committee monitors the performance of the external auditor and advises the board on the appointment of external auditors and on their remuneration for both audit and any non-audit work. The Committee also reviews the effectiveness of the external auditor by enquiries and discussions with the management involved in the audit and with the finance director. The Audit Committee also undertakes a formal assessment of the auditor’s independence each year which includes: a review of any non-audit services provided; discussion with the auditor of all relationships with the Company and any other parties that could affect independence or the perception of independence; a review of the auditor’s own procedures for ensuring the independence of the audit firm and partners and staff involved in the audit, including the regular rotation of the audit partner and obtaining confirmation from the audit partner that, in his/her professional judgement, he/she is independent. An analysis of the fee payable to the external audit firm in respect of both audit and non-audit services during the year is set out in note 4 to the financial statements. In the early part of 2022 the audit committee agreed with Mazars, auditors between 2008 and 2021, that it would be appropriate to undertake a formal auditor review and engagement process. Four firms, including Mazars, were invited to submit proposals and from these UHY Farrelly Dawe White were selected and formally appointed on 13 May 2022. Andrew King Namrata Verma Audit committee members 22 September 2023 Anglesey Minin g plc 38 Independent auditor’s report to the members of Anglesey Mining plc 2023 Independent auditor’s report to the members of Anglesey Mining plc Opinion We have audited the financial statements of Anglesey Mining plc (the ‘parent company’) and its subsidiaries (the ‘group’) for the year ended 31 March 2023 which comprise the Group Income Statement, the Group Statement of Comprehensive Income, the Group and Company Statements of Financial Position, the Group and Company Statements of Changes in Equity, the Group and Company Statements of Cash Flows and notes to the financial statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and UK adopted International Financial Reporting Standards in conformity with the Companies Act 2006 and, as regards the parent company financial statements, as applied in accordance with the provisions of the Companies Act 2006 and, as regards the group financial statements, UK adopted International Financial Reporting Standards. In our opinion, the financial statements have been prepared in accordance with the requirements of the Companies Act 2006 and:    give a true and fair view of the state of the group’s and of the parent company’s affairs as at 31 March 2023 and of the group’s loss for the year then ended; the group financial statements have been properly prepared in accordance with UK adopted International Financial Reporting Standards in conformity with the requirements of the Companies Act 2006; and the parent company financial statements have been properly prepared in accordance with UK adopted International Financial Reporting Standards in conformity with the requirements of the Companies Act 2006, as applied in accordance with the provisions of the Companies Act 2006. Basis for opinion We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the “Auditor’s responsibilities for the audit of the financial statements” section of our report. We are independent of the group and the parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard as applied to listed entities, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Material uncertainty related to going concern In auditing the financial statements, we have concluded that the directors’ use of the going concern basis of accounting in the preparation of the financial statements is appropriate. We draw attention to Note 2 of the financial statements, concerning the applicability of the going concern basis of preparation. As detailed in the financial statements and the Strategic Report, the group and the parent company are not generating revenue and are in the process of advancing the Parys Mountain mining project towards development. The business model requires generation of additional financial resources to progress the ongoing development of the Parys Mountain project. At 31 March 2023 the group and parent company had net current assets of £87k and £131k respectively and cash and cash equivalents of £247k and £239k respectively. During the year, £864,416 gross cash was raised in May 2022 through a share placement and post year end £1,000,000 gross cash was raised in May 2023 with a further £500,000 raised in July 2023. The directors consider that these cash reserves are sufficient to support the group’s and the parent company’s on-going non-project related expenditure on a status quo basis for the next 12 months. In Note 2, the directors explain that: - - - to date, the group and parent company have relied primarily on equity financings to fund its working capital requirements and may be required to do so in the future to ensure the group will have adequate funds for its current activities and to continue as a going concern; the group will need to generate additional financial resources to progress the ongoing development of the Parys Mountain project and will require interim funding to finance the further studies, optimisation and feasibility programmes and, in the longer term, senior financing to fund the capital and development costs to put the Parys Mountain Mine into production. the directors are actively pursuing various financing options and are in discussions with a range of investors regarding proposals for financing. Whilst these discussions continue, the directors have reasonable expectations that these financing discussions will be successful and therefore the financial statements have been prepared on the going concern basis. Nevertheless, there is a risk that adequate additional funding may not be available on a timely basis or on acceptable terms to move the Parys Mountain project through to its full potential and there is no guarantee that such funding will be available, or that the Group will be successful in raising the necessary investment to advance the development of the project and put a mine at the Parys Mountain property into production. As stated in Note 2, these events or conditions indicate that a material uncertainty exists that may cast significant doubt on the group’s and the parent company’s ability to continue as a going concern. Our opinion is not modified in respect of this matter. Anglesey Minin g plc 39 Independent auditor’s report to the members of Anglesey Mining plc 2023 Our audit procedures to evaluate the directors’ assessment of the group’s and the parent company's ability to continue to adopt the going concern basis of accounting included but were not limited to:  Undertaking an initial assessment at the planning stage of the audit to identify events or conditions that may cast significant doubt on the group’s and the parent company’s ability to continue as a going concern;  Making enquiries of the directors to understand the period of assessment considered by them, their plans for group and company going forward and ensuring that these have been incorporated into their financial projections, the assumptions they considered and the implication of those assumptions when assessing the group’s and the parent company’s future financial performance;  Assessing the likelihood of management’s ability to raise additional finance by obtaining a letter of support from Juno Limited and by considering the funding raised historically;  Assessing the transparency, completeness, and accuracy of the matters covered in the going concern disclosure by evaluation of management’s cash flow projections for the forecast period and the underlying assumptions;   Considering the results of our audit of the valuation of the intangible asset to determine whether limited headroom or impairment would have the potential to deter future investment; and Evaluating the appropriateness of the directors’ disclosures in the financial statements relating to going concern. In relation to the group’s and the parent company’s reporting on how it has applied the UK Corporate Governance Code, we have nothing material to add or draw attention to in relation to the directors’:   statement in the financial statements about whether the directors considered it appropriate to adopt the going concern basis of accounting; and identification in the financial statements of any material uncertainties related to the group’s and the parent company’s ability to continue as a going concern over a period of at least twelve months from the date of approval of the financial statements. Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. Key audit matters Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements of the current period and include the most significant assessed risks of material misstatement (whether or not due to fraud) we identified, including those which had the greatest effect on: the overall audit strategy; the allocation of resources in the audit; and directing the efforts of the engagement team. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We summarise below the key audit matters in forming our audit opinion above, together with an overview of the principal audit procedures performed to address each matter and key observations arising from those procedures. The matters set out below are in addition to the “Material uncertainty related to going concern” above which, by its nature, is also a key audit matter. These matters, together with our findings, were communicated to those charged with governance through our Audit Completion Report. Key audit matter How our audit addressed key audit matters Carrying value of Parys Mountain exploration and evaluation asset (E&E) - (group) The group’s accounting policy in respect of its exploration and evaluation asset is set out under “mineral property exploration and evaluation costs” and its accounting policy in respect of impairment is set out under “impairment of tangible and intangible assets” in Note 2 to the financial statements. The Group holds rights to explore and mine the Parys Mountain site. At 31 March 2023 the balance sheet includes an E&E asset of £16.1m. In January 2021, the group received a Preliminary Economic Assessment report (PEA) prepared by Micon International Limited that built on earlier scoping and optimisation studies. The Group has yet to move to the development stage of the Parys Mountain project and will need to raise additional funding to move towards production. Our audit procedures included, but were not limited to:    Evaluating whether, under IFRS 6 Exploration for and Evaluation of Mineral Assets, the asset is appropriately determined as an E&E asset; Reviewing and challenging management’s assessment with respect to indicators of impairment under IFRS 6; the PEA Reviewing report prepared by Micon International Limited to assess whether it supports management’s assertions in their analysis;  Assessing Micon International Limited’s independence, objectivity and competency to act as management’s expert; and  Evaluating whether the relevant disclosures in the financial statements are reasonable. Management have assessed the E&E asset for impairment indicators under IFRS6 and concluded that no triggers existed at the year-end. Determining whether impairment indicators judgement by management, exist including indicators prescribed in IFRS 6. involves significant considering impairment specific Key observations Based on the work performed, nothing has come to our attention which suggests that there were unidentified indicators the management. impairment not considered by for Anglesey Min ing plc 40 Independent auditor’s report to the members of Anglesey Mining plc 2023 Our audit procedures included, but were not limited to:   the Considering for impairment indicators on the E&E asset detailed above; and the assessment results of Evaluating whether the relevant disclosures in the financial statements are reasonable. Key observations Based on the work performed, nothing has come to our attention which suggests that there were unidentified indicators for impairment not considered by the management Our audit procedures included, but were not limited to:  Reviewing and challenging management’s assessment of fair value, including: o Independent check of LIM’s share price at 31 March 2023; o Review of the latest financial statements of LIM; and o Check for any other internal or external indicators of impairment to the investment that contradicts the fair value at year-end.  