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Atalaya Mining plc

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FY2023 Annual Report · Atalaya Mining plc
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Annual Report

FOR THE YEAR ENDED 31 DECEMBER 2023

Management and strategic Report
Company Overview

Our Purpose

Performance Highlights

Atalaya at a Glance

Letter from the Chair

Directors’ and Officers’ Statement

Basis of Reporting

Our Business Model: Strategic Focus for Growth

Market Overview

Strategic Framework

Managing Our Risks and Uncertainties

Operating Review

Financial Review

Other Matters
Sustainability Approach
Our Commitment to Sustainability

Corporate Governance for a Sustainable Future

Professional and Personal Development

Safe Operations

Environment and Climate Change

Driving Local Development

Innovation and Technology

Non-Financial Information Statement
Corporate Governance
Board Leadership and Company Purpose

Letter from the Chair of the Nomination and Governance Committee

Atalaya’s approach to Governance

About the Board of Directors and Committees

Division of Responsibilities

Executive Committees

Audit Committee Report

Nomination and Governance Committee Report

Physical Risks Committee Report

Sustainability Committee Report

Remuneration Committee Report

Annual Report on Remuneration

Statement of Directors’ Responsibilities
Financial Statements
Independent Auditor’s Report

Consolidated and Company Financial Statements

1 | Atalaya Mining plc 2023 Annual Report

Contents

3
3

6

7

8

11

13

14

16

18

21

24

42

47

55
60
60

62

65

67

70

72

75

77
80
80

80

82

83

94

96

97

101

104

106

107

114

117
118
118

123

Notes to the Consolidated and Company Financial Statements
Additional Information
Glossary of Terms

Shareholder Enquiries

Contents

129
192
192

196

2 | Atalaya Mining plc 2023 Annual Report

Management and strategic Report

Company Overview

Atalaya Mining

Ore mined

Ore processed

Copper contained in concentrate

Cash cost

AISC

Realised copper price (excl. QPs)

t

t

t

$/lb

$/lb

$/lb

2018

2019

2020

2021

2022

2023

10,753,598

10,366,903

13,604,801

13,535,470

14,884,361

14,944,638

9,819,839

10,453,116

14,833,916

15,822,610

15,410,459

15,790,098

42,114

44,950

55,890

56,097

52,269

51,667

1.94

2.26

2.89

1.80

2.14

2.73

1.95

2.21

2.78

2.18

2.48

4.22

3.16

3.37

3.96

2.79

3.09

3.80

EBITDA

€`000

53,542

61,333

67,444

199,114

55,314

73,100

Working Capital surplus / (deficit)

€`000

8,435

3,598

(17,904)

102,430

84,047

68,618

Net cash position

€`000

33,070

8,077

(15,233)

60,073

53,085

54,320

Cash at bank

€`000

33,070

8,077

37,767

107,517

126,448

121,007

Key Company Events

2014: The Company appointed a new management team, including Alberto Lavandeira, its current
chief executive officer (“CEO”).

2015: The  Company changed  its name to Atalaya  Mining plc and obtained the  Mining Permit and
Restoration Plan approval for Proyecto Riotinto. The Company also completed a £64.9 million capital
raise in 2015 to fund the re-development of Proyecto Riotinto.

2016: Commercial production at Proyecto Riotinto was declared and  Atalaya reached a processing
capacity of 9.5 Mtpa towards the end of the year.

2017: Atalaya exercised an option to acquire 10% of the share capital of Cobre San Rafael S.L. (“Cobre
San  Rafael”),  the  owner  of  Proyecto  Touro.  The  Company  also  approved  an  expansion  project  to
increase processing capacity at Proyecto Riotinto from 9.5  Mtpa to 15.0  Mtpa and completed a £31
million placing to fund development. Expansion capacity was achieved in January 2020.

2018: Atalaya completed a positive pre-feasibility study for Proyecto Touro. The Company also agreed
the buy out of the royalty agreement with Rumbo 5. Cero, S.L. ("Rumbo").

2019: Atalaya reaches full mechanical completion of 15Mtpa expansion project.

2020: The Company received a negative Environmental Impact Statement (Declaración de Impacto
Ambiental)  from  the  Xunta  de  Galicia  in  respect  of  Proyecto  Touro.  The  Company  also  acquired
Proyecto Masa Valverde, a polymetallic project located in Huelva, Spain.

2021:  Atalaya  approved  its  inaugural  dividend  of  $0.395  per  ordinary  share  (approximately  €47.3
million) and, effective for FY2022, the Company adopted a dividend policy to make an annual payout
of between 30% and 50% of free cash flow payable in two half-yearly instalments. In December 2021,
Atalaya announced the acquisition of a 51% interest in Rio Narcea Nickel, S.L., and in Q3 2022, Atalaya
increased its ownership interest in POM to 99.9%.

3 | Atalaya Mining plc 2023 Annual Report

Management and strategic Report

2022:  The  Company  approved  the  construction  of  the  first  phase  of  an  industrial-scale  plant  that
utilises the E-LIX System to produce high value copper and zinc metals from the complex sulphide
concentrates sourced from Proyecto Riotinto.
Atalaya announced the conclusion of Astor Management AG ("Astor") litigation.

2023: Atalaya was granted in April the Unified Environmental Authorisation (Autorización Ambiental
Unificada) in respect of Proyecto Masa Valverde and for Proyecto Riotinto a substantial modification
to  the  existing  Unified  Environmental  Authorisation  for  which  allows  for  the  expansion  of  tailings
capacity  and  is  expected  to  facilitate  the  potential  development  of  regional  deposits  such  as  San
Dionisio and San Antonio. In November, the Company announced its intention to move to the Main
Market of the London Stock Exchange and its intention to re-domicile the Company by transferring
its  registered  office  from  the  Republic  of  Cyprus  to  the  Kingdom  of  Spain,  subject  to  receipt  of
shareholder  approval  and  regulatory  consents.  On  December  2023  shareholder  approved  the  Re-
domiciliation.

Proyecto Riotinto

Main assets

Proyecto  Riotinto  is  a  mining  and  processing  complex  that  produces  copper  concentrates.  It  is
located between  the municipalities of  Minas de  Riotinto, Nerva and  El Campillo in  the province of
Huelva (Andalucía, Spain), approximately 65 km northwest of Seville and 70 km northeast of the port
of Huelva. Atalaya owns and operates Proyecto Riotinto through its wholly owned subsidiary, Atalaya
Riotinto Minera, S.L.U.

Proyecto  Riotinto  consists  of  an  operating  open  pit  mine  (Cerro  Colorado),  the  15  Mtpa  Riotinto
Processing Plant and supporting infrastructure. In addition, the development stage San Dionisio and
San Antonio deposits are located adjacent to the Cerro Colorado pit.

E-LIX Phase I Plant

The  E-LIX  Phase I  Plant is an  industrial-scale processing  plant that utilises the  E-LIX System and  is
located at Proyecto Riotinto.

The E-LIX System is a newly developed and innovative electrochemical extraction process that utilises
singular catalysts and physicochemical conditions to dissolve the valuable metals contained within
sulphide concentrates in order to produce high-value copper and zinc metals from complex sulphide
concentrates.

The E-LIX System was developed by Lain Technologies Ltd (“Lain Tech”) with the financial support of
Atalaya. Over a period of six years, Atalaya and Lain Tech conducted continuous evaluation, de-risking
and testing of the process, including through the development of a semi-industrial pilot plant in 2019
to demonstrate the feasibility of the system. In 2020, Atalaya reached agreement with Lain Tech to
use Lain Tech patents on an exclusive basis within the Iberian Pyrite Belt in Spain and Portugal.

Riotinto District- Proyecto Masa Valverde ("PMV")

Proyecto Masa Valverde is a development stage volcanogenic massive sulphide (“VMS”) type project
located in the province of Huelva (Andalucía, Spain), approximately 80 km west-northwest of Sevilla
and 32 km north northeast of the port of Huelva. Atalaya has owned PMV since October 2020 through
its wholly owned subsidiary Atalaya Masa Valverde, S.L.U.

Development  of  PMV  contemplates  underground  mining  of  the  Masa  Valverde  and  Majadales
deposits,  which  would  be  accessed  by  constructing  a  ramp.  Mined  material  would  then  be
transported  by  public  road  to  the  Riotinto  Processing  Plant  for  processing.  This  development
scenario  is  consistent  with  Atalaya’s  strategy  of  developing  the  Riotinto  Processing  Plant  into  a
central processing hub for Atalaya’s assets in the Riotinto District.

Proyecto Touro

Proyecto Touro is a brownfield copper project located in the Galicia region of northwest Spain that is
currently in the permitting process. Proyecto Touro is accessible via a network of existing bitumen
sealed roads. Proyecto Touro is located in the “San Rafael” concession, which is an exploitation permit
held by Cobre San Rafael. Atalaya exercised an option to acquire a 10% interest in Cobre San Rafael in
February  2017  as  part  of  an  earn-in  agreement  that  enables  Atalaya  to  acquire  up  to  an  80%
ownership interest as certain development milestones are met.

4 | Atalaya Mining plc 2023 Annual Report

Management and strategic Report

Proyecto Ossa Morena

Proyecto Ossa Morena consists of a package of investigation permits that are strategically distributed
along prospective zones of the Ossa Morena Metallogenic Belt in southwest Spain.

In December 2021, Atalaya announced the acquisition of a 51% interest in Atalaya Ossa Morena, S.L.
(formerly, Rio Narcea Nickel, S.L.), which owned 17 investigation permits. The acquisition also provided
a 100% interest in three investigation permits that are located along the Ossa Morena Metallogenic
Belt. In 2022,  Atalaya increased its ownership  interest  in  Proyecto  Ossa  Morena to 99.9%, following
completion of a capital increase of Atalaya Ossa Morena, S.L. for the purposes of funding exploration
activities.

Proyecto Riotinto East

In  December  2020,  Atalaya  entered  into  a  Memorandum  of  Understanding  with  Geotrex,  S.L.  to
acquire a 100% beneficial interest in three investigation permits, which covered approximately 12,368
hectares, located immediately east of Proyecto Riotinto (Peñas Blancas and Cerro Negro) and further
to  the  southeast,  near  Sevilla  (Los  Herreros).  After  a  short  drilling  campaign,  the  Los  Herreros
investigation permit was rejected in June 2022. Proyecto Riotinto East consists of the remaining two
investigation permits, Peñas Blancas and Cerro Negro, totalling 10,016 hectares.

5 | Atalaya Mining plc 2023 Annual Report

Management and strategic Report

Our Purpose

Our Strategy

Operational Expertise that Delivers

Atalaya  Mining  continues  to  build  on  its  success  at  Proyecto  Riotinto,  increasing  production  and
capacity, with a view to becoming a multi-asset producer. It maintains a focus on the development
of sustainable, scalable and low-risk assets in mining-favourable jurisdictions.

Our Mission

Responsibly Increasing Long Term Value for All Stakeholders

Atalaya  Mining  implements  its  strategic  objectives  to  ensure  the  ongoing  stable  growth  of  the
Company. Protecting and enhancing the value for all stakeholders is of paramount importance, and
the Company continuously looks at opportunities to achieve this.

The Company seeks to provide society with the essential raw materials required for economic growth
and the energy transition.

Atalaya  Mining  is  focused  on  conducting  responsible  mining  that  positively  impacts  local
communities, the environment and all our stakeholders.

Our Values

A Committed Duty to a Safe and Ethical Working Environment

Atalaya  Mining is committed to responsible mining and  upholds its core principles of honesty and
accountability.  The  Company  works  with  all  stakeholders  to  ensure  that  its  values  are  completely
aligned with the local community and environment.

6 | Atalaya Mining plc 2023 Annual Report

Management and strategic Report

Performance Highlights

Operational Highlights

Copper concentrate

Copper contained in concentrate

Payable copper contained in
concentrate

Key messages

Unit

t

t

t

2024

Guidance

-

51,000-53,000

-

2023

Actual

249,321

51,667

49,174

2022

Actual

249,543

52,269

49,773




Stable copper producer of >50 ktpa from Cerro Colorado pit alone.
15.8 Mt of ore processed in 2023, matching the previous record achieved in 2021.

Financial Highlights

Revenues

EBITDA

Dividend per share (1)

Realised copper price (excluding QPs)

Cash cost

All-in sustaining cost (AISC)

Net cash position

Cash at bank

Unit

€k

€k

$/share

$/lb

$/lb payable

$/lb payable

€k

€k

2023

340,346

73,100

0.0900

3.80

2.79

3.09

54,320

121,007

2022

361,846

55,314

0.0745

3.96

3.16

3.37

53,085

126,448

(1) Represents the total dividend for each fiscal year, consisting of an Interim Dividend (paid) and a

proposed Final Dividend (subject to shareholder approval at next AGM

Key Messages






Higher EBITDA in 2023 despite lower realised copper prices.
Cash  costs  of  US$2.79/lb  and  AISC  of  US$3.09/lb,  which  are  competitive  with  Atalaya’s
intermediate copper producer peers.
Healthy liquidity position with €121.0 million cash at bank at 31 December 2023.

7 | Atalaya Mining plc 2023 Annual Report

Management and strategic Report

Atalaya at a Glance

Atalaya  is  an  AIM-listed  mining  and  development  group  that  produces  copper  concentrates
including silver by-product at its wholly owned Proyecto Riotinto site in southwest Spain.

Key qualities of the Company include:







Assets located in established and stable mining jurisdiction
Pipeline of low risk growth projects with competitive capital intensities
Proven management team of explorers, developers and operators
Strong focus on ESG
Robust balance sheet

The Company owns and operates through a wholly owned subsidiary, “Proyecto Riotinto”, an open-
pit copper mine located in the Iberian Pyrite Belt, in the Andalusia region of Spain, approximately 65
km northwest of Seville. A brownfield expansion was completed in 2019.

Atalaya also owns 10% of Proyecto Touro, a brownfield copper project in northwest Spain and 100% of
Proyecto  Masa  Valverde, a  polymetallic  project  located  in  Huelva  (Spain)  and  28 km  southwest  of
Proyecto Riotinto.

The  Company’s  objective  is  to  explore,  develop  and  operate  mining  assets  located  in  several
jurisdictions  throughout  the  well-known  belts  of  base  and  precious  metal  mineralisation  in  Spain,
Europe and Latin America.

For  further  details  on  the  principal  activities  of  the  Group  and  the  Company,  please  refer  to
www.atalayamining.com.

Cerro Colorado (Proyecto Riotinto)

Ownership

Mine

Commodity

Location

Ore

Resources

2023

Activity

Reserve*

actual Cu

production

100%

Open  pit

Cu, Ag

Huelva,

185  Mt at

200.7  Mt

51,667

mining in

operation

Spain

0.38% Cu

at 

0.37%

tonnes

(P&P)

Cu (M&I)

* NI 43-101 compliant Reserves and Resources as at December 2020

8 | Atalaya Mining plc 2023 Annual Report

Management and strategic Report

San Dionisio / San Antonio (Proyecto Riotinto)

Ownership

Mine

Commodity

Location

Ore

Resources*

Growth

Activity

Reserve

100%

Potential  for

Cu,  Zn,  Pb,

Huelva,

- 

San  Dionisio  open

Potential

open  pit  and

Ag

Spain

pit:

to  increase

underground

mining

56.1  Mt  at  0.91%  Cu

production

and 1.14% Zn (M&I)

by

San 

Dionisio

increasing

underground:

head

12.4  Mt  at  1.01%  Cu

grade

and 

2.54% 

Zn

(Inferred)

San

Antonio

underground:

11.8  Mt  at  1.32%  Cu

and 

1.79% 

Zn

(Inferred)

* NI 43-101 compliant Resources as at December 2020

Proyecto Riotinto is operated through Atalaya Riotinto Minera, S.L.U. a fully owned entity established
under the laws of Spain.

Proyecto Masa Valverde (Riotinto District)

Ownership

Mine

Commodity

Location

Resources*

Growth

Activity

100%

Potential  for

Cu,  Zn,  Pb,

Huelva,

Masa Valverde:

Strong 

exploration

underground

Ag and Au

Spain

16.9  Mt  at  0.66%  Cu,

upside  potential 

in

mining.  AAU

and

exploitation

permit  have

been

granted.

1.55% Zn and 0.65% Pb

the 

immediate

(Indicated)

surroundings.

73.4  Mt  at  0.61%  Cu,

1.24% Zn and 0.61% Pb

(Inferred)

Majadales:

3.1  Mt  at  0.94%  Cu,

3.08% Zn and 1.43% Pb

(Inferred)

* NI 43-101 compliant Resource estimate as at March 2022

In  2020,  Atalaya  entered  into  a  definitive  purchase  agreement  to  acquire  the  Masa  Valverde
polymetallic project in Huelva. The mining rights are owned by Atalaya Masa Valverde, S.L.U. a fully
owned subsidiary of Atalaya.

In 2023, AMV was granted with the Unified Environmental Authorisation (or in Spanish, Autorización
Ambiental Unificada ("AAU")) by the Junta de Andalucía ("JdA").

Proyecto Touro

Ownership

Mine

Commodity

Location

Ore

Resources* 

Growth

Activity

Reserve*

10% with an

Open 

earn-in

mining 

pit

in

agreement

permitting

up to 80%

stage

Cu, Ag

A

90.9  Mt  at

129.9  Mt  at

Option 

to

Coruña,

0.43% 

Cu

0.39% 

Cu

acquire  100%

Spain

(P&P)

(M&I) and 46.5

of 

the

Mt  at  0.37%

adjacent

Cu (Inferred)

exploration

concessions

* NI 43-101 compliant Reserves and Resources as at September 2017

9 | Atalaya Mining plc 2023 Annual Report

Management and strategic Report

In 2017, Atalaya signed a phased,  earn-in agreement for  up to 80% ownership of  Proyecto Touro, a
brownfield copper project in northwest Spain. The mining rights are owned by Cobre San Rafael, S.L.

Proyecto Ossa Morena

Ownership
99.9%  

Mine Activity 
Exploration  stage,
multiple
with 
areas 
being
drilled at present.

Commodity
Cu,  Au  and
Fe

Location 
Huelva,
Spain

Growth
Strong  exploration
potential
upside 
the
throughout 
overall 
land
package.

Resources*
Alconchel:
7.8  Mt  at
0.66% 
Cu
and  0.17  g/t
Au 
(M&I)
and  15.0  Mt
at  0.47%  Cu
and  0.14  g/t
Au
(Inferred)

* Historical data

In 2021, Atalaya announced the acquisition of a 51% interest in Rio Narcea Nickel, S.L., which owned a
package  of  investigation  permits  in  the  Ossa-  Morena  Metallogenic  Belt,  as  well  as  several  100%
owned  investigation  permits.  In  2022, Atalaya  increased  its  ownership  in  Rio  Narcea  Nickel,  S.L. to
99.9% following the completion of a capital increase to fund exploration activities.

10 | Atalaya Mining plc 2023 Annual Report

Management and strategic Report

Letter from the Chair

Dear Shareholder

Despite the effects of the continuing external geopolitical tensions, the Atalaya executive team have,
once more, delivered consistent operational performance, in a safe and environmentally responsible
manner,  at  Proyecto  Riotinto.    At  the  same  time,  work  has  continued  on  the  asset  portfolio  for
operational sustainability and the continued growth potential for the company.

At  Riotinto,  mining  and  processing  continued  its  excellent  track  record,  with  throughput  again
exceeding plant nameplate capacity, processing 15.8 million tonnes of ore at an average process plant
feed grade of 0.38% copper that was consistent with reserve estimates and slightly below budgeted
figures.

Contained  Copper  production,  at  51,667  tonnes  was  slightly  below  guidance  as  a  result  of  lower
grades  but  this  was  partly  offset  by  high  plant  availability  and  ore  throughput  plus  an  improved
recovery rate of approximately 87%.

Cash Costs and All-in Sustaining Costs for 2023 of $2.79/lb and $3.09/lb respectively were lower than
the $3.16/lb and $3.37/lb in 2022  mainly due to the continuing normalisation of the electricity price
and other external cost pressures.

Revenue  for  2023  was  €340.3  million,  compared  to  €361.8  million  in  2022,  with  the  reduction
essentially due to the  lower production  volumes.   EBITDA for 2023 was  €73.1  million, compared to
€55.3  million  in  2022  with  the  increase  mainly  due  to  the  reduction  in  costs,  spearheaded  by  a
decrease in the electricity prices.

In  keeping  with  our  dividend  policy,  a  final  dividend  of  US$0.04  per  share  has  been  proposed  for
approval by shareholders at the Annual General Meeting. This would give a total dividend in respect
of 2023 of US$0.09 per share, whilst maintaining a strong Balance Sheet for continued investment in
sustainable production through reserve replacement as well as our longer-term growth projects.

Progress  continues  at  the  E-LIX  processing  plant.    The  first  copper  cathodes  were  produced  in
December  2023,  resulting  from  the  early  partial  commissioning  of  sections  of  the  plant.  Full
commissioning and ramp-up of the facility  is expected  during  the  year  with the aim  of producing
high-purity copper and zinc metals on site, higher metal recoveries from complex polymetallic ores,
a reduced carbon footprint, and lower transportation and concentrate treatment charges.

In the north of Spain, the Company remains fully committed to the development of the Touro copper
project that has the potential to become a new significant source of copper production for Atalaya
and,  indeed, for  Europe.    In  this  respect, the  company  continues  to  focus  on  numerous  initiatives
related to the social licence and water treatment in the zone in parallel with the permitting process.

As part of the Company’s ongoing efforts to reduce costs and carbon footprint, construction is nearing
completion at the 50 MW solar plant at Riotinto. The first section was commissioned early in the year,
with the ramp-up of the remaining areas expected in the following months. When fully operational,
the solar plant is expected to provide approximately 22% of the Riotinto project’s current electricity
needs. The solar plant combined with the long-term Power Purchase Agreement (PPA), announced
last year, will provide over 50% of the current electricity requirements at a rate well below historical
prices  in  Spain.  The  Company  continues  wind-speed  testing  and  evaluation  for  the  potential
installation  of  wind  turbines  at  Riotinto,  which  could  supply  additional  low  cost  and  carbon-free
electricity.

In  April  2023  Proyecto  Riotinto  was  granted  a  substantial  modification  to  the  existing  Unified
Environmental Authorisation (AAU)) by the Junta de Andalucía that allows for the expansion of the
mine  footprint  and  the  tailings  capacity,  an  important  step  towards  developing  the  previously
reported  contiguous  deposits  such  as  San  Dionisio  and  San  Antonio.    Work  continues  on  the
preparatory work and necessary permitting applications associated with the first target, the on-strike
San Dionisio deposit, which forms a key component of the integrated mine plan, as outlined in the
2023 Riotinto PEA, to provide an early increase in the blended plant feed grade.

In  other  areas  of  potential  growth,  the  exploitation  permits  for  the  Masa  Valverde  and  Majadales
deposits were officially granted In November 2023, following the granting of the AAU in March 2023.
Various optimisation workstreams are ongoing.

11 | Atalaya Mining plc 2023 Annual Report

Management and strategic Report

Following the Extraordinary General Meeting held in December 2023, the Company commenced a
re-domiciliation  process,  transferring  its  registered  office  from  the  Republic  of  Cyprus  to  the
Kingdom of Spain.

At the date of this reporting, the Company is also progressing its application to the Financial Conduct
Authority (“FCA”) to admit its ordinary shares to the premium listing segment of the Official List and
to  trading  on  the  London  Stock  Exchange  main  market  for  listed  securities.    Admission  remains
subject to a number of conditions including the approval by the FCA of a prospectus which will be
completed after the release of the Company’s 2023 Annual Results.

I  would  like  to  take  this  opportunity  to  express  my  appreciation  for  the  continued  dedication  and
commitment  of  the  management  and  staff.    At  the  same  time,  I  would  like  to  thank  all  board
members for their support, guidance, and continued engagement with all aspects of the Company’s
activities, and also our valued shareholders for their continued and appreciated support.

Roger Davey

Chair of Atalaya Mining Plc

18 March 2024

12 | Atalaya Mining plc 2023 Annual Report

Management and strategic Report

Directors’ and Officers’ Statement

Statement by the members of the Board of Directors and the Company officers responsible for the
drafting of the consolidated and Company financial statements in accordance with the provisions of
the Cyprus Law 190(I)/2007 on transparency requirements.

We, the Members of the Board of Directors and the Company officers responsible for the drafting of
the  consolidated  and  Company  financial  statements  of  Atalaya  Mining  plc  for  the  year  ended  31
December 2023, confirm that, to the best of our knowledge:

1)

The consolidated financial statements and the Company financial statements on pages 123
to 191:

a. have  been  prepared 

in  accordance  with  International  Financial  Reporting
Standards (“IFRS”) as adopted by the European Union and the requirements of the
Cyprus  Companies  Law,  Cap.113.  For  the  year  ending  31  December  2023,  the
standards applicable for IFRS’s as adopted by the EU are aligned with the IFRS’s as
issued by the IASB, and,

b. give a true and fair view of the assets, liabilities, financial position and profit or loss
of  Atalaya  Mining  Plc  and  the  undertakings  included  in  the  consolidated  and
Company financial statement taken as a whole; and

2)

3)

The Management Report includes a fair review of the development and performance of the
cash business and the position of Atalaya Mining Plc and the undertakings included in the
consolidated and Company financial statements as a whole, together with a description of
the principal risks and uncertainties that they face, and
The adoption of a going concern basis for the preparation of the consolidated and Company
financial  statements  continues  to  be  appropriately  based  on  the  foregoing  and  having
reviewed the forecast financial position of the Group and Company.

The Officers and the Directors of the Company as at the dated of this statement are as set out below:

Alberto Lavandeira

Chief Executive Officer

Cesar Sanchez

Chief Financial Officer

By Order of the Board of Directors,

Roger Davey

Chair

Nicosia, 18 March 2024

13 | Atalaya Mining plc 2023 Annual Report

Management and strategic Report

Basis of Reporting

The Board of Directors of Atalaya Mining Plc (the “Company” or “Atalaya”) presents  its Group’s and
Company’s  Management  Report  together  with  the  audited  consolidated  financial  statements
(hereinafter  “financial  statements”)  of  the  Company  and  its  subsidiaries  (the  “Group”)  and  the
separate  financial  statements  of  the  Company  for  the  year  ended  31  December  2023.  These
documents can be found on the Atalaya website at www.atalayamining.com.

The Company is a Cypriot incorporated public company with a primary listing on AIM of the London
Stock Exchange. The Group’s and Company’s financial statements have been prepared in accordance
with International Financial Reporting Standards (“IFRS”) as adopted by the European Union and the
requirements  of  the  Cyprus  Companies  Law,  Cap.113.  For  the  year  ending  31  December  2023,  the
standards applicable for IFRS’s as adopted by the EU are aligned with the IFRS’s as issued by the IASB.
The currency referred to in this document is the Euro (“EUR”), unless otherwise specified.

Introduction

This report provides an overview and analysis of the financial results of operations of the Group, to
enable the reader to assess  material changes  in  the financial position between 31 December  2022
and  31  December  2023  and  the  results  of  operations  for  the  twelve  month  periods  ended  31
December 2022 and 31 December 2023.

Forward Looking Statements

This  report  may  include  certain  “forward-looking  statements”  and  “forward-looking  information”
applicable  under  securities  laws.    Except  for  statements  of  historical  fact,  certain  information
contained  herein  constitutes  forward-looking  statements. 
  Forward-looking  statements  are
frequently characterised by words such as “plan”, “expect”, “project”, “intend”, “believe”, “anticipate”,
“estimate”, and other similar words, or  statements that  certain events or conditions  “may” or  “will”
occur.  Forward-looking statements are based on the opinions and estimates of management at the
date the statements are made and are based on a number of assumptions and subject to a variety
of  risks  and  uncertainties  and  other  factors  that  could  cause  actual  events  or  results  to  differ
materially from those projected in the forward-looking statements.  Assumptions upon which such
forward-looking statements are based include all required third party regulatory and governmental
approvals that will be obtained.  Many of these assumptions are based on factors and events that are
not within the control of Atalaya and there is no assurance they will be correct.  Factors that cause
actual results to vary materially from results anticipated by such forward-looking statements include
changes in market conditions and other risk factors discussed or referred to in this report and other
documents  filed  with  the  applicable  securities  regulatory  authorities.    Although  Atalaya  has
attempted  to  identify  important  factors  that  could  cause  actual actions, events  or  results to  differ
materially from those described in forward-looking statements, there may be other factors that cause
actions, events or results not to be anticipated, estimated or intended.  There can be no assurance
that forward-looking statements will prove to be accurate, as actual results and future events could
differ  materially  from  those  anticipated  in  such  statements.    Atalaya  undertakes  no  obligation  to
update forward-looking statements if circumstances or management’s estimates or opinions should
change except as required by applicable securities laws.  The reader is cautioned not to place undue
reliance on forward-looking statements.

Alternative Performance Measures

Atalaya  has  included  certain  non-IFRS  measures  including  “EBITDA”,  “Cash  Cost  per  pound  of
payable  copper”  “All  In  Sustaining  Costs”  (“AISC”)  and  “realised  prices”  in  this  report.  Non-IFRS
measures do not have any standardised meaning prescribed under IFRS, and therefore they may not
be comparable to similar measures presented by other companies. These measures are intended to
provide  additional  information  and  should  not  be  considered  in  isolation  or  as  a  substitute  for
indicators prepared in accordance with IFRS.

EBITDA includes gross sales net of penalties and discounts and all operating costs, excluding finance,
tax, impairment, depreciation and amortisation expenses.

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Management and strategic Report

Cash  Cost  per  pound  of  payable  copper  includes  on-site  cash  operating  costs,  and  off-site  costs
including treatment and refining charges (“TC/RC”), freight and distribution costs net of by-product
credits.  Cash  Cost  per  pound  of  payable  copper  is  consistent  with  the  widely  accepted  industry
standard established by Wood Mackenzie and is also known as the cash cost.

AISC  per  pound  of  payable  copper  includes  the  Cash  Costs  plus  royalties  and  agency  fees,
expenditure on rehabilitations,  stripping costs,  exploration and geology costs, corporate costs, and
sustaining capital expenditures.

Realised  prices  per  pound  of  payable  copper  is  the  value  of  the  copper  payable  included  in  the
concentrate  produced  including  the  discounts  and  other  features  governed  by  the  offtake
agreements of the Group and all discounts or premiums provided in commodity hedge agreements
with financial institutions, expressed in USD per pound of payable copper. Realised price is consistent
with the widely accepted industry standard definition.

15 | Atalaya Mining plc 2023 Annual Report

Management and strategic Report

OUR BUSINESS MODEL: STRATEGIC FOCUS FOR GROWTH

Atalaya  is  a  group  of  companies  with  a  presence  in  3  countries  (hereinafter  “ATYM”,  “Company”,
“ATYM  Group”  or  “Group”)  that,  with  a  vision  of  becoming  a  multi-asset,  mid-tier  base  metals
producer,  performs  activities  in  the  mining  sector  throughout  its  entire  value  chain  (exploration,
development and production of copper concentrate, transportation and sale). The Group comprises
14 companies, subsidiaries, joint arrangements and associates incorporated in 3 countries (mainly in
Spain,  Cypus  and  United  Kingdom).  The  Group's  main  companies  and  the  summarized  corporate
organization chart are presented in note 2.3 of the 2023 consolidated Financial Statements..

Organic Growth

Atalaya  considers  its  exploration  and  R&D  business  to  be  strategic.  In  the  context  of  dynamic
permanent management of  the business portfolio various opportunities were analysed, in  the  last
years resulting in these announcements:



In January 2022, Atalaya announced the construction of the first phase of the industrial-scale
plant  ("Phase  I")  that  utilises  the  E-LIX  System  ("E-LIX").  This  plant  produces  high  value
copper  and  zinc  metals  from  the  complex  sulphide  concentrates  sourced  from  Proyecto
Riotinto.
Highlights:
-

Unlock significant value from Atalaya's portfolio of polymetallic resources in the Riotinto
District by materially increasing the recoveries of copper, zinc, lead and precious metals
from complex sulphide ores.
Producing high-purity metals on-site reducing transportation costs, treatment charges
and penalties associated with producing and delivering conventional concentrates.
Reduce  Atalaya's carbon footprint through a reduction in land and sea freight and by
utilising power from Proyecto Riotinto's solar plant.

-

-

Proyecto Touro.

The Group has an initial 10% stake in Cobre San Rafael, S.L., the owner of Proyecto Touro, as
part of an earn-in agreement which will enable the Group to acquire up to 80% of the copper
project. Proyecto Touro is located in Galicia, north-west Spain. Proyecto Touro is currently in
the permitting process.

In November 2019,  Atalaya executed  the option to acquire 12.5% of  Explotaciones  Gallegas
del Cobre, S.L. the exploration property around Touro, with known additional reserves, which
will provide high potential to the Proyecto Touro.

Proyecto Masa Valverde

On  21  October  2020,  the  Company  announced  that  it  entered  into  a  definitive  purchase
agreement to acquire 100% of the shares of Cambridge Mineria España, S.L. (since renamed
Atalaya  Masa  Valverde,  S.L.U.),  a  Spanish  company  which  fully  owns  the  Masa  Valverde
polymetallic project located in Huelva (Spain). Under the terms of the agreement Atalaya will
make an aggregate of €1.4 million cash payment. The first payment of €0.7m was executed
on 10 of January 2024 once the exploitation permits and restoration plan were granted and
the  second  and  final  payment  will  be  paid  when  first  production  is  achieved  from  the
concession.

Proyecto Masa Valverde is currently in the permitting process for the remaining permits.

Proyecto Ossa Morena

In December 2021, Atalaya announced the acquisition of a 51% interest in Rio Narcea Nickel,
S.L.,  which  owns  9  investigation  permits.  The  acquisition  also  provided  a  100%  interest  in
three investigation permits that are also located along the Ossa- Morena Metallogenic Belt.
In Q3 2022, Atalaya increased its ownership interest in POM to 99.9%, up from 51%, following
completion  of  a  capital  increase  that  will  fund  exploration  activities.  During  2022  Atalaya

16 | Atalaya Mining plc 2023 Annual Report

Management and strategic Report

rejected 8 investigation permits.

Atalaya will pay a total of €2.5 million in cash in three instalments and grant a 1% net smelter
return (“NSR”) royalty over all acquired permits. The first payment of €0.5 million was made
following  execution  of  the  purchase  agreement.  The  second  and  third  instalments  of  €1
million  each  will  be  made  once  the  environmental  impact  statement  (“EIS”)  and  the  final
mining permits for any project within any of the investigation permits acquired under the
Transaction are secured.

The Ossa-Morena Metallogenic Belt has strong exploration potential for a range of base and
precious  metals and  is  north  of  the  Iberian  Pyrite  Belt  where  Atalaya  operates  its  flagship
Proyecto Riotinto mine.

Riotinto District – Proyecto Riotinto East

In  December  2020,  Atalaya  entered  into  a  Memorandum  of  Understanding  with  a  local
private Spanish company to acquire a 100% beneficial interest in three investigation permits
(known  as  Peñas  Blancas,  Cerro  Negro  and  Herreros  investigation  permits),  which  cover
approximately  12,368  hectares  and  are  located  immediately  east  of  Proyecto  Riotinto.  The
Cerro  Negro  and  Herreros  permits  were  denied  following  the  completion  of  exploration
activities.

Cost reduction / ESG initiatives

Atalaya continuously evaluates its cost structure in order to improve its margins and resilience. For
example, the installation of a tailings thickener helps to reduce water and lime consumption, thereby
reducing  input  costs.  In  2022,  Atalaya  was  the  first  company  in  the  Spanish  mining  sector  to
announce  the  construction  of  a  solar  plant  for  its  own  consumption.  This  solar  plant  will  reduce
Riotinto’s operating costs and carbon emissions.

Advance  Atalaya’s  existing  higher  grade  brownfield  orebodies,  including  San  Dionisio  and  San
Antonio into production





Potential increase in copper production.
Potential decrease in cash costs and AISC.
Increases optionality and mine life.

External Growth

Continue to evaluate external opportunities that leverage core capabilities






New prospects in the Iberian Pyrite Belt or other safe mining jurisdictions.
Targeting prospects of material scale, good geology & upside potential via rigorous technical
due diligence.
Focus on copper and other base metals.

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Management and strategic Report

Market Overview

The landscape of the global copper market in 2023 revealed a scenario marked by moderate growth
amidst  persistent  challenges,  as  outlined  in  the  Global  Copper  Market  Overview  2023.  This
comprehensive breakdown encapsulates key facets of the market dynamics, amalgamating insights
from various sources, particularly the provided review.

Supply Dynamics:

The global copper production witnessed a modest increase in 2023. Noteworthy contributions to this
growth came from leading copper-producing nations such as the Democratic Republic of the Congo
(DRC), Peru, and Chile.

Despite this overall positive trend, Chile faced challenges in the first half of the year due to adverse
weather conditions impacting production.  However, indications suggest a resilient recovery in the
latter half of 2023, underscoring the potential resilience of the global supply chain.

Long-term  concerns  persist,  primarily  related  to  mine  disruptions  and  delays  in  new  project
development. These issues raise legitimate worries about meeting future demand, especially in the
context of the escalating importance of copper in the ongoing global energy transition.

Demand Landscape:

The demand for refined copper closely mirrored the growth in supply, with an approximate increase
of  1.0%  in  2023  compared  to  the  previous  year,  reaching  approximately  25.23  million  tonnes  (Mt),
according to the International Wrought Copper Council (IWCC). The surge in demand was primarily
propelled  by  sectors  such  as  construction  and  infrastructure,  particularly  in  emerging  economies.
Additionally, the relentless focus on renewable energy and electric vehicles continued to contribute
to the demand for copper, given its pivotal role in these technologies.

Looking  ahead,  the  IWCC  forecasts  a  further  increase  in  refined  copper  demand  of  2.6%  in  2024,
underlining the sustained importance of copper in the global economy.

Market Size and Trends:

The  global  copper  market  experienced  substantial  growth  in  2023,  reaching  an  estimated
consumption  of  25.3  Mt.  This  upswing  was  fuelled  by  increased  demand,  notably  driven  by
accelerated Chinese economic activity and a 2% year-on-year rise in global demand. Projections for
2024 indicate a potential expansion, with demand expected to reach 26 Mt, signifying a 3% increase.

Contributing  to  this  growth,  global  copper  mine  production  in  2023  is  estimated  at  22.3  Mt,  with
notable  contributions  from  regions  like  South  America  and  the  Democratic  Republic  of  Congo.
Furthermore, smelting and refining capacity expansions in China boosted the world's refined copper
supply, expected to surpass 26 Mt by 2024.

Asia-Pacific  remained  the  fastest-growing  region  for  copper  consumption,  propelled  by  robust
growth  in  the  electrical  and  electronics  industries  of  India  and  ASEAN  countries.  North  America's
electronics  sector also played a significant role, while South America, Europe, and the  Middle East
and Africa continued to be essential contributors to the global market.

Macroeconomic Trends and Challenges:

In  2023,  the  pace  of  economic  recovery  slowed  down,  with  global  GDP  growth  estimated  to  be
around 3%, down from 3.5% in 2022. This deceleration highlights the exhaustion of the post-pandemic
recovery phase and its impact on market dynamics.

Supply  Risks:  While  copper  production  expanded  to  meet  immediate  needs,  concerns  persist
regarding potential supply disruptions, particularly in South America. Addressing these concerns is
crucial for ensuring long-term market stability.

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Management and strategic Report

Price Outlook:

Copper prices rebounded from pandemic lows in 2023, showcasing signs of recovery.

The year was marked by significant price fluctuations, with a volatile trajectory. Starting with relatively
high prices, October witnessed a drop, reaching a low of $3.54/lb per tonne. Subsequently, an upward
trend towards the end of the year was observed, likely influenced by supply disruptions such as the
suspension of operations at Cobre Panama, according to insights from Wood Mackenzie.

Market  dynamics,  including  supply  disruptions,  geopolitical  tensions,  and  fluctuations  in  global
economic activity, played pivotal roles in influencing these price fluctuations.

The global copper market in 2023 showcased resilience amid challenges, primarily driven by demand
from sectors critical to the global  energy transition.  However, underlying concerns about potential
supply  disruptions,  geopolitical  tensions,  and  slower  economic  growth  necessitate  continuous
monitoring and proactive  measures to ensure a sustainable and stable copper supply chain in  the
future.

Realised Copper Prices

The average prices of copper for 2023 and 2022 were:

$/lb

Realised copper price (excluding QPs)

Market copper price per lb (period average)

$/lb

$/lb

2023

3.80

3.85

2022

3.96

4.00

Realised  copper  prices  for  the  reporting  period  noted  above  have  been  calculated  using  payable
copper  and  excluding  both  provisional  invoices and  final settlements  of  quotation  periods  (“QPs”)
together. The realised price during the year, including the QP, was approximately $3.82/lb.

Despite initial optimism, 2023 proved  to be a year of volatility in the copper market. Prices  started
high but faced downward pressures due to global economic concerns and increased supply. While
there was a slight recovery in the latter half, the year ended with a cautious outlook, leaving the future
trajectory of copper prices in 2024 uncertain.

Spot Vs Realised Copper price

5.00

4.50

4.00

b

l
/
$

3.50

3.00

2.50

2.00

Spot copper price

Realised price (excl. QP)

19 | Atalaya Mining plc 2023 Annual Report

Management and strategic Report

Atalaya’s Response

The Group had no hedges on commodities prices during 2023. At the date of this report, the Group
is fully exposed to copper prices with no commodities hedging agreements in place.

*February, April and October there weren’t excluding QPs invoices.

Foreign Exchange

While in 2022 the Group had a positive impact with a favourable rate against USD, the year 2023 saw
significant  volatility in  the  EUR/USD exchange  rate, with a wider-than-average range compared to
recent years. Here's a breakdown of the key trends and driving factors for this year:

The year began  with the  EUR/USD hovering around 1.10, reflecting some cautious optimism about
European  economic  prospects.  However,  the  strengthening  US  dollar  due  to  hawkish  Federal
Reserve  monetary  policy  and  geopolitical  tensions,  particularly  the  Russia-Ukraine  war,  began  to
exert downward pressure on the Euro.

By  July,  the  EUR/USD  reached  its  yearly  high  of  1.1255,  but  this  proved  temporary  as  economic
concerns in the Eurozone, including rising inflation and slower growth, weighed on the currency.

The  second  half  of  the  year  witnessed  a  sustained  decline  in  the  Euro, with  the  EUR/USD  dipping
below parity (1.00) for the first time since 2002 in September.

This historic drop reflected a divergence in monetary policies between the US and the Eurozone. The
Fed continued its aggressive tightening to combat inflation, while the European Central Bank (ECB)
remained more dovish, concerned about the potential negative impact of higher rates on the fragile
Eurozone economy.

The year ended with the EUR/USD hovering around 1.08, reflecting a weakened Euro and a stronger
US dollar due to the aforementioned factors.

Looking Ahead:

The prospects for the EUR/USD pair in 2024 remain uncertain. The relative path of monetary policy
in the US and the Eurozone will be a key determinant. Additionally, geopolitical developments and
their impact on global risk appetite will also play a crucial role.

20 | Atalaya Mining plc 2023 Annual Report

Management and strategic Report

Strategic Framework

The  business  model  of  Atalaya  is  founded  upon  creating  value  for  its  stakeholders  through
operational  and  developmental  excellence.  Experience  and  an  unceasing  search  for
improvement are the pillars of its success.

People
We  are  committed  to  embarking  on  a  transformative  journey  by  investing  in  talent,  fostering
innovation, and creating a workplace culture that inspires resilience and adaptability.

Investing in Human Capital:

Our commitment to people extends beyond conventional employment paradigms. We aim to build
a resilient workforce capable of navigating today's challenges and those on the horizon. By fostering
a culture of innovation, we empower our people to tackle complex problems with new management
approaches, ensuring adaptability in an ever-evolving landscape.

Driving Cultural Transformation:

Our cultural transformation initiative seeks to establish our organization as a secure and supportive
space. We actively  listen, empathize, and build strong relationships, promoting a workplace where
every  voice  matters.  Our  flat  management  structure  ensures  accessibility,  emphasizing  that  our
people are at the core of our success.

Understanding Individual Values:

To inspire and engage our workforce, we are dedicated to understanding the unique values of each
individual.  We  treat  our  people  fairly,  recognizing  and  leveraging  their  personal  motivations  and
distinctive  qualities.  This  transformative  approach  challenges  the  conventional  employment
relationship, fostering a deeper commitment to our collective success.

High-Performance Culture:

Atalaya is focused on creating a high-performance culture where our people are considered our most
valuable  asset.  This  involves  continuous  communication  across  all  levels,  from  the  operating
workforce to the Board of Directors. Our experienced mining team ensures the implementation of
safety, health, and security policies.

Proactive Engagement and Relationships:

We actively engage with regulatory bodies, shareholders, local governments, and communities. Our
efforts to maintain direct contact with people, rather than relying on media presence, exemplify our
commitment  to  authentic  and  meaningful  connections.  Social  responsibility  through  Fundación
Atalaya Riotinto underscores our dedication to the communities where we operate.

2023 Achievements and 2024 Priorities:

The  company  achieved  significant  milestones  in  2023,  marking  a  year  of  progress  and  innovation.
First and foremost, the company successfully completed a comprehensive job evaluation in line with
the collective agreement, ensuring fair and  equitable compensation for all  employees. In addition,
the  implementation of flexible remuneration  initiatives  provided employees with greater flexibility
and  choice,  fostering  a  dynamic  and  supportive  working  environment.  The  development  of  an
'Employee  Portal'  further  enhanced  communication  and  engagement  within  the  organisation,
promoting  transparency  and  collaboration.  In  particular,  the  adoption  of  an  Equality  Plan
underscored  the  company's  commitment  to  fostering  a  diverse  and  inclusive  workplace.  Looking
ahead to 2024, the company is poised for continued growth and improvement. Goals include training
internal auditors to improve internal processes and compliance. The implementation of the Equality
Plan  will be a focus as  the company  strives  to create an environment where every individual feels
valued  and  respected.  Specific  talent  development  training  programmes  will  be  introduced,
investing in the skills and capabilities of the workforce. In addition, the company aims to introduce
technological  innovations  in  HR  to  streamline  processes  and  increase  efficiency.  As  the  company
embarks on these ambitious goals, it remains committed to upholding its core values and driving
sustainable success for the company and its stakeholders.

Supporting local communities

Atalaya Mining is committed to responsible mining practices and values honesty and accountability.

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Management and strategic Report

Our  engagement  with  local  communities  goes  beyond  extraction  and  focuses  on  building
sustainable  relationships  that  contribute  positively  to  the  social  fabric.  In  2023,  our  initiative,
Fundación Atalaya, spearheaded 52 action programs and invested €0.7 million in the communities
surrounding  Proyecto  Riotinto.  This  significant  investment  demonstrates  our  commitment  to  the
well-being  of  these  areas.  Our  global  tax  contributions  of  €5.9  million  further  confirm  our  role  as
responsible corporate citizens, contributing to the economic development  of the regions in which
we  operate.  Our  active  participation  in  local  community  events  at  both  Proyecto  Riotinto  and
Proyecto Touro highlights our dedication to fostering a sense of community and shared prosperity.
Looking ahead to 2024, our strategic priorities involve a stronger commitment to local community
projects  in  Proyecto  Riotinto  and  Touro.  This  reflects  our  dedication  to  making  a  meaningful  and
lasting impact. Additionally, our focus on increasing community engagement in Touro demonstrates
our commitment to understanding and addressing the unique needs of each community. As Atalaya
Mining grows, we acknowledge the interdependence between our success and the prosperity of the
communities  we  operate  in.  Our  commitment  to  supporting  local  communities  is  not  only  a
corporate responsibility but also a crucial aspect of our vision for responsible and sustainable mining
practices. We aim to ensure that our presence contributes positively to the overall development of
the regions we call home.

In 2023, 68% of Atalaya Riotinto's workforce came from neighbouring villages, maintaining the same
percentage as in 2022. This consistency highlights our commitment to nurturing local employment
opportunities. We have also established strategic agreements with municipalities to ensure that our
vision for promoting local employment extends to other contractors engaged in our projects.

PORTFOLIO

We  have  a  portfolio  of  growth  projects  that  allows  us  to  remain  competitive  by  developing
sustainable operations over the long term. Furthermore, Atalaya continues refining and upgrading
the  quality  of  their  asset  portfolio  to  ensure  that  our  capital  is  deployed  effectively  to  generate
enhanced and sustainable returns for the shareholders.

Importance of cost management

Atalaya is a world-class processing plant in Europe. Management actively manages our asset portfolio
to  improve  its  overall  competitive  position,  providing  metals  for  the  energy  transition,  a  more
sustainable world and.

Establishing high performance

Consolidation our internal growth with production levels of 15 Mtpa with a contained All-in sustaining
cost.

Creating opportunities for growth

Exploration activities is consolidated and centrally co-ordinated, covering near-asset and greenfield
discovery  activities,  projects  and  operations.  The 
integrated  team  represents  a  strategic
differentiator, enabling the detailed understanding of our world class assets to inform our pursuit of
discoveries.

Atalaya  has  investigation  permits  surround  Riotinto  to  ensure  and  increase  their  reserves  and
resources.

Creation value for shareholders

We  continue  to  refine  and  upgrade  the  quality  of  our  asset  portfolio  to  ensure  that  our  capital  is
deployed effectively to generate enhanced and sustainable returns for our shareholders.

INNOVATION

Across every aspect of our business, we are thinking innovatively to ensure the safety of our people,
to enhance the sustainability of our business, and to deliver enduring value in its many forms for all
our stakeholders.

Key  actions  undertaken  by  the  Company  in  2023  included  the  process  of  making  business
management  more  efficient  and  agile  to  be  able  to  adapt  to  market  conditions,  as  well  as  the

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Management and strategic Report

incorporation of new technologies and the digitalization of operations, on the path to achieving the
decarbonization and energy transition targets.

Technology and digitalisation

Innovation is a key area of our strategy, focused on safety, sustainability and operating performance.
Atalaya is continuing enhancements their activities to treat lower ore grades, increase the recoveries,
reduce the water consumption, and finalising the installation of a 50 MW solar plant. We are exploring
the  integration of windmills to  increase  the proportion of electricity consumption from  renewable
sources.  Our  overall  goal  is  not  only  to  reduce  capital  intensity  and  operating  costs,  but  also  to
improve operational efficiency, ensuring a sustainable and technologically advanced future for our
operations.

Reduce consumption of water

Water stewardship is an integral part of our business. Riotinto is water stressed and water scarce area,
factors that are becoming more acute due to climate change. Atalaya has a sustainable strategy to
reduce the freshwater withdrawals.

Over the years, Proyecto Riotinto has implemented enhancements in the infrastructure responsible
for generating water, such as ponds, pumping systems, and bottom drains.

In  Touro  Project,  the  construction  of  a  new  water  treatment  plant  (WTP)  and,  since  its
commissioning, 1.6 million cubic meters (Mm3) of acidic water has already been treated, preventing
its  direct  discharge  into  the  natural  watercourses  of  the  region  (i.e.  Portapego,  Felisa  and  Barral-
Angumil streams).

E-LIX System

During the last years Atalaya has provided funding to Lain Tech to develop the E-LIX System and has
an agreement with Lain Tech to use its patents.

The E-LIX System was patented in 2014 by Lain Tech and was developed in collaboration with Atalaya
from an initial concept in the laboratory to a fully operational pilot plant located at Proyecto Riotinto
(the "Pilot Plant").

The E-LIX System is a newly developed electrochemical extraction process developed and owned by
Lain Technologies Ltd ("Lain Tech") which is led by Dr. Eva Lain, who holds a PhD in Electrochemistry
research from the University of Cambridge.

Through the application of singular catalysts and physicochemical conditions, E-LIX System is able
to achieve high metal recoveries under low residence times, by accomplishing rapid reaction rates
while overcoming classic surface passivation issues that have typically impaired metal recovery from
complex  sulphide  ores.  E-LIX  System  is  considered  to  be  a  more  environmentally  friendly process
than existing technologies; it is a zero emissions process that does not consume water nor acid and
runs  under  mild  operating  conditions  (atmospheric  pressure  and  room  temperature).  Hence,  the
process is additionally characterised by ease and safety of operation.

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Managing Our Risks and Uncertainties

Due to the nature of Atalaya’s business in the mining industry, the Group is subject to various risks
that  could  materially  impact  its  future  operating  results  and  could  cause  actual  events  to  differ
materially from those described in forward-looking statements relating to Atalaya.

Single Asset Concentration

Description:

Atalaya Mining operates under a distinctive model, emphasizing a singular asset—Proyecto Riotinto.
This exclusive focus centres on copper concentrate production, with a concurrent silver by-product.
A meticulous financial examination  is crucial to comprehending associated risks and  the  strategic
approaches employed by the company.

Nature of the Risk:

The  risk  is  inherent  in  Atalaya's  concentrated  operational structure, primarily hinging  on  Proyecto
Riotinto. The company's heavy reliance on this single producing asset renders it financially sensitive.
Any disruption or adverse  event affecting Proyecto Riotinto directly influences the overall financial
performance  of  the  entire  Group,  creating  vulnerability  associated  with  dependence  on  a  solitary
revenue stream.

Mitigation:

Atalaya  has  proactively  implemented  strategic  measures  to  mitigate  this  inherent  risk.  Proyecto
Riotinto has demonstrated operational resilience since  its restart  in 2016, consistently maintaining
cash costs below the market price for copper, even during cyclical lows. Additionally, the company
actively  pursues  acquisitions  in  the  mining  sector  to  diversify  its  operational  portfolio,  thereby
reducing  reliance  on  a  single  asset.  The  Business  Development  Department  diligently  evaluates
growth  opportunities  and  transactions,  ensuring  a  structured  decision-making  process  within
established authority levels set by the Board. These measures collectively aim to enhance resilience
and mitigate the impact of potential disruptions to the single producing asset.

Risk Probability: Low

The  probability  of  this  risk  materializing  is  considered  low.  While  Proyecto  Riotinto  has  displayed
operational  resilience,  external  factors  beyond  the  company's  control  could 
its
performance.

influence 

Risk Level: High

The  risk  level  is  categorized  as  high  due  to  Atalaya's  financial  sensitivity  to  Proyecto  Riotinto’s
performance directly impacting the Group’s overall financial health. Any disruption or adverse event
could  significantly  jeopardize  the  company’s  financial  stability.  Continued  vigilance  and  proactive
strategies are imperative to manage and reduce this high-level risk.

Lack of replacement of reserves:

Description:

This  risk  revolves  around  the  challenge  of  continually  replacing  and  expanding  Atalaya's  mineral
resources.  The  company  faces  the  prospect  that  the  depletion  of  its  mineral  reserves  may  not  be
adequately  offset  by  future  discoveries  or  acquisitions,  posing  a  potential  threat  to  its  long-term
operational sustainability.

Nature of the Risk:

The nature of this risk is rooted in the dependency on consistent discoveries or acquisitions to replace
depleting  mineral  reserves.  Inadequate  replacement  measures  could  lead  to  a  decline  in  the
availability of resources critical for sustained mining operations.

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Mitigation:

To  mitigate  this  risk, Atalaya  has  undertaken  ongoing  exploration  campaigns, particularly  in  areas
close to Proyecto  Riotinto,  Masa  Valverde, and  Riotinto  East. The company incurred €6.5  million  in
exploration activities in 2023 and has allocated a budget of €8.0 million for exploration in 2024. This
budget encompasses exploration efforts for Proyecto Riotinto, Proyecto Riotinto East, Ossa Morena
Proyecto Touro, and Masa Valverde.

Probability: Low

The probability of facing challenges in replacing reserves is assessed as low. While Atalaya is actively
engaged in exploration activities and has allocated a substantial budget, the inherent uncertainties
associated  with  the  success  of  exploration  campaigns  contribute  to  a  moderate  likelihood  of
encountering difficulties in replacing reserves.

Weight: Medium

The weight of this risk is considered medium due to its potential impact on the continuity of mining
operations. While the company  is actively addressing this risk  through exploration campaigns and
budget allocations, the uncertainty in the success of future discoveries or acquisitions contributes to
a moderate level of importance assigned to this risk. Atalaya's proactive measures, however, position
it well to manage and navigate potential challenges effectively.

Difficulty obtaining additional financing if existing capex project are over budget

Description of the Risk:

Atalaya  faces  the  risk  of  encountering  difficulty  in  securing  additional  financing  in  the  event  that
existing  Capex  projects  surpass  their  allocated  budgets.  This  risk  is  influenced  by  various  external
factors,  including  heightened  interest  rates,  recent  global  financial  market  volatility,  geopolitical
tensions, and inflationary pressures.