Evaluation of the trading of LIM’s shares on the OTC market to assess whether it constitutes an active market sufficient to determine fair value under IFRS 9. Key observations Based on the work performed, nothing has come to our attention that suggests that the fair value of LIM is not appropriately stated. There is a risk that if unidentified impairment indicators exist, the carrying value of the E&E asset may not be fully recoverable. Valuation of investment in the subsidiary Parys Mountain Mines Limited (PMM) - (parent company only) The group’s accounting policies in respect of investments and impairment of investments are set out under “investments” and “impairment of investments” in Note 2 to the financial statements. The primary asset within PMM is the E&E asset discussed above. There is a risk that if there are any unidentified impairment indicators that would impact the carrying value of the E&E asset these may also impact the carrying value in the parent company of its investment in PMM. Valuation of investment in Labrador Iron Mines Holdings Limited (LIM) - (group) The group’s accounting policies in respect of investments and impairment of investments are set out under “investments” and “impairment of investments” in Note 2 to the financial statements. Under the accounting policy, financial assets classified and measured at fair value through other comprehensive income (FVOCI) comprise equity securities which are not held for trading and which the group has irrevocably elected at initial recognition to recognise in this category. The group has a 12% investment in LIM, a Canadian company with shares traded on the OTC market in the United States, which holds the Labrador iron ore properties. The group’s investment in LIM is carried FVOCI. In recent years, based on the director’s assessment, the investment in LIM had been carried at a value of £1, reflecting the directors’ view that the value of LIM was uncertain. At 31 March 2023 the directors assessed the fair value of the investment in LIM at £1.4m (being measured by the closing share price on 31 March 2023) resulting in a loss reported through other comprehensive income, which had been based on improved iron ore prices and an optimistic PEA report which had resulted in stronger market interest in LIM with a significant increase in its share price at that time. The directors have assessed the fair value of LIM as being measured by the closing share price at 31 March 2023, which has resulted in a loss in value through other comprehensive income of £514k. There is a risk that the fair value of investment in LIM is not stated in line with IFRS 9 requirements. Our application of materiality and an overview of the scope of our audit The scope and focus of our audit was influenced by our application of materiality. We apply the concept of materiality both in planning and performing our audit, and in evaluating the effect of misstatements on our audit and on the financial statements. We define financial statement materiality to be the magnitude by which misstatements, including omissions, could reasonably be expected to influence the economic decisions taken on the basis of the financial statements by reasonable users. In order to reduce to an appropriately low level the probability that any misstatements exceed materiality, we use a lower materiality level, performance materiality, to determine the extent of testing needed. Importantly, misstatements below these levels will not necessarily be evaluated as immaterial as we also take account of the nature of identified misstatements, and the particular circumstances of their occurrence, when evaluating their effect on the financial statements as a whole. Anglesey Min ing plc 41 Independent auditor’s report to the members of Anglesey Mining plc 2023 Based on our professional judgement, we determined materiality for the financial statements as a whole as follows: Group Overall materiality £246,418 How we determined it 2% of group’s net assets Rationale for benchmark applied The group’s net assets represent shareholders’ funds and we have determined this measure to be the principal benchmark within the financial statements relevant to shareholders, as the group does not generate revenue and is in pre-production phase. Performance materiality & specific materiality Performance materiality is set as 70% of overall materiality, being £201,269. Reporting threshold Parent company Overall materiality Specific materiality of £57,505 is used for the audit of the Group Income Statement. 5% of financial statement materiality, being £14,376. £246,418 How we determined it 2% of the parent company’s net assets Rationale for benchmark applied We considered net assets to be the most appropriate benchmark, as the parent company is non-trading and holds mainly subsidiary investments. Performance materiality Performance materiality is set at 70% of overall materiality, being £172,492. Reporting threshold 5% of financial statement materiality, being £12,321. We agreed with the Audit Committee that we would report to them all individual misstatements in excess of £15,000 identified during the audit, as well as differences below that threshold that in our view, warrant reporting on qualitative grounds. We also report to the Audit Committee on disclosure matters that we identified when assessing the overall presentation of the financial statements. As part of designing our audit, we assessed the risk of material misstatement in the financial statements, whether due to fraud or error, and then designed and performed audit procedures in response to those risks. In particular, we looked at where the directors made subjective judgements such as making assumptions on significant accounting estimates. We tailored the scope of our audit to ensure that we performed sufficient work to be able to give an opinion on the financial statements as a whole. We used the outputs of a risk assessment, our understanding of the group and the parent company, their environment, controls and critical business processes, to consider qualitative factors in order to ensure that we obtained sufficient coverage across all financial statement line items. Our group audit scope included an audit of the group and parent company financial statements of Anglesey Mining plc. Based on our risk assessment, all entities within the group were subject to full scope audit and was performed by the group audit team. At the parent level we also tested the consolidation process and carried out analytical procedures to confirm our conclusion that there were no significant risks of material misstatement of the aggregated financial information. Other information The directors are responsible for the other information. The other information comprises the information included in the annual report other than the financial statements and our auditor’s report thereon. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. Anglesey Min ing plc 42 Independent auditor’s report to the members of Anglesey Mining plc 2023 Opinions on other matters prescribed by the Companies Act 2006 In our opinion, the part of the directors’ remuneration report to be audited has been properly prepared in accordance with the Companies Act 2006. In our opinion, based on the work undertaken in the course of the audit:   the information given in the Strategic Report and the Directors’ Report for the financial year for which the financial statements are prepared is consistent with the financial statements; the strategic report and the directors’ report have been prepared in accordance with applicable legal requirements. Matters on which we are required to report by exception In light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors’ report. We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:    adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or the parent company financial statements and the part of the directors’ remuneration report to be audited are not in agreement with the accounting records and returns; or certain disclosures of directors’ remuneration specified by law are not made; or  we have not received all the information and explanations we require for our audit; or  a corporate governance statement has not been prepared by the parent company. Responsibilities of Directors As explained more fully in the directors’ responsibilities statement set out on page 28, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the group’s and the parent company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so. Auditor’s responsibilities for the audit of the financial statements Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below. Based on our understanding of the group and the parent company and their industry, we identified that the principal risks of non- compliance with laws and regulations related to employment law, general data protection regulation, health and safety regulation, local legislation in places of operations, extractive industries transparency initiative and anti-bribery, and we considered the extent to which non-compliance might have a material effect on the financial statements. In identifying and assessing risks of material misstatement in respect to irregularities including non-compliance with laws and regulations, our procedures included but were not limited to:  At the planning stage of our audit, gaining an understanding of the legal and regulatory framework applicable to the group and parent company, the structure of the group, the industry in which they operate and considered the risk of acts by the group and the parent company which were contrary to the applicable laws and regulations;  Discussing with the directors and management the policies and procedures in place regarding compliance with laws and regulations;  Discussing amongst the engagement team the identified laws and regulations, and remaining alert to any indications of non- compliance; and Anglesey Min ing plc 43 Independent auditor’s report to the members of Anglesey Mining plc 2023  During the audit, focusing on areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our general commercial and sector experience and through discussions with the directors (as required by auditing standards), from inspection of the parent company’s and group’s regulatory and legal correspondence and review of minutes of directors’ meetings in the year. We also considered those other laws and regulations that have a direct impact on the preparation of financial statements, such as the Companies Act 2006 and FCA rules. Our procedures in relation to fraud included but were not limited to:  Making enquiries of the directors and management on whether they had knowledge of any actual, suspected or alleged fraud;  Gaining an understanding of the internal controls established to mitigate risks related to fraud;  Discussing amongst the engagement team the risks of fraud such as opportunities for fraudulent manipulation of financial statements, and determined that the principal risks were related to posting manual journal entries to manipulate financial performance, and management bias through judgements and assumptions in significant accounting estimates, in particular in relation to the identification of indicators of impairment to the exploration and evaluation asset, assessment of the fair value of investment in the subsidiary Parys Mountain Mines Limited and assessment of the fair value of investment in entities that are not subsidiaries; and  Addressing the risks of fraud through management override of controls by performing journal entry testing. The primary responsibility for the prevention and detection of irregularities including fraud rests with both those charged with governance and management. As with any audit, there remained a risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations or the override of internal controls. The risks of material misstatement that had the greatest effect on our audit, whether due to fraud or error, are discussed under “Key audit matters” within this report. A further description of our responsibilities is available on the Financial Reporting Council’s website at www.frc.org.uk/auditorsresponsibilities. Other matters which we are required to address Following the recommendation of the audit committee, we were appointed by the Board of Directors on 13 May 2022 to audit the financial statements for the year ended 31 March 2023. The non-audit services prohibited by the FRC’s Ethical Standard were not provided to the group or the parent company and we remain independent of the group and the parent company in conducting our audit. Our audit opinion is consistent with the additional report to the audit committee. Use of the audit report This report is made solely to the parent company’s members as a body in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the parent company’s members those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the parent company and the parent company’s members as a body for our audit work, for this report, or for the opinions we have formed. ____________________________________________ Michael Bellew (Senior Statutory Auditor) for and on behalf of UHY Farrelly Dawe White Limited Registered Auditors & Accountants FDW House, Blackthorn Business Park, Coe’s Road, Dundalk, Co. Louth, Ireland. A91 RW26 Date: 22 September 2023 Anglesey Min ing plc 44 Financial statements 2023 Group income statement All attributable to equity holders of the company All operations are continuing £ £ Notes Year ended 31 March 2023 Year ended 31 March 2022 Revenue Expenses Equity-settled employee benefits Investment income Finance costs Foreign exchange movement Loss before tax Taxation Loss for the period Loss per share Basic - pence per share Diluted - pence per share - (696,545) (57,229) 1,288 (208,961) 159 (961,288) - - (528,045) - 24 (165,248) 27 (693,242) - (961,288) (693,242) (0.3)p (0.3)p (0.3)p (0.3)p 21 6 7 4 8 9 9 Group statement of comprehensive income Loss for the period (961,288) (693,242) Other comprehensive income Items that may subsequently be reclassified to profit or loss: Change in fair value of investment Foreign currency translation reserve 14 (514,170) 12,788 (2,139,322) 5,607 Total comprehensive loss for the period (1,462,670) (2,826,957) Anglesey Min ing plc 45 Financial statements 2023 Group statement of financial position Assets Non-current assets Mineral property exploration and evaluation Property, plant and equipment Investments Deposit Current assets Other receivables Cash and cash equivalents Total assets Liabilities Current liabilities Trade and other payables Net current assets Non-current liabilities Loans Long term provision Total liabilities Net assets Equity Share capital Share premium Currency translation reserve Retained losses Notes 31 March 2023 £ 31 March 2022 £ 10 11 14 15 16 16,171,821 204,687 2,033,185 124,586 18,534,279 49,635 247,134 296,769 15,711,703 204,687 2,024,342 123,811 18,064,543 57,123 922,177 979,300 18,831,048 19,043,843 17 (209,988) (366,418) (209,988) (366,418) 86,781 612,882 (4,194,721) (50,000) (4,307,095) (50,000) (4,244,721) (4,357,095) (4,454,709) (4,723,513) 14,376,339 14,320,330 8,463,039 12,443,741 (72,138) (6,458,303) 7,991,541 11,453,789 (84,926) (5,040,074) 18 19 20 Total shareholders' funds 14,376,339 14,320,330 The financial statements of Anglesey Mining plc which include the notes to the accounts were approved by the board of directors, authorised for issue on 22 September 2023 and signed on its behalf by: John F. Kearney, Chairman Danesh Varma, Finance Director Anglesey Min ing plc 46 Financial statements 2023 Company statement of financial position Notes 31 March 2023 £ 31 March 2022 £ Assets Non-current assets Investments Current assets Other receivables Cash and cash equivalents Total assets Liabilities Current liabilities Trade and other payables Net current assets Non-current liabilities Loan Total liabilities Net assets Equity Share capital Share premium Retained losses Shareholders' equity 13 16 17 18 20 16,052,055 14,911,173 16,052,055 14,911,173 8,925 238,663 247,588 10,920 921,043 931,963 16,299,643 15,843,136 (116,534) (232,596) (116,534) (232,596) 131,054 699,367 (3,862,220) (3,969,256) (3,862,220) (3,969,256) (3,978,754) (4,201,852) 12,320,889 11,641,284 8,463,039 12,443,741 (8,585,891) 7,991,541 11,453,789 (7,804,046) 12,320,889 11,641,284 The company reported a loss for the year ended 31 March 2023 of £839,074 (2022 - £682,937). The financial statements of Anglesey Mining plc registered number 1849957 which include the notes to the accounts were approved by the board of directors, authorised for issue on 22 September 2023 and signed on its behalf by: John F. Kearney, Chairman Danesh Varma, Finance Director Anglesey Min ing plc 47 Financial statements 2023 Statements of changes in equity All attributable to equity holders of the company. Group Equity at 1 April 2021 Total comprehensive loss for the year: Loss for the year Exchange difference on translation of foreign holding Total comprehensive loss for the year Transactions with owners: Shares issued Share issue expenses Equity at 31 March 2022 Total comprehensive loss for the year: Loss for the year Change in fair value of investment Exchange difference on translation of foreign holding Total comprehensive loss for the year Transactions with owners: Shares issued Share issue expenses Equity-settled employee benefits Equity at 31 March 2023 Company Equity at 1 April 2021 Total comprehensive loss for the year: Loss for the year Total comprehensive loss for the year Transactions with owners: Shares issued Share issue expenses Equity at 31 March 2022 Total comprehensive loss for the year: Loss for the year Total comprehensive loss for the year Transactions with owners: Shares issued Share issue expenses Equity-settled employee benefits Equity at 31 March 2023 Share capital Share premium Currency translation reserve Retained losses Total £ 7,765,591 £ 10,941,509 £ (90,533) £ (2,207,510) £ 16,409,057 - - - - - - - - (693,242) (2,139,322) (693,242) (2,139,322) 5,607 - 5,607 5,607 (2,832,564) (2,826,957) 225,950 - 542,280 (30,000) - - - - 768,230 (30,000) 7,991,541 11,453,789 (84,926) (5,040,074) 14,320,330 (961,288) (514,170) (961,288) (514,170) - - - - 12,788 - 12,788 12,788 (1,475,458) (1,462,670) 471,498 - - 1,070,916 (80,964) - - - - - - 57,229 1,542,414 (80,964) 57,229 8,463,039 12,443,741 (72,138) (6,458,303) 14,376,339 Share capital £ 7,765,591 Share premium £ 10,941,509 Retained losses £ (7,121,109) Total £ 11,585,991 - - - - (682,937) (682,937) (682,937) (682,937) 225,950 - 542,280 (30,000) - - 768,230 (30,000) 7,991,541 11,453,789 (7,804,046) 11,641,284 - - - - (839,074) (839,074) (839,074) (839,074) 471,498 - - 1,070,916 (80,964) - - - 57,229 1,542,414 (80,964) 57,229 8,463,039 12,443,741 (8,585,891) 12,320,889 Anglesey Min ing plc 48 Financial statements 2023 Group statement of cash flows Operating activities Loss for the period Adjustments for: Investment income Finance costs Equity-settled employee benefits Shares issued as a bonus Foreign exchange movement Movements in working capital Decrease/(increase) in receivables (Decrease)/increase in payables Net cash used in operating activities Investing activities Investment income Mineral property exploration and evaluation Investment Net cash used in investing activities Financing activities Issue of share capital Loan repayment Net cash generated from financing activities Net (decrease)/increase in cash and cash equivalents Cash and cash equivalents at start of period Foreign exchange movement Cash and cash equivalents at end of period 16 Notes Year ended 31 March 2023 Year ended 31 March 2022 £ £ 6 7 21 (961,288) (693,242) (1,288) 208,961 57,229 14,500 (159) (24) 165,248 - - (27) (682,045) (528,045) 7,494 (120,146) (794,697) 507 (499,450) (86,668) (585,611) 783,451 (78,345) 705,106 (675,202) 922,177 159 247,134 (25,742) 165,620 (388,167) - (319,680) - (319,680) 738,230 - 738,230 30,383 891,767 27 922,177 Anglesey Min ing plc 49 Financial statements 2023 Company statement of cash flows Notes 22 21 Operating activities Loss for the period Adjustments for: Equity-settled employee benefits Investment income Finance costs Shares issued as a bonus Movements in working capital Decrease/(increase) in receivables (Decrease)/increase in payables Net cash used in operating activities Investing activities Investment income Investments and long-term loans Net cash used in investing activities Financing activities Share issues net of expenses Loan repayment Net cash generated from financing activities Net (decrease)/increase in cash and cash equivalents Cash and cash equivalents at start of period Cash and cash equivalents at end of period 16 Year ended 31 March 2023 £ Year ended 31 March 2022 £ (839,074) (682,937) 57,229 (507) 198,463 14,500 - - 154,234 (569,389) (528,703) 1,995 (116,062) (3,472) 165,829 (683,456) (366,346) 507 (704,537) - (334,304) (704,030) (334,304) 783,451 (78,345) 705,106 (682,380) 921,043 238,663 738,230 - 738,230 37,580 883,463 921,043 Anglesey Mining plc 50 Notes to financial statements 2023 1 General information Anglesey Mining plc is domiciled and incorporated in England and Wales under the Companies Act with registration number 1849957. The nature of the group’s operations and its principal activities are set out in note 3 and in the strategic report. The registered office address is shown at the end of this report. These financial statements are presented in pounds sterling because that is the currency of the primary economic environment in which the group has been operating. Foreign operations are included in accordance with the policies set out in note 2. 2 Significant accounting policies Basis of Accounting The consolidated financial statements of the Group and the Company financial statements have been prepared in accordance with UK- adopted International Accounting Standards in conformity with the requirements of the Companies Act 2006. These financial statements have been prepared under the historical cost convention except for the fair valuation of certain financial assets. The accounting policies have been applied consistently throughout the Group for the purposes of preparation of these consolidated financial statements. The financial statements have been prepared on the historical cost basis. The principal accounting policies adopted are set out below. Going concern The Directors have considered the business activities of the Group as well as its principal risks and uncertainties as set out in this report. When doing so they have carefully applied the guidance given in the ‘Guidance on Risk Management, Internal Control and Related Financial and Business Reporting’ issued in September 2014. The financial statements are prepared on a going concern basis. The validity of the going concern basis is dependent on finance being available for the continuing working capital requirements for the foreseeable future, being a period of at least twelve months from the date of approval of the accounts. Based on the current cash reserves, there is sufficient finance available for the continuing working capital requirements on a status quo basis for at least twelve months from the date of the financial statements. Looking to the period beyond the twelve months covered by current cash resources the Group will need to generate additional financial resources to progress the ongoing development of the Parys Mountain project and will require funding to finance the further studies, optimisation and feasibility programmes and, in the longer term, senior financing to fund the capital and development costs to put the Parys Mountain Mine into production. The Group has relied primarily on equity financings to fund its working capital requirements and will be required to do so in the future to ensure there will be adequate funds for planned activities and to continue as a going concern. Anglesey Mining plc has operated for more than 30 years, in what at times have been challenging economic and investment climates and has continued to attract the necessary investment to continue as a going concern. The Directors are considering various options regarding proposals for financing and are in discussions with a range of investors. There are reasonable expectations that these will be successful and therefore the financial statements have been prepared on the going concern basis. Nevertheless, there is a risk that adequate additional funding may not be available on a timely basis or on acceptable terms to move the Parys Mountain project through to its full potential and there is no guarantee that such funding will be available, or that the Group will be successful in raising the necessary investment to advance the development of the project and put a mine at the Parys Mountain property into production. Basis of consolidation The consolidated financial statements incorporate the financial statements of the company and entities controlled by the company (its subsidiaries) made up to 31 March each year. Control is achieved where the company has the power to govern the financial and operating policies of an investee entity so as to obtain benefits from its activities. On acquisition, the assets and liabilities and contingent liabilities of a subsidiary are measured at their fair values at the date of acquisition. Any excess of the cost of acquisition over the fair values of the identifiable net assets acquired is recognised as goodwill. Any deficiency of the cost of acquisition below the fair values of the identifiable net assets acquired (i.e., discount on acquisition) is credited to the income statement in the period of acquisition. The results of subsidiaries acquired or disposed of during the year are included in the group income statement from the effective date of acquisition or up to the effective date of disposal, as appropriate. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by the group. All intra-group transactions, balances, income and expenses are eliminated on consolidation. Revenue recognition Interest income is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to that asset’s net carrying amount. Foreign currencies Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing on the dates of the transactions. At the end of each reporting period, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the period end date. Non-monetary assets and liabilities carried at fair value that are denominated in foreign currencies are translated at the rates prevailing at the date when the fair value was determined. Gains and losses arising on retranslation are included in net profit or loss for the period. Anglesey Mining plc 51 Notes to financial statements 2023 On consolidation, the assets and liabilities of the group’s overseas operations are translated at exchange rates prevailing on the period end date. Exchange differences arising, if any, are classified as items of other comprehensive income and transferred to the group’s translation reserve within equity. Such translation differences are reclassified to profit or loss, and recognised as income or as expense, in the period in which there is a disposal of the operation. Segmental analysis Operating segments are identified on the basis of internal reports about components of the group that are regularly reviewed by the chief operating decision-maker. Retirement benefit costs Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due. There are no defined benefit retirement schemes. Equity-settled employee benefits Equity-settled benefits have been provided to certain directors and employees. Equity-settled employee benefits are measured at fair value at the date of grant. The fair value measured by use of a Black-Scholes model is determined at the grant date and is expensed on a straight-line basis over the vesting period, based on the group’s estimate of shares that will eventually vest and adjusted for the effect of non-market based vesting conditions. Taxation Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the period end liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary difference arises from goodwill or from the initial recognition (other than in a business combination) of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit. Deferred tax liabilities are recognised for taxable temporary differences arising on investments in subsidiaries and associates, and interests in joint ventures, except where the group is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future. The carrying amount of any deferred tax assets is reviewed at each period end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised and is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. The charge for current tax is based on the results for the year as adjusted for items which are non-taxable or disallowed. It is calculated using rates that have been enacted or substantively enacted by the balance sheet date. Property, plant and equipment The group’s freehold land is stated in the statement of financial position at cost. The directors consider that the residual value of buildings, based on prices prevailing at the date of acquisition and at each subsequent reporting date as if the asset were already of the age and in the condition expected at the end of its useful life, is such that any depreciation would not be material. Plant and office equipment are stated in the statement of financial position at cost, less depreciation. Depreciation is charged on a straight-line basis at the annual rate of 25%. Residual values and the useful lives of these assets are also reviewed annually. Mineral property exploration and evaluation Exploration and evaluation assets under IFRS 6 include acquired mineral use rights for mineral properties held by the company. The amount of consideration paid (in cash or share value) for mineral use rights is capitalised. Mineral exploration and evaluation expenditures are capitalised on a project-by-project basis pending determination of the technical feasibility and the commercial viability of the project. Capitalised costs include costs directly related to exploration and evaluation activities in the area of interest. General and administrative costs are only allocated to the asset to the extent that those costs can be directly related to operational activities. Exploration and evaluation assets will be amortised to profit or loss once commercial production has been achieved or written off if the exploration and evaluation assets are abandoned or sold. Depletion of costs capitalised on projects when put into commercial production will be recorded using the unit-of-production method based upon estimated proven and probable reserves. The ultimate recoverability of the amounts capitalised for the exploration and evaluation assets and