Nature of the Risk:

The nature of this risk lies in the potential inability of Atalaya to access the necessary funds required
to  complete  planned  development  projects. Unforeseen  circumstances  such  as  increased  interest
rates or global financial instability could impede the company's ability to secure additional financing,
affecting the successful execution of capital projects.

Mitigation:

Atalaya employs a proactive approach to mitigate this risk. The company has a permanent contact
with  counterparties  and  potential  counterparties  to  ensure  the  capacity  of  funding  projects  and
continuously monitors the financial market conditions, including fluctuations in bank interest rates.
This  diligent  monitoring  allows  Atalaya  to  stay  informed  about  potential  changes  in  the  financial
landscape and make timely, informed decisions to secure financing under favourable terms.

Probability: Medium

The  probability  of  facing  difficulty  in  obtaining  additional  financing  is  assessed  as  medium.  While
certain  factors  like  geopolitical  tensions  and  market  volatility  are  unpredictable,  continuous
monitoring allows the company to navigate potential challenges effectively.

Weight: Medium

The weight of this risk is considered medium. While there is a moderate probability of encountering
challenges  in  securing  additional  financing,  Atalaya's  active  monitoring  and  strategic  approach
contribute to effective risk management, preventing it from being classified as high risk.

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Underestimation of Capital Expenditure, Finance, and Licence to Operate

Description:

The  identified  risk  revolves  around  the  potential  underestimation  of  Capex  for  future  projects,
coupled  with  challenges  in  obtaining  necessary  permitting  and  financing.  Atalaya  may  face
situations  where  the  required  capital  surpasses  initial  estimates,  leading  to  financial  strain.
Additionally, difficulties in securing permits and financing could potentially result in delays in project
development.

Nature of the Risk:

The  nature  of  this  risk  lies  in  the  uncertainty  surrounding  the  accurate  estimation  of  capital
requirements  and  the  potential  hurdles 
financing.
Underestimating  capex  can  strain  financial  resources,  while  delays  in  obtaining  permits  and
financing may hinder the timely execution of planned projects.

in  obtaining  essential  permits  and 

Mitigation:

To address this risk, Atalaya has implemented a proactive approach. The company monitors project
controls rigorously to ensure that approved projects are delivered within the predefined parameters
of time, budget, and specified requirements. By maintaining a vigilant oversight on project controls,
Atalaya aims to mitigate the risk of exceeding anticipated capital expenditures and to streamline the
permitting and financing processes.

Probability: Low

The probability of underestimating capital expenditure, facing challenges in obtaining permits, and
experiencing  financing  difficulties  is  assessed  as  low.  While  Atalaya  has  implemented  proactive
measures  to mitigate the  risk,  the  inherent uncertainties in future projects, regulatory landscapes,
and market conditions contribute to a low likelihood of the risk materializing.

Weight: High

The  weight  of  this  risk  is  deemed  high  due  to  its  potential  impact  on  project  timelines,  financial
health,  and  operational  efficiency.  Inaccurate  capital  estimations  and  delays  in  permitting  or
financing can significantly affect Atalaya's overall project execution strategy and financial stability.
The company assigns a high level of importance to monitoring and mitigating this risk to safeguard
its long-term sustainability and growth objectives.

Significant Changes to Commodity Prices

Description:

This  risk  pertains  to  the  susceptibility  of  the  company´s  business  to  significant  changes  in
commodity prices, specifically a decline  in  the price of copper and other metals in world markets.
Commodity  prices,  known  for  their  volatility,  may  experience  fluctuations  that  could  adversely
impact Atalaya's overall business, operating results, and future prospects.

Nature of the Risk:

The  nature  of  this  risk  is  rooted  in  the  external  factor  of  global  market  dynamics,  particularly  the
potential for unpredictable and substantial fluctuations in commodity prices. A decline in copper and
other metal prices could directly affect the revenue and profitability of Atalaya's mining operations.

Mitigation:

To  address  this  risk,  Atalaya  has  implemented  proactive  measures.  The  mine's  cash  costs  are
consistently  maintained  below  the  market  price  for  copper,  even  during  recent  cyclical  lows.
Additionally, the company adopts a vigilant approach by constantly monitoring commodity prices.
Atalaya revisits and refines its hedging strategies and policies to navigate and mitigate the impact of
adverse changes in commodity prices.

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Probability: Medium

The  probability  of  significant  changes  to  commodity  prices  is  assessed  as  medium.  While  the
company  actively  monitors  and  manages  this  risk,  the  inherent  unpredictability  and  volatility
associated with global commodity markets contribute to a moderate likelihood of price fluctuations
affecting Atalaya's business operations.

Weight: Medium

The weight of this risk is considered medium due to the potential impact on revenue and profitability.
While significant changes in commodity prices can pose challenges, Atalaya's proactive  measures,
such as maintaining cash costs below market prices and active monitoring, contribute to a moderate
level  of  importance  assigned  to  this  risk.  The  company  is  equipped  to  navigate  and  manage  the
potential impact effectively.

Inflation and Cost Pressure to Supply Chain

Description:

This risk pertains to the potential impact of  inflation and cost pressures on the Company´s supply
chain, particularly influenced by geopolitical conflicts that have led to substantial increases in prices
for specific products, notably affecting electricity prices. The risk involves the potential escalation of
operational costs due to external factors beyond the company's control.

Nature of the Risk:

The nature of this risk is rooted in the external dynamics of geopolitical conflicts, which can trigger
inflation and  elevate costs within the  supply chain.  The  specific  impact on  electricity prices adds a
layer of vulnerability, potentially straining Atalaya's operational budget and financial health.

Mitigation:

To  mitigate  this  risk,  Atalaya  actively  monitors  trends  in  supply  prices,  specifically  focusing  on
electricity  prices  affected  by  geopolitical  conflicts.  The  company  seeks  to  establish  long-term
agreements  wherever  available  to  reduce  exposure  to  volatile  prices,  providing  a  strategic  buffer
against potential cost escalations.

Probability: Medium

The  probability  of  facing  inflation  and  cost  pressures  to  the  supply  chain  is  assessed  as  medium.
While the company actively monitors and addresses this risk, the unpredictable nature of geopolitical
conflicts and their impact on inflation rates contribute to a moderate likelihood of encountering cost-
related challenges in the supply chain.

Weight: Medium

The weight of this risk is considered medium due to its potential impact on operational costs. While
Atalaya is proactively managing the risk through monitoring and long-term agreements, the external
factors contributing  to  inflation and cost pressures  introduce a  moderate level of  importance. The
company's  mitigation strategies position it reasonably well to navigate and mitigate the impact of
potential cost escalations.

Limited Number of Customers

Description:

This  risk  relates  to  the  concentration  of  sales  of  Atalaya's  concentrate  production  with  a  limited
number  of  three  customers.  A  significant  portion  of  the  Company's  operations  are  dependent  on
these customers and any adverse developments in their operations could have a material impact on
Atalaya's overall operations and financial stability.

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Nature of the Risk:

The  nature  of  this  risk  lies  in  the  potential  vulnerability  stemming  from  a  concentrated  customer
base. Relying on a limited number of offtakers exposes Atalaya to the business dynamics, decisions,
and potential challenges faced by these key customers, posing a direct threat to the stability of the
company's operations.

Mitigation:

To  mitigate  this  risk,  Atalaya  actively  engages  in  close  and  continuous  communication  with  its
offtakers. This close contact ensures a comprehensive understanding of  their business operations,
challenges, and  strategies.  By  maintaining  a  proactive  relationship,  Atalaya  aims  to  stay  informed
and responsive to any changes or developments that may impact its offtakers and, subsequently, its
own operations. Additionally, the company signs spot sales agreements out of the annual excess of
copper  production,  providing  a  strategic  measure  to  diversify  its  customer  base  and  reduce
dependence on a limited number of offtakers.

Probability: Low

The probability of facing challenges due to a limited number of customers is assessed as low. While
Atalaya employs proactive measures through close communication with offtakers and diversification
strategies,  the  external  factors  influencing  these  offtakers'  business  dynamics  introduce  a  low
likelihood of encountering challenges related to the concentrated customer base.

Weight: Medium

The weight of this risk is considered medium due to its potential impact on the company's operations
and financial stability. While Atalaya actively manages  the risk  through close communication with
offtakers  and  diversification  efforts,  the  external  factors  influencing  customer  business  activities
contribute  to  a  moderate  level  of  importance.  The  company's  mitigation  strategies  position  it
reasonably well to navigate and mitigate the potential impact of challenges stemming from a limited
number of customers.

Lack of Control Over Key Inputs

Description:

This risk revolves around Atalaya's potential inability to control the availability of key inputs critical to
its operations, including electricity price, fuel, explosives, reagents, and steel. These inputs are beyond
the direct influence of management, posing a threat to the company's operational stability and cost
management.

Nature of the Risk:

The  nature  of  this  risk  is  rooted  in  the  external  dependency  on  key  inputs,  where  fluctuations  or
disruptions  in  their  availability  and  pricing  can  impact  Atalaya's  operational  efficiency  and  cost
structure. This lack of control introduces a level of vulnerability to external market dynamics.

Mitigation:

Atalaya has implemented strategic measures to mitigate this risk. The procurement department is
actively expanding its network influence to improve the security of the supply chain for key inputs.
In addition, the company has taken proactive steps to manage electricity price volatility by signing a
long-term  PPA  and  is  in  the  process  of  finalising  the  installation  of  a  50  MW  solar  plant,  which
together are expected to cover more than 50% of the company's current electricity needs at a rate
significantly lower than historical prices in Spain. The ongoing evaluation of wind turbines at Riotinto
is another initiative that offers the potential for additional low-cost and carbon-free electricity, with
final evaluations expected in 2024.

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Probability: Medium

The probability of facing challenges due to a lack of control over key inputs is assessed as medium.
While  Atalaya  actively  implements  mitigation  strategies,  the  external  factors  influencing  the
availability  and  pricing  of  key  inputs introduce  a  moderate  likelihood  of  encountering  operational
and cost-related challenges.

Weight: Medium

The weight of  this risk  is considered  medium due  to  its  potential impact on operational efficiency
and cost management. While Atalaya actively manages the risk through network expansion, long-
term  agreements,  and  sustainable  energy  initiatives,  the  external  dependency  on  key  inputs
contributes  to  a  moderate  level  of  importance.  The  company's  proactive  measures  position  it
reasonably well to navigate and mitigate the potential impact of challenges stemming from a lack
of control over certain key inputs.

Foreign Exchange Volatility

Description:

This risk is associated with the impact of volatility in the EUR:USD exchange rate on the profitability
of the  Atalaya Group. Fluctuations  in this exchange  rate  can introduce uncertainties and potential
financial challenges to the company's overall financial performance. An additional layer of complexity
was introduced in 2023 as the USD gradually lost ground against the EUR, declining approx. by 3.5%
throughout the year. Geopolitical tensions, economic shifts, and market sentiments all played their
part in shaping this dynamic landscape.

Nature of the Risk:

The nature of this risk stems from the external influence of currency exchange rate fluctuations. The
EUR:USD volatility, coupled with  the gradual depreciation of the USD, directly affects  the financial
outcomes of Atalaya, impacting revenue, costs, and overall profitability.

Mitigation:

To  mitigate  this  risk,  Atalaya  adopts  a  proactive  approach.  The  company  continually  monitors  the
EUR:USD  exchange  rate,  staying  vigilant  to  changes.  Additionally,  Atalaya  regularly  revisits  and
refines its hedging strategies and policies. This strategic risk management measure aims to minimize
the impact of currency exchange rate fluctuations on the Group's profitability, especially considering
the evolving geopolitical tensions, economic shifts, and market sentiments.

Probability: Medium

The probability of facing challenges due to foreign exchange volatility is assessed as medium. While
Atalaya  actively  monitors  and  manages  this  risk,  the  inherent  unpredictability  associated  with
currency exchange rates, compounded by geopolitical and economic factors, introduces a moderate
likelihood of encountering financial challenges.

Weight: Medium

The weight of this risk is considered medium due to its potential impact on the overall profitability of
the  Atalaya  Group, particularly with  the  added  layer  of  the  USD  depreciation.  While  the  company
employs  proactive  measures  through  constant  monitoring  and  strategic  hedging,  the  external
influence of foreign exchange volatility, coupled with broader geopolitical and economic dynamics,
contributes to a moderate level of importance. Atalaya's mitigation strategies position it reasonably
well to navigate and mitigate the potential impact of challenges stemming from EUR:USD exchange
rate fluctuations in a dynamic global environment.

Liquidity Risk

Description:

This risk pertains to the exposure of Atalaya's operations and business model to various financial risks
associated with third-party entities. The potential challenges in liquidity management and financial
dependencies on external parties could impact the company's operational and financial stability.

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Nature of the Risk:

The  nature  of  this  risk  arises  from  the  inherent  financial  uncertainties  tied  to  third-party  entities.
Atalaya's  operations  are  susceptible  to  liquidity  challenges  and  financial  risks  originating  from
external factors, influencing the company's ability to meet its financial obligations.

Mitigation:

To mitigate this risk, Atalaya employs strategic measures. The company actively manages its liquidity
and  financing  structure  in  alignment  with  its  business  model,  ensuring  a  balance  that  supports
operational needs. Additionally, Atalaya maintains a diverse portfolio of banks and funds, spreading
its financial dependencies to reduce reliance on any single entity. This risk management approach
aims to enhance financial resilience and flexibility.

Probability: Medium

The probability of facing liquidity challenges and financial risks from third-party entities is assessed
as medium. While Atalaya actively manages its liquidity and maintains a diverse financial portfolio,
the  external  factors  associated  with  financial  dependencies  introduce  a  moderate  likelihood  of
encountering liquidity-related challenges.

Weight: Medium

The weight of this risk is considered medium due to its potential impact on operational and financial
stability.  While  Atalaya's  risk  mitigation  strategies  position  it  reasonably  well  to  navigate  liquidity
challenges,  the  external  influence  of  financial  risks  from  third-party  entities  contributes  to  a
moderate level of importance. The company's proactive measures provide a balanced approach to
addressing potential risks associated with liquidity.

Political, Legal, and Regulatory Developments

Description:

This risk focuses on the potential impact of political, legal and regulatory developments on Atalaya.
The Company is subject to extensive regulations, concessions, authorisations, licences and permits,
all of which are subject to expiration, renewal restrictions and various uncertainties. Tax, customs and
royalty  laws  and  regulations  also  have  a  potential  adverse  effect  on  Atalaya's  business,  financial
condition and results of operations.

Nature of the Risk:

The  nature  of  this  risk  arises  from  the  dynamic  and  evolving  landscape  of  political,  legal,  and
regulatory environments. Atalaya's operations are exposed to the uncertainties associated with the
expiration and renewal of permits, as well as the potential adverse effects of changing tax, customs,
and royalty regulations.

Mitigation:

To mitigate this risk, Atalaya employs a multifaceted approach. The company actively monitors and
stays informed about  legal and political decisions  impacting the mining sector by participating in
professional agencies and meetings with peer miners in the area. Atalaya strategically partners with
government  and  local  municipalities  to  foster  positive  relationships  and  navigate  regulatory
landscapes  effectively. Specific  projects,  such  as  the  Environmental Declaration  (AAU)  and  mining
permits, undergo meticulous monitoring to achieve successful outcomes. The environmental permit
situation at Proyecto Touro is continually assessed. Moreover, Atalaya, with no material exposure in
the  UK,  successfully  navigated  the  Brexit  transition  period  without  appreciable  impact.  Recurrent
meetings and analyses conducted by local advisors ensure proactive monitoring and anticipation of
taxation implications for significant business decisions.

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Probability: Low

The probability of facing challenges due to political, legal, and regulatory developments is assessed
as  low.  While  Atalaya  actively  monitors  and  strategically  engages  with  stakeholders,  the  inherent
uncertainties  associated  with  evolving  regulations  introduce  a  low  likelihood  of  encountering
operational and financial challenges.

Weight: Medium

The  weight  of  this  risk  is  considered  medium  due  to  its  potential  impact  on  the  regulatory  and
operational  aspects  of  Atalaya.  The  company's  proactive  and  multifaceted  mitigation  strategies
position  it  reasonably  well  to  navigate and  mitigate  the  potential  impact  of  challenges  stemming
from  political,  legal, and  regulatory  developments.  The  external  influence  of  changing  regulations
contributes  to  a  moderate  level  of  importance,  warranting  continuous  vigilance  and  strategic
engagement.

Rising extraction cost over time as reserves deplete

Description of the Risk:

The risk involves a potential escalation in extraction costs over time at Cerro Colorado mine as high-
grade reserves deplete. The maturity of the mine and the historical exploitation of low-grade minerals
contribute to this risk, resulting in increased unit extraction costs due  to longer hauling distances
and the need to extract lower copper concentration minerals.

Nature of the Risk:

The nature of this risk is rooted in the challenges posed by the depletion of high-grade reserves at
the mature Cerro Colorado mine. As the mine transitions to lower-grade minerals, the unit extraction
costs are expected to rise, impacting the economic viability of continued mining operations.

Mitigation:

To mitigate this risk, Atalaya employs a multi-faceted strategy. Regular monitoring of copper prices
and  mineral  reserve  estimates  allows  the  company  to  assess  the  economic  feasibility  of  ongoing
mining activities. Additionally, efforts are underway to seek administrative permits for accessing the
mineral  mass of the San Dionisio project, which holds high-grade ore.  This strategic move aims  to
counterbalance the depletion of high-grade reserves at Cerro Colorado.

Probability: Medium

The probability of  extraction costs rising  over  time as reserves deplete is assessed as medium.  The
risk  is  inherent to  the  mature nature of  the Cerro  Colorado mine, and while actively managed, the
depletion of high-grade reserves introduces a degree of uncertainty.

Weight: Medium

The weight of this risk is considered medium. While there is a moderate probability of extraction costs
increasing, Atalaya's proactive monitoring and strategic initiatives, such as seeking permits for high-
grade ore  in  the San Dionisio project, contribute to effective risk management, preventing it from
being classified as high risk.

Unforeseen cost in the final restoration plan

Description of the Risk:

The risk involves the potential for unforeseen costs arising in the final restoration plan undertaken by
Atalaya.  Compliance  with  land  reclamation  requirements  is  crucial  to  mitigate  long-term  land
disturbance  effects  resulting  from  the  company's  operations,  and  this  may  require  significant
financial resources.

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Nature of the Risk:

The nature of this risk  is linked to the uncertainties surrounding  the final restoration plan and the
financial 
land  reclamation  requirements.  Unforeseen
challenges or additional costs may emerge during the execution of the restoration plan.

implications  associated  with  fulfilling 

Mitigation:

To  mitigate  this  risk,  Atalaya  has  established  a  systematic  approach.  A  rehabilitation  provision  is
recorded in connection with the Work Plan, providing a financial buffer for land reclamation. The site
manager  plays  a  key  role  in  monitoring  and  reviewing  the  progress  of  production,  enabling  the
forecasting  of  future  costs  and  ensuring  that  the  restoration  plan  remains  within  financial
parameters.

Probability: Low

The probability of unforeseen costs in the final restoration plan is assessed as low. Atalaya's proactive
approach,  including  the  recording  of  a  rehabilitation  provision  and  vigilant  site  management,
contributes to effective risk mitigation and minimizes the likelihood of unexpected financial burdens.

Weight: Low

The  weight  of  this  risk  is  considered  low.  While  the  financial  implications  of  land  reclamation  are
significant, Atalaya's established provisions and the diligent oversight by the site manager contribute
to effective risk management, preventing it from being classified as medium or high risk.

Geopolitical Conflicts

Description:

This risk relates to the impact of recent interstate conflicts on the global economic environment, with
possible effects on migration flows, volatility in regulated markets and inflationary pressures. Atalaya,
which operates in a global context,  is susceptible to  the  far-reaching consequences of geopolitical
conflicts.

Nature of the Risk:

The nature of this risk stems from the external influence of geopolitical conflicts, which can disrupt
global  economic  conditions,  introduce  migration  challenges,  induce  market  volatility,  and  exert
inflationary  pressure.  Atalaya's  operations  are  exposed  to  the  broad-ranging  implications  of  these
conflicts.

Mitigation:

To mitigate this risk, Atalaya adopts a proactive stance. The company closely monitors commodities
prices, supplies prices, and international economic variations, aligning its strategies with the dynamic
geopolitical  landscape.  By  staying  informed  and  responsive  to  market  trends  influenced  by
geopolitical conflicts, Atalaya aims to navigate potential challenges effectively.

Probability: Medium

The probability of facing challenges due to geopolitical conflicts is assessed as medium, considering
the  current  global  geopolitical  landscape.  While  Atalaya  actively  monitors  and  adapts  to  global
economic  fluctuations,  the  unpredictable  nature  of  geopolitical  conflicts  leads  to  a  moderate
likelihood of operational and financial challenges.

Weight: Medium

The weight of this risk is considered medium due to its potential impact on the broader economic
conditions and markets where Atalaya operates. The company's proactive monitoring and adaptive
strategies  position  it  reasonably  well  to  navigate  and  mitigate  the  potential  impact  of  challenges
stemming  from  geopolitical  conflicts.  The  external  influence  of  these  conflicts  contributes  to  a
moderate level of importance, warranting continuous vigilance and strategic adaptation in response
to evolving global conditions.

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Economic Conditions

Description

This risk involves the potential negative impact on Atalaya's growth and profitability resulting from
changes  in  general  economic  conditions  or  changes  in  consumption  patterns.  In  particular,  the
Chinese market has a significant impact on global copper demand.

Recent  economic  indicators  suggest  that  global  markets  are  stabilising.  However,  despite  this
positive trend, the risk of economic fluctuations remains. It is therefore essential for Atalaya to remain
vigilant in managing this risk.

Nature of the Risk:

The risk is rooted in the dynamic nature of general economic conditions and consumer behaviour.
Atalaya's  growth  and  profitability  are  susceptible  to  fluctuations  influenced  by  broader  economic
trends, with a specific focus on the Chinese market, a key player in shaping global copper demand.

Mitigation:

To  mitigate  this  risk,  Atalaya  employs  a  vigilant  approach.  The  company  actively  monitors
commodities  prices,  supplies  prices,  and  international  economic  variations.  By  staying  informed
about market trends and economic shifts, Atalaya aligns its strategies with the evolving landscape to
adapt to potential challenges effectively.

Probability: Medium

The  probability  of  facing  challenges  due  to  economic  conditions  is  assessed  as  medium.  While
Atalaya actively monitors and adapts to global economic variations, the inherent unpredictability of
economic  conditions  introduces  a  moderate  likelihood  of  encountering  operational  and  financial
challenges.

Weight: Medium

The  weight of  this  risk  is  considered  medium  due  to  its  potential  impact  on  Atalaya's  growth  and
profitability. The company's proactive monitoring and adaptive strategies position it reasonably well
to navigate and mitigate the potential impact of challenges stemming from economic conditions.
The external influence of global economic shifts, especially in the Chinese market, contributes to a
moderate level of importance, warranting continuous vigilance and strategic adaptation in response
to evolving economic conditions. Atalaya remains attuned to emerging trends, ensuring its strategies
align with the ever-evolving economic landscape.

Public Health Threats

Description:

This risk entails the potential repercussions on the operations of the Group, as well as its customers
and suppliers, stemming from public health threats, notably the ongoing COVID-19 pandemic. The
company  remains  actively  engaged  in  global  efforts  to  address  the  challenges  posed  by  the
pandemic, emphasizing a proactive approach to ensure the resilience and continuity of its operations
in the face of evolving public health situations.

Nature of the Risk:

The risk stems from the unpredictable nature of public health threats that can significantly disrupt
the  normal  functioning  of  the  Group,  its  customers,  and  suppliers.  Events  like  pandemics  pose
challenges to health, safety, and operational continuity.

Mitigation:

Atalaya  adopts  a  comprehensive  approach  to  mitigate  this  risk. The  Group  continuously  monitors
public health threats and implements necessary measures to protect the health and safety of its staff.
Simultaneously,  strategic  steps  are  taken  to  minimize  any  disruption  to  operations,  ensuring
resilience in the face of health-related challenges.

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Probability: Low

The  probability  of  facing  challenges  due  to  public  health  threats  is  assessed  as  low. While  Atalaya
actively  monitors  and  responds  to  health  situations,  the  unpredictable  nature  of  epidemics  and
pandemics introduces a low likelihood of encountering operational disruptions.

Weight: Medium

interactions,  and  supplier 

The weight of this risk is considered medium due to its potential impact on the Group's operations,
customer 
relationships.  Atalaya's  proactive  monitoring  and
implementation of health and safety measures position it reasonably well to navigate and mitigate
the  potential  impact  of  public  health  threats.  The  external  influence  of  global  health  situations
contributes  to  a  moderate  level  of  importance,  warranting  continuous  vigilance  and  strategic
adaptation in response to evolving health conditions.

Operational Risks and Hazards

Description:

This risk  encompasses a  spectrum  of  operational  challenges  and  hazards  that  could  have  adverse
effects on Atalaya's business, financial condition, and operational results. These include but are not
limited  to  floods,  natural  disasters,  industrial  accidents,  labour  disputes,  structural  collapses,
transportation delays, and earthquakes.

Nature of the Risk:

The  nature  of  this  risk  lies  in  the  unpredictability  and  potential  severity  of  various  operational
challenges  and  hazards.  Events  such  as  floods, accidents,  and  labour  disputes  can  disrupt  regular
operations, impacting safety, financial stability, and overall business performance.

Mitigation:

Atalaya  actively  invests  in  health  and  safety  measures  to  address  operational  risks  and  hazards.
Regular analyses are conducted to identify and implement strategies to enhance mine safety. These
proactive  measures  are  designed  to  minimize  the  impact  of  potential  challenges  and  ensure  the
well-being of employees and the stability of operations.

Probability: Low

The probability of facing operational challenges and hazards is assessed as low. While Atalaya invests
in  health  and  safety  and  conducts  regular  analyses,  the  unpredictable  nature  of  events  such  as
natural  disasters  and  industrial  accidents  introduces  a  low  likelihood  of  encountering  operational
disruptions.

Weight: Medium

The  weight  of  this  risk  is  considered  medium  due  to  its  potential  impact  on  Atalaya's  business,
financial  condition,  and  operational  results.  The  company's  commitment  to  health  and  safety
measures positions it reasonably well to mitigate the potential impact of operational challenges and
hazards.  The  external  influence  of  unpredictable  events  contributes  to  a  moderate  level  of
importance,  warranting  continuous  vigilance  and  strategic  adaptation  to  ensure  operational
resilience.

Labour Disruptions

Description:

This risk relates to the potential adverse impact on Atalaya due to labour disruptions, including strikes
or other forms of industrial action, which could disrupt normal business operations.

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Management and strategic Report

Nature of the Risk:

The  risk  is  characterized  by  the  potential  for  disruptions  in  workforce  operations,  which  can
significantly impact production, efficiency, and overall business continuity. Labour disruptions may
arise from disagreements over labour conditions, concerns, or other disputes between Atalaya and
its workforce.

Mitigation:

Atalaya adopts proactive measures to mitigate the risk of labour disruptions. This includes engaging
in periodic meetings with trade unions to discuss and collaboratively address any changes to labour
conditions  and  concerns.  Additionally,  ongoing  training  programs  are  implemented  to  enhance
communication and understanding between the company and its workforce.

Probability: Low

The probability  of  labour disruptions  is assessed as  low.  While  Atalaya actively engages with  trade
unions and conducts training programs, the inherent unpredictability of labour relations introduces
a low likelihood of encountering disruptions.

Weight: Medium

The  weight  of  this  risk  is  considered  medium  due  to  its  potential  impact  on  Atalaya's  operational
efficiency  and  business  continuity.  The  company's  proactive  engagement  with  trade  unions  and
investment  in  training  programs  positions  it  reasonably  well  to  navigate  and  mitigate  potential
labour  disruptions.  The  external  influence  of  labour  relations  introduces  a  moderate  level  of
importance,  warranting  continuous  efforts  to  foster  positive  relationships  and  address  concerns
collaboratively.

Dependency on Transportation Infrastructure for Mining Operations

Description:

Atalaya  faces  the  risk  of  operational  disruptions  due  to  its  reliance  on  transportation  facilities,
infrastructure, and specific suppliers. A lack or failure of these crucial elements could have adverse
effects on the company's production and development projects.