expenditures is dependent upon the delineation of economically recoverable ore reserves, obtaining the necessary financing to complete their development, obtaining and retaining the necessary permits to operate a mine, and realising profitable production or proceeds from the disposition thereof. The commercial viability of extracting a mineral resource is considered to be determinable when resources are determined to exist, the property rights are current and it is considered probable that the costs will be recouped through successful development and exploitation of the project, or alternatively by sale of the property. Upon determination of resources, exploration and evaluation assets attributable to those resources are first tested for impairment and then reclassified from exploration and evaluation assets to mineral property interests. Expenditures deemed unsuccessful are recognised in operations in the Income Statement. Expenditures incurred in connection with the development of mineral resources after such time as mineral reserves are proven or probable; permits to operate the mineral resource property are received; financing to complete development has been obtained; and approval of the board of directors to commence mining development and operations, are capitalized as deferred development expenditures. Anglesey Mining plc 52 Notes to financial statements 2023 Impairment of tangible and intangible assets The carrying values of capitalised exploration and evaluation assets are assessed for impairment if fact and circumstances indicate that the carrying amount exceeds the recoverable amount. If any indicators of impairment exist, an estimate of the asset’s recoverable amount is made. The recoverable amount is determined as the higher of the fair value less costs of disposition and the asset’s value in use. If the carrying amount of the asset exceeds its estimated recoverable amount, the asset is impaired, and an impairment loss is charged to the Income Statement so as to reduce the carrying amount to its estimated recoverable amount. Investments Investments in subsidiaries are shown at historical cost less provisions for impairment in value. Income from investments in subsidiaries together with any related withholding tax is recognised in the income statement in the period to which it relates. Investments which are not subsidiaries are shown at fair value. Associates are accounted for using the equity method. Impairment of financial assets measured at amortised cost At each reporting date the group recognises a loss allowance for expected credit losses on financial assets measured at amortised cost. In establishing the appropriate amount of loss allowance to be recognised, the group applies either the general approach or the simplified approach, depending on the nature of the underlying group of financial assets. The general approach is applied to the impairment assessment of refundable deposits, restricted cash and cash and cash equivalents. Under the general approach a loss allowance for a financial asset is recognised at an amount equal to the 12-month expected credit losses, unless the credit risk on the financial asset has increased significantly since initial recognition, in which case a loss allowance is recognised at an amount equal to the lifetime expected credit losses. Under the simplified approach a loss allowance for a financial asset is always recognised at an amount equal to the lifetime expected credit losses. Impairment of non-financial assets Non-financial assets are tested for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. Non-financial assets are impaired when their carrying amount of the asset exceeds its recoverable amount. The recoverable amount is measured as the higher of fair value less cost of disposal and value in use. Provisions Provisions are recognised when the group has a present obligation as a result of a past event and it is probable that the group will be required to settle that obligation. Provisions are measured at the directors’ best estimate of the expenditure required to settle that obligation at the end of the reporting period and are discounted to present value where the effect is material. Financial instruments Initial recognition All financial assets and liabilities are initially recognised on the trade date; this being the date that group becomes a party to the contractual provisions of the instrument. All financial instruments are initially recognised at fair value plus, in the case of financial assets and financial liabilities not held at fair value through profit or loss, directly attributable transaction costs. Classification and measurement Financial assets The classification of financial instruments depends on the purpose and management’s intention for which the financial instruments were acquired and their characteristics. Financial assets are classified in one of the following categories: (cid:127) Amortised cost (cid:127) Fair value through other comprehensive income (FVOCI) Financial assets classified and measured at amortised cost Amortised cost financial instruments are non-derivative financial assets held within a business model, whose objective is to collect contractual cash flows, on specified dates that are solely payments of principal and interest on the principal amount outstanding. Such financial instruments are those that are subsequently measured at amortised cost using the effective interest rate method, less any allowance for impairment based on Expected Credit Loss (ECL). Amortised cost is calculated by taking into account any discount or premium on acquisition and fees and costs that are an integral part of the financial asset. Financial assets classified at amortised cost are other receivables, deposits and cash and cash equivalents. Financial assets classified and measured at fair value through other comprehensive income “FVOCI” FVOCI financial assets are those non-derivative financial assets held within a business model, whose objectives are both to sell the financial assets and to collect contractual cash flows, on specified dates, that are solely payments of principal and interest on the principal amount outstanding. Financial assets that are classified as FVOCI are measured at fair value. The changes in fair value are recognised in other comprehensive income with three exceptions, which are recognised in profit and loss: (cid:127) Interest, calculated using the effective interest method; (cid:127) Impairment losses; and (cid:127) Foreign exchange gains and losses on monetary financial assets. Anglesey Mining plc 53 Notes to financial statements 2023 When the investment is disposed of, the cumulative gain or loss previously recognised in equity is recognised in the statement of comprehensive income. Financial assets at fair value through other comprehensive income (FVOCI) comprise equity securities which are not held for trading and which the group has irrevocably elected at initial recognition to recognise in this category. These are strategic investments and the group considers this classification to be more relevant. Financial liabilities All financial liabilities are classified as other financial liabilities measured at amortised cost. Financial liabilities are initially recognised at fair value, net of directly attributable transaction costs, and are subsequently measured at amortised cost using the effective interest method. Equity instruments Equity instruments issued by the company are recorded at the proceeds received, net of direct issue costs. Leases Mining lease payments relating to mineral property exploration and evaluation are capitalised; there are no other leases, see note 25 for details. There are no IFRS 16 disclosures required in respect of the mining leases. Amendments to IFRS 3 Business Combinations- Reference to the Conceptual Framework; Amendments to IAS 16 Property, Plant and Equipment- Proceeds before intended use; Amendments to IAS 37 Provisions, Contingent Liabilities and Contingent Assets - Onerous Contracts - Cost of Fulfilling a Contract; Annual Improvements to IFRS Standards 2018-2020. New standards and interpretations not yet adopted Certain pronouncements were issued by the IASB or the IFRIC that are mandatory for accounting periods commencing on or after 1 April 2022. Many are not applicable or do not have a significant impact to the Group.     The following new standards and narrow-scope amendments have been issued by the IASB and are effective for annual reporting periods beginning on or after 1 January 2023:     The adoption of the above standards and interpretations is not expected to lead to any changes to the accounting policies or have any other material impact on the financial position or performance of the group. There have been no other new or revised International Financial Reporting Standards, International Accounting Standards or Interpretations that are in effect since that last annual report that have a material impact on the financial statements. IFRS 17 Insurance Contracts Amendments to IAS 1 Disclosure of Accounting Policies Amendments to IAS 8 Definition of Accounting Estimates; and Amendments to IAS 12 Deferred Tax related to Assets and Liabilities arising from a single Transaction. Judgements made in applying accounting policies and key sources of estimation uncertainty The following critical judgements have been made in the process of applying the accounting policies: (a) In determining the treatment of exploration and evaluation expenditures the directors are required to make estimates and assumptions as to future events and circumstances. Significant judgment must be exercised in determining when a project moves from the exploration and evaluation category phase and into the development category of mineral property interests. The existence and extent of economic mineral resources, proven or probable mineral reserves; regulatory permits and licences; the availability of development financing; current and future metal prices; and market sentiment are all factors to be considered. (b) In connection with possible impairment of exploration and evaluation assets and the investment of the company in Parys Mountain Mines Limited the directors assess each potentially cash generating unit annually to determine whether any indication of impairment exists. The judgements made when making these assessments are similar to those set out above and are subject to the same uncertainties. (c) The directors applied assumptions and judgement in determining the fair value of investments classified and measured as financial assets at FVOCI. Some of the financial assets set out in note 14 are unquoted investments in companies holding mining rights. The inputs in determining fair value are taken from observable markets where possible, but where this is not feasible, a degree of judgement has been applied in establishing fair values. Judgements include considerations of inputs such as exploration potential, available market information relating to current demand, prices, economic viability and future financing. See note 14 for further details. (d) Equity settled share-based payment charge Share options have been issued to certain directors and employees. The Black-Scholes model is used to calculate the appropriate charge for these options. The choice and use of this model requires using a number of estimates and judgements to establish the inputs to be entered into the model, covering areas such as the use of a risk-free interest rate and dividend rate, exercise restrictions and behavioural considerations. A significant element of judgement is involved in the determination of the charge. In addition, an estimate is made of the percentage of options that are expected to vest. Further information on share options can be found in note 21. Nature and purpose of equity reserves The share premium reserve represents the consideration that has been received in excess of the nominal value of shares in issue of new ordinary share capital, less any direct costs of issue. The currency translation reserve represents the variations on revaluation of overseas foreign subsidiaries and associates. The retained earnings reserve represents profits and losses retained in previous and the current period. Anglesey Mining plc 54 Notes to financial statements 2023 3 Segmental information The group is engaged in the business of exploring and evaluating the wholly owned Parys Mountain project in North Wales, managing its interest in the Grangesberg properties and has an investment in the Labrador iron project in eastern Canada. These activities comprise one class of business which is mine exploration, evaluation and development which are classified in geographical segments; these are the basis on which information is reported to the board. As yet there have been no site expenses directly incurred in respect of the interest in Grangesberg and management expenses for this segment are included in the UK total. Income statement analysis 2023 2022 UK £ Sweden £ Canada £ Total £ UK £ Sweden £ Canada £ Total £ Expenses Equity-settled employee benefits Investment income Finance costs Exchange rate loss (696,545) - (57,229) 1,288 (198,463) - - - (10,498) 159 Loss for the year (950,949) (10,339) - - - - - - (696,545) (528,045) - (57,229) 1,288 (208,961) 159 - 24 (154,234) - - - (11,014) 27 (961,288) (682,255) (10,987) - - - - - - (528,045) - 24 (165,248) 27 (693,242) Assets and liabilities Non-current assets Current assets 31 March 2023 31 March 2022 UK £ 16,501,094 295,560 Sweden £ 633,170 1,209 Canada £ 1,400,015 - Total £ 18,534,279 296,769 UK £ 16,040,201 978,199 Sweden £ 110,157 1,101 Canada £ 1,914,185 - Total £ 18,064,543 979,300 Liabilities (4,122,208) (332,501) - (4,454,709) (4,385,674) (337,839) - (4,723,513) Net assets/liabilities 12,674,446 301,878 1,400,015 14,376,339 12,632,726 (226,581) 1,914,185 14,320,330 4 Loss before taxation The loss before taxation for the year has been arrived at after charging/(crediting): Fees payable to the group's auditor: for the audit of the annual accounts for the audit of subsidiaries' accounts for other services Directors' remuneration Foreign exchange movement 2023 £ 30,000 5,000 - 149,500 (159) 2022 £ 30,000 5,000 - 160,000 (27) Anglesey Mining plc 55 Notes to financial statements 2023 5 Staff costs The average monthly number of persons employed (including executive directors) was: Administrative Other Their aggregate remuneration was: Wages and salaries Social security costs Share-based payment charges 6 Investment income Loans and receivables Interest on site re-instatement deposit Interest on cash deposits 7 Finance costs Loans and payables Loan interest to Juno Limited Loan interest to Eurang Limited 2023 4 2 6 £ 247,015 27,954 57,229 332,198 2022 4 1 5 £ 216,351 24,264 - 240,615 2023 2022 £ £ 781 507 1,288 24 24 2023 2022 £ £ 198,463 10,498 208,961 154,234 11,014 165,248 For both loans the interest shown is accrued and it is intended that it will be repaid together with the loan principal. The loans are repayable from any future financings undertaken by the group. See note 18. Anglesey Mining plc 56 Notes to financial statements 2023 8 Taxation Activity during the year has generated trading losses for taxation purposes which may be offset against investment income and other revenues. Accordingly, no provision has been made for Corporation Tax. There is an unrecognised deferred tax asset at 31 March 2023 of £1.6 million (2022 - £1.4 million) which, in view of the trading results, is not considered by the directors to be recoverable in the short term. There are also capital allowances, including mineral extraction allowances, of £13.7 million unclaimed and available at 31 March 2023 (2022 - £13.2 million). No deferred tax asset is recognised in respect of these allowances. Current tax Deferred tax Total tax 2023 £ - - - 2022 £ - - - Domestic tax is calculated at 19% (2022 - 19%) of the estimated assessed profit for the year. Taxation for other jurisdictions is calculated at the rates prevailing in the relevant jurisdictions. The total charge for the year can be reconciled to the accounting profit or loss as follows: Loss for the year (961,288) (693,242) Tax at the rate of 19% (182,645) (131,716) Tax effect of: Expenses that are not deductible in determining taxable result: Equity-settled employee benefits Unrecognised deferred tax on losses Total tax 9 Earnings per ordinary share - 10,874 171,771 - - - 131,716 - Earnings Loss for the year Number of shares Weighted average number of ordinary shares for the purposes of basic earnings per share Weighted average number of ordinary shares for the purposes of diluted earnings per share Basic earnings per share Diluted earnings per share 2023 £ 2022 £ (961,288) (693,242) 278,441,233 236,185,143 278,441,233 236,185,143 (0.3)p (0.3)p (0.3)p (0.3)p As there is a loss for the year ended 31 March 2023 the effect of the outstanding share options is anti-dilutive and diluted earnings are reported to be the same as basic earnings. Anglesey Mining plc 57 Notes to financial statements 2023 10 Mineral property exploration and evaluation costs - group Cost At 31 March 2021 Additions - site Additions - rentals & charges At 31 March 2022 Additions - site Additions - rentals & charges At 31 March 2023 Carrying amount Net book value 2023 Net book value 2022 Parys Mountain £ 15,317,293 367,474 26,936 15,711,703 431,379 28,739 16,171,821 16,171,821 15,711,703 Included in the additions are mining lease expenses of £20,116 (2022 - £18,727). Potential impairment of mineral property Accumulated exploration and evaluation expenditure in respect of the Parys Mountain property is carried in the financial statements at cost less any impairment provision. At each reporting date an assessment of exploration and evaluation assets is made to determine whether specific facts and circumstances indicate there is an indication of impairment and whether an impairment test is required. If such an indication exists, the recoverable amount of the asset is estimated and if the carrying amount of the asset exceeds its estimated recoverable amount, the asset is impaired, and the impairment loss is measured. If impairment testing is required, the impairment testing of exploration and evaluation assets is carried out in accordance with IAS 36 Impairment of Assets as modified by IFRS 6. Any impairment loss is charged to the Income Statement to reduce the carrying amount to its estimated recoverable amount. In determining whether there is an impairment indicator, both internal factors (e.g. adverse changes in performance) and external factors (e.g., adverse changes in the business or regulatory environment) are considered. Significant judgment is required when determining whether facts and circumstances suggest that the carrying amount of exploration and evaluation assets may exceed its recoverable amount. The existence and extent of measured or indicated resources; proven or probable mineral reserves; retention of regulatory permits and licences; the availability of development financing; current and future metal price and market sentiment are all factors to be considered. There are several external factors that can have a significant impact on the recoverable amount of a mineral property, including the uncertainty of market conditions, the volatility of commodity prices and foreign exchange rates. Following review, the directors concluded that there are no material adverse changes in facts and circumstances, or in market conditions or regulations affecting, the Parys Mountain property during the year ended 31 March 2023. The directors continued to rely on the publication in January 2021 of the independent PEA, with an expanded resource base, which demonstrated that a major mining operation can be established at Parys Mountain, with robust economics at reasonable capital and operating costs. The property has the potential for the discovery of new or additional resources and has ongoing exploration potential and further work is recommended and planned. Metal prices have improved and the outlook for most minerals, and particularly for the copper, zinc and lead minerals at Parys Mountain, is very encouraging. Accordingly, the directors concluded, as described in the Strategic Report, that any specific facts and circumstances which might suggest there is an indication of impairment have not materially changed during the year and there are no facts or circumstances that suggest there is an indication of impairment and therefore no impairment test was required or completed. Anglesey Mining plc 58 Notes to financial statements 2023 11 Property, plant and equipment Group Cost At 31 March 2021, 2022 and 2023 Depreciation At 31 March 2021, 2022 and 2023 Carrying amount At 31 March 2021, 2022 and 2023 Company Cost At 31 March 2021, 2022 and 2023 Depreciation At 31 March 2021, 2022 and 2023 Carrying amount At 31 March 2021, 2022 and 2023 Freehold land & property £ 204,687 Plant & equipment Office equipment Total £ 17,434 £ 5,487 £ 227,608 - 17,434 5,487 22,921 204,687 - - 204,687 Freehold land & property £ - - - Plant & equipment Office equipment £ 17,434 £ 5,487 Total £ 22,921 17,434 5,487 22,921 - - - 12 Subsidiaries - company The subsidiaries of the company at 31 March 2023 and 2022 were as follows: Name of company Parys Mountain Mines Limited1 Parys Mountain Land Limited1 Parys Mountain Heritage Limited1 Labrador Iron plc2 Angmag AB3 Anglo Canadian Exploration (Ace) Limited1 Country of incorporation England & Wales England & Wales England & Wales Isle of Man Sweden England & Wales Percentage owned 100% 100% 100% 100% 100% 100% Principal activity Development of the Parys Mountain mining property Holder of part of the Parys Mountain property Holder of part of the Parys Mountain property Holder of the company’s investment in Labrador Iron Mines Holdings Limited Holder of the investment in GIAB Dormant Registered office addresses: 1. - Parys Mountain, Amlwch, Anglesey, LL68 9RE 2. - Fort Anne, Douglas, Isle of Man, IM1 5PD 3. - Box 1703, 111 87 Stockholm, Sweden Anglesey Mining plc 59 Notes to financial statements 2023 13 Investments - company At 1 April 2021 Advanced At 31 March 2022 Advanced At 31 March 2023 Shares at cost £ 104,025 - 104,025 - Capital contributions £ 14,472,844 334,304 14,807,148 1,140,882 104,025 15,948,030 Total £ 14,576,869 334,304 14,911,173 1,140,882 16,052,055 The realisation of investments is dependent on finance being available for development and on a number of other factors. Interest is not charged on capital contributions. 14 Investments - group At 1 April 2021 Net change during the period At 31 March 2022 Net change during the period At 31 March 2023 Labrador £ 4,053,507 (2,139,322) 1,914,185 (514,170) 1,400,015 Grangesberg £ 110,157 - 110,157 523,013 633,170 Total £ 4,163,664 (2,139,322) 2,024,342 8,843 2,033,185 LIM – Labrador, Canada The group has an investment in Labrador Iron Mines Holdings Limited, a Canadian company which holds the Labrador iron ore properties described in the Strategic Report. The investment in LIM is carried at fair value through other comprehensive income. The group’s holding of 19,289,100 shares in LIM (12% of LIM’s total issued shares at 31 March 2023) is valued at the closing price traded on the OTC Markets in the United States and in the directors’ assessment this market is sufficiently active to give the best measure of fair value, which on 31 March 2023 was 9 US cents per share (2022 - 13 US cents). At 12 September 2023 the shares traded at 9 US cents per share. Grangesberg - Sweden During the year until 9 February 2023, the group had, through its Swedish subsidiary Angmag AB, a 19.9% ownership interest (unchanged from the holding at 31 March 2022), in Grängesberg Iron AB (GIAB), a Swedish company which holds rights over the Grangesberg iron ore deposits. On 9 February 2023, the group acquired a further 29.8% of the share capital of GIAB, thus increasing its holding to 49.7% of GIAB, through the purchase of Roslagen Resources AB (“Roslagen”) 29.8% stake in GIAB, and the assignment to Angmag of 40% of outstanding subordinated debt owed to Roslagen by GIAB with a nominal value of £335,000, for a total consideration of £523,013 satisfied by a cash payment of £87,000 and the issue to Roslagen of 14,544,827 ordinary shares of Anglesey at a price of 3.0 pence per share, to be held in escrow for twelve months from the date of issue. Under a shareholders’ agreement, Angmag has a reciprocal right of first refusal over the remaining 50.1% of the equity of GIAB, together with management direction of the activities of GIAB subject to certain restrictions. The shareholders' agreement has an initial term of 10 years from 28 May 2014, extendable on a year-to-year basis, unless terminated on one year's notice. At 31 March 2023 GIAB had outstanding senior secured indebtedness of US$6.9 million (£5.7 million) under a senior facilities agreement dated 28 May 2014, and subordinated debt of SEK10.5 million (£0.8 million), of which SEK4.2 million (£314,000) is payable to Angmag and SEK6.2 million is payable to Roslagan. The senior secured debt carries interest at 7% and the final repayment date, which has been extended in prior years, is 31 January 2025. However it may be converted into equity subject to certain conditions. The subordinated debt carries interest at 6.5% and becomes repayable on demand after the senior secured debt is repaid or converted in full, but also may be converted into equity subject to certain conditions. The directors assessed the fair value of the investment in Grangesberg under IFRS 9 and consider the investment’s value at the year-end to approximate the fair value at that date. Although the group has significant influence over certain relevant activities of GIAB, equity accounting has not been applied in respect of this shareholding, which was 19.9% for most of the financial year, as the directors consider this would not have any material effect in the year ended 31 March, 2023. Anglesey Mining plc 60 Notes to financial statements 2023 15 Deposit Group 2023 £ 2022 £ Site re-instatement deposit 124,586 123,811 This deposit was required and made under the terms of a Section 106 Agreement with the Isle of Anglesey County Council which has granted planning permissions for mining at Parys Mountain. The deposit is refundable upon restoration of the permitted area to the satisfaction of the Planning Authority. The carrying value of the deposit approximates to its fair value. 16 Cash and cash equivalents Held in sterling Held in Canadian dollars Held in US dollars Held in Swedish krona Group Company 2023 £ 245,924 1 583 626 2022 £ 921,075 1 444 657 2023 £ 238,663 - - - 2022 £ 921,043 - - - 247,134 922,177 238,663 921,043 The carrying value of the cash approximates to its fair value. 17 Trade and other payables Trade payables Other accruals Group Company 2023 £ (94,796) (115,192) 2022 £ (106,236) (260,182) 2023 £ (51,225) (65,309) 2022 £ (74,619) (157,977) (209,988) (366,418) (116,534) (232,596) The carrying value of the trade and other payables approximates to their fair value. Anglesey Mining plc 61 Notes to financial statements 2023 18 Loans Group 2023 £ 2022 £ Company 2023 £ 2022 £ Loan from Juno Limited Loan from Eurang Limited (3,862,220) (332,501) (3,969,256) (337,839) (3,862,220) - (3,969,256) - (4,194,721) (4,307,095) (3,862,220) (3,969,256) Juno: The loan was provided under a working capital agreement, denominated in sterling and unsecured. It is repayable from any future financing as set out below, or on demand following a notice period of 367 days. In May 2022 a new Investor Agreement was concluded with Juno Limited to replace the controlling shareholder and consolidated working capital agreements. In the new Investor Agreement Juno agreed to participate in any future equity financing, at the same price per share and on the same terms as other arm’s-length participants, to maintain its percentage, with the subscription price to be satisfied by the conversion and consequent reduction of debt, and the company agreed to pay Juno in cash ten percent of the net proceeds of such equity financing in further reduction of the debt. The interest rate on the outstanding debt was reduced from 10% to 5% p.a. from 1 April 2022. In addition, Juno was granted certain nomination and reporting rights, including the right to nominate two directors to the board, so long as Juno holds at least 20% of the company’s outstanding shares, and one director so long as Juno holds at least 10% of the company’s outstanding shares. This renegotiation and new investor agreement was approved by an independent board committee responsible for reviewing and approving any transactions and potential transactions with Juno. The family interests of Danesh Varma have a significant shareholding in Juno. The net effect of the new agreement with the May 2022 financing was that the debt due to Juno was reduced by £305,499, of which £78,345 was paid in cash and the balance by conversion of debt. The carrying value of the loan approximates to its fair value. Eurang Limited: The loan arose in connection with the acquisition of the investment in Grangesberg. It is the subject of a letter agreement, denominated in Swedish Krona, is unsecured and carries interest at 6.5% per annum on the principal only. It is repayable from any future financing, or on demand following a notice period of 367 days. The terms of the facility were approved by an independent committee of the board. The carrying value of the loan approximates to its fair value. Changes in liabilities arising from financing activities 1 April 2021 Cash flows Non cash movements 1 April 2022 Cash flows Non cash movements At 31 March 2023 Due to Juno £ (3,815,022) - (154,234) (3,969,256) 78,345 28,691 (3,862,220) Due to Eurang £ (332,272) - (5,567) (337,839) - 5,338 (332,501) Totals £ (4,147,294) - (159,801) (4,307,095) 78,345 34,029 (4,194,721) The Juno loan relates to the group and company. The non-cash movement represents (i) accrued interest on the loans and (ii) loan repayments to Juno made by the issue of equity. The Eurang loan relates to the group only and its non-cash movement comprises accrued interest and foreign exchange changes. 19 Long term provision - group 2023 £ 2022 £ Provision for site reinstatement (50,000) (50,000) The provision for site reinstatement covers the estimated costs of reinstatement at the Parys Mountain site of the work done and changes made by the group up to the date of the accounts only. These costs would be payable on completion of mining activities (which is estimated to be more than 20 years after mining commences) or on earlier abandonment of the site. The provision has not been discounted because the impact of doing so is not material to the financial statements. There are significant uncertainties inherent in the assumptions made in estimating the amount of this provision, which include judgements of changes to the legal and regulatory framework, magnitude of possible contamination and the timing, extent and costs of required restoration and rehabilitation activity. Anglesey Mining plc 62 Notes to financial statements 2023 20 Share capital Issued and fully paid At 1 April 2021 Issued in the period At 31 March 2022 Issued in the period At 31 March 2023 Ordinary shares of 1p Deferred shares of 4p Total Nominal value £ 2,254,758 225,950 Number 225,475,732 22,595,000 Nominal value £ 5,510,833 - Number 137,770,835 - 2,480,708 248,070,732 5,510,833 137,770,835 471,498 47,149,816 - - Nominal value £ 7,765,591 225,950 7,991,541 471,498 2,952,206 295,220,548 5,510,833 137,770,835 8,463,039 The deferred shares are non-voting, have no entitlement to dividends and have negligible rights to return of capital on a winding up. On 17 May 2022 a placing to institutional and other investors for cash of 22,829,705 shares raising £864,416 gross was completed. In connection with the financing, 1,250,000 broker warrants were issued to WH Ireland and Canaccord, with each warrant exercisable at a price of 3.4 pence per share for a period of three years. At the same time, the terms of the Juno loan were amended, 6,681,000 shares were issued to Juno and a cash repayment of £78,345 was made, together reducing the amount of the outstanding loan by £305,499. See Notes 18 and 24. On 4 August 2022, 500,000 shares were issued to the chief executive, Jo Battershill, as share based compensation upon the achievement of certain performance targets. On 9 February 2023 14,544,827 shares were issued to Roslagen Resources AB in connection with the acquisition of a further 29.8% of the shares of GIAB. Warrants On 16 May 2022, 1,250,000 broker warrants over ordinary shares were issued in conjunction with the cash placing on the same date, exercisable at 3.4 pence each. The fair value of these warrants in aggregate was £18,616 calculated using a Black-Scholes model with these parameters: share price at issue date 3.51 pence, expected life 3 years, annualised volatility 57%, no dividends and a discount rate of 4% pa. 2023 Weighted average exercise price in pence - 3.40 - - 3.40 3.40 Warrants - 1,250,000 - - 1,250,000 1,250,000 Remaining contractual life in years Warrants 2022 Weighted average exercise price in pence Remaining contractual life in years - - - - 2.1 - - - - - - - - - - - - - - - Outstanding at beginning of period Issued Exercised Expired, lapsed or cancelled Outstanding at the end of the period Exercisable at the end of the period Anglesey Mining plc 63 Notes to financial statements 2023 21 Equity-settled employee benefits Options were granted to directors and employees on 4 August 2022 under the 2014 Unapproved Share Option Scheme (‘USOS’) and the Enterprise Management Incentive Scheme (‘EMI’). Both these schemes provide for a grant price equal to or above the average quoted market price of the ordinary shares for the three trading days prior to the date of grant. If the options remain unexercised after a period of 7.5 years from the date of grant, they expire. Options are forfeited if the employee leaves employment with the group before the options vest. 2023 Weighted average exercise price in pence - 4.00 4.00 - - 4.00 4.00 4.00 Options - 6,500,000 4,400,000 - - 1,100,000 9,800,000 9,800,000 Remaining contractual life in years Options 2022 Weighted average exercise price in pence Remaining contractual life in years - - - - - - 7.0 - - - - - - - - - - - - - - - - - - - - Outstanding at beginning of period Granted during the period - USOS Granted during the period - EMI Forfeited during the period Exercised during the period Expired or lapsed during the period Outstanding at the end of the period Exercisable at the end of the period The options outstanding at 31 March 2023 had a weighted average exercise price of 4 pence, and a weighted average remaining contractual life of 7 years. The options granted during the year had a fair value of 0.9 pence each, calculated using a Black-Scholes model with the following inputs Weighted average share price in pence Weighted average exercise price in pence Expected volatility Expected life Risk free rate Expected dividends 2023 2.90 4.00 57% 3 4% - 2022 Expected volatility was determined by calculating the historical volatility of the share price over the previous two years. The expected life used in the model has been adjusted, based on management’s best estimate, for the effects of non-transferability, exercise restrictions and behavioural considerations. The group recognised total expenses of £57,229 (2022 – nil) in respect of equity-settled employee remuneration during the year. A summary of options granted and outstanding, all of which are over ordinary shares of 1 pence, is as follows: Summary of outstanding share options Number Unapproved Share Option Scheme Unapproved Share Option Scheme Unapproved Share Option Scheme Unapproved Share Option Scheme Enterprise Management Incentive Scheme Enterprise Management Incentive Scheme Enterprise Management Incentive Scheme Enterprise Management Incentive Scheme 1,375,000 1,375,000 1,375,000 1,375,000 1,075,000 1,075,000 1,075,000 1,075,000 Nominal value £ 13,750 13,750 13,750 13,750 10,750 10,750 10,750 10,750 Exercise price 4p 4p 4p 4p 4p 4p 4p 4p Exercisable from 31 March 2023 30 September 2023 31 March 2024 30 September 2024 31 March 2023 30 September 2023 31 March 2024 30 September 2024 Exercisable until 31 March 2030 31 March 2030 31 March 2030 31 March 2030 31 March 2030 31 March 2030 31 March 2030 31 March 2030 22 Results attributable to Anglesey Mining plc The loss after taxation in the parent company amounted to £839,074 (2022 loss £682,937). The directors have taken advantage of the exemptions available under section 408 of the Companies Act 2006 and not presented an income statement for the company alone. Anglesey Mining plc 64 Notes to financial statements 2023 23 Financial instruments The main risks arising from the group's financial instruments are currency risk and share price risk. The board reviews and agrees policies for managing each of these risks and these are summarised below. Capital risk management There have been no changes during the year in the group’s capital risk management policy. The group manages its capital to ensure that entities in the group will be able to continue as going concerns while optimising the debt and equity balance. The capital structure consists of debt, which includes the borrowings disclosed in note 18, the cash and cash equivalents and equity comprising issued capital, reserves and retained earnings. The group does not enter into derivative or hedging transactions and it is the policy that no trading in financial instruments be undertaken. Share price risk The shares of Labrador Iron Mines Holdings Limited in Canada are traded on the OTC Market in the United States and the value of the group’s investment in LIM is subject to the market variations applicable to any publicly traded investment. In respect of the value of this investment, if the LIM share price were to fall by 10% there would be a loss to the group of £140,002 and if it were to rise by a similar percentage there would be a gain of £140,002 Interest rate risk The amounts advanced under the Juno loans were at a fixed rate of interest of 10% per annum until 1 April 2022 after which the rate changed to 5% and those from Eurang Limited are at a fixed rate of 6.5% per annum. As a result, the group is not exposed to interest rate fluctuations. Interest received on cash balances is not material to the group’s operations or results. The company (Anglesey Mining plc) is exposed to minimal interest rate risks. Liquidity risk The group has ensured continuity of funding through a mixture of issues of shares and the working capital agreement with Juno Limited. During the year the group raised new financing of over £864,000 through the placement of shares. Trade creditors are payable on normal credit terms which are usually 30 days. The loans due to Juno and Eurang carry a notice period of 367 days. Juno, in keeping with its long-established practice has indicated that it has no current intention of demanding repayment. No such notice had been received by 22 September 2023 in respect of either of the loans and they are classified as having a maturity date between one and two years from the period end. Currency risk The presentational currency of the group and company is pounds sterling. The loan from Juno Limited is denominated in pounds sterling and the group has no currency exposure in respect of this loan. The currency risk in respect of the group’s only other loan (denominated in Swedish krona) is as follows: if the rate of exchange between the krona and sterling were to weaken against sterling by 10% there would be a gain to the group of £ 30,227 (2022 - £30,713) and if it were to move in favour of sterling by a similar amount there would be a loss of £ 36,945 (2022 - £37,538). These gains or losses would be recorded in other comprehensive income. In respect of the investment in Grangesberg in Sweden, if the rate of exchange between the Krona and sterling were to weaken against sterling by 10% there would be a loss to the group of £ 57,414 (2022 - £10,338) and if it were to move in favour of sterling by a similar amount there would be a gain of £ 70,173 (2022 - £12,635). In respect of the investment in Labrador Iron Mines in Canada, if the rate of exchange between the US dollar (the currency of the market on which the shares are quoted) and sterling were to weaken against sterling by 10% there would be a loss to the group of £140,002 (2022 - £174,017) and if it were to move in favour of sterling by a similar amount there would be a gain of £140,002 (2022 - £212,687). Potential exchange variations in respect of other foreign currencies are not material. Credit risk The directors consider that the entity has limited exposure to credit risk as the entity has immaterial receivable balances at the year-end on which a third party may default on its contractual obligations. The carrying amount of the group’s financial assets represents its maximum exposure to credit risk. Cash is deposited with BBB or better rated banks. Group Financial assets Investments Deposit Other receivables Cash and cash equivalents Financial assets classified at fair value through other comprehensive income Financial assets measured at amortised cost 31 March 2023 31 March 2022 31 March 2023 31 March 2022 £ £ £ £ 2,033,185 - - - 2,033,185 2,024,342 - - - 2,024,342 - 124,586 49,635 247,134 421,355 - 123,811 57,123 922,177 1,103,111 Anglesey Mining plc 65 Notes to financial statements 2023 Trade payables Other payables Loans Company Other receivables Cash and cash equivalents Trade payables Other payables Loan Financial liabilities measured at amortised cost 31 March 2023 31 March 2022 £ (94,796) (115,192) (4,194,721) £ (106,236) (260,182) (4,307,095) (4,404,709) (4,673,513) Financial assets measured at amortised cost Financial liabilities measured at amortised cost 31 March 2023 31 March 2022 31 March 2023 31 March 2022 £ 8,925 238,663 - - - £ 10,920 921,043 £ - - £ - - - - - (51,225) (65,309) (74,619) (157,977) (3,862,220) (3,969,256) 247,588 931,963 (3,978,754) (4,201,852) 24 Related party transactions Transactions between Anglesey Mining plc and its subsidiaries are summarised in note 13. Juno Limited Juno Limited (Juno) which is registered in Bermuda held 22% of the company’s issued ordinary share capital at 31 March 2023. The group had the following agreements with Juno: (a) a controlling shareholder agreement dated September 1996 and (b) a consolidated working capital agreement of 12 June 2002. In May 2022 a new Investor Agreement was concluded with Juno to replace the controlling shareholder and consolidated working capital agreements. In the new Investor Agreement Juno agreed to participate in any future equity financing, at the same price per share and on the same terms as other arm’s-length participants, to maintain its percentage, with the subscription price to be satisfied by the conversion and consequent reduction of debt, and the company agreed to pay Juno in cash ten percent of the net proceeds of such equity financing in further reduction of the debt. From 1 April 2022 the principal and interest accumulated up to 31 March 2022 were combined and simple interest charged at 5%, instead of 10% as had been charged on the principal only up to 31 March 2022. In addition, Juno was granted certain nomination and reporting rights, including the right to nominate two directors to the board, so long as Juno