Nature of the Risk:

The nature of this risk lies in the vulnerability of Atalaya's mining operations to external factors related
to transportation infrastructure. Any disruptions or inadequacies in the transportation network could
impede the smooth functioning of the company's mining activities.

Mitigation:

Atalaya  addresses  this  risk  by  engaging  highly  reliable  contractors  and  maintaining  robust
contingency plans. These measures aim to ensure that operations remain unaffected even in the face
of potential transportation-related challenges.

Probability: Low

The  probability  of  this  risk  is  assessed  as  low.  Atalaya's  emphasis  on  reliable  contractors  and
contingency planning mitigates the likelihood of severe disruptions due to transportation issues.

Weight: Medium

The weight of this risk is medium. While the probability is low, the potential impact on production
and development projects necessitates careful consideration and mitigation efforts.

Tailings Dam Permitting

Description:

This  risk  is  associated  with  the  dependence  of  mining  operations  on  the  renewal  of  permits,  in
particular  tailings  dam  permits,  throughout  the  life  of  mine  (LOM).  Recent  global  mining  project
failures and increased regulatory requirements are potential threats to the business.

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Nature of the Risk:

The nature of this risk is grounded in the critical importance of securing and renewing permits for
mining operations,  specifically those related to  tailings dam management.  Failures  in obtaining or
renewing  these  permits  can  result  in  operational  constraints,  affecting  the  overall  viability  and
continuity of mining activities.

Mitigation:

Atalaya  employs  proactive measures  to  mitigate  the  risk  associated  with  tailings  dam  permitting.
Continuous  communication  is  maintained  with  local  communities,  stakeholders,  and  the  Public
Administration.  The  company  goes  beyond  legal  standards,  making  strategic  investments  to
enhance the safety of operations. Notably, in April 2023, Atalaya received a substantial modification
to  the  AAU  for  Proyecto  Riotinto  from  the  Junta  de  Andalucía.  This  modification  enabled  the
expansion  of  tailings  capacity  and  the  mine  footprint,  a  crucial  step  for  future  developments  in
regional deposits.

Probability: Low

The  probability  of  encountering  challenges  in  tailings  dam  permitting  is  assessed  as  low.  While
Atalaya takes proactive steps, the dynamic nature of regulatory environments and potential changes
in standards introduce a low likelihood of facing permitting hurdles.

Weight: Medium

The  weight  of  this  risk  is  considered  medium  due  to  its  potential  impact  on  the  continuity  and
development  of  mining  operations.  The  company's  proactive  communication,  safety  investments,
and recent success in obtaining a significant modification to the AAU contribute to a moderate level
of importance. Continuous vigilance and engagement with regulatory bodies are essential to sustain
operational momentum and future development initiatives.

Water, Electricity and Key Supply Shortages

Description:

Atalaya's mining operations are intricately tied to the availability of essential resources such as water,
electricity, and other key  inputs. Any  shortage or disruption in  the  supply of these resources could
significantly impact the operational efficiency and sustainability of the company.

Nature of the Risk:

This risk involves the vulnerability of mining operations to shortages in critical resources. Water and
electricity, being fundamental for mining activities, are particularly crucial. As Atalaya expands, the
demand  for  these  resources  will  increase,  posing  a  challenge  to  ensure  a  continuous  and  reliable
supply.

Mitigation:

Atalaya  adopts  a  proactive  approach  to  monitor  and  manage  the  consumption  of  water  and
electricity. Regular assessments of water levels and electricity prices are conducted. The company's
initiatives  include  the  ongoing  construction  of  a  50  MW  solar  plant  at  Riotinto.  This  solar  plant,
combined with a 10-year PPA, is anticipated to provide over 50% of the company's current electricity
needs  at  a  rate  significantly  lower  than  historical  prices  in  Spain.  Additionally,  the  potential
installation  of  wind  turbines  is  under  consideration,  further  diversifying  the  energy  supply  and
contributing to cost-effectiveness and environmental sustainability.

Probability: Low

The  probability  of  facing  critical  shortages  in  water,  electricity,  and  key  inputs  is  assessed  as  low.
Atalaya's proactive measures, ongoing construction of the solar plant, and exploration of additional
renewable  energy sources contribute to a  robust mitigation strategy, minimizing the  likelihood of
severe shortages.

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Weight: High

Despite the low probability, the weight of this risk is considered high due to the potential magnitude
of impact on mining operations. Water and electricity are indispensable for mining activities, and any
interruption  could  result  in  operational  disruptions,  affecting  productivity  and  profitability.  The
company's  strategic  initiatives  to  diversify  and  secure  its  energy  sources  contribute  to  the  high
importance  assigned  to  this  risk.  Continuous  monitoring  and  expansion  of  sustainable  energy
projects will be crucial in maintaining operational resilience.

Complexity of Environmental Laws

Description:

Atalaya  faces  the  risk  associated  with  the  intricate  and  ever-evolving  landscape  of  environmental
laws and regulations. The complexity of these legal frameworks poses potential challenges and may
lead to increased operational costs for the company.

Nature of the Risk:

This  risk  stems  from  the  dynamic  nature  of  environmental  laws  and  regulations.  As  governing
standards  change,  Atalaya's  operational  requirements  may  be  impacted,  potentially  leading  to
higher compliance costs. Adhering to new or modified regulations could necessitate adjustments to
operational practices and resource allocation.

Mitigation:

To address this risk, Atalaya has established a dedicated team tasked with continuously monitoring
and reviewing environmental  laws. This proactive approach allows the company to stay abreast of
any  alterations  in  regulations  promptly.  Currently,  Atalaya  is  not  aware  of  any  imminent  changes;
however, the ongoing vigilance ensures a swift response to any future developments.

Probability: Low

The probability of encountering challenges due to changes in environmental laws is assessed as low.
While  the  dedicated  monitoring  team  enhances  the  company's  ability  to  adapt,  the  inherent
unpredictability of legislative changes contributes to the low probability assigned to this risk.

Weight: Medium

The weight of this risk is considered medium as it reflects the potential impact on operational costs.
While  not  an  imminent  threat,  the  ever-changing  regulatory  landscape  requires  a  consistent
commitment to monitoring and adaptation. The mitigation efforts in place contribute to managing
the risk at a moderate level, emphasizing the importance of ongoing vigilance and adaptability.

Dependency on Key Management and Critical Skills Loss

Description:

The  risk  involves  the  likelihood  of  losing  critical  skills  across  various  areas  of  Atalaya's  business,
including 
technology,  and  culture.
Additionally, there is a specific concern regarding the dependency on key management, which could
impact the overall effectiveness of the organization.

leadership/management,  personnel,  process/structure, 

Nature of the Risk:

This  risk's  nature  lies  in  the  potential  loss  of  key  skills  and  expertise  critical  to  the  organization's
smooth  functioning.  It  extends  to  the  leadership,  personnel,  processes,  technology,  and  overall
organizational culture.

Mitigation:

To  address  this  risk,  Atalaya  has  implemented  a  succession  plan  for  each  key  position,  aiming  to
ensure a seamless transition in the event of skill losses. The company focuses on talent development
and retention strategies to minimize the impact of critical skill departures.

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Probability: Low

The probability of this risk is assessed as low. While succession plans are in place, the dynamic nature
of skill retention and the competitive talent landscape contribute to the moderate likelihood of skill
losses.

Weight: Medium

The  weight  of  this  risk  is  medium.  Although  there  is  mitigation  through  succession  planning,  the
potential  impact  on  critical  skill  areas  warrants  ongoing  attention  and  strategic  human  resource
management.

Risks from Contractors

Description:

Atalaya relies on external contractors, exposing the company to risks associated with the quality and
compliance  of  these  contracted  services.  The  risk  encompasses  concerns  related  to  changes  in
quality, compliance conditions, and overall contractor performance.

Nature of the Risk:

This  risk  involves  potential  issues  arising  from  the  reliance  on  external  contractors,  including
challenges  in  maintaining  quality  standards  and  ensuring  compliance  with  specified  conditions.
Poor  contractor  performance  could  impact  project  timelines,  budget  adherence,  and  overall
operational efficiency.

Mitigation:

To mitigate risks from contractors, Atalaya employs active monitoring through regular meetings and
communication.  These  interactions  aim  to  address  concerns,  discuss  any  necessary  changes  to
quality or compliance conditions, and ensure ongoing alignment with project objectives.

Probability: Low

The probability of risks from contractors is assessed as low. Regular monitoring and communication
efforts  contribute  to  mitigating  the  likelihood  of  significant  issues,  but  the  inherent  variability  in
contractor performance contributes to the moderate probability.

Weight: Medium

The weight of this risk is medium. While actively managed, the potential impact on project quality,
timelines, and compliance requires consistent oversight and risk mitigation efforts.

Cybersecurity Threats

Description:

Atalaya  faces  the  risk  of  cybersecurity  threats  that  could  compromise  its  systems,  databases,  and
regular business activities. A cyber-attack poses a potential threat to the integrity and confidentiality
of critical information within the company.

Nature of the Risk:

The  nature  of  this  risk  lies  in  the  vulnerability  of  Atalaya's  digital  infrastructure  to  malicious  cyber
activities. Unauthorized access, data breaches, or disruptions to regular operations could result from
targeted cyber-attacks, impacting the company's operational continuity and data security.

Mitigation:

To  mitigate the cybersecurity risk, Atalaya's IT department consistently reviews  internal processes.
This  proactive  approach  aims  to  identify  potential  vulnerabilities,  enhance  security  protocols,  and
minimize the potential impact of cyber threats on the company's systems and operations.

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Probability: Low

The probability of a cybersecurity threat is assessed as low. While the company actively reviews and
reinforces  its  IT  processes, the  evolving  nature  of  cyber  threats  and  the  sophistication  of  potential
attackers contribute to the low probability assigned to this risk.

Weight: Medium

The weight of this risk is considered medium due to the potential impact on information security and
operational disruptions. The ongoing efforts by the IT department contribute to managing the risk
at a moderate level, emphasizing the importance of sustained vigilance and adaptive cybersecurity
measures.

Market Volatility and Share Liquidity

Description:

The  market  for  Atalaya's  Ordinary  Shares  is  subject  to  fluctuations  influenced  by  various  factors,
including market sentiment,  economic conditions, copper prices, and share liquidity uncertainties.
This  poses  a  risk  of  significant  market  volatility  and  liquidity  challenges,  potentially  leading  to  a
decrease in share value.

Nature of the Risk:

This risk stems from the inherent volatility of Ordinary Shares, influenced by external factors beyond
the  company's  control.  Market  sentiment,  economic  conditions,  commodity  prices, and  uncertain
share liquidity contribute to the unpredictable nature of share values, impacting market perception
and shareholder value.

Mitigation:

To mitigate this combined risk, Atalaya employs a comprehensive strategy. This includes proactive
communication with  investors,  robust risk management practices, maintaining a long-term focus,
ensuring liquidity, and complying with regulatory requirements. Active collaboration with analysts is
pursued to foster positive research and reports, influencing market activity positively.

Probability: Medium

The probability of facing market volatility and share liquidity challenges is assessed as medium. While
strategic measures are in place to manage fluctuations, external factors contribute to the moderate
likelihood of encountering these challenges.

Weight: Medium

The weight of this combined risk is medium. Despite proactive measures, the unpredictable nature
of  external  factors  affecting  share  prices  and  liquidity  necessitates  ongoing  attention  and
adaptability to sustain a positive market perception and shareholder value.

Uncertainty in Dividend Payments

Description:

Dividend  payments  are  uncertain,  subject  to  various  factors,  including  financial  performance,
applicable laws, regulations, the Group's financial position, and distributable reserves.

Nature of the Risk:

The nature of this risk revolves around the uncertainty of dividend payments. Multiple factors, both
internal and external, contribute to the unpredictability of whether, when, and how much dividends
will be paid.

Mitigation:

Atalaya implements a conservative dividend policy and maintains transparent communication with
shareholders. The company aims to reduce uncertainty by strengthening confidence in its ability to
sustainably pay dividends.

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Probability: Low

The probability of uncertainty in dividend payments is assessed as low. While a conservative policy
and  transparent  communication  help  manage  this  risk,  external  factors  may  influence  dividend
decisions.

Weight: Medium

The  weight  of  this  risk  is  medium.  Ongoing  efforts  to  communicate  effectively  and  uphold  a
conservative dividend policy are essential to manage shareholder expectations amid uncertainties.

Climate Change Risk

Description:

As  a  responsible  mining  company,  Atalaya  recognises  the  increased  physical  risk  posed  by  water
scarcity and drought due to climate change effects. Our mining operations need, at times, quantities
of make up water  to  offset  evaporative and processing losses; therefore, water  stress and drought
presents a significant risk to Atalaya. The impact is far-reaching, potentially resulting in production
delays, increased operating costs and the urgent need to secure alternative water sources.

The nature of the risk:
Water stress and drought are not abstract concepts for us; they are tangible threats. These conditions
can disrupt our operations, increase costs and force us to seek unconventional water supplies. The
consequences go beyond mere inconvenience - they directly threaten our business continuity and
financial performance. As stewards of the environment, we must address these risks head on.

Mitigation:

To  mitigate  the  high  probability  of  risk  associated  with  water  stress  and  drought,  Atalaya  has
implemented several strategic measures:

Actions executed up to 2023:

-

-

-

Construction of a Water Treatment Plant (WTP) to treat the rainwater and runoff collected
within the mine and use it as process water.
Installation of waste thickener to recover process water. By efficiently separating solids from
water, we reduce the overall demand for fresh water.
Prioritisation of recirculation of process water to minimize external water consumption from
surface  water  resources.  By  recycling  and  reusing  water,  we  reduce  our  dependence  on
external sources.

Actions to be executed in 2024

We are actively exploring alternative water sources beyond traditional freshwater reservoirs.
Application for the reuse of water coming from the mining area wastewater treatment plant (WWTP)

Integration with climate change approach:

Our  commitment  to  mitigating  water  stress  and  drought  dovetails  seamlessly  with  our  broader
approach to climate change. We recognise that environmental challenges are interconnected and
that  comprehensive  solutions  are  essential.  Our  efforts  go  beyond  water  management  to  address
other climate-related risks:

1. Reducing our carbon footprint:
   - We are investing in renewable energy sources to reduce our dependence on fossil fuels. The solar
power project mentioned above is an important step in this direction.

   - Energy efficient practices across our operations help to reduce our carbon emissions.

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Management and strategic Report

2. Biodiversity conservation:

   -  We  are  actively  involved  in  habitat  restoration  and  conservation.  Protecting  local  ecosystems
ensures long-term sustainability.
   -  We  work  with  local  communities  and  environmental  organisations  to  promote  biodiversity
awareness and conservation.

Probability: Medium

While we consider the likelihood of climate-related challenges to be moderate, we remain vigilant.
Changes  in  emissions  patterns  and  natural  variability  are  complex  and  uncertain.  Our  proactive
approach and detailed risk assessments provide a solid foundation, but adaptation remains critical.

Weight: High
This risk carries a high weight due to its potential impact. Significant production delays and increased
operating costs are real possibilities. Our climate-related risk assessment underlines the urgency of
addressing water stress and drought under current and projected conditions.

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Operating Review

Proyecto Riotinto

The following table presents a summarised statement of operations of Proyecto Riotinto for the three
and twelve month periods ended 31 December 2023 and 2022.

Units expressed in accordance with the
international system of units (SI)

Unit

Q4 2023

Q4 2022

FY2023

FY2022

Ore mined

Waste mined

Ore processed

Copper ore grade

Copper concentrate grade

Copper recovery rate

Copper concentrate

Copper contained in concentrate

Payable copper contained in
concentrate

Cash cost

All-in sustaining cost*

t

t

t

%

%

%

t

t

t

US$/lb
payable
US$/lb
payable

3,742,814

3,540,155

14,944,638

14,884,361

7,362,657

5,329,252

32,182,904

24,661,569

4,138,368

3,958,654

15,790,098

15,410,459

0.36

19.83

85.47

64,414

12,775

12,131

2.90

3.16

0.41

20.27

86.24

0.38

20.72

86.62

0.40

20.95

85.84

68,908

249,321

249,543

13,969

13,280

2.90

3.12

51,667

52,269

49,174

49,773

2.79

3.09

3.16

3.37

There may be slight differences between the numbers in the above table and the figures announced in the

quarterly operations updates that are available on Atalaya’s website at www.atalayamining.com

$/lb Cu payable

Mining

Processing

Other site operating costs

Total site operating costs

By-product credits

Freight, treatment charges and other offsite costs

Total offsite costs

Cash costs

Cash costs

Corporate costs

Sustaining capital (excluding one-off tailings expansion)

Capitalised stripping costs

Other costs

Total AISC

Note: Figures may not add up due to rounding.

Mining and Processing

Mining

Q4 2023

Q4 2022

FY2023

FY2022

0.92

0.84

0.67

2.44

(0.11)

0.57

0.47

2.90

2.90

0.09

0.02

0.08

0.06

3.16

0.70

1.11

0.59

2.40

0.86

0.89

0.56

2.30

0.79

1.31

0.54

2.65

(0.07)

(0.09)

(0.08)

0.57

0.50

2.90

2.90

0.09

0.06

-

0.08

3.12

0.58

0.49

2.79

2.79

0.08

0.03

0.12

0.07

3.09

0.60

0.52

3.16

3.16

0.08

0.06

0.01

0.06

3.37

Ore mined was 3.7 million tonnes in Q4 2023 (Q4 2022: 3.5 million tonnes and 14.9 million tonnes in
FY2023 (FY2022: 14.9 million tonnes).

Waste mined was 7.4 million tonnes in Q4 2023 (Q4 2022: 5.3 million tonnes) and 32.2 million tonnes
in FY2023 (FY2022: 24.7 million tonnes). Increased waste mining was completed at Cerro Colorado in
FY2023 to allow for the move of mining equipment to the San Dionisio area.

42 | Atalaya Mining plc 2023 Annual Report

Management and strategic Report

Processing

The plant processed ore of 4.1 million tonnes during Q4 2023 (Q4 2022: 4.0 million tonnes) and 15.8
million tonnes in FY2023 (FY2022: 15.4 million tonnes), again delivering plant performance above its
15 million tonne per annum nameplate capacity.

Copper grade was 0.36% in Q4 2023 (Q4 2022: 0.41%) and 0.38% in FY2023 (FY2022: 0.40%). The copper
grade in Q4 2023 was impacted in part by intense rainfall in November which prevented access to
higher  grade  areas  of  the  Cerro  Colorado  pit  and  required  the  use  of  low-grade  stockpiles  to
supplement plant feed.

Copper recovery was 85.47% in Q4 2023 (Q4 2022: 86.24%) and 86.62% in FY2023 (FY2022: 85.84%).

Production

Copper production was 12,775 tonnes in Q4 2023 (Q4 2022: 13,969 tonnes) and 51,667 tonnes in FY2023
(FY2022: 52,269 tonnes). Production for FY2023 was slightly below FY2022 as a result of lower grades,
partly offset by higher ore throughput and recoveries.

On-site  copper  concentrate  inventories  were  approximately  6,722  tonnes  at  31  December  2023  (31
December 2022: 3,529 tonnes).

Copper contained  in concentrates sold was 12,928 tonnes in  Q4 2023 (Q4 2022: 14,027 tonnes) and
50,808 tonnes in FY2023 (FY2022: 52,323 tonnes).

Proyecto Riotinto

In  April  2023,  the  Company  was  granted  a  substantial  modification  to  the  existing  Unified
Environmental Authorisation (or in Spanish, Autorización Ambiental Unificada ("AAU")) for Proyecto
Riotinto  by  the  Junta  de  Andalucía. The  AAU  allows  for  the  expansion  of  tailings  capacity  and  the
mine footprint at Riotinto and represents an important  step towards developing regional deposits
such as San Dionisio and San Antonio.

The Company is advancing the permitting process associated with the San Dionisio final pit, which
represents a key component of the integrated mine plan outlined in the 2023 Riotinto PEA. Waste
stripping at San Dionisio began in Q4 2023 and will continue in 2024 in order to prepare the area for
future mining phases.

E-LIX Phase I Plant

Final construction activities are in progress at the E-LIX Phase I plant. Initial copper cathodes were
produced in December 2023 during the commissioning of portions of the plant. Full commissioning
and ramp-up of the facility are expected during H1 2024.

Once fully operational, the E-LIX plant is expected to produce high-purity copper or zinc metals on
site, allowing the Company to potentially achieve higher metal recoveries from complex polymetallic
ores, lower transportation and concentrate treatment charges and a reduced carbon footprint.

Riotinto District – Proyecto Masa Valverde

In March 2023, the Company announced that PMV was granted an AAU by the Junta de Andalucía,
following an application process that was initiated by the Company in December 2021. The AAU is an
integrated process that combines the Environmental Impact Assessment and other authorisations
and specifies requirements to avoid, prevent and minimise a project's impact  on the environment
and the area’s cultural heritage. In November 2023, the exploitation permit for the Masa Valverde and
Majadales deposits was officially granted.

Various evaluation and optimisation workstreams will continue in 2024. In addition, two exploration
rigs will remain active at PMV.

Proyecto Touro

Atalaya  remains  fully  committed  to  the  development  of  the  Touro  copper  project,  which  has  the
potential to provide substantial benefits to Galicia and also support the European Union's critical raw
materials mandate.

43 | Atalaya Mining plc 2023 Annual Report

Management and strategic Report

Touro has the potential to become a new source of copper production for Europe. As such, the project
could also be granted "Strategic Project" status by the EU, which can be awarded to projects "based
on  their contribution  to  the  security  of  supply of  strategic  raw  materials,  their technical  feasibility,
sustainability and social standards", as part  of the Critical Raw Materials Act.  Copper was added to
the  list of "Strategic  Raw  Materials"  owing to its importance for  strategic sectors and  technologies
and due to the supply-demand imbalance that is expected in the near future.

Running  parallel with  the  ongoing  Touro  permitting  process,  the  Company  continues  to  focus  on
numerous initiatives related to the social licence, including engaging with the many stakeholders in
the  region  to  provide  detailed  information  on  the  new  and  improved  project  design.  Positive  and
favourable  feedback  from  numerous  meetings  with  municipalities,  farmers  and  fishermen
associations and  other  industries  indicate meaningful support  towards the development of a new
and modern mining project.

The Company continues to successfully restore  the water quality of  the rivers around Touro and  is
operating its water treatment plant, which is addressing the legacy issues associated with acid water
runoff  from  the  historical  mine,  which  closed  in  1987.  The  field-work  carried  out  by  Atalaya  has
resulted  in  an  immediate and  visible  improvement  of  the  water  systems  surrounding  the  project,
with the progress being recognised by local stakeholders and the media.

Atalaya  continues  to  be  confident  that  its  approach  to  Touro,  which  includes  fully  plastic  lined
thickened tailings with zero discharge, is consistent with international best practice and will satisfy
the  most stringent  environmental  conditions  that may  be  imposed  by  the  authorities  prior  to  the
development of the project.

Proyecto Ossa Morena

In 2023, exploration drilling continued with one rig at the Guijarro-Chaparral, La  Hinchona and the
Alconchel-Pallares copper-gold projects. One rig is expected to be active throughout 2024.

Riotinto District – Proyecto Riotinto East

Drill testing of selected coincident FLEM and AGG anomalies is in progress with one rig.

Electricity Market in Spain

Realised Prices

in  FY2023 

improved  significantly  from  the  unprecedented 

Market  electricity  prices 
levels
experienced in FY2022 following Russia’s conflict with Ukraine. Factors that contributed to the price
normalisation in FY2023 include significantly lower gas prices, strong gas inventory levels in Europe,
mild weather in much of Europe and strong contributions from renewable power generation sources
in Iberia. After including the contribution from the Company's 10-year power purchase agreement
("PPA"),  realised  electricity  prices  in  FY2023  were  approximately  60%  lower  than  the  Company's
average realised electricity price in FY2022.

So  far  in  FY2024,  market  electricity  prices  have  continued  to  trend  lower,  reaching  levels  that  are
consistent with long run averages that existed in Spain until mid-2021.

50 MW Solar Plant

Construction  continues  to  advance  at  the  50  MW  solar  plant  at  Riotinto.  As  a  result  of  certain
procurement  and  installation  delays, the  contractor  has  informed  the  Company  that  initial  power
generation is now expected to begin in Q2 2024.

In order to reduce exposure to the spot electricity market until the 50 MW solar plant is operating,
the Company has entered into new short term PPAs such that the majority of Riotinto’s electricity
requirements for H1 2024 are now subject to fixed prices.

Once fully operational, the 50 MW solar plant is expected to provide approximately 22% of Riotinto's
current electricity needs. Together, the 50 MW solar plant and 10-year PPA will provide over 50% of
the Company's current electricity requirements at a rate well below historical prices in Spain.

44 | Atalaya Mining plc 2023 Annual Report

Management and strategic Report

Corporate Activities Update

Intention to Move to the Main Market

In  November  2023,  the  Company  announced  its  intention  to  apply  for  its  ordinary  shares  to  be
admitted  to the premium listing segment of  the  Official List maintained by the Financial  Conduct
Authority ("FCA") and to trading on the London Stock Exchange plc's main market for listed securities
(together, “Admission”).

On 21 December 2023, the Company announced the application process was ongoing, outlined that
Admission  remained  subject  to  a  number  of  conditions  including  the  approval  by  the  FCA  of  a
prospectus  and  noted  that  Admission  would  not  take  place  until  after  the  announcement  of  the
Company’s 2023 Annual Results.

The Company continues to progress the application process and will provide further update on the
potential timing of Admission in due course.

Re-domiciliation

In November 2023, Atalaya announced its intention to re-domicile the Company by transferring its
registered  office  from  the  Republic  of  Cyprus  to  the  Kingdom  of  Spain  and  convened  an
Extraordinary General Meeting ("EGM") to seek approval for various related matters.

On 12 December 2023, the  Company held  the  EGM, at which all resolutions were approved by  the
Company's shareholders.

As  a  result,  various  procedural  and  legal  steps  are  underway.  Completion  of  the  proposed  re-
domiciliation continues to be expected before the end of May 2024.

Operational Guidance

The forward-looking information contained in this section is subject to the risk factors and
assumptions contained in the cautionary statement on forward-looking statements included in the
Basis of Reporting. The Company is aware that recent geopolitical developments and the impact on
energy prices and other supplies may still have further effects or impact how the Company can
manage it operations and is accordingly keeping its guidance under regular review. Should the
Company consider the current guidance no longer achievable, then the Company will provide a
further update.

Proyecto Riotinto operational guidance for 2024 is as follows:

Unit

Guidance 2024

Ore mined

Waste mined

Ore processed

Copper ore grade

Copper recovery rate

million tonnes

million tonnes

million tonnes

%

%

~19

~25

15.3 – 15.8

0.39 – 0.41

84 – 86

Contained copper

tonnes

51,000 – 53,000

Cash costs

All-in sustaining cost

$/lb payable

$/lb payable

2.80 – 3.00

3.00 – 3.20

Production

As announced in the Company’s Q4 2023 Operations Update, copper production guidance is 51,000
–  53,000  tonnes  for  FY2024,  which  is  consistent  with  FY2023  production  levels.  As  a  result  of  the
anticipated grade profile, FY2024 production is expected to be weighted slightly towards H2 2024.

45 | Atalaya Mining plc 2023 Annual Report

Management and strategic Report

Operating Costs

For the most part, the prices of key inputs stabilised in FY2023, following the significant inflationary
pressures  that  were  experienced  in  FY2022.  However,  the  unit  prices  of  consumables  such  as
explosives,  diesel  and  lime  remain  above  2021  levels.  Positively,  improving  prices  for  spot  market
electricity and gas in Spain are expected to benefit Atalaya’s cost position.

Operating cost guidance for FY2024 are a cash cost range of $2.80 – 3.00/lb copper payable and an
AISC range of $3.00 – 3.20/lb copper payable. AISC excludes one-off investments in the tailings dam
(consistent with prior reporting) and waste stripping at the San Dionisio area, which are included in
capital expenditure guidance below.

Capital Expenditures

Non-sustaining  capital  expenditure  guidance  for  FY2024  is  €64  –  73  million.  This  includes  €4  –  5
million for completion of the 50 MW solar plant, €5 – 7 million for completion and ramp-up of the E-
LIX Phase I Plant (a portion of which will be accounted for as prepayments to Lain Technologies), €42
– 46 million for San Dionisio waste stripping, dewatering and road relocation and €13 – 15 million for
expansion of the existing Riotinto tailings facility.

Exploration

Atalaya’s exploration guidance for FY2024 is €5 – 7 million.

46 | Atalaya Mining plc 2023 Annual Report

Management and strategic Report

Financial Review

Income Statement

The following table presents a summarised consolidated income statement for the three and twelve
month periods ended 31 December 2023 and 31 December 2022.

(Euro 000’s)

Three month
ended 31 Dec
2023

Three month
ended 31 Dec
2022

Twelve month
ended 31 Dec
2023

Twelve month
ended 31 Dec
2022

Revenues from operations

Cost of sales

Corporate expenses

Exploration expenses

Care and maintenance expenditure

Other income

EBITDA

Depreciation/amortisation

Net foreign exchange (loss)/gain

Net finance (cost)/income

Tax

Profit for the year

Three months financial review

85,591

(65,038)

(4,713)

(1,311)

(1,199)

558

13,888

(10,635)

(2,038)

(422)

4,422

5,215

99,893

(71,797)

(4,598)

(3,801)

(1,494)

(4)

18,199

(8,775)

(4,181)

1,030

1,766

8,039

340,346

361,846

(247,290)

(289,554)

(12,741)

(6,467)

(2,384)

1,636

73,100

(37,800)

(1,278)

2,071

570

36,663

(9,954)

(4,257)

(3,053)

286

55,314

(34,119)

11,546

(421)

(1,394)

30,926

Revenues for the three-month period ended 31 December 2023 amounted to €85.6 million (Q4 2022:
€99.9  million).  The  decrease  in  revenues  compared  to  the  same  quarter  of  the  previous  year  was
mainly driven by a decrease in concentrate sales volumes.

Realised  prices  excluding  QPs  were  US$3.78/lb  copper  during  Q4 2023  compared  with  US$3.70/lb
copper  in  Q4  2022.  The  realised  price  during  the  quarter,  including  QPs,  was  approximately
US$3.75/lb.

Cost of sales for the three months ended 31 December 2023 totalled €65.0 million, compared to €71.8
million in Q4 2022. The decrease in costs was mainly attributable to lower prices for electricity and
steel grinding balls.

Cash costs of US$2.90/lb payable copper during Q4 2023 compared with US$2.90/lb payable copper
in the same period last year. Cash costs remained consistent with the previous year, primarily due to
the  offsetting  effect  of  a  reduction  in  electricity  costs (a  decrease  of  approx. €8.8  million)  in  2023,
counterbalanced  by  an  increase  in  earthworks  waste.  AISC  for  Q4  2023,  excluding  one-off
investments in the tailings dam, were US$3.16/lb payable copper compared with US$3.12/lb payable
copper in Q4 2022.

Sustaining  capex  for  Q4  2023  amounted  to  €0.5  million  compared  with  €1.6  million  in  Q4  2022.
Sustaining capex mainly related to continuous enhancements in the processing systems of the plant.
In addition, the Company invested €3.4 million in the project to increase the tailings dam during Q4
2023 (Q4 2022: €4.8  million). Stripping costs capitalised  during Q4 2023 amounted to €2.0  million
(Q4 2022: €nil).

In  Q4  2023,  the  Capex  for  constructing  the  50  MW  solar  plant  was  €2.2  million.  Additionally,
investments  in  the  E-LIX  Phase  I  plant  totalled  €5.2  million,  of  which  €1.7  million  was  booked  as
prepayments for a service contract with Lain Technologies Ltd.

Corporate  expenses  for  Q4  2023  totalled  €4.7  million  (Q4  2022:  €4.6  million).  This  includes  non-
operating  costs  of  the  Cyprus  office,  corporate  legal  and  consultancy  costs,  ongoing  listing  costs,
officers and directors' emoluments, and salaries and related costs of the corporate office.

Exploration costs on Atalaya's project portfolio for the three-month period ended 31 December 2023
amounted to €1.3 million compared to €3.8 million in Q4 2022.
47 | Atalaya Mining plc 2023 Annual Report

Management and strategic Report

EBITDA for the three months ended 31 December 2023 amounted to €13.9 million compared with Q4
2022 of €18.2 million.

The main item below the EBITDA line is depreciation and amortisation of €10.6 million (Q4 2022: €8.8
million). In Q4 2023, net financing costs amounted to a negative €0.4 million (compared to positive
€1.0 million in Q4 2022).

Twelve months financial review

Revenues for the twelve-month period ending 31 December 2023 totalled €340.3 million, compared
to €361.8 million in FY 2022. This decline is primarily attributed to reduced realised prices and lower
concentrates sold.

Copper  concentrate  production  during  the  twelve-month  period  ended  31  December  2023  was
249,321  tonnes  (FY  2022:  249,543  tonnes)  with  246,128  tonnes  of  copper  concentrates  sold  in  the
period  (FY  2022: 251,268  tonnes).  The  production  levels  remained  similar  in  FY  2023. Inventories  of
concentrates as at the reporting date were 6,722 tonnes (31 Dec 2022: 3,529 tonnes).

Realised copper prices, excluding QPs, for FY 2023 were US$3.80/lb copper compared with US$3.96/lb
copper  in  the  same  period  of  2022.  Concentrates  were  sold  under  offtake  agreements  for  the
production not committed. The Company did not enter into any hedging agreements in 2023.

Cost  of  sales  for  the  twelve-month  period  ended  31  December  2023  amounted  to  €247.3  million,
compared with €289.6 million in FY 2022. Lower operating costs in 2023 were due to a reduction in
input  costs  compared  with  the  2022  period,  where  the  high  cost  of  electricity,  diesel  and  other
supplies were the result of inflation and the geopolitical situation.

Cash costs of US$2.79/lb payable copper for FY 2023 show a decrease compared to US$3.16/lb payable
copper in the corresponding period last year. This reduction in cash costs can be primarily attributed
to a significant decrease in  electricity costs (approximately €52.5 million lower) and other  supplies,
including  freight prices.  The  AISC, excluding  investment  in  the  tailings  dam  for  the  twelve-month
period, stood at US$3.09/lb payable copper, a decrease from US$3.37/lb payable copper in FY 2022.
This  decline  is  mainly  a  result  of  lower  cash  costs,  although  partly  offset  by  higher  capitalised
stripping costs.

Sustaining capex for the twelve-month period ended 31 December 2023 amounted to €3.4 million,
compared  with  €6.2  million  in  the  same  period  the  previous  year.  Sustaining  capex  related  to
enhancements in plant processing systems. In addition, the Company invested €13.7 million in the
project to extend the tailings dam, compared with €14.1 million in 2022.

Capex  associated  with  the  construction  of  the  50  MW  solar  plant  amounted  to  €12.9  million  in  FY
2023,  while  investments  in  the  E-LIX  Phase  I  plant  totalled  €18.1  million,  of  which  €9.1  million  was
booked as prepayments for service contract to Lain Technologies Ltd.

Corporate costs for the period ended December 2023 were €12.7 million, compared with €10.0 million
in FY 2022. Corporate costs mainly include the Company's overhead expenses.

Exploration costs related to Atalaya's project portfolio for the twelve months ended 31 December 2023
were €6.5 million compared to €4.3 million for the same period last year. The major exploration work
costs were incurred at Proyecto Masa Valverde and Ossa Morena.

EBITDA for the twelve months ended 31 December 2023 amounted to €73.1 million, compared with
€55.3 million in FY 2022.

Depreciation  and  amortisation  amounted  to  €37.8  million  for  the  twelve-month  period  ended  31
December 2023 (FY 2022: €34.1 million).

Net foreign exchange loss amounted to €1.3 million in FY 2023 (€11.5 million gain in FY 2022).

For FY 2023, net finance income amounted to positive €2.1 million, compared to net finance costs of
€0.4  million  in  FY  2022. This  increase  is  driven  mainly by  the  €3.5  million  of  interest received  as  a
result of the agreement reached with Astor on 17 May 2023.

48 | Atalaya Mining plc 2023 Annual Report

Management and strategic Report

Financial Position

(Euro 000’s)

ASSETS

Non-current assets

Other current assets

Tax refundable

Cash and cash equivalents

Total Assets

Shareholders’ Equity

LIABILITIES

Non-current liabilities

Current liabilities

Total Liabilities

Total Equity and Liabilities

31 Dec 2023

31 Dec 2022

473,221

76,241

100

121,007

670,569

433,494

103,029

100

126,448

663,071

492,392

466,297

49,447

128,730

178,177

670,569

51,244

145,530

196,774

663,071

Assets
As  of  31  December  2023,  total  assets  amounted  to  €670.6  million,  up  from  €663.1  million  on  31
December 2022, representing an increase of €7.5 million. This growth  is  mainly driven the  Group's
significant  enhancements  in  the  assets  at  Proyecto  Riotinto.  The  decrease  in  cash  and  cash
equivalents is mainly due to increased financing activities, driven by higher dividend payments and
the repayment of loans.

Non-current assets as of 31 December 2023, amounted to €473.2 million (2022: €433.5 million). This
category  includes  €384.7  million  in  Property,  Plant,  and  Equipment  (2022:  €354.9  million),  €49.4
million in intangible assets (2022: €53.8 million), €26.7 million in non-current receivables (2022: €16.4
million), €1.1 million in non-current financial assets (2022: €1.1 million), and €11.3 million in deferred tax
assets (2022: €7.3 million).

Other current assets, as of 31 December 2023, amounted to €76.2 million (2022: €103.0 million). Within
this category, €42.9 million (2022: €64.2 million) pertained to trade and other receivables, and €33.3
million (2022: €38.8 million) related to spare parts and ore in stockpile classified as inventories.

Current trade and other receivables as of 31 December 2023, amounted to €42.9 million, a decrease
from  €64.2  million  in  the  previous  year.  This  includes  trade  receivables  at  fair  value  (subject  to
provisional  pricing)  of  €10.1  million,  trade  receivables  from  shareholders  at  fair  value  (subject  to
provisional pricing) of €5.1 million, other receivables from related parties at amortized cost of €56k,
deposits  of  €37k,  VAT  receivable  of  €21.0  million,  prepayments  totalling  €5.9  million,  and  other
current assets of €0.8 million.

Liabilities
Non-current  liabilities  were  €49.4  million,  a  decrease  from  €51.2  million  in  2022.  Current  liabilities
amounted  to  €128.7  million,  down  from  €145.5  million  in  the  previous  year.  Consequently,  Total
Liabilities decreased to €178.2 million from €196.8 million in 2022. The comprehensive view of Total
Equity and Liabilities for 2023 stood at €670.6 million, marking an increase from €663.1 million in the
previous year.

The most significant caption of non-current liabilities is the provision amounting to €27.2 million as
at 31 December 2023 (2022: €24.1 million). In addition to the provision, non-current liabilities included
the  long term portion  of borrowings  of €16.1  million (2022: €20.8  million), the long-term portion of
leases €3.9 million (2022: €4.4 million), and trade payables of €2.2 million (2022: €2.0 million).

49 | Atalaya Mining plc 2023 Annual Report

Management and strategic Report

As of 31 December 2023, current liabilities stood at €128.7 million, compared to €145.5 million in 2022.
This balance includes borrowings related to  the repayment of the Deferred Consideration to Astor
facility,  Solar  Plant  facility,  and  other  operating  facilities,  amounting  to  €50.6  million  (2022:  €52.6
million).  Trade and other payables as  of 31 December 2023 amounted to €75.9 million, reflecting a
decrease from  €90.0 million in  the previous year (2022). Trade payables  include  suppliers, totalling
€70.3 million, down from €85.0 million in 2022, trade payables to shareholders (Note 30.5), amounting
to €0.2 million, consistent with 2022, accruals, which increased to €3.4 million from €3.3 million, VAT
payable, which increased to €0.4 million from €0.3 million, and other payables, which increased to
€1.7 million from €1.4 million.

Results

The Group’s and Company´s consolidated results are set out on page 123.

Liquidity and Capital Resources

Atalaya  monitors  factors  that  could  impact  its  l5iquidity  as  part  of  the  Company’s  overall  capital
management strategy. Factors that are monitored include, but are not limited to, the market price
of copper, foreign currency rates, production levels, operating costs, capital and administrative costs.

The  following  is  a  summary  of  Atalaya’s  cash  position  as  at  31  December  2023  and  2022, and  cash
flows for the twelve months ended 31 December 2023 and 2022.

Liquidity Information

(Euro 000’s)

Unrestricted cash and cash equivalents at Group level

Unrestricted cash and cash equivalents at Operation level

Restricted cash and cash equivalents at Operation level

Consolidated cash and cash equivalents

Net cash position

Working capital surplus

31 Dec 2023

31 Dec 2022

94,868

26,139

-

121,007

54,320

68,618

108,550

17,567

331

126,448

53,085

84,047

Unrestricted  cash  and  cash  equivalents  as  at  31  December  2023  decreased  to  €121.0  million  from
€126.1  million  at  31  December  2022.  The  increase  in  cash  balances  is  due  to  the  cash  outflows
generated  during  2023  mainly  related  to  financing  activities.  Cash  balances  are  unrestricted  and
include balances at operational and corporate level. Restricted cash amounted at 31 December 2022
to  €0.3  million  was  held  in  escrow,  which  represented  funds  utilized  by  the  Company  to  cover
possible  remaining  costs  due  to  Astor  following  litigation  during  2022.  However,  due  to  the
settlement reached with Astor on 17 May 2023 whereby Astor agreed to repay €3.5 million of interest
previously paid to it to finalise the litigation, the previously restricted cash has now been released and
reversed.

As of 31 December 2023, Atalaya reported a working capital surplus of €68.6 million, compared with
a  working  capital  surplus  of  €84.0  million  at  31  December  2022.  The  decrease  in  working  capital
surplus in 2023 related to the decrease in current liabilities. Cash decreased compared to the previous
year. At 31 December 2023, trade payables had decreased by 15.9% compared with the same period
last year, mainly attributed to the lower inflation.

The Directors consider the current net cash position as well as the existing levels of the commodity
prices and the current liquidity position to mitigate any potential financial risks linked to the liquidity
position of the Company.

50 | Atalaya Mining plc 2023 Annual Report

Management and strategic Report

Overview of the Group’s Cash Flows

(Euro 000’s)

Cash flows from operating activities

Cash flows used in investing activities

Cash flows from financing activities

Net increase in cash and cash equivalents

Net foreign exchange differences

Total net cash flow for the period

Twelve month
ended 31 Dec 2023

Twelve month
ended 31 Dec 2022

64,743

(50,406)

(18,500)

(4,163)

(1,278)

(5,441)

38,503

(53,529)

22,411

7,385

11,546

18,931

In  the  twelve-month  period  ending  31  December  2023,  cash  and  cash  equivalents  experienced  a
decrease  of  €5.4  million.  This  reduction  resulted  from  cash  generated  by  operating  activities
amounting  to  €64.7  million,  offset  by  cash  used  in  investing  activities  totalling  €50.4  million  and
financing activities amounting to €18.5 million, along with a net foreign exchange negative impact
of €1.3 million.

Cash generated from operating activities before changes in working capital reached €72.2 million,
aligning with an EBITDA of €73.1 million. Atalaya reduced its trade receivables by €10.9 million and
inventory  levels  by  €5.5  million,  while  trade  payables  decreased  by  €14.9  million.  The  company
incurred corporate tax payments totalling €5.2 million during this period.

Investing activities for the year 2023 amounted  to €50.4 million, primarily directed towards capital
expenditures related to the tailings dam project, the solar plant, and ongoing improvements to the
processing systems of the plant.

Financing activities in 2023 totalled €18.5 million, reflecting a decrease in financing mainly attributed
to dividends paid and the repayment of existing unsecured credit facilities.

Dividends

Consistent with its strategy to create and deliver shareholder value, the Company approved in 2021 a
Dividend Policy which make an annual payout of between 30% and 50% of free cash flow generated
during the applicable financial year ("Ordinary Dividend"). This policy took effect since the financial
year 2022.

The annual Ordinary Dividend is paid in two half-yearly instalments and announced in conjunction
with future interim and full year results which is submitted for approval by the Board of Directors.

Dividends related to fiscal year 2022

In March 2023, the Board of Directors proposed a final dividend for 2022 of US$0.0385 per ordinary
share,  equivalent  to  approximately  3.15  pence  per  share.  This  Dividend  was  approved  by  the
Company's shareholders at its 2023 Annual General Meeting, and paid on 8 August 2023 (Note 12).

Dividends related to fiscal year 2023

On 9 August 2023, the  Company’s Board of Directors declared a 2023 Interim  Dividend  of US$0.05
per ordinary share, equivalent to approximately 3.9 pence per share and was paid on 28 September
2023.

A final dividend of US$0.04 per  share has been proposed for approval by shareholders at  the 2024
Annual General Meeting. This would give a total dividend in respect of 2023 of US$0.09 per share.

51 | Atalaya Mining plc 2023 Annual Report

Management and strategic Report

Our share price

During  the  year  the  Atalaya  share  price  showed  a  significant  recovery  with  respect  to  the  levels
reported at the beginning of the year (+9.4%).

The Group’s main stock market indicators in 2023 and 2022 were as follows:

Main stock market indicators

Shareholder remuneration ($/share)

Share price at end of period (£)

Period average share Price

Period high (£/ share)

Period low (£/ share)

2023

0.0900(1)

3.61

$3.33

3.80

2.86

2022

0.0745

3.30

$3.28

4.48

1.88

Number of shares outstanding at the end of the period 

139,879,209

139,879,209

Market capitalization at the end of period (£ million)

Dividend yield (%)

505.0

2.0(1)

461.6

1.9

(1) Estimated assuming the final 2023 dividend proposed by the Board of Directors is approved by the
Shareholders meeting in June 2024.

Creditors’ Payment Terms

Atalaya  recognises  its  responsibilities  to  its  supply chain  partners  and  accepts the  requirement  to
settle supplier payments on time.

Accordingly, the Company undertakes to:

-

-

-

-

-

-

Pay  suppliers  on  time  by  paying  95%  of  invoices  within  the  agreed  payment  terms  and
without attempting to change terms retrospectively. We also aim to pay 95% of all invoices
within 60 days, and 95% of invoices from businesses with fewer than 50 employees within 30
days.

Give  clear  guidance  to  suppliers  by  making  readily  available  clear  guidance  on  payment
procedures and invoicing.

At on-boarding stage and on an ongoing basis, notify suppliers if there is any reason why an
invoice may not be paid to the agreed terms of their contract.

Inform suppliers of how they can raise complaints and disputes and provide suppliers with
a point of contact for payment queries.

Adopt  and  encourage  good  practice  by  confirming  that  lead  suppliers  have  adopted  the
good practise throughout their own supply chains.

Avoid any practices that adversely affect the supply chain.

The  Company’s  standard  payment  terms  are  60  days  for  large  enterprises  and  30  days  for  small
enterprises.

Treasury shares

As at 31 December 2023 and at the date of this report, the Company held nil (2022: nil) ordinary shares
as treasury shares.

Foreign Exchange

In FY2023, Atalaya recognised a foreign exchange loss of €1.3 million (FY2022 gain: €11.5 million). The
foreign  exchange  gain  mainly  related  to  variances  in  EUR  and  USD  conversion  rates  during  the
period as all sales are settled and occasionally held in USD.

52 | Atalaya Mining plc 2023 Annual Report

Management and strategic Report

The following table summarises the movement in key currencies versus the EUR:

Average rates for the periods

GBP – EUR

USD – EUR

Spot rates as at

GBP – EUR

USD – EUR

Twelve
months
ended

Twelve
months
ended

31 Dec 2023

31 Dec 2022

0.8698

1.0813

0.8691

1.105

0.8528

1.0530

0.8869

1.0666

During 2023 and 2022, Atalaya did not have any currency hedging agreements.

Critical  accounting  policies,  estimates,  judgements,  assumptions
and accounting changes

The preparation of Atalaya’s Financial Statements in accordance with IFRS requires management to
made estimates and assumptions that affected amounts reported in the Financial Statements and
accompanying  notes.  There  is  a  full  discussion  and  description  of  Atalaya’s  critical  accounting
estimates and judgements in the audited financial statements for the year ended 31 December 2023
(Note 3.3).

Statement of Going Concern

These  audited  consolidated  financial  statements  have  been  prepared  based  on  accounting
principles  applicable  to  a  going  concern  which  assumes  that  the  Group  will  realise  its  assets  and
discharge its liabilities in the normal course of business. Management has carried out an assessment
of the going concern assumption and has concluded that the Group will generate sufficient cash and
cash equivalents to continue operating for the next twelve months.

The Directors, after reviewing different scenarios with current commodities prices, the current cash
resources, forecasts and budgets, timing of cash flows, borrowing facilities, sensitivity analyses and
considering the associated uncertainties to the Group’s operations for a period of at least 12 months
since the approval of these audited consolidated financial statements have a reasonable expectation
that  the  Company  has  adequate  resources  to  continue  operating  for  the  foreseeable  future.
Accordingly, the consolidated financial statements continue to be prepared on a going concern basis
(see Note 2.1(b)).

The  Directors  have  assessed  the  going  concern  status  of  the  Group,  considering  the  period  to  31
December 2024.

Management continues to monitor the impact of geopolitical developments. Currently no significant
impact is expected in the operations of the Group.

The Group’s business activities, together with those factors likely to affect its future performance, are
set  out  in  the  Strategic  Report,  and  in  particular  within  the  Operating  Review.  Details  of  the  cash
flows of the Group during the period, along with its financial position at the period end, are set out in
the Financial Review. The consolidated financial statements include details of the Group’s cash and
cash equivalents Note 21, and details of borrowings are set out in Note 28. When assessing the going
concern  status  of  the  Group,  the  Directors  have  considered  in  particular  its  financial  position,
including its significant balance of cash and cash equivalents and the terms and remaining durations
of the borrowing facilities in place. The Group had a strong financial position as at 31 December 2023,
with  combined  cash  and  cash  equivalents  of  €121.0  million.  Total  borrowings  were  €66.7  million,
resulting in a net debt position of €54.3 million. Of the total borrowings, the 76% is repayable within
one year, and 24% repayable between one and five years.

53 | Atalaya Mining plc 2023 Annual Report

Management and strategic Report

When assessing the prospects of the Group, the Directors have considered the Group’s copper price
and  foreign  exchange  forecasts,  the  Group’s  expected  production  levels,  operating  cost  profile,
capital expenditure and developments projects. These forecasts are based on the Group’s budgets
and  life-of-mine  models,  which  are  also  used  when  assessing  relevant  accounting  estimates,
including depreciation, deferred  stripping and closure provisions. This analysis has focused  on  the
existing  asset  base  of  the  Group,  without  factoring  in  potential  development  projects,  which  is
considered appropriate for an assessment of the Group’s ability to manage the impact of a depressed
economic  environment.  The  analysis  has  only  included  the  draw-down  of  existing  committed
borrowing facilities and has not assumed that any new borrowing facilities will be put in place. The
Directors have assessed the key risks which could impact the prospects of the Group over the going
concern period and consider the most relevant to be risks to the copper price outlook, as this is the
factor  most  likely  to  result  in  significant  volatility  in  earnings  and  cash  generation  together  with
geopolitical  risks  than  can  affect  to  the  supply  chain,  freights  costs  and  electricity  market.  In  this
matter, the Group have  implemented improvements as  Solar  Plant, agreement of a PPA with the
electricity supplier of Riotinto.

Based  on  their  assessment  of  the  Group’s  prospects  and  viability,  the  Directors  have  formed  a
judgement,  at  the  time  of  approving  the  financial  statements,  that  there  are  no  material
uncertainties  that  the  Directors are aware of that cast doubt on the Group’s going concern  status
and  that  there  is  a  reasonable  expectation  that  the  Group  has adequate  resources to  continue  in
operational  existence  for  the  period  to  31  December  2024.  The  Directors  therefore  consider  it
appropriate to adopt the going concern basis of accounting in preparing the financial statements.

In  particular,  we  considered  the  Group’s  current  strong  financial  position,  its  forecast  future
performance,  the  key  risks  which  could  impact  the  future  results and  reviewed  robust  down-side
sensitivity  analyses  which  all  indicated  results  that  could  be  managed  in  the  normal  course  of
business.

54 | Atalaya Mining plc 2023 Annual Report

Management and strategic Report

Other Matters

Share Capital Structure

During 2023, the Company had the following weighted average number of shares outstanding and
commitments to issue shares:

Ordinary shares

Options

Diluted

Weighted
No. of
Ordinary
Shares

139,879,209

4,848,500

144,727,709

In  May  2023,  the  Company,  in  accordance  with  the  Company's  Long  Term  Incentive  Plan  2020,
granted 1,305,000 share options to PDMRs and other employees.

In January and June 2022, the  Company granted 1,345,000  share options to the key management
and employees.

In 2022, Atalaya increased its share capital by 1,643,250 shares as result of share option executions.

Details on authorised and issued share capital are disclosed in Note 22 of the financial statements.

Significant shareholders

The  shareholders  holding  more  than  5%  (directly  or  indirectly)  of  the  issued  share  capital  as  of  31
December 2023 are:

Urion Holdings (Malta) Ltd (subsidiary of Trafigura Group Pte. Ltd.)

Cobas Asset Management, SGIIC, S.A.

Ithaki Limited

Hamblin Watsa Investment Counsel (subsidiary of Fairfax Financial
Holding Ltd.)

Ordinary Shares
000’s

30,821

19,391

8,421

8,252

%

22.03

13.86

6.02

5.90

Between  31  December  2023  and  the  date  of  approval  of  the  consolidated  and  Company  financial
statements there have been no significant changes on the share capital holding.

Environmental

The Group is committed to conducting its business in strict compliance with both the spirit and the
letter of all relevant environmental laws and regulations. Recognising our duty, we are committed to
restoring  and  rehabilitating  our  operating  sites  in  accordance  with  applicable  environmental
standards.  This  remediation  process  involves  a  comprehensive  strategy  that  includes  careful
dismantling and removal of structures, rehabilitation of mines and tailings dams, decommissioning
of operations and closure of facilities and waste sites. Our efforts also extend to the careful restoration,
reclamation and revegetation of areas affected by our operations, as described in Note 26. For a fuller
understanding of our environmental practices and commitment, additional information is available
in the Sustainability Report. This report provides a detailed account of our initiatives and highlights
our  careful  and  responsible  approach  to  environmental  protection  and  sustainable  business
practices.

55 | Atalaya Mining plc 2023 Annual Report

Management and strategic Report

Articles of association

In accordance with the announcement  made by Atalaya during  its Extraordinary General Meeting
held  on  12  December  2023,  the  company  will  undertake  a  re-domiciliation  process  involving  the
transfer  of  the  company's  corporate  seat  and  registered  office  from  the  current  location  in  the
Republic  of  Cyprus  to  Spain.  Consequently,  following  this  re-domiciliation,  the  Company  will  no
longer be subject to the laws of the Republic of Cyprus but will instead be governed by Spanish law
as a legal entity.

As a direct result or in connection with this re-domiciliation, it was resolved and approved that, upon
the re-domiciliation taking effect under Spanish law, the Existing Articles will be replaced by the new
articles of association.

Political and Charitable Donations

The Group made no political donations or charitable donations during the year ended 31 December
2023  (2022:  €nil).  Instead,  Atalaya  contributes  through  its  Foundation  to  financing  projects  that
benefit  local  communities  in  cooperation  with  local  municipalities  based  on  our  Corporate  Social
Responsibility.

More information sees the Sustainability Report 2023.

Research and Development Activities

R&D projects are an essential driver for increase the capacity and the Life of Mine (“LOM”) of the actual
mines  with  more  sustainable  energy  models  and  meeting  the  challenge  of  decarbonization  in
industrial production.

In  recent  years,  Atalaya  have  made  efforts  to  create  a  specific  department  for  Innovation  to
collaborate internally and with our external partners.

Main  current  activities  are  related  to  develop  technologies  for  the  treatment  of  acidic  waters,
recovery  of  metals  and  co-products  from  acidic  waters  and  implement  magnetic  aggregation
technology in the flotation circuit to increase metallurgical yields. Some of these activities have been
granted  with  European  funds  and  executed  in  collaboration  with  universities  and  international
companies.

For information, see our Sustainability Report 2023.

Existence of Branches

The Group does not operate any branches.

Internal Controls

At Atalaya, we acknowledge the vital importance of responsible management in achieving optimal
performance  while  upholding  our  environmental,  social,  and  governance  commitments.  Our
dedication to good governance is guided by the following principles:

1. Corporate Governance Integration: We establish a robust corporate governance system that
incorporates  the  achievement  of  Sustainable  Development  Goals  as  a  strategic  decision-
making framework. Our board and management actively consider ESG factors in all aspects
of our operations.