holds at least 20% of the company’s outstanding shares and one director so long as Juno holds at least 10% of the company’s outstanding shares. This renegotiation and new investor agreement were approved by an independent board committee responsible for reviewing and approving any transactions and potential transactions with Juno. The family interests of Danesh Varma have a significant shareholding in Juno. The net effect of the new agreement with the May 2022 financing was that the debt due to Juno was reduced by £305,499, of which £78,345 was paid in cash and the balance by conversion of debt. Interest payable to Juno is shown in note 7 and the balance due to Juno is shown in note 18. There were no further transactions between the group and Juno or its group during the year. Grangesberg John Kearney and Danesh Varma, as nominees of the company, are directors of Grangesberg Iron AB. Danesh Varma has been associated with the Grangesberg project since 2007 when he became a director of Mikula Mining Limited, a company subsequently renamed Eurang Limited, previously involved in the Grangesberg project. He did not take part in the decision to enter into the Grangesberg project when this was approved by the board in 2014. The Group has a liability to Eurang Limited, amounting to £332,501 at the year-end (2022 – £337,839). See also note 18. Key management personnel All key management personnel are directors and appropriate disclosure with respect to them is made in the directors’ remuneration report. There are no other contracts of significance in which any director has or had during the year a material interest. Anglesey Mining plc 66 Notes to financial statements 2023 25 Mineral holdings Parys Mountain (a) Most of the mineral resources delineated to date are under the western portion of Parys Mountain, the freehold and minerals of which are owned by the group. A royalty of 6% of net profits after deduction of capital allowances, as defined for tax purposes, from production of freehold minerals is payable. The mining rights over and under this area, and the leasehold area described in (b) below, are held in the Parys Mountain Mines Limited subsidiary. (b) Under a mining lease from Lord Anglesey dated December 2006, the group holds the eastern part of Parys Mountain, formerly known as the Mona Mine. An annual certain rent of £13,116 is payable for the year beginning 23 March 2022; the base part of this rent increases to £20,000 when extraction of minerals at Parys Mountain commences; this rental is index-linked. A royalty of 1.8% of net smelter returns from mineral sales is also payable. The lease may be terminated at 12 months’ notice and otherwise expires in 2070. (c) The group held a 31-year lease dated December 1991 from the Crown Estate granting rights to prospect for and work gold and silver (Crown Minerals) in the areas held by the group. Under that lease, there was an annual lease payment of £5,000 and a royalty of 4% of gross sales of gold and silver produced from the lease area. That Crown lease expired in April 2020. Negotiations and communications in respect of the granting of a new lease are continuing with the Crown Estate. It is expected that a new lease or other arrangements for dealing with the gold and silver would be subject to annual rent payments and a royalty on gold and silver sales. Lease payments The mining leases may be terminated by the group with 12 months’ notice. If they are not so terminated, the minimum payments due in respect of the leases and royalty agreement are analysed as follows: within the year commencing 1 April 2023 - £21,888 and for the five years between 1 April 2024 and 31 March 2028 - £121,379 Thereafter the payments will continue at proportionate annual rates, in some cases with increases for inflation, for so long as the leases are retained or extended. 26 Material noncash transactions There were no material non-cash transactions in the year. Under the Development and Co-operation Agreement with QME Limited in respect of Parys Mountain optimisation studies which began in 2018, it was agreed to grant QME various rights and options relating to the future development of Parys Mountain comprising contracts for the construction of the decline and the underground mine, including rehabilitation of the shaft. This will be done on terms to be agreed following a decision to proceed with the development of Parys Mountain. In the absence of agreement such contracts may be offered to third parties, subject to a right of first refusal in favour of QME, and subject to a payment to QME, upon the award of such contracts to a third-party, of a break-fee of £500,000. Under such circumstances, the award of such contracts to a third party could potentially create a contingent liability for the payment of the break fee however such liability is not at this time crystallised. In addition, QME would be granted the right and option, upon completion of a Prefeasibility Study, to undertake at its cost and investment, the mine construction component of the Parys Mountain project, including the decline and related underground development and shaft works, with a scope to be agreed, to the point of commencement of production, in consideration of which QME would earn a 30% undivided joint venture interest in the Parys Mountain project. 27 Commitments Other than commitments under leases (note 25) there is no capital expenditure authorised or contracted which is not provided for in these accounts (2022 - nil). 28 Contingent liabilities There are no contingent liabilities (2022 - nil). Anglesey Mining plc 67 Notes to financial statements 2023 29 Events after the period end On 16 May 2023, a Placing and Subscription raised, in aggregate, gross proceeds of £1 million. The placing comprised 64,999,993 shares with certain institutional and other investors at a price of 1.5 pence per share and the subscription comprised 1,666,666 shares also at a price of 1.5p. Directors John Kearney, Jo Battershill and Namrata Verma participated in the placing on the same terms as all other placees. In addition 3,333,333 shares were issued to Jo Battershill in lieu of part of his compensation for the period between August 2021 and December 2022 in accordance with the terms of his contract. On 25 July 2023 there was a further placing which raised gross proceeds of £0.5m. This comprised 33,333,329 new ordinary shares with certain institutional and other investors at a price of 1.5 pence per share. Warrants with a term of 18 months to subscribe for one ordinary share at a price of 2.5 pence for every two placing or subscription shares were issued as part of these financings. Also in connection with the financings, broker warrants were issued to WH Ireland as follows: No. of warrants 1,020,102 3,333,332 1,666,666 6,020,100 Exercise price Expiry date 3.40 1.50 1.50 20/05/2025 16/05/2026 23/08/2027 Anglesey Mining plc 68 Notice of Annual General Meeting 2023 Notice is given that the 2023 Annual General Meeting of Anglesey Mining plc will be held at the offices of DLA Piper, 160 Aldersgate Street London EC1A 4HT on 27 October 2023 at 12 noon to consider and, if thought fit, to pass the resolutions set out below. As ordinary business 1. 2. 3. To receive the annual accounts and directors' and auditor’s reports for the year ended 31 March 2023 To approve the directors' remuneration report for the year ended 31 March 2023 To approve the directors' remuneration policy in the directors’ remuneration report for the year ended 31 March 2023 To reappoint John F. Kearney as a director To reappoint Jonathan (Jo) Battershill as a director To reappoint Danesh Varma as a director To reappoint Namrata Verma as a director To reappoint Andrew King as a director To appoint UHY Farrelly Dawe White as auditor 4. 5. 6. 7. 8. 9. 10. To authorise the directors to determine the remuneration of the auditor. As special business 11. That, pursuant to section 551 of the Companies Act 2006 ("Act"), the directors be and are generally and unconditionally authorised to exercise all powers of the company to allot shares in the company or to grant rights to subscribe for or to convert any security into shares in the company up to an aggregate nominal amount of £4,200,000, provided that (unless previously revoked, varied or renewed) this authority shall expire on 31 December 2024, save that the company may make an offer or agreement before this authority expires which would or might require shares to be allotted or rights to subscribe for or to convert any security into shares to be granted after this authority expires and the directors may allot shares or grant such rights pursuant to any such offer or agreement as if this authority had not expired. This authority is in substitution for all existing authorities under section 551 of the Act (which, to the extent unused at the date of this resolution, are revoked with immediate effect). 12. That pursuant to section 570 of the Act, the directors be and are generally empowered to allot equity securities (within the meaning of section 560 of the Act) for cash pursuant to the authority granted under section 551 of the Act pursuant to the preceding resolution as if section 561(1) of the Act did not apply to any such allotment, provided that this power shall be limited to the allotment of equity securities: (a) in connection with an offer of equity securities (whether by way of a rights issue, open offer or otherwise) (i) to holders of ordinary shares in the capital of the company in proportion (as nearly as practicable) to the respective numbers of ordinary shares held by them; and (ii) to holders of other equity securities in the capital of the company, as required by the rights of those securities or, subject to such rights, as the directors otherwise consider necessary but subject to such exclusions or other arrangements as the directors may deem necessary or expedient in relation to treasury shares, fractional entitlements, record dates or any legal or practical problems under the laws of any territory or the requirements of any regulatory body or stock exchange; and (b) otherwise than pursuant to item (a) above, up to an aggregate nominal amount of £4,200,000 and (unless previously revoked, varied or renewed) this power shall expire on 31 December 2024, save that the company may make an offer or agreement before this power expires which would or might require equity securities to be allotted for cash after this power expires and the directors may allot equity securities for cash pursuant to any such offer or agreement as if this power had not expired. This power is in substitution for all existing powers under section 570 of the Act which, to the extent effective at the date of this resolution, are revoked with immediate effect. By order of the board Danesh Varma Company secretary 22 September 2023 Anglesey Mining plc 69 Notice of Annual General Meeting 2023 Notes to the notice of AGM Entitlement to attend and vote If you wish to attend the Annual General Meeting (Meeting) in person, you must send an email to mail@angleseymining.co.uk by 12.00 noon on 25 October 2023 to make an advance booking for your attendance. Please include the letters ‘AGM’ in the subject line. You must also attach a Letter of Corporate Representation from the custodian of your shares if the shares are not registered in your name. Please note that your name must be pre-registered with the venue in advance of the day. To be entitled to attend and vote at the Meeting (and for the purpose of the determination by the Company of the votes they may cast), shareholders must be registered in the Register of Members at close of business on 25 October 2023 (or, in the event of any adjournment, at the close of business on the date which is two business days before the date of the adjourned meeting). Changes to the Register of Members after the relevant deadline shall be disregarded in determining the rights of any person to attend and vote at the Meeting. Appointment of proxies Members who are entitled to attend and vote at the Meeting are entitled to appoint a proxy to exercise all or any of their rights in relation to the meeting on their behalf at the meeting. A shareholder may appoint more than one proxy in relation to the Meeting provided that each proxy is appointed to exercise the rights attached to a different share or shares held by that shareholder. A proxy need not be a shareholder of the Company. You can appoint a proxy by:   logging onto www.signalshares.com and submitting your proxy appointment and votes online by following the instructions. If you have not previously done so, you will first need to register to use this service. To do this you will need your investor code detailed on your share certificate; or if you are a CREST member, submitting a proxy appointment electronically by using the CREST voting service (in accordance with the notes below). If you would prefer a paper proxy form, you may request one from the registrar, Link Group, by emailing shareholderenquiries@linkgroup.co.uk or by calling 0371 664 0300 (calls are charged at the standard geographic rate and will vary by provider). If you are calling from overseas, the number is +44 (0)371 664 0300 and calls will be charged at the applicable international rate. Proxy appointments must be received by no later than 12 noon on 25 October 2023 for them to be valid (or in the event of an adjournment, no later than 48 hours (excluding any part of a day that is not a working day) before the time of the adjourned meeting). Beneficial owners of Ordinary Shares should consult with their custodian or nominee in case they have any queries on how to complete and submit a proxy appointment on their behalf. The return of a completed proxy form or the submission of an electronic proxy appointment will not prevent a shareholder attending the Meeting and voting in person if he/she wishes to do so, subject to any legislation in force temporarily limiting such rights. In the case of joint holders, where more than one of the joint holders purports to appoint a proxy, only the appointment submitted by the most senior holder will be accepted. Seniority is determined by the order in which the names of the joint holders appear in the Register of Members in respect of the joint holding (the first-named being the most senior). To change proxy instructions, please submit a new proxy appointment using the methods set out above. If you submit more than one valid proxy appointment, the appointment received last before the latest time for the receipt of proxies will take precedence. Appointment of proxies through CREST CREST members who wish to appoint a proxy or proxies through the CREST electronic proxy appointment service may do so by using the procedures described in the CREST Manual. CREST Personal Members or other CREST sponsored members, and those CREST members who have appointed (a) service provider(s), should refer to their CREST sponsor or voting service provider(s), who will be able to take the appropriate action. In order for a proxy appointment or instruction made using the CREST service to be valid, the appropriate CREST message (a CREST Proxy Instruction) must be properly authenticated in accordance with Euroclear UK & International Limited’s specifications, and must contain the information required for such instruction, as described in the CREST Manual (available via www.euroclear.com). In order to be valid, the message, regardless of whether it constitutes the appointment of a proxy or is an amendment to the instruction given to a previously appointed proxy, must be transmitted so as to be received by the issuer’s agent (ID RA10) by no later than 12 noon on 25 October 2023. For this purpose, the time of receipt will be taken to be the time (as determined by the time stamp applied to the message by the CREST Application Host) from which the issuer’s agent is able to retrieve the message by enquiry to CREST in the manner prescribed by CREST. After this time any change of instructions to proxies appointed through CREST should be communicated to the appointee through other means. CREST members and, where applicable, their CREST sponsors, or voting service providers should note that Euroclear UK & International Limited does not make available special procedures in CREST for any particular message. Normal system timings and limitations will, therefore, apply in relation to the input of CREST Proxy Instructions. Anglesey Minin g plc 70 Notice of Annual General Meeting 2023 It is the responsibility of the CREST member concerned to take (or, if the CREST member is a CREST personal member, or sponsored member, or has appointed a voting service provider, to procure that his CREST sponsor or voting service provider(s) take(s)) such action as shall be necessary to ensure that a message is transmitted by means of the CREST system by any particular time. In this connection, CREST members and, where applicable, their CREST sponsors or voting system providers are referred, in particular, to those sections of the CREST Manual concerning practical limitations of the CREST system and timings. The Company may treat as invalid a CREST Proxy Instruction in the circumstances set out in Regulation 35(5)(a) of the Uncertificated Securities Regulations 2001. Nominated persons Any person to whom this Notice is sent who is a person nominated under section 146 of the Act to enjoy information rights (a Nominated Person) may, under an agreement between him/her and the shareholder by whom he/she was nominated, have a right to be appointed (or to have someone else appointed) as a proxy for the Meeting. If a Nominated Person has no such proxy appointment right or does not wish to exercise it, he/she may, under any such agreement, have a right to give instructions to the shareholder as to the exercise of voting rights. The statement in these notes concerning the rights of shareholders in relation to the appointment of proxies in the note on page 16 of this document does not apply to Nominated Persons. Such rights described in that note can only be exercised by shareholders of the Company. Corporate representatives Any corporation which is a member can appoint one or more corporate representatives who may exercise on its behalf all of its powers as a member provided that they do not do so in relation to the same shares. The attendance in person of the meeting of any corporate representative shall be subject to any special arrangements that the board of directors determines necessary in light of the coronavirus pandemic. Publication of audit concerns on website Under section 527 of the Act, shareholders have the right to request publication of any concerns that they propose to raise at the Meeting relating to the audit of the Company’s accounts, subject to meeting the threshold requirements set out in that section. Where a statement is published the Company will forward the statement to the auditor not later than the time when it makes the statement available on the website. The business which may be dealt with at the Meeting includes any statement that the Company has been required, under section 527 of the Act, to publish on its website. The Company cannot require the members concerned to pay its expenses in complying with either section 527 or 528 of the Act. Entitlement to ask questions Any shareholder attending the meeting has the right to ask questions relating to the business of the meeting and for these to be answered, unless the answer: would interfere unduly with the preparation for the meeting or involve the disclosure of confidential information; has already been published on the website; or it is not in the interests of the Company or the good order of the meeting that the question be answered. Details of communications The electronic address given in this Notice for the appointment of proxies for the meeting is given for that purpose only and may not be used for any other purposes including general communication with the Company in relation to the meeting or otherwise. Except as provided above, members who have general queries about the Meeting should use the following means of communication (no other method of communication will be accepted):    calling the shareholder helpline, 0371 664 0300 or from overseas +44 371 664 0300; by email to shareholderenquiries@linkgroup.co.uk; or by writing to the registrar, Link Group, Central Square, 29 Wellington Road, Leeds, LS1 4DL. Documents on Display Copies of this document and of the Articles of Association will be available for inspection at the registered office of the Company during usual business hours on any weekday (Saturdays, Sundays and public holidays excluded) from the date of this document and at the place of the Meeting from at least 15 minutes prior to, and until the conclusion of, the Meeting. A copy of this document, and other information required by section 311A of the Act, can be found on the investors section of the website at www.angleseymining.co.uk. Issued shares and total voting rights As at 22 September 2023 (being the latest practicable date prior to the publication of this Notice) the issued share capital consisted of 420,093,017 ordinary shares with a nominal value of £0.01 each, carrying one vote each and 21,529,451 Deferred A Shares and 116,241,384 Deferred B Shares which do not carry any rights to vote. Therefore, the total voting rights as at 22 September 2023 are 420,093,017. Anglesey Minin g plc 71 Directors John F. Kearney Jonathan (Jo) Battershill Bill Hooley until 7 June 2022 2023 Irish, aged 72, is Chairman of Anglesey Mining plc, and several other public companies, including Labrador Iron Mines Holdings Limited, Buchans Resources Limited and Minco Exploration plc, and until 2019 was Chairman of Canadian Zinc Corporation. He is a director of Grangesberg Iron AB. Over the course of his career, he has served as a senior officer (usually chairman and/or chief executive) of more than thirty public companies incorporated in Canada; Ireland; United Kingdom; United States; Australia and elsewhere, the shares of which were listed on various stock exchanges (including London Stock Exchange; AIM Market; Toronto Stock Exchange; New York Stock Exchange; American Stock Exchange; NASDAQ; Australian Stock Exchange). Mr. Kearney also served as a director and member of the Executive Committee of the Mining Association of Canada and as a director and two term President of the Northwest Territories and Nunavut Chamber of Mines. Mr. Kearney is a member of the Prospectors and Developers Association of Canada, the Canadian Institute of Mining and Metallurgy and the Law Society of Ireland. He holds degrees in law and economics from University College Dublin, an M.B.A. degree from Trinity College Dublin, and a Certificate in Mining Law from Osgoode Hall Law School, York University, Toronto. He qualified as a solicitor in Ireland and as a chartered secretary with the Institute of Chartered Secretaries and Administrators in London. He is a member of the nomination and remuneration committees. aged 53, Chief Executive, is a mining geology graduate from Camborne School of Mines and has 28 years of experience both in mining operations and in the mining finance sector, particularly in Australia and in the United Kingdom. After almost a decade working in mining operations and business development with Western Mining Corporation in Australia, Canada and Cuba, in 2004 he joined a boutique broking house in Perth, Western Australia. He subsequently worked in the mining finance sector for 17 years until July 2021, predominantly as an Executive Director for UBS in Sydney/London for almost 10 years and as Managing Director for Canaccord in London. Early in his mining career he worked as an underground miner at the South Crofty Tin Mine in Cornwall, while attending the School of Mines. Mr Battershill is also non-executive director of ASX listed companies Silver Mines Limited and Errawarra Resources Limited. Bill Hooley was a director until his untimely death on 7 June 2022. He was Deputy Chairman and previously Chief Executive (until 31 July 2021). He was a mining engineering graduate from the Royal School of Mines, London and had extensive experience in the minerals industry including mine and processing operations, planning, project management and corporate management in many countries including Australia, Saudi Arabia, Canada and the UK. He also practised as a minerals industry consultant at a senior level and managed other businesses developing and selling products and services to the minerals and related industries. He was Vice-Chairman and a director of Labrador Iron Mines Holdings Limited as well as chairman and a director of Grangesberg Iron AB and Angmag AB. He had been a director of a number of other companies involved in the minerals industry and was a Fellow of the Australasian Institute of Mining and Metallurgy. Directors Danesh Varma Howard Miller Until 22 December 2022 Andrew King Namrata Verma 2023 aged 73, Finance Director and Company Secretary is a chartered accountant in England and Wales, and Canada, with many years of experience in financial management. He is currently a director of Brookfield Investment Corp., Labrador Iron Mines Holdings Limited, Grangesberg Iron AB, Angmag AB and Minco Exploration plc. He also serves as the Chief Financial Officer of Buchans Resources Limited. Previously he was President of American Resource Corporation and Westfield Minerals Limited and a director of Northgate Exploration Limited., Minco plc and Connemara Mining plc Was a non-executive director until 22 December 2022 when he passed away. He was a lawyer with over 45 years’ experience in the legal and mining finance sector in Africa, Canada and the UK. He had extensive experience in the financing of resource companies and was chairman and chief executive of Avnel Gold Mining Limited which operated the Kalana gold mine in Mali and was acquired by Endeavour Mining in 2018. He was a member of the remuneration, audit and nomination committees and the lead independent director. aged 58, non-executive director appointed 20 December 2021. Andrew has more than 30 years’ experience in the mining, metals and banking sectors where his management experience has encompassed strategic, financial and operational oversight. He is currently Managing Director of Scanmetals A/S, a specialist metal recycling business with operations in Denmark, the UK and Germany. Prior thereto he was Group Business Development Director at Amalgamated Metal Corporation Plc. and for thirteen years Andrew held various positions with Standard Bank including Head of Resource Banking, Global Co-Head Investment Banking, and Chief Executive Standard Bank Asia. Earlier in his career he worked with BMO Nesbitt Burns and Warrior International. Other directorships have included Avnel Gold Mining Limited and Rame Energy plc. Andrew has a BSc in Metallurgical Engineering from the University of the Witwatersrand, South Africa and an MBA from the London Business School. He is a member of the audit and nomination committees. aged 43, non-executive director appointed 20 December 2021. Namrata Verma is an experienced corporate finance executive with strong credentials in advising metals and mining companies with assets at the pre-feasibility and feasibility stages on project bankability, growth strategies, funding options, and financing execution. She is the founder of Terrafranca Advisory, which was set up in 2015 to provide independent debt financing advice to early-stage and small and mid-cap mining companies and investors. She has advised on bankability considerations, debt structuring and arranging on numerous mining projects in Europe and Africa. Namrata previously had more than a decade of experience at Standard Chartered Bank, in Asia and the UK, where she was a director in the mining finance team focused on advising and arranging project and structured debt financing, acquisition financing and working capital funding for mining and metals clients. Namrata holds a Bachelor of Engineering from Nanyang Technological University, Singapore and an MBA from the London Business School. She is a member of the audit and remuneration committees. Solicitors DLA Piper UK LLP 1 St Peters Square Manchester M2 3DE Auditor UHY Farrelly Dawe White Limited FDW House, Blackthorn Business Park, Coes Road, Dundalk, A91 RW26, Ireland Anglesey Mining plc London office Registrars Parys Mountain Amlwch, Anglesey, LL68 9RE Phone 01407 831275 mail@angleseymining.co.uk The Old Church, 89a Quicks Road Wimbledon, London SW19 1EX Link Group 29 Wellington Street, Leeds, LS1 4DL Share dealing phone 0371 664 0445 Helpline phone 0371 664 0300 Company registered number 1849957 Registered office address Web site Shares listed Parys Mountain, Amlwch, Anglesey, LL68 9RE www.angleseymining.co.uk AIM - AYM On 8 April 2022 the company’s shares were admitted to trading on AIM and the company’s listing on the premium segment of main board was cancelled. 

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