2. Risk  and  Opportunity  Management:  We 

implement  effective  risk  and  opportunity
management systems across our mining operations. This involves identifying, assessing, and
mitigating  risks  related  to  safety,  environmental  impact,  financial  performance,  and
stakeholder relations.

56 | Atalaya Mining plc 2023 Annual Report

Management and strategic Report

3. Board  Oversight:  Our  Board  of  Directors  holds  ultimate  responsibility  for  the  Company's
successful operations. They ensure that management has appropriate processes in place:

a.

Strategic  Planning:  We  engage  in  strategic  planning  to  align  our  business
objectives with ESG goals.

b. Risk  Assessment:  We  assess  risks  related  to  safety,  environmental  impact,  and

financial performance.

c.

Internal  Controls:  We  monitor  performance  against  pre-defined  benchmarks  to
maintain transparency and accountability.

4. Ethics and Compliance: We foster a robust ethical culture within the organization. Our Code
of  Conduct  guides  employee  behaviour,  emphasizing  integrity,  honesty,  and  compliance
with legal and regulatory requirements.

5. Risk Prevention Policies: We establish policies and procedures to prevent and manage risks,
encompassing safety protocols, environmental protection measures, and financial controls.

6. Transparency  and  Reporting:  We  provide  transparent  reporting  on  our  ESG  performance,
detailing incidents, violations, and sanctions. Stakeholders can review our annual reports and
financial statements.

At  Atalaya  Mining  Plc,  we  are  dedicated  to  sustainable  practices,  stakeholder  engagement,  and
responsible mining. Our internal controls ensure that we adhere to these principles while delivering
value to our shareholders and contributing to a better future.

The  Audit  Committee,  established  by  the  Board  of  Directors,  is  responsible  for  reviewing  and
assessing  the  adequacy  of  the  overall  internal  control  systems  and  accounting  procedures  of  the
Company including reviewing the Company’s procedures for internal control.

Statement of Corporate Governance

Atalaya is committed to high standards of corporate governance and to having an effective Board of
Directors leading and controlling the Company. The Group and the Company give special attention
to  the  application  of  sound  corporate  governance  policies,  practices  and  procedures.  Corporate
Governance is the set of procedures followed for the proper management and administration of the
Group.  Corporate  Governance  rules  the  relationship  between  the  shareholders,  the  Board  of
Directors and the management team.

In  structuring  its  governance  framework,  Atalaya  has  adopted  and  compliance  with  all  guidance
from the principles of the Quoted Companies Alliance Code (“QCA”) and National Instrument 58-201
Corporate Governance Guidelines of Canada.

In November 2023, Atalaya announced its intention to apply for the Company's ordinary shares to be
admitted  to the premium listing segment of  the  Official List maintained by the Financial  Conduct
Authority (“FCA”) and to trading on the London Stock Exchange plc's main market for listed securities
(“Admission”). The  Board intends that following  Admission,  it  will adopt and report against the UK
Corporate Governance Code

Corporate Governance Code

The  QCA is an independent membership that  “champions the  interests of small to mid-size  listed
companies”. The QCA represents companies employing around 1.4 million workers and they set out
the guidelines of independence and transparency for said businesses.

In  2018,  the  QCA  issued  an  updated  version  of  its  Corporate  Governance  Code.  This  version  of  the
Code  includes 10 corporate governance principles that companies  should follow, and step-by-step
guidance on how to effectively apply these principles.

57 | Atalaya Mining plc 2023 Annual Report

Management and strategic Report

Directors’ Responsibilities for the Financial Statements

Cyprus  company  law  states  that  the  Directors  are  responsible  for  the  preparation  of  financial
statements for each financial year which give a true and fair view of the state of affairs of the Company
and of the Group and of the profit or loss of the Group for that period.

In the preparation of these 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; and


state whether applicable accounting standards have been followed, subject to any material
departures disclosed and explained in the financial statements.

The Directors are responsible for maintaining proper accounting records, for safeguarding the assets
of  the  Group  and  for  taking  reasonable  steps  for  the  prevention  and  detection  of  fraud  and  other
irregularities.    Legislation  in  Cyprus  governing  the  preparation  and  dissemination  of  the  financial
statements may differ from legislation in other jurisdictions.

Composition, Responsibilities and Remuneration of the Board of Directors

The  members of  the  Board  of Directors as at 31 December 2023 and on  the date of this report are
presented in the Corporate Governance report. There were no significant changes in the assignment
of responsibilities of the members of the Board of Directors.

For further details on the composition, responsibilities and remuneration of the Board of Directors,
please refer to the Corporate Governance Report.

Members of the Board of Directors

The Board of Directors, during the year 2023 comprised:

Roger Davey (*)

Hussein Barma

Stephen Scott

Neil Gregson

Jesus Fernandez

Kate Harcourt

Non-Independent Non-executive Chair

Independent Non-executive Director

Independent Non-executive Director

Independent Non-executive Director

Non-Independent non-executive Director

Independent Non-executive Director

Alberto Lavandeira

Non-Independent Chief Executive Officer

(*) Roger Davey is not considered independent as he has served on the Board for more than nine years from

the date of his first appointment.

Auditors

The Board, led by the Audit Committee, expects to conduct a tender process for the appointment of
the  Group’s auditor for  the 2024 financial year onwards  and shareholders will be asked  to confirm
this appointment at  the 2024  AGM. This is related  to the new domiciliation to Spain of the Parent
Company and in anticipation of the implementation of UK audit and corporate governance reforms.

Company secretary

Inter Jura CY (Services) Limited serve as the Company Secretary. The Company Secretary is appointed
and  dismissed  by  the  Board  of  Directors  and  all  directors  have  a  right  of  access  to  the  Company
Secretary. The Company Secretary is accountable to the Board, through the Chair, on all governance
matters and reports directly to the Chair as the representative of the Board.

58 | Atalaya Mining plc 2023 Annual Report

Management and strategic Report

Events after the Reporting Period

Any significant events that occurred after the end of the reporting period are described in Note 34 to
the financial statements.

By Order of the Board of Directors,

Roger Davey
Chair
Nicosia, 18 March 2024

59 | Atalaya Mining plc 2023 Annual Report

Sustainability Approach

OUR COMMITMENT TO SUSTAINABILITY

Atalaya is firmly committed to the responsible production of metals throughout our value chain.  We

strive to achieve the best results with a positive impact on employees, partners, local communities,

the environment and all our stakeholders.

We disclose our sustainability performance in our annual Sustainability Report, an  exercise in

transparency  in  line  with  the  Global  Reporting  Initiative  (GRI)  reporting  standards.  Please

download our Atalaya 2023 Sustainability Report, where we provide full information on our ESG

performance. This section of the Annual Report only provides a summary of information on our

sustainability performance in 2023.

1.1 Sustainability strategy

At Atalaya, we are committed to our Sustainability Strategy to ensure that the management of our

operations  and  the  proposal  of  new  projects  are  aligned  with  the  principles  of  the  Sustainability

Policy.  The  strategy  focuses  on  six  pillars  that  positively  impact  the  Company:  Good  governance,

people, safe operations, environment and climate change, society, and innovation and technology.

1.2 Our Climate Change Approach

We are integrating climate change in our Business Strategy, in a way that the business can respond
to potential risks and opportunities in the short, medium, and long term.

With regards to responsible governance, we recognize that well-governed organisations understand
that  survival  and  success  are  linked  and  related  to  environmental  and  social  performance.  In  this
respect, our Governance structure relevant to Climate Change issue includes:









Atalaya  has  been  including  the  fight  against  climate  change  in  our  corporate  and
operational policies, signed at the highest level of the Company.
Our  Board  of  Directors  is  ultimately  responsible  for  the  proper  management  of  risks  and
opportunities  related  to  climate  change. It  oversees  the  implementation  and  compliance
with the objectives set out in the Sustainability Strategy and proposes changes and updated
if needed.
In  2022,  a  Sustainability  Committee  on  the  Board  of  Directors  was  established.  This
Sustainability Committee is responsible for setting the sustainability strategy and promote
board commitment to risks and the company’s sustainability performance.
In addition, the Physical Risk Committee is responsible for managing physical risks and the
Audit Committee is responsible for overseeing the financial risk management process.

In November 2023 we made public our reviewed climate targets. These targets are more ambitious

and our first published climate targets published in our previous Sustainability Reports (dated 2021

and 2022).

Proyecto  Riotinto  is  our only  mine asset operating at present and we have  established these  mid-

term climate reductions targets for scope 1 and scope 2 according to the mine life:

Asset

Base Year 

Scope 

% reduction 

Target year 

Type

PROYECTO

2022

1 & 2

30%

2025

Absolute

RIOTINTO

50%

2030

Atalaya will continue to assess the technical and commercial merits of new technologies that would

reduce our GHG emissions accordingly. The commissioning of the solar plant in 2024 will help us to

60 | Atalaya Mining plc 2023 Annual Report

Sustainability Approach

achieve these goals.

Net-Zero Position

Proyecto Riotinto’s current reserve life does not support operations beyond 2050. Consequently, we

have presently not made a Net Zero 2050 commitment to this period.  However, we expect to extend

the Life of Mine of  Proyecto  Riotinto and add new operations to its portfolio, so we will review our

commitments according to business reality.

1.2.1

Climate change report

In line with international best practices, we are using the Task Force Recommendations on Climate-

related Financial Disclosures (TCFD), as a guideline for disclosure, striving to get to a full alignment

in the future.

Through our inaugural Climate Change Report, published in 2023, we are committed to disclose our

efforts and actions transparently.

A first climate-related risk assessment has been developed in 2023 using 2022 as baseline year in our

Climate Change Report, we provide information about the risks and opportunities identified. We also

recognise  the  importance  of  having  solid  governance  for  managing  the  risks  and  opportunities

related  with  climate  change  and  thus  provide  an  overview  of  our  governance  model  on  these

matters. Ultimately, in our commitment towards becoming a low-carbon company, we disclose the

climate-related metrics used to monitor risks and opportunities, and a carbon footprint assessment.

61 | Atalaya Mining plc 2023 Annual Report

Our progress on TCFD as of September 2023

Sustainability Approach

RECOMMENDATION

GOVERNANCE

DISCLOSURE
TOPIC
Board oversight

STRATEGY

RISK MANAGEMENT

Management’s
role
Climate-related
risks 
and
opportunities

on

Impact 
Atalaya
Resilience of the
strategy

Risk
identification
and assessment
Risk
management

of

Integration 
risk
management

METRICS 
TARGETS

AND

Climate-related
metrics

Scope 1, Scope 2,
and Scope 3

Climate  related
targets

ATALAYA’S ALIGNMENT

is  ultimately  responsible 

for  the  proper
Our  Board 
management of climate change, setting the objectives and
supervising  the 
implementation  and  fulfilment  of  the
actions  established  in  the  Sustainability  Strategy,  through
the Sustainability Committee
Our  management  model  ensures  continuous  assessment
and monitoring of climate-related risks and opportunities
The  first  climate-related  risk  assessment  was  performed  in
2023 using 2022 data as baseline year. The analysis included
scenario  analysis  to  assess  the  real  and  potential  financial
impact of the main risks and opportunities.
Several  physical  and  transition  risks  that  can  have  a
moderate to high impact on Atalaya’s assets and business.
Different  scenarios  have been  used  to  assess  risks  and
opportunities,  considering  global  temperature  increase  of
less  and  more  than  2ºC.  Two  different  time  horizons  were
used for the analysis: medium (2032) and long-term (2050)

The results show several existing and emerging physical and
transition  climate  risks,  and  the  impact  is  in  the  process  of
being estimated
Risk  owners  are  identified,  and  we  are  now  establishing
additional measures to mitigate, and control the impacts of
identified climate-related risks.
At  operations,  the  management  team  assess  and  manage
climate-related  risks  and  opportunities  systematically,  as
part  of  the  on-going  Risk  Management  process  of  the
company.  Climate-related  risks  are  integrated  into  the
overall risk management.
Atalaya  Riotinto  annually  assesses  GHG  emissions,  energy
consumption,  and  water  consumption,  among  other
relevant  environmental  KPIs.  We  will  continue  to  evaluate
other relevant metrics as we analyse further the results of the
climate  risk  assessment  and  implement  further  actions
stemming from our climate change strategy
We report scope 1,  2  and  3  emissions. The GHG  inventory is
verified annually by an independent third-party against ISO
14064.
Proyecto Riotinto is our only mine asset operating at present,
and  we  have  established  mid-term  climate  reductions
targets for scope 1 and scope 2 according to the mine life.

2

CORPORATE GOVERNANCE FOR A SUSTAINABLE FUTURE

71.4

85.7

0

0 0

Percentage 

of

Percentage 

of  non-

Confirmed

Number of

Sanctions

independent

directors (%)1

1as at 31 December 2023

executive directors (%)1

incidents  of

code  of

paid for legal

corruption

conduct

breaches (K€)

violations

Our objective is to set industry standards through transparency, honesty, integrity, and

responsibility, maintaining a steadfast commitment to corporate social responsibility.

62 | Atalaya Mining plc 2023 Annual Report

Sustainability Approach

2.1

Sustainability Committee

At Atalaya, we have a dedicated Sustainability Committee at the Board of Directors, recognizing the

intrinsic link between business success and adequate governance of ESG issues.

Under the leadership of our non-executive director Mrs. Kate Harcourt, the Sustainability Committee

is  tasked  with  shaping  the  sustainability  strategy  and  fostering  Board-level  engagement  in  our

sustainability impacts, risks, and opportunities.

Setting  ambitious  ESG  targets  for  the  upcoming  years  and  monitoring  the  performance  of  these

targets is the primary mandate of the Sustainability Committee. It collaborates directly with existing

committees  addressing  ESG  matters,  such  as  the  Physical  Risks  Committee.  Its  scope  includes

monitoring  climate  change  governance,  climate  risks  and  opportunities,  human  rights,  diversity,

resource efficiency, natural capital, waste management, and the circular economy.

The  Sustainability  Committee  is  in  permanent  contact  with  Atalaya's  ESG  management  team.

Through  regular meetings, the ESG  team updates on all topics to be addressed before the  official

SusCom meeting.

For the proper performance of  its duties, in 2023  the Sustainability Committee held four meetings

(one  meeting  per  quarter).  The  Committee  kept  the  Board  of  Directors  informed  on  the  most

significant sustainability issues in 2023: climate change risks and opportunities, including the climate

change  report  aligned  with  TCFD;  the  review  of  the  sustainability  strategy  and  the  revised

sustainability policy.

2.2

Management Systems at operations

The  establishment  of  an  Integrated  Management  System  is  a  cornerstone  in  ensuring  effective

governance and streamlined management. This system comprehensively incorporates all processes

across  Proyecto  Riotinto  key  asset,  with  a  dedicated  focus  on  continuous  improvement  in

environmental  performance,  occupational  health  and  safety,  and  responsiveness  to  the  needs  of

customers and stakeholders.

Undergoing  rigorous  certification  processes,  the  system  is  accredited  to  ISO  9001:2015  for  Quality

Management Systems, ISO 14001:2015 for Environmental Management Systems, and ISO 45001:2018

for  Occupational  Health  and  Safety  Management  Systems.  Regular  internal  and  external  audits

further validate its effectiveness. Notably, Bureau Veritas conducted a successful recertification of the

integrated management system in 2022, ensuring its validity until 2026.

In  alignment  with  our  unwavering  commitment  to  sustainability,  the  approval  of  the  Sustainable

Mining Management Policy in 2022 at Cobre San Rafael, the overseeing entity for the Touro Project,

underscores  our  dedication  to  responsible  practices.  Additionally,  this  entity  has  achieved

Sustainable Mining Management certification, meeting the criteria set by the Spanish Standard UNE

22480:2019.

2.3

ATALAYA Corporate policies

We have updated our corporate policies and procedures, aligned with the UK Corporate Governance

Code, with a firm commitment to conducting our business with the utmost ethical standards.

In  addition,  our  subsidiary  Atalaya  Riotinto  Minera  (responsible  for  Proyecto  Riotinto)  relies  on  its

policies and Code of Business Conduct and Ethics, complemented by Proyecto Riotinto's compliance

systems.  The  Board  of  Directors  carries  out  an  annual  review  of  the  Code  and  the  Compliance

Committee monitors compliance.

The  Code of  Business Conduct and  Ethics sets out  the  organisation's standards  of behaviour in its

dealings  with  stakeholders,  promotes  an  ethical  corporate  culture  and  prevents  corporate

malpractice.

63 | Atalaya Mining plc 2023 Annual Report

Sustainability Approach

2.4

Risk assessment and mitigation actions

Given the inherent nature of our operations in the mining industry, we face a spectrum of risks that

could  significantly  influence  its  future  operational  outcomes,  potentially  deviating  from  the

descriptions provided in forward-looking statements concerning Atalaya. Effective management of

these risks not only safeguards the interests of stakeholders but also minimizes the potential impact

on shareholder returns, sustains employment, and preserves the local environment surrounding our

mining activities.

In response to these challenges, we have instituted a Risk Management Policy aimed at facilitating

the establishment of an efficient risk control and internal control system within the company. Within

this  system,  the  company  conducts  assessments  of  its  primary  risks,  categorizing  them  into  four

main groups:









Strategic  Risks:  Key  risks  in  this  category  include  the  potential  failure  to  replace  reserves,

underestimation of capital expenditures (CAPEX), financial risks, and challenges related to

securing licenses to operate.

Commercial  and  Financial  Risks:  Risks  encompass  significant  fluctuations  in  commodity

prices, dependence on a  limited number of customers,  and exposure to foreign exchange

risks.

Legal  and  Regulatory  Risks:  Risks  associated  with  new  political,  legal,  and  regulatory

developments that may impact the company's operations.

Operational and External Risks: Risks in this category  involve shortages  of critical supplies

such  as  water  and  electricity,  complexity  of  environmental  laws,  labour  disruptions,  and

cybersecurity vulnerabilities.

2.4.1

Financial risks

The  Board  of  Directors  holds  the  highest  responsibility  for  approving  and  overseeing  these  risk

assessments.  Additionally,  we  have  adopted  a  Financial  Risk  Management  Policy,  outlining  key

principles to manage exposure to critical financial risks. This policy aims to support the achievement

of  our  financial  targets  while  ensuring  the  protection  of  future  financial  security.  The  senior

management  oversees  the  management  of  financial  risks,  with  the  Audit  Committee  providing

valuable support.

2.4.2 Non-financial risks

In addition to the financial risks, we are also exposed to non-financial risks falling under the umbrella

of ESG considerations.

The different business areas within the Company identify these risks and develop specific mitigation

measures,  integrating  them  into  the  overall  management  system.  This  holistic  approach  ensures

that  we  are  not  only  attentive  to  financial  concerns  but  also  actively  address  risks  pertaining  to

broader sustainability and ethical considerations.

64 | Atalaya Mining plc 2023 Annual Report

Sustainability Approach

3. PROFESSIONAL AND PERSONAL DEVELOPMENT

488

Total  number  of
employees

68

92.7

4.55

Employees  coming
local
the 
from 
community (%)

Permanent contracts (%)

Gender pay gap (%)

3.1 Placing people first

In 2023, our total workforce was 488 employees. It is slightly less than 2022 with 499 people working

with us.  The reason for this is the completion of the archaeological  excavations, which has led  to a

reduction in the workforce in archaeology.

Over 93% of our employees work in Proyecto Riotinto, and 92% have permanent contracts, compared

to 89% in 2022. Despite a majority of men in the workforce, we have a significantly higher proportion

of female employees than our peers, with a 18% of women vs a 8% mining industry average.

Our  employees  are  vital  to  our  resilience  as  a  company.  We  maintain  a  strong  commitment  to

attracting  and  retaining  talent  by  promoting  the  highest health  and  safety  standards,  prioritising

training initiatives and enhancing working conditions.

3.2 Local employment and opportunities

At Atalaya, we always promote local employment. In 2023, 68% of Proyecto Riotinto’s total workforce

was from the neighbouring villages (same as 2022), showcasing our commitment to fostering local

employment. In addition, agreements are maintained with municipalities to ensure other important

contractors also follow the same vision.

For  Atalaya,  73%  of  employees  come  from  the  provinces  where  the  projects  are  located  (Riotinto

+Valverde+ Beas; Galicia, Badajoz, Chipre).

3.3 Diversity, equity and inclusion

Our  corporate  Code  of  Conduct  takes  into  consideration  favourable  labour  relations,  based  on  a

system of non-discrimination and equal opportunities, respecting diversity at all levels.

Diversity

The  Proyecto  Riotinto´s  Diversity  Committee  promotes  projects  that  improve  awareness  of  social

realities, creating an inclusive environment where employees feel welcomed, valued and respected.

The  committee  also  seeks  to  develop  appropriate intervention  programs, to minimize imbalances

and  promote  training  and  promotion,  as  well  as  global  accessibility  and  specific  employment

generation programmes.

Equality Plan

The negotiation of the Equality Plan took place in the last quarter of 2023, an agreement was reached,

and the Plan was finally approved on 20 December 2023. This Plan includes a series of measures for

the period 2024-2027 that will be overseen by the Equality Plan Commission.

65 | Atalaya Mining plc 2023 Annual Report

Sustainability Approach

Inclusion

Together with the non-related Spanish  Foundation named Adecco, that supports similar activities,

we  developed  an  Intervention  Plan  with  the  objective  of  supporting  vulnerable  people  through  a

three-pillar cycle  of inclusion: training and guidance,  transforming society, and designing  inclusive

work environments.

The Family Plan, also developed in collaboration with the Adecco Foundation, involves personalised

interventions directed by specialist staff of the Atalaya Foundation for family members of employees

with a recognised disability.

3.4 Relations with our employees

We  continue  to  emphasise  the  creation  of  an  equitable,  stimulating,  and  high-quality  working

environment across human, social, environmental, organisational, and economic dimensions.

We uphold the rights of association, ensuring freedom in trade union elections. Alongside adherence

to  the  International  Labour  Organisation’s  core  conventions  concerning  association  freedom  and

collective  bargaining,  our  code  of  conduct  underlines  our  commitment  to  protect  human  rights,

condemning any form of child, or forced labour, and rejecting labour exploitation or abuse within our

sphere of influence.

Employee relations adhere to the respective legislations of Spain, containing considerations such as

notice periods for operational changes, consultation procedures, and employee communication. The

Works  Council,  comprising  13  worker-elected  members,  stands  as  a  fundamental  element  in

managing these relations.

Regular updates, occurring either quarterly or annually, inform  the Works Council on recruitment,

health and safety metrics (including absenteeism and accident rates),  sectoral developments, and

annual  financial  reports.  Additionally,  ad-hoc  meetings  with  the  Works  Council  are  convened  as

necessitated by current issues.

Beyond  the  Works  Council,  we  embrace  an  open-door  policy, encouraging  direct  communication

across all levels and not mandating that all concerns be directed exclusively through representatives,

fostering transparent communication throughout the organisation.

Collective Bargaining Agreement 2022-2026

The Collective Bargaining Agreement, signed in September 2022 by the management and worker’s

representation though the Works Committee and trade union representatives, will be in force until

December  2026.  It  provides  social  stability  and  a  strong  commitment  to  transparency  and

collaboration.

The Collective Agreement covers 100% of the workforce of Proyecto Riotinto, except for specific cases

where remuneration and working hours are agreed on an individual basis. The rest of employees are

governed by their corresponding sector agreements.

The  agreement  encompasses  all  primary  elements  outlined  in  employment  contracts,  covering

aspects  such  as  recruitment,  daily  work  structure,  salaries,  leave  entitlements,  employee  benefits,

code of conduct violations and corresponding sanctions, and more. Additionally, it addresses matters

66 | Atalaya Mining plc 2023 Annual Report

Sustainability Approach

pertaining to worker health and safety, including provisions for personal protective equipment, work

attire, alcohol and drug testing, and maternity leave.

3.5 Developing employee skills and abilities

We  maintain  an  Annual  Training  Plan  that  incorporates  the  entire  workforce,  with  the  Human
Resources  Department  executing  the  plan  based  on  recommendations  from  departmental
managers.  The  Annual  Training  Plan  covers  legal  requirements  (such  as  basic  mining  safety
standards and guidelines for mobile mining machinery) and different staff development needs. The
Annual Training Plan is structured around four key pillars.

Main Pillars of the Atalaya Training Plan

Specific  training  for
job development

Health  and  safety
training

Environmental
awareness training

Quality training

4.

SAFE OPERATIONS

3

0

1.88

Number  of  “Category  A”  waste
mining storage facilities

Cumulative 
safety incidents

structural

Dam safety factor

We are committed to the safe and responsible management of our tailings management
facilities through the use of best available monitoring techniques and the implementation of
best industry standards.

4.1 Safe management of our Tailings Storage Facility (TSF)

Proyecto  Riotinto applies  the best available techniques to ensure  safe TSF  management.  Proyecto
Riotinto’s  Major  Accident  Prevention  Policy,  signed  by  the  top  management,  aims  to  reach  the
highest level of protection and serves as the basis for the Safety Management System implemented
by the Company. The practices and procedures established by this system complement the Safety
Project developed by Atalaya for its mining operation at Riotinto, which from the beginning has been
designed considering the most stringent standards.

The  Technical  Management  of  Proyecto  Riotinto  is  responsible  for  ensuring  compliance  with  the
regulations and basic mining safety standards applicable to the TSF. The Technical Manager reports
directly to the Operations Manager of Atalaya Riotinto Minera and is the company's representative
on safety matters before the relevant authorities.

TSF GOVERNANCE

Atalaya’s governance procedures for its TSF management represent 5 layers of prevention:

1.
2.
3.
4.
5.

Geodetic and geotechnical sensor network monitoring
Surveillance R+D technology of the TSF through “Minerva” and “Stone” projects
Internal staff inspections and governance
Inspections by accredited third parties
External reviews

67 | Atalaya Mining plc 2023 Annual Report

Sustainability Approach

DISCLOSURE OF OUR RESPONSIBLE MANAGEMENT AND BEST PRACTICES

We  recognise  the  importance  of  disclosing  our  safe  and  responsible  management  of  the  mineral

waste generated in our operation. These aspects are key to our all stakeholders.

In 2023, we published on our website a specific document on the safe management of tailings and

the TSF at Riotinto.

Through our social networks and newsletters, we have published all the  informative activities that

the Minerva and Stone teams conducted throughout 2023.

For 2024, the STONE agenda continues to grow and aims  to disseminate the steps that are being

taken in this research project.

GLOBAL INDUSTRY STANDARD ON TAILINGS MANAGEMENT (GISTM)

At Atalaya, we are committed to a responsible management of the TSF that guarantees zero harm

to the population and the environment, prioritizing the safety of our facility throughout all stages of

its life cycle. To do so, we incorporate the best available techniques, and we are at the forefront when

it comes to the use  of new  technologies applied to the  surveillance  of these facilities. Minerva and

Stone projects are good examples of this.

However,  at  Atalaya  we  are  aware  of  the  importance  to  our  stakeholders  of  compliance  with  the

highest standards in relation to the management of these facilities.

We  therefore  recognise  the  Global  Industry  Standard  on  Tailings  Management  (GISTM)  as  the

framework to which we have committed to align ourselves within 3 years. The GISTM was the product

of  the  Global  Tailings  Review,  which  was  co-convened  by  the  United  Nations  Environment

Programme (UNEP), Principles for Responsible Investment (UNPRI), and the International Council on

Mining and Metals (ICMM).

Accordingly. we have continued to work towards conformance with GISTM. We will adapt our internal

governance systems to be aligned with the standard. The follow-up of the GISTM alignment work is

overseen by the Sustainability Committee of the Board of Directors.

4.2 Protecting the health and safety of our employees

0 5.3

3.1

0.27

0.06

fatalities  Lost  time 

injury
frequency rate (LTIR) –
own employees

Lost  time  injury
frequency rate (LTIR)
- contractors

Severity  rate  –  own
employees

Severity rate - contractors

68 | Atalaya Mining plc 2023 Annual Report

Sustainability Approach

Our commitment includes the continuous enhancement of Health and Safety conditions within
our workplace, aiming for Zero Harm in our mining operations, as outlined in our Occupational
Health and Safety Policy.

4.2.1 Our Health and Safety management approach

At  Proyecto  Riotinto,  we  have  implemented  an  Occupational  Health  and  Safety  Management
System,  externally  certified  against  ISO  45001:2018.  This  system  aligns  with  the  principles  and
commitments outlined in our Occupational Health and Safety Policy and applies to all personnel at
Proyecto Riotinto, including contractors. While our exploration and permitting projects adhere to the
same standards as Proyecto Riotinto, they are not currently operating under the remit of the certified
system.

Our  system  undergoes  regular  internal  and  external  audits,  in  accordance  with  ISO  standards.
Additionally, every  two years, we undergo legal compliance audits by an accredited external body.
No  amendments  were  identified  during  these  audits  in  2023,  which  included  an  internal
Management  System  audit  and  an  external  audit.  These  controls  collectively  contribute  to  our
continuous improvement efforts.

For health monitoring, we rely on an external medical service, which conducts annual medical check-
ups  for  all  employees.  We  provide  24-hour  nursing  coverage  with  qualified  health  personnel,
addressing not only work-related issues but also common illnesses.

Proyecto  Touro,  Masa  Valverde  and  Ossa  Morena, projects  in  the  exploration  or  permitting  phase,
have opted for an outsourced External Prevention Service.

4.2.2 Engaging with our employees

Promoting a safety culture and raising awareness among employees are important actions to have
a secure and healthy work environment.

We have established various bodies and processes to ensure worker participation in activities related
to the development of our management system. These include the Occupational Health and Safety
Committee, comprising representatives of both workers and the company, which meets periodically
to  analyse  relevant  aspects  of  occupational  health  and  safety.  Prevention  delegates,  as  workers'
representatives, are invited to participate in risk assessment processes and investigate any accidents.

One of our main initiatives that involves employees directly in the surveillance of occupational health
and safety is our Field Leadership Program, which consists of different work groups that meet once
a month to undertake preventive activities (e.g. audits, observations, inspections and "stop and talk",
among  others.).  The  Field  Leadership  Program  is  contributing  to  a  cultural  shift  in  occupational
health and safety. Our data indicates a heightened awareness among employees.

In addition, we disseminate information to all employees, not only on occupational issues related to
work  but  also  to  improve  overall  health  and  quality  of  life.  For  example,  in  2023,  the  information
screens provided, among other topics, information on the correct use of inhalers, how medications
affect the skin when exposed to the sun, and the fact that sunscreen creams are indeed another form
of Personal Protective Equipment (PPE).

In  terms  of  training,  throughout  2023,  occupational  health  and  safety  training  continued.  For
example, in 2023, we provided additional training in first aid and nursing standards for some of our
workers. We are committed to delivering this training systematically each year.

4.2.3 Ensuring the health and safety of our contractors

Our management system includes specific provisions for contractors offering services at Atalaya. The
Health Prevention Service within our company has a designated coordinator overseeing contractors'
work  conditions,  and  a  computer  application  for  control  and  follow-up.  In  addition,  Contractors
actively participate in health and safety activities.

69 | Atalaya Mining plc 2023 Annual Report

5.

ENVIRONMENT AND CLIMATE CHANGE

Sustainability Approach

1.7

35

99

0.27

Environmental 
and expenditures (M€)

investments

Mining  waste  reused  in
project (%)

Non  mining  waste
form
diverted 
disposal (%)

Surface  water  consumption
(m3/tons of ore processed)

83

9

1.4

0

Annual 
consumption 
consumption (%)

recycled 
to 

water
annual

Energy 
(GJ/tons 
concentrate)

of 

Intensity
copper

Greenhouse 
Gas
Emissions  Scope  1,  2
and  3)(tCO2eq/tons  of
concentrate)

Penalties  received  for  non-
compliance 
with
environmental regulations (€)

As a responsible mining company, we acknowledge the potential environmental impact of our
mining activities.

Our commitment to environmental protection is a core value within our company, as we
embrace sustainable practices that support a circular economy, safeguard ecosystems, address
climate change, and positively contribute to the communities in which we operate.

5.1 Environmental Management System

Our commitment to environmental responsibility is reflected in the Environmental Policy adopted
for Proyecto Riotinto. We explicitly commit to preventing pollution, ensuring efficient resource use,
employing  the  best  available  techniques,  establishing  mechanisms  to  prevent  or  manage
environmental  risks,  training  employees  and  contractors  on  environmentally  friendly  practices,
protecting historical heritage, and setting measurable environmental objectives which are reviewed
periodically.

We  work  to  integrate  climate  change  adaptation  and  resilience  into  our  vision  of  continuous
improvement.  Our  environmental  management  system  is  certified  against  ISO  14001  to  ensure
rigorous adherence to our Environmental Policy. We conduct two audits annually—one internal by
trained company employees and another external by a licensed company.

In  extending  our  commitment  to  sustainable  practices,  Proyecto  Touro  has  a  Sustainable  Mining
Management Policy and received the UNE 22480:2019 certification in 2022—a Spanish standard for a
sustainable mining-metallurgical management system.

5.2 Efficient Water Management and Zero Discharge Approach

Water  is  a  shared  resource  crucial  for  the  community  within  the  hydrographic  district  where  our
operations  are  situated.  Given  that  mining  activities  demand  water  and  have  the  potential  to

70 | Atalaya Mining plc 2023 Annual Report

Sustainability Approach

influence  local  water  sources,  effective  water  management  is  essential  to  build  trust  among  all
stakeholders.

The Sustainability Policy and Environmental Policy of Proyecto Riotinto both pledge a dedication to
the effective utilization of natural resources. Water management is overseen by the Environmental
Department  of  Proyecto  Riotinto,  reporting  directly  to  Management.  In  addition,  internal  and
external audits are conducted under the ISO 14001:2015 environmental management system, which
also includes water management.

At Proyecto Riotinto, most of the water consumption is in the production process, where it is used in
grinding  and  flotation  activities.  Other  water  uses  include  dust  control to  improve  air quality,  and
sanitary uses for employees and irrigation.

For  efficient  water  use,  the  project  has  a  water  treatment  line  which  allows  mine  water  to  be
conditioned  for  use  in mining  and  industrial  applications. Atalaya  Riotinto  uses  recirculated  water
which  accounts  for  more  than  82%  of  the  total  required  for  ore  processing.  This  greatly  reduces
external water consumption.

Furthermore, we actively engage in public forums on water stewardship and management through
our membership of Aminer.

Proyecto Riotinto maintains a water quality control network both upstream and downstream of the
mining  operation,  conducting  monthly  sampling  and  providing  reports  to  the  relevant  regulatory
authorities.

Proyecto Riotinto also calculates its water footprint, which makes it possible to identify the processes
or facilities where the greatest water consumption or deterioration of quality occurs, and thus we can
implement effective measures to reduce the impact of the activity. We initially calculated and verified
the  water  footprint  for  the  period  2015-2022,  concluding  that  the  water  requirements  of  the
environment  were  met.  (i.e.  surface  and  groundwater  flows  remain  within  certain  ranges  with
respect  to  water  runoff  and  the  natural  water  needs  required  by  the  ecosystem  are  respected.
Furthermore,  the pollutant absorption capacity  is not  exceeded as no  water is discharged into the
environment).

In addition, to be resilient to the risks of water scarcity from the effects of climate change, we plan to
define a water management strategy with targets, including the development of a Water Policy, the
adherence to an international water management standard (AWS) and participate in water related
initiatives in 2024.

5.3 Energy Transition and Climate Change

Recognizing  that  energy  consumption,  particularly  at  Proyecto  Riotinto,  constitutes  a  significant
environmental  aspect  of  its  operations,  we  are  aware  of  its  substantial  role  in  the  Company's
greenhouse  gas  (GHG)  emissions.  Consequently,  we  prioritize  the  consistent  monitoring  and
assessment of energy consumption, enabling the integration of measures aimed at reducing energy
intensity and GHG emissions.

Our commitment to renewable energy

Self-consumption  of  renewable  energy  plays  a  significant  role  in  mitigating  our  environmental
impact and is a key tool in reducing our carbon footprint.  We take pride in the establishment of a
pioneering  photovoltaic  solar  plant  at  Proyecto  Riotinto.  This  initiative,  conducted  in  collaboration
with Endesa X, marks the construction of Spain's first solar photovoltaic power plant at a mine.

Comprising  75,000  solar  panels  with  a  50MW  capacity,  it  stands  as  one  of  Spain's  largest  self-
consumption  facilities.  The  output  is  equivalent  to  the  annual  electricity  consumption  of  a
municipality with 14,500 inhabitants. This solar plant is expected to contribute 22% of the mine's total
energy needs, resulting in an annual reduction of over 40,000 tonnes of indirect CO2 emissions. Given
that  electricity  consumption  constitutes  over  60%  of  the  mine's carbon  footprint, this  reduction  is
comparable to the carbon absorption of 240,000 trees.

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Sustainability Approach

5.4 Our Carbon Footprint

As part of our commitments to contribute to a low-carbon economy, we disclose an annual inventory
of  Proyecto  Riotinto  GHG  emissions,  for  which  the  ISO  14064-1:2019  standard  is  issued,  and  the
footprint calculation is verified by an external third party.

The  most  relevant  indirect  greenhouse  gas  (GHG)  indirect  emissions  come  from  product  use, 
specif ically, the consumption of reagents represents 33.8% of the total emissions, making it the most 
significant emission focus within this category. These emissions occur during the production process 
of  the  reagents,  making  them  indirect  GHG  emissions.  The  major  reagent  consumptions  and 
consequently the ones with the greatest impact on the carbon footprint, are quicklime and slaked 
lime. 

Emissions associated with the production of the explosives used by the organisation account for 11.8% 
of the total emissions. Transportation in mining operations carried out by various contractors is also 
noteworthy, constituting 17.2% of the total GHG emissions.

Another  significant  emission  focus  is  electricity  consumption  with  indirect  CO2eq  emissions 
representing  28.0%  of  Proyecto  Riotinto's  carbon  footprint. Atalaya  has  an  electricity  contract  with 
Endesa Energía  S.A.U, a non-Guarantees of  Origin (GdO) supplier,  whose 2022 energy mix exceeds 
that of previous years with a  value  of 0.272 kg CO2eq/kWh. The solar photovoltaic plant will play  a 
significant  role  in  reducing  overall  greenhouse  gas  (GHG)  emissions.  With  an  impressive  installed 
capacity  of  50  MW,  it  is  set  to  become  one  of  Spain's  largest  industrial  self-consumption  facilities, 
resulting in an annual reduction of more than 40,000 tCO2eq.

Scope  1  emissions,  originating  directly  from  the  Company's  operations,  constitute  the  smallest 
proportion of the  overall emissions, primarily stemming  from the consumption of diesel in  various 
industrial processes at the plant and during the transportation of raw materials.

5.5  Biodiversity Protection

Proyecto  Riotinto  employs  a  dedicated  methodology  for  biodiversity  management,  incorporating
the criteria outlined in the Unified Environmental Authorization and sector-specific legislation. The
technical  guidelines  encompass  specific  measures  for  the  conservation  of  two  protected  species,
both in flora and fauna:





A  protected  plant  species  (Erica  andevalensis).  The  Erica  management  plan  involves

relocating  individuals  harvested  during  the  activity.  Another  measure  entails  gathering

seeds from affected individuals, cultivating and utilizing them for the restoration of project

areas. Additionally, unaffected populations undergo regular monitoring and control.

Bat  conservation  project. Proyecto Riotinto is actively  progressing  with  the conservation

project for bats. The monitoring of bat populations is conducted during both the breeding

and hibernation seasons, employing direct and indirect censuses, respectively.

6.

DRIVING LOCAL DEVELOPMENT

68 

671 

91.4 

1.25 

0

%  of  employees

Budget dedicated to

Invoiced from local

Investment  made  for

Complaints

the 

local

social 

activities

suppliers3(%)

the protection of local

received  from

community

heritage (M€)

customers.

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Sustainability Approach

through 

our

Foundation2 (K€)

1Data for Proyecto Riotinto
2Data taken from the annual accounts of the Company at the end of the accounting year for the Proyecto Riotinto
Foundation
3Corresponding to Atalaya Riotinto Minera

Mining activities play a significant role in strengthening local, regional and national economies
by  fostering  employment,  encouraging 
local  procurement  and  contributing  to  social
development in general. At Atalaya, we are encouraged by our impact on communities through
our  operations  and  indirectly  through  contractors  and  suppliers.  We  are  also  committed  to
extending our socio-economic footprint by actively supporting initiatives that aim to foster long-
term prosperity in the regions in which we operate.

6.1 Value beyond our operations

Our main project, Proyecto Riotinto, is an important contributor to the socio-economic vitality of the
Riotinto  Mining District in the province of  Huelva. Its extensive  influence  is primarily evidenced by
the  creation  of  local  employment  opportunities  and  the  generation  of  wealth  within  the  region
through  its  operational  activities.  This  impact  extends  beyond  its  immediate  sphere,  manifesting
indirectly through increased production and employment across various economic sectors, catalysed
by Atalaya's activities.

6.2 Communication channel with the local community

Atalaya  Riotinto  follows  a  procedure  for  communicating  with  internal  and  external  stakeholders
which is managed as part of the integrated management system. Local communities are interested
parties and are provided with channels to express their requests, complaints and opinions.

Through this communication channel, five external notifications were registered in 2023, all issued
by neighbours of the operation and relating to complaints about vibrations from blasting activities.

All  five  were  handled  in  accordance  with  the  internal  procedure  and  were  resolved  within  the
established  timeframe.  Proyecto  Riotinto  launched  specific  studies  to  find  solutions  to  these
concerns raised by the local community during 2023.

6.3 Proyecto Riotinto Foundation

The  Foundation  is  actively  engaged  in  advancing  Atalaya's  Corporate  Social  Investment  initiatives
within  its  sphere  of  influence,  connected  to  the  municipalities  comprising  the  Riotinto  Mining
District.

Atalaya has been maintaining collaborative agreements  with the seven Town Councils comprising
the Miera de Riotinto District region (Minas de Riotinto, Nerva, Berrocal,  Campofrío, La Granada de
Riotinto, El Campillo and Zalamea la Real). These agreements solidify the cooperation between local
administrations and the mining project, fostering administrative relations and various partnerships
between the involved parties. In the year 2023, the Atalaya Foundation and the Town Councils have
engaged in discussions aiming to renew these agreements, which expire with the municipal term,
defined by the municipal elections held in May 2023.

The  primary  themes  of  these  agreements  revolve  around  a  commitment  to  local  development,
providing  resources  to  the  councils  for  executing  actions  and  initiatives  focused  on  education,
culture,  social  welfare,  environmental  conservation,  employment  promotion,  and  economic
diversification.  In  addition,  the  Foundation  advocates  for  the  economic  diversification  of  the  area,
fostering  tourism  as  an  alternative  industry,  with  projects  like  visits  to  Corta  Atalaya  and  Riotinto
Experience.

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Sustainability Approach

6.4 Maintaining a positive footprint at Proyecto Touro though the Terras program

The TERRAS Program was devised by the Company as part of the ESG Strategy under Proyecto Touro.
TERRAS, an acronym for Transparency, Ethics, and Genuine Environmental and Social Responsibility,
was  shaped  based  on  received  stakeholder  input,  focusing  on  three  main  spheres:  environment,
society, and progress. The plan is aimed at Galician society in general, sectors linked to the river Ulla,
groups  at  risk  of  social exclusion  in  Arzúa  and  Santiago,  and  the  residents  of  Touro  and  O  Pino. It
covers five areas of action, each with a series of specific activities and actions.







TERRAS do Ulla: commitment to water stewardship and sustainable water use
TERRAS do Camiño: respect for the Camino de Santiago (St James’s Way).
TERRAS do Futuro: socio-economic development of the region
TERRAS de Vida: health and safety
TERRAS da Xente: social actions

6.5 Stakeholder involvement in project development

In  our  quest  to  diversify  our  operations,  we  recognise  the  importance  of  engaging  with  local
stakeholders to understand their expectations and convey an appealing value proposition. For this
reason,  for  all our  projects  such  as  Ossa  Morena  Project  in  Extremadura  (Spain)  and  its  Cobre  San
Rafael  Project  in  Touro, Galicia  (Spain),  we  maintain  a  constant  process of  consultation  with  these
entities  through  various  means.  This 
includes  discussions  with  the  Public  Administration,
establishing  an  accessible  information  centre  for  the  public, and  engaging  in  meetings  with  local
groups, landowners, and representatives from different sectors.

We maintain an office in the municipality of Alconchel, which hosts Proyecto Ossa Morena, ensuring
direct  connections  with  locals,  government  representatives,  and  businesses.  Serving  as  an
information  hub,  the  office  is  accessible  for  those  curious  about  the  project,  manned  by  an
environmental specialist and equipped with informative displays. Additionally, we regularly update
the mayors of Alconchel and surrounding municipalities on activities and address residents inquiries
through  town  councils.  The  dynamic  relationship  with  the  local  newspaper  facilitates  project
information dissemination.

6.6 Preservation of the local heritage

Proyecto  Riotinto  and  its  commitment  to  historical,  archaeological  and  industrial  heritage
demonstrates  that  preventive  archaeology  can  and  must  become  an  example  of  coexistence  and
collaboration  between  the  different  agents  involved.  The  great  challenge  of  this  project  has
undoubtedly  been  to  guarantee  the  research  to  continue  as  well  as  mine  production.  The  work
carried out is a milestone in the history of management archaeology, both an investment (time and
resources) and historical research point of view.

On top of that, in 2023, several milestones have been reached:













Greater  understanding  of  Urium  at  the  urban  planning  level  and  key  to  recovering
numerous remains and understanding Roman mining activity.
Outstanding metallurgical knowledge because of the large-scale archaeological works.
Recovery and extraction of a metallurgical furnace in Cortalago.
Discovery of a large metallurgical complex, which comprises offices and hearths/furnaces.
Preservation of elements of plant origin, including soles, spikes, ropes, trunks, bones, etc.
Transfer  of  industrial  archaeological  material  to  Fundación  Riotinto  from  the  Alfredo  area
(e.g. ladders).
Project to adapt the Planes-Teleras area to allow access to the public, including the design
of a visitor route.
Visit to  the excavations by the Delegate of Tourism,  Culture and Sports from the Junta de
Andalucía

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Sustainability Approach

Preventive archaeological activities at Ossa Morena Project

In the  Ossa  Morena project, intensive archaeological prospecting programmes were conducted  in
areas  to  be  explored,  as  required  by  the  legislation  in  force  in  the  Regional  Community  of
Extremadura. The prospecting works enabled the identification of numerous sites and elements of
ethnographic interest unknown until now, in an area that has been little investigated.

in  subsequent
These  works  have  provided  a  wealth  of 
historical/archaeological  studies.  Archaeological  work  is  currently  focused  on  the  control  of  earth
movements and monitoring of drilling works.

information  that  can  be  used 

6.7 Supply chain responsibility: local and sustainable partners

At  Atalaya,  we  contribute  significantly  to  the  growth  of  the  nearby  economy  by  actively  sourcing
goods  and  services  from  local  suppliers.  Additionally,  we  facilitate  the  development  of  auxiliary
businesses, widening  our revenue opportunities by creating collaborative  opportunities within  the
vicinity.

Our strategy in the choice of suppliers emphasizes the prioritization of sourcing and subcontracting
from local companies. In 2023, 89% of suppliers were Spanish.

During  2023,  ARM  maintained  working  relationships  with  a  total of  685  suppliers  and  contractors,
who provided services with a combined value of turnover of 288.93 million euros.

Continuously  evaluating  the  purchasing  process  is  paramount  to  understanding  all  economic,
environmental, ethical, and social implications. Notably, this is being reinforced and adapted based
on  the  criteria  from  the  new  sustainability  regulation,  including  the  Corporate  Sustainability
Reporting Directive (CSRD) and the future Due Diligence legislation.

7.

INNOVATION AND TECHNOLOGY

9.62

7.4

Ratio of investment in R&D&I to EBITDA (%) 

Investment 
research (M €)

in  geological  and  mining

With our continuous introduction of technology advances into our systems we strive to
accomplish our operational objectives and goals, to create a safer and healthier workplace and
overall, a more sustainable business.

Technology and innovation are necessary to the modernization, sustainability, and success of mining
companies. Embracing these advancements can lead to improved efficiency, safety, environmental
stewardship, and overall competitiveness in the industry.

In recent years, we have made efforts to create a specific department for Innovation. The past year
saw the consolidation of this department internally and externally, attending various national events
on innovation in the industry. The department has a supervisor and a new full-time technician. They
are  in  contact  with  different  divisions  of  the  Company  to  identify  possible  projects  that  might  be
eligible for funding or would need partnerships with third parties to solve identified challenges. Also,
they  meet  monthly  with  the  CEO  of  Atalaya  to  discuss  potential  developments,  National  and

75 | Atalaya Mining plc 2023 Annual Report

Sustainability Approach

European projects, and consortia that Atalaya could consider asking for membership.

Currently, we  are  engaged  in  an  industrial pilot  test  for  the  recovery  of  critical  materials  from  the
plant  waste  stream  thanks  to  the  application  of  a  technology  that  uses  a  combination  of  the
paramagnetic properties of minerals.

Additionally, we have undertaken two projects aimed at recovering metals from acidic waters from
various sources. In collaboration with  the  University of  Huelva, we aim  to  treat and recover metals
from diffuse waters generated by the historic environmental liabilities present at the Riotinto mine.
This  project  is  led  by  our  environmental  department  at  Atalaya  and  is  in  an  advanced  stage.
Laboratory tests have been completed, and we are drafting the project for its implementation on a
pilot scale.

7.1 External innovation and R&D collaborations

We prioritize collaborations in R&D&I projects with academic and private organisations since it can
provide  multiple  synergies  when  it  comes  to  promoting  projects  or  developing  good  mining-
metallurgical practices from which Atalaya can benefit.

In addition, we have broadened our network of partnerships to include universities (Universidad de
Huelva,  Universidad  de  Granada  and  Universidad  Politecnica  de  Cataluña)  and  new  CSIC  (Centro
Superior de Investigaciones Científicas) institutes (including IRNAS (Instituto de Recursos Naturales
y Agrobiología de Sevilla) and IDAEA (Instituto de Diagnóstico Ambiental y Estudios del Agua)). The
projects  are  designed  to  establish  waste  circularity  strategies  and  good  practices  in  developing,
operating, and closing mines and tailings facilities.

Admission to EIT Raw Materials, the world's largest innovation community in the raw materials sector,
is currently underway through the project RIS-INCOME. We have also initiated a collaborative effort
with several companies to innovate technologies for treating acidic waters.

Crucially,  we  are  continuing  our  research  efforts,  and  as  evidence  of  this  commitment,  several
scientific articles have been published during the current year.

7.2 Digitalization and new technologies

Automating, digitalising, and securing our processes is at the core of our Innovation team’s strategy.

Various  measures  were  taken,  including  the  implementation  of  a  Security  Information  Event
Management (SIEM) system within the Security Operations Center (SOC) of Telefónica España. This
initiative provided constant monitoring for all communications to and from our company.

Additionally,  new  controls  were  established  to  ensure  accurate  cost  allocation  in  warehouse
shipments. This was achieved through a pre-configured setup where cost centres are assigned based
on the nature  of  the item, streamlining the registration  process and  minimizing potential manual
errors.

In  line  with  the  goal  of  streamlining  processes,  the  management  of  Isolation  and  Lockout
Permissions (PABs) was  implemented within  Microsoft  AX, enhancing operational  traceability and
eliminating paperwork.

Furthermore, critical services are being migrated to a cloud environment, and in 2024, there are plans
to upgrade AX (ERP) to its cloud version, D365, thereby improving cybersecurity and availability.

These  projects  underscore  the  commitment  to  drive  the  digitization  of  various  processes  and
enhance data generation and management that Atalaya has undertaken in recent years.

76 | Atalaya Mining plc 2023 Annual Report

Sustainability Approach

Non-Financial Information Statement
Sustainability and non-financial information have become a central concern among business leaders,
investors,  consumers  and  regulators.  Capital  market  participants  are  increasingly  prioritizing  the
importance of non-financial information.

This chapter discloses the content included in the Statement of Non-Financial Information (SNFI) as
required under the Non-Financial Reporting Directive requirements.

Reporting requirement

Relevant policies and
standards

References

Sustainability and Environmental
matters

Sustainability Policy

Section 4.1.1 Sustainability
Report

Environmental Management
Model

Integral closure of mining
operations standard

Climate change standard

Water management
standard

Biodiversity standard

Tailings policy

Global Industry Standard on
Tailings Management

Section 4.2.2
Sustainability Report –
Climate change goals
commitment

Section 8.3 Sustainability
Report – Efficient water
management and zero
discharge

Section 8.5 Sustainability
Report – Biodiversity
protection

Section 7.1.2 Sustainability
Report – Safe
management of our
Tailings Storage Facility
(TSF)

Our people

a) Employment

Total number of employees

Total number and
distribution of employment
contract types

Note 7 Financial
Statement

Section 6.1.1.1
Sustainability Report

Average annual number of
contracts, temporary
contracts and part-time
contracts by gender, age and
professional classification

Number of dismissals by
gender, age, country and
professional classification

Section 6.1.1.1
Sustainability Report

Salary gap, remuneration of
the same/average jobs in the
company

Section 6.1.1.1
Sustainability Report

The average remuneration of
directors and executives,
including variable
remuneration, plus expenses,
indemnities, payment to
long-term savings pension
systems and any other
payment broken down by

Section 6.1.1.1
Sustainability Report

Corporate Governance

77 | Atalaya Mining plc 2023 Annual Report

Sustainability Approach

gender

b) Organization of work

Number of hours of
absenteeism •

Work-life balance measures

d) Social relations: •
Organization of employee
dialog •

Percentage of employees
covered by collective
agreement, by country •

Equality

The Social way and
contribution
Frequency and severity of
occupational accidents, by
gender and by our
employees and contractors •

Occupational diseases
Code of Ethics

Human Rights Policy

Social matters

Safety and health

Respect for human rights

Anti-corruption and bribery

Code of Ethics

Compliance Model

Anti-Corruption Model

Antitrust Protocol

Diversity on company boards (in
terms of age, gender, educational
and professional background)

Governance

Report.
Remuneration of
members of the Board of
Directors and executive
personnel is included in
Note 30 to the 2023
Consolidated Financial
Statements.
GRI 403-9 included in the
Sustainability Report

Collective bargaining

Collective bargaining

Section 6.3.1 Sustainability
Report

Section 6.2.1 Sustainability
Report
Section 9.1.3 Sustainability
Report
Section 7.2 and 7.3
Sustainability Report

Section 7.3
Code of business conduct
and ethics
(Good governance –
website)

Section 5.2.3 Human
Rights Commitment –
Sustainability Report

Section 5.2.4
Sustainability Report

Compliance Policy (Good
governance -Policies -
website)

Whistleblower Policy
(Good governance  -
Corporate policies -
website)

Anti-Bribery and Anti-
Corruption Policy (Good
governance  -Corporate
policies -website)

Board Diversity Policy
(Good governance –
corporate policies
website)

Suppliers

Code of ethics

Section 5.2.1 corporate

78 | Atalaya Mining plc 2023 Annual Report

Sustainability Approach

Purchase and contracts
guidelines

Risk management

policies Sustainability
Report

GRI 308-1-2 Sustainability
Report

Supplier Payment Policy
(Good governance  -
Corporate policies -
website)

Risk Management Policy
(Good governance  -
Corporate policies -
website)

79 | Atalaya Mining plc 2023 Annual Report

Corporate Governance

Board Leadership and Company Purpose

Letter from the Chair of the Nomination and Governance Committee

Dear shareholder

I am writing to you as the Chair of the Corporate Governance Committee of Atalaya Mining plc, as we
reflect  on  the  accomplishments  and  advancements  made  in  the  realm  of  corporate  governance
throughout  the  year  2023.    We  recognise  the  importance  of  good  corporate  governance  for  our
Company, our shareholders and the investor community.

As we prepare our annual report for shareholders, it is crucial to highlight the significant changes and
improvements we have implemented in this critical aspect of our operations. These changes are the
reflection of the Board’s responsibility to adhere to best practices.

Over  the  past  year,  our  Committee  and  the  Board  of  Directors  have  dedicated  substantial  effort
towards aligning our corporate governance practices with the highest standards of accountability,
transparency, and ethical conduct. One of the most notable transitions we have undertaken is  the
decision  to  transition  from  the  QCA  (Quoted  Companies  Alliance)  Code  to  the  UK  Corporate
Governance Code (“UK Code”) once the move to the Main List is completed in 2024.

This  decision  was  made  after  careful  consideration  and  thorough  evaluation  of  the  evolving
regulatory landscape and best practices in corporate governance. In addition, the decision follows
the Company’s intention to apply for the Company's ordinary shares to be admitted to the premium
listing segment of the Official List maintained by the Financial Conduct Authority.

We  recognize  the  importance  of  adhering  to  globally  recognized  standards  to  enhance  investor
confidence, foster sustainable growth, and mitigate risks effectively.

The  transition  to  the  UK  Code  will  represent  a  significant  milestone  for  Atalaya, underscoring  our
commitment to  excellence in corporate governance and our determination to uphold  the highest
standards of integrity and transparency. It also reflects our proactive approach towards embracing
changes that are conducive to long-term value creation and stakeholder interests.

I  am,  therefore,  pleased  to  introduce  this  Governance  section  of  our  Annual  Report  and  take  the
opportunity to highlight some of the areas of progress during the year.

In addition to preparing to adopt the UK Code, we have implemented a series of governance reforms
aimed  at  enhancing  board  effectiveness,  strengthening  oversight  mechanisms,  and  promoting
diversity and inclusion at all levels of our organization. These reforms are instrumental in reinforcing
our governance framework and positioning Atalaya as a leader in responsible business practices.

At our EGM in December 2023, we asked shareholders for approval to re-domicile the Company by
transferring its registered office from the Republic of Cyprus to the Kingdom of Spain. The resolution
was  approved  by  the  Shareholders. The  incorporation  in  Cyprus  no  longer  reflects  the  Company's
geographic and strategic focus, and therefore represents a legacy structure for the Company.

The re-domiciliation to Spain also opens the possibility for the Company to be eligible for inclusion in
the FTSE UK Index Series, which the Company believes would be in the interest of all its shareholders.

The  committee  has  reviewed  the  Terms  of  References  for  the  Board  of  Directors  and  all  the
committees  and  several  policies.  The  Committee  also  reviewed  our  annual  Board  effectiveness
survey and concluded that the Board and committees continue to perform well.

As  we  move  forward,  our  committee  remains  steadfast  in  its  commitment  to  continuous
improvement and excellence in corporate governance. We will continue to monitor emerging trends,
engage  with stakeholders, and adapt  our practices to  reflect evolving expectations and  regulatory
requirements.

In  conclusion,  I  would  like  to  express  my  gratitude  to  the  fellow  Directors  for  their  unwavering
support  and  guidance  throughout  this  transformative  journey.  Together,  we  are  laying  the
foundation for sustainable growth and long-term success, grounded in robust corporate governance

80 | Atalaya Mining plc 2023 Annual Report

Corporate Governance

practices.
Yours sincerely,

Mr Neil Gregson
Chairman of the Nomination and Governance Committee
18 March 2024

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Corporate Governance

Atalaya’s approach to Governance

The Board’s leadership role

The  approach  of  Atalaya  to  the  highest  standards  in  corporate  governance  is  led  by  the  Board  of
Directors, which is ultimately responsible for the good corporate governance of the Company.

During  the  2023  fiscal  year,  the  Board  of  Directors,  guided  by  the  Nomination  and  Governance
Committee, reviewed the application of the UK Corporate Governance Code, developing those areas
in  which  the  Company  needed  improvement.  This  is  a  significant  step  towards  the  governance
excellence  as  the  implementation  of  these  guidelines  are  ahead  of  the  formal  approval  of  the
Company to report against the UK Corporate .Governance Code.

The implementation and subsequent review of these guidelines fall under the Senior Management
of the Company, which has day-to-day operational responsibility allowing to be closer to the business
and stakeholders. The Senior Management comprises the Chief Executive Officer, the Chief Financial
Officer, and the General Manager of Proyecto Riotinto.

There is an additional layer of oversight for the Senior Management team, initially from independent
non-executive directors and then from the Board of Directors. All Senior Management members and
Directors maintain regular contact to provide challenges and/or support as appropriate.

The Board also oversees the management of the Group’s activities, including the implementation of
both  long-term  plans  and  commercial  strategy.  It  establishes  the  governance  framework  within
which  Senior  Management  operates.  The  Board  has  a  formal  schedule  of  matters  reserved  for  its
approval, which includes major expenditures, investments, key policies, systems of internal control,
and risk management. Certain specific responsibilities are delegated to Board committees, including
Audit, Nominations and Governance, Remuneration, Physical Risk, and Sustainability, each chaired
by a Board member and each operating within clearly defined terms of reference, reporting regularly
to the Board.

Highlights of the Board for this Year

Atalaya had eleven Board meetings in which a wide array of subjects was dealt with. When needed,
its  professional  advisors  are  invited  to  attend  meetings  to  provide  input  into  legal  and  financial
matters.

Atalaya has also three Physical Risk Committee meetings, five Audit and Financial Risk Committee
meetings, five Nomination and Governance Committee meetings, eight Remuneration Committee
meetings and four sustainability Committee meetings.

These committee meetings were held to deal with specific agenda item and then minutes of those
meetings  reported  to  the  Board  of  Directors.  A  summary  of  the  topics  discussed  at  Board  and
Committee meetings included:



Health  and  safety,  reporting  of  accidents  and  reviewing  policy  to  look  for  improvements
including giving the go ahead on a restructuring of the safety department.
Operational, discussed all the operational information and data.
Financial, reviewed figures such as cost, capital investment, budgets, etc.
Quarterly reports, annual report and other deliverables to the Market.
Re-election of Directors and the Board Succession plan.
Changes to the remuneration policies and structure.
Board and committees’ performance.
Review of Directors skills and value added to the Board of Directors.
Company’s term of reference and policies.
Company’s risk management approach.










 Monitoring of expansion, review of growth opportunities/acquisitions.



Dividend policy.
Re-domiciliation process and move up to the Main Market of the London Stock Exchange.

The Board would like to thank the committees that have helped the Board reach its conclusions.

82 | Atalaya Mining plc 2023 Annual Report

Corporate Governance

About the Board of Directors and Committees

The Group and the Company give special attention to the application of sound corporate governance
policies, practices and procedures. Corporate Governance is the set of procedures followed for the
proper  management  and  administration  of  the  Group.  Corporate  Governance  governs  the
relationship  between  the  shareholders,  the  Board  of  Directors  and  the  management  team  of  the
Company.

Board structure

Atalaya recognises the need to have a diverse board so that varying points of view can be brought to
the  board  table.  It  ensures  its  Directors  are  well  qualified  and  have  a  range  of  different  skills  and
experience, with a good international mix to meet the requirements of operating in a global industry.

Executive

Gender Nationality

Years of
service

R. Davey (*)

Non-independent Non-executive Chair 

Male 

British 

Since May 2010

A. Lavandeira

Chief Executive Officer

H. Barma

Independent Non-executive Director 

J. Fernández

Non-executive Director

Male 

Male 

Male 

Spanish 

Since May 2014

British 

Since Sep 2015

Spanish 

Since Jun 2015

S. Scott

Independent Non-executive Director 

Male 

Australian  Since Sep 2015

N. Gregson

Independent Non-executive Director 

Male 

British 

Since Feb 2021

K. Harcourt

Independent Non-executive Director 

Female 

British

Since May 2022

(*) Roger Davey is not considered independent for the purposes of the UK Corporate Governance Code as
he has served on the Board for more than nine years from the date of his first appointment.

Board diversity

Gender

Male

Female

Ethnic origin

Europe & UK

Asia

Australia

Independence

Non-Independent

Independent

6

1

6

1

1

3

4

83 | Atalaya Mining plc 2023 Annual Report

Corporate Governance

Indicator

2020

2021

2022

2023

Percentage of independent directors (%) 1

50

57.1

71.4

Percentage of non-executive directors (%) 1

87.5

85.7

85.7

Confirmed incidents of corruption

Number of code of conduct violations

Sanctions paid for legal breaches (K€)

0

0

0

0

0

0

0

0

0

57.1

85.7

0

0

0

The Board of Directors approved a Board Diversity Policy with the purpose to set out the approach
to diversity on the Board of Directors and Senior Management.

The board will consider all aspects on diversity when reviewing the composition and balance of the
Board and when conducting the annual Board effectiveness review.

The Board of Directors expect to progress on the Board members and senior management diversity
in the near future.

Director candidates

The Nomination and Governance Committee identifies potential candidates to become members of
the  Board and fulfils  the Board´s statutory and fiduciary responsibilities with respect to corporate
governance  and  integrity.  Meetings  of  the  Committees  are  held  not  less  than  three  times  year  to
enable the Committee to undertake its role effectively.

Gender Diversity Statement

The  Board  recognises  the  benefits  of  diversity  in  its  broadest  sense  and  believes  that  the  Board’s
capabilities are improved by a diverse balance of skills, expertise, gender, ethnicity, and professional
and social backgrounds. Together, this brings the widest possible breadth of perspectives, insights
and  challenge  to  the  decision-making  process,  ultimately  ensuring  the  Board  and  senior
management are equipped to promote the long-term success of the Company.

Board Meetings and Attendance

The  Board  and  Directors  do  not  have  fixed  time  requirements.  They  are  expected  to  attend  all
meetings and be sufficiently prepared with all issues that arise.

Atalaya’s  decisions  are  predominantly  made  by  achieving  a  consensus  at  Board  meetings.  In
exceptional circumstances, decisions may be taken by the majority of Board members.

All Directors are required to take decisions objectively and in the best interests of the Company. As
part  of  their  duties  as  Directors,  non-executive  Directors  are  expected  to  apply  independent
judgement to contribute to issues of strategy and performance and to scrutinise the performance of
management.

The Board is scheduled to meet at least 8 times a year, and at such other times as are necessary to
discharge its duties.

84 | Atalaya Mining plc 2023 Annual Report

The Board met a total of 11 times in 2023. Meetings occurred in person and by teleconference.

Corporate Governance

BoD

AC

SC

PRC

NGC

RC

Total Attended

Total Attended

Total Attended

Total Attended

Total Attended

Total Attended

R. Davey

A. Lavandeira

H. Barma

J. Fernández 

Neil Gregson 

S. Scott

K. Harcourt 

11

11

11

11

11

11

11

11

10

11

5

11

11

11

4

-

5

-

5

1

-

4

-

5

-

5

1

-

4

-

4

-

-

-

4

4

-

4

-

-

-

4

3

-

-

3

3

3

-

3

-

-

-

3

3

-

-

-

-

-

5

5

5

-

-

-

-

5

5

5

-

-

-

-

8

8

8

-

-

-

-

8

8

8

In addition to the above, two subcommittees of the Board of Directors were held during 2023.

Conflict of interest

Where an individual’s private interests are at variance in any way with the interests of the Company
as a whole, a conflict of interest exists. Further, a conflict of interest can be seen to exist where a staff
member  or  family  member  of  staff,  has  a  direct  or  indirect  financial  interest  in,  or  receives  any
compensation/other benefit from, any individual or firm. Directors of the Company shall disclose in
writing conflicts of interest to the Board or request to have entered in the minutes of meetings of the
Board the nature and extent of such interest.

Share dealing and insider trading

Pursuant to Rule 21 of the AIM Rules for Companies, the Company must have in place a reasonable
and  effective  dealing  policy  setting  out  the  requirements  and  procedures  for  dealings  in  the
Company's securities. AIM Rule 21 sets out the  minimum provisions which the dealing policy must
contain. A Person Discharging Managerial Responsibilities (“PDMR”) (any person who is member of
the administrative, management or supervisory body of the Company or an Officer of the Company)
may not deal in any securities, on his or her own account or for the account of a third party, directly
or  indirectly,  during:  a  close  Period;  or  at  any  time  when  he  or  she  is  in  possession  of  Inside
Information; or otherwise, where clearance to deal is not given under the Clearance to Deal policy.

Summary  of  the  provisions  of  the  Criminal  Justice  Act  1993  and  the  Market  Abuse  Regulation
(596/2014/EU): In addition to the rules set out in this Policy, there are two principal pieces of legislation
that PDMRs must be aware of when dealing in both the securities of the Company and securities in
general.   The  Criminal Justice  Act contains a criminal offence of  insider dealing and  Market Abuse
Regulation  covers  market  abuse.  In  broad  terms,  there  are  three  insider  dealing  offences:  dealing
when in possession of inside information, encouraging another person to deal when in possession of
inside  information; and disclosing  inside  information otherwise  than in  the proper performance of
the functions of the job. Inside information is information, which is not public, relates to the securities
in  a  company,  and  if  it  were  publicly  known  would  have  a  significant  effect  on  the  price  of  the
shares/securities of that company.  This may include information about the Company, but it may also
include  confidential  information  regarding  the  intentions  or  prospects  of  someone  the  Company
deals with or a competitor of the Company.

Information technology governance

The  Board assumes the responsibility for risks related to the  information technology (“IT”) systems
and  cyber  security.  The  IT  department  implements  procedures  to  avoid  or  solve  any  potential  IT
business impact.

85 | Atalaya Mining plc 2023 Annual Report

Corporate Governance

Internal control system

The  Directors  have  overall  responsibility  for  the  Group’s  internal  control  and  effectiveness  in
safeguarding the assets of the Group. Internal control systems are designed to reflect the particular
type of business, operations and safety risks and to identify and manage risks, but not to eliminate
all risks completely to which the business is exposed. As a result, internal controls can only provide a
reasonable, but not absolute, assurance against material misstatements or loss.

The processes used by the Board to review the effectiveness of the internal controls are through the
Audit  Committee  and  the  senior  management,  reporting  to  the  Board  on  a  regular  basis  where
business plans and budgets, including investments are appraised and agreed. The Board also seeks
to ensure that there is a proper organisational and management structure with clear responsibilities
and accountability. It is the Board’s policy to ensure that the management structure and the quality
and integrity of the personnel are compatible with the requirements of the Group.

The  Board  attaches  importance  to  maintaining  good  relationships  with  all  its  shareholders  and
ensures  that  all  price  sensitive  information  is  released  to  all  shareholders  at  the  same  time  in
accordance with AIM rules. The Company’s principal communication with its investors is through the
annual report and accounts, the quarterly statements and press releases issued as material events
unfold.

Code of business ethic and conduct

The  Company  is  dedicated  to  delivering  outstanding  performance  for  investors,  customers,
consumers and its Staff. The Company aspires to be the leader in its field while operating openly, with
honesty, integrity and responsibility and maintaining a strong sense of corporate social responsibility.
In maintaining its corporate social responsibility, the Company will conduct its business ethically and
according  to  its  values,  encourage  community  initiatives,  consider  the  environment  and  ensure  a
safe, equal and supportive workplace.

Atalaya  is  committed  to  delivering  value  to  its  shareholders  and  to  representing  the  Company’s
growth and progress truthfully and accurately. The Company also complies with the spirit as well as
the letter of all laws and regulations that govern shareholders’ rights.

The  Company  is  committed  to  safeguarding  the  integrity  of  financial  reporting  and  as  such  will
openly promote and instigate a structure of review and authorisation designed to ensure the truthful
and factual presentation of the Company’s financial position. The Company will prepare and maintain
its  accounts  fairly  and  accurately  in  accordance  with  the  accounting  and  financial  reporting
standards  that  represent  the  generally  accepted  guidelines,  principles,  standards,  laws  and
regulations of the countries in which the Company conducts its business.

Modern slavery and human trafficking

The Group is committed in respect of working conditions and to removing potential modern slavery
risks  relating  to  the  business.  Atalaya  takes  steps  to  ensure  that  there  is  no  slavery  or  human
trafficking further along its supply chain and/or in any part of its business.

Anti-bribery and corruption policy

It is Atalaya´s policy to conduct all of its business in an honest and ethical manner and it takes a zero-
tolerance  approach  to  bribery  and  corruption. As  Atalaya  is  quoted  on  AIM,  it  ensures  compliance
with the UK Bribery Act 2010 (the "Bribery Act").

The  Anti-bribery  and  corruption  policy  applies  to  all  directors,  officers,  consultants,  temporary
workers and employees of the Group and any other person performing services for the Group or on
its behalf, e.g., due to a contractual relationship, including but not limited to distributors, contractors,
agents, joint venture and business partners, and other intermediaries.

86 | Atalaya Mining plc 2023 Annual Report

Corporate Governance

Investor relations

The senior management of Atalaya is committed to having regular interaction with investors on the
performance of the Group through presentations and  meetings. A broad range of documentation
and information for investors is available on the Company’s website www.atalayamining.com and it
is updated on a regular basis.

Board Appointments

The  Board  of  Directors  is  appointed  by  the  shareholders, with  careful consideration  given  to  each
Director's  skills,  experience,  and  expertise.  It  is  imperative  that  Directors  act  as  exemplary
representatives of the Company, embodying its values and work ethic. They are entrusted with the
responsibility  of  dedicating  significant  time  to  research  and  preparation  before  each  meeting  to
ensure the Company's strategic direction aligns with its goals.

Director Induction

Upon  appointment,  new  Directors  undergo  a  comprehensive  induction  program  tailored  to
familiarize  them  with  their  role  and  responsibilities.  This  program  includes  meetings  with  existing
Directors, key members of the senior management team, and the Company's professional advisors.
Additionally, new Directors receive thorough briefings on their obligations under AIM regulations.

To  provide  firsthand  insight  into  the  Company's  operations,  new  Directors  are  afforded  the
opportunity  to  visit  Atalaya's  facilities  in  Spain,  gaining  a  deeper  understanding  of  its  operational
dynamics.

Furthermore, the Company emphasizes the importance of ongoing professional development for its
Directors, requiring them to stay abreast of industry developments and maintain familiarity with the
Company's articles and charters.

Director Independence

The Board will be composed of at least the same number of independent Directors (in accordance
with  applicable  securities  laws  and  stock  exchange  rules)  as  non-independent,  non-executive
Directors.  The  Nomination  and  Governance  Committee  will  determine  whether  a  member  of  the
Board, or nominee to the Board, is an independent Director. If at any time less than half of the non-
executive  Directors are independent, the Board shall take steps  to  rectify  this and ensure that  the
composition  of  the  Board  returns  to  having  at  least  half  independent  Directors. If  at  any  time  the
Chair  of  the  Board  is  not  independent,  the  Board  shall  consider  possible  steps  and  processes  to
ensure that leadership is provided for the Board's independent Directors.

This ensures that all Board discussions or decisions have the benefit of outside views and experience,
and that at least half of the non-executive Directors are free of any interests or influences that could
or could reasonably be perceived to materially interfere with the Director's ability to act in the best
interests of the Company.

At least annually, the Board shall, with the assistance of the Nomination and Governance Committee,
determines the independence of each director and the independence of each Audit and Financial
Risk Committee member.

In the opinion of the Board, all Directors should bring specific skills and experience that add value to
the Company.  The balance of skills and experience of the Board is to be regularly reviewed by the
Nomination and Governance Committee .

When considering the potential reappointment of an existing Director, the Board will consider the
individual's performance as well as the skills and experience mix required by the Board in the future.

When considering vacancies,  the  Board will consider a candidate's capacity to enhance the mix of
skills and experience of the Board.

87 | Atalaya Mining plc 2023 Annual Report

Corporate Governance

Non independent non-executive Directors

The names and particulars of the qualifications and experience of each director are set out below.

In accordance with the Company’s Articles of Association, one-third of the Board of Directors must
resign each year.

All the Directors will resign at the next AGM and offer themselves for re-election.

Roger Davey – Non-executive Chair of the Board

Mr. Davey  has  over  forty  years’  experience  in  the  mining  industry.  Previous  employment  included
Assistant Director and Senior Mining Engineer at NM Rothschild & Sons; Director, Vice President and
General  Manager  of  AngloGold’s  subsidiaries  in  Argentina;  Operations  Director  of  Greenwich
Resources  Plc,  London;  Production  Manager  for  Blue  Circle  Industries  in  Chile;  and  various
production roles from Graduate Trainee to Mine Manager, in Gold Fields of South Africa (1971 to 1978).
Mr. Davey is currently a director of Highfield Resources Ltd., Central Asia Metals plc and Tharisa plc.

Mr. Davey is a graduate of the Camborne School of Mines, England (1970), with a Master of Science
degree  in  Mineral Production  Management from Imperial College, London University, (1979) and a
Master of Science degree from Bournemouth University (1994). He is a Chartered Engineer (C.Eng.),
a  European  Engineer  (Eur.  Ing.)  and  a  Member  of  the  Institute  of  Materials,  Minerals  and  Mining
(MIMMM).

Roger Davey is not considered independent as he has served on the Board for more than nine years from

the date of his first appointment.

Mr. Davey is the Chair of Atalaya’s Board of Directors and a member of the Physical Risk Committee
and the Sustainability Committee

Name

Role

Years of service

Executive

Time commitment

Roger Davey

Chair

Since May 2010

Non-

At least 75% of

Non-Independent

executive

meetings

director

scheduled

Skills

Mining  experience,  operations,  processing,  exploration,  Capital  markets,  UK  Market,

International  business, 

leadership,  strategic, 

fund  raising,  M&A,  governance,  project

management.

Jesus Fernandez - Non-executive Director

Mr Fernandez is Head of Mergers and Acquisitions for Trafigura. He joined Trafigura in 2004 and has
extensive  experience  in  mergers  and  acquisitions  and  providing  financing  solutions  to  mining
companies. He established the Trafigura Group's mining investment arm in 2005. He is also a Director
of the Galena Private Equity Resources Fund and a Director of a number of companies including the
Trafigura Group's Mining Division and Bowie Resources Partners.

Prior to joining Trafigura, he worked in the project finance team at International Power plc in London.
Mr Fernandez holds a Master of Science (Finance and Investment) from the University of Exeter and
a degree in Economics from the Universidad de Cantabria, Spain.

Mr. Fernandez is member of the Physical Risk Committee.

Name

Role

Years of service

Executive

Time commitment

Jesus Fernandez

Non-Independent Since Jun 2015

Non-

At least 75% of

executive

meetings

director

scheduled

Skills

88 | Atalaya Mining plc 2023 Annual Report

Corporate Governance

M&A, Mining experience, Capital market, UK Markets, International business, corporate finance,

finance and accounting, legal, leadership, strategic, fund raising.

Non independent executive Director

Alberto Lavandeira – Managing Director and Chief Executive Officer

Mr. Lavandeira brings over forty years of experience operating and developing mining projects. He is
a graduate of the University of Oviedo, Spain with a degree in Mining Engineering.

Formerly,  he  was  President,  CEO  and  COO  of  Rio  Narcea  Gold  Mines  which  built  three  mines
including Aguablanca and El Vallés-Boinas in Spain and Tasiast in Mauritania. He was also involved
in the key stages of development of the Mutanda mine in the Democratic Republic of Congo. Earlier
in  his  career,  Mr.  Lavandeira  worked  within  group  companies  of  Anglo  American,  Rio  Tinto  and
Cominco (now Teck).

Mr. Lavandeira joined Atalaya in 2014. He is currently a director of Black Dragon Gold Corp.

Name

Alberto

Role

Years of service

Executive

Time commitment

Non-Independent

Since May 2014 Executive

100%

Lavandeira

- Chief Executive

Officer

Skills

Mining  experience,  operations,  processing,  exploration,  commercial,  capital  market,

international  business, 

leadership,  strategic, 

fund  raising,  M&A,  governance,  project

management, permitting, government relations, CEO, sustainability.

Independent non-executive Directors

Neil Gregson - Non-executive Director and Senior Independent Director

Mr Gregson has over 30  years of  experience investing in mining and oil and gas companies. From
2010  to  2020,  he  was  a  Managing  Director  at  J.P.  Morgan  Asset  Management,  where  he  was  a
member  of  the  equity  team  and  a  portfolio  manager  investing  in  mining  and  energy  companies
globally. Previously, from 1990 to 2009, he was Head of Emerging Markets and Related Sector Funds
(including  natural  resources  funds)  at  Credit  Suisse  Asset  Management.  Prior  to  that,  Mr  Gregson
held various positions in mining companies, including a role as mining investment analyst with Gold
Fields of South Africa.

Mr Gregson holds a BSc (Hons) Mining Engineering from the University of Nottingham.  He became
a  Fellow  of  the  Institute  of  Investment  Management  and  Research,  London  in  1994.  He  holds  a
Diploma in Business Management from Damelin College, Johannesburg (1988) and a Mine Managers
Certificate of Competency, South Africa (1985).

Mr. Gregson is the Chair of the Remuneration Committee, Chair of the Nomination and Governance
Committee,  member  of the  Physical  Risk Committee and member of  the Audit and Financial  Risk
Committee.

Name

Role

Years of service

Executive

Time commitment

Neil Gregson

Chair of the RC

Since Feb 2021

Non-

At least 75% of

and NGC

Independent

executive

meetings

director

scheduled

Skills

Mining experience, Corporate finance, finance, legal, UK Market, capital market, international

business, leadership, strategic, fund raising, M&A communications, sustainability.

89 | Atalaya Mining plc 2023 Annual Report

Corporate Governance

Kate Harcourt - Non-executive Director

Mrs.  Harcourt  has  extensive  experience  as  independent  sustainability  consultant,  including  ESG
Officer and ESG Adviser, at a range of UK-linked mining companies, including Cornish Lithium and
Adriatic Metals, and has participated in several due diligence projects for mining assets as part of a
multidisciplinary team. Prior to 2010, was Director of Health, Safety, Environment, Communities and
Securities  at  Mag  Industries,  Senior  Environmental  Scientist  at  Golder  Associates  (UK)  Ltd,  Senior
Environmental  Scientist  at  Wardell  Armstrong  and  Environmental  Scientist  at  SRK  (UK)  Ltd.  Mrs.
Harcourt also sits on the board of Fortuna Silver Mines and Orezone Gold Corporation.

Mrs.  Harcourt  is  the  Chair  of  the  Sustainability  Committee,  a  member  of  the  Remuneration
Committee and a member of the Nomination and Governance Committee.

Name

Role

Years of service

Executive

Time commitment

Kate Harcourt

Chair of the SC

Since May 2022 Non-

At least 75% of

Independent

executive

meetings

director

scheduled

Skills

Mining experience, sustainability, health, safety, environment.

Dr. Hussein Barma - Non-executive Director

Dr.  Barma  is  a  chartered  accountant  and  qualified  lawyer  by  background  with  over  20  years’
experience  in  senior  positions  in  the  mining  sector.  He  brings  to  Atalaya  deep  experience  in
accounting,  internal  control,  governance,  risk  management,  and  compliance.  He  has  significant
FTSE-50  senior  executive  experience, gained  over  15  years  at  Antofagasta  plc, where he  led  its UK
presence through a period of change and growth as the UK-based chief financial officer. He has also
had earlier careers in professional services and academia.  He is a non-executive Director of Chaarat
Gold Holdings Limited and Fidelity Asian Values PLC. He is also a principal at Barma Advisory where
he  has  worked  on  various  assignments  within  the  natural  resources  and  other  sectors  and  an
independent Governor of the University of the Arts London.

Dr. Barma is the Chair of the Audit Committee, and a member of the Sustainability Committee.

Name

Role

Years of service

Executive

Time commitment

Hussein Barma

Chair of the AC

Since Sep 2015

Non-

At least 75% of

Independent

executive

meetings

director

scheduled

Skills

Mining  experience,  Corporate finance,  finance  and  accounting,  legal,  UK  Market,  capital

market,  international  business,  leadership,  strategic,  fund  raising,  M&A  communications,

sustainability.

Stephen Scott - Non-executive Director

Mr. Scott is President and CEO of Entree Resources Limited. Previously, he was president and CEO of
Minenet advisors, advising on strategy, corporate development, business restructuring and project
management. He held various global executive positions with the Rio Tinto Group (2000-2014). Mr.
Scott is an experienced public company director.

Mr. Scott is the Chair of the Physical Risk Committee, a  member  of the Remuneration  Committee
and a member of the Nomination and Governance Committee.

Name

Role

Years of service

Executive

Time commitment

Steve Scott

Chair of the PRC

Since Sep 2015

Non-

At least 75% of

90 | Atalaya Mining plc 2023 Annual Report

Corporate Governance

Independent

executive

meetings

director

scheduled

Skills

Mining experience, operations, processing, exploration, capital market, international business,

leadership, strategic, fund raising, M&A, governance, project management, permitting, CEO.

Role of the Board

The Board has a duty to supervise the management of the business and affairs of the Company. The
Board directly and with the Chair provide direction to senior  management, generally through  the
CEO, to pursue the best interests of the Company.

The Board has the final responsibility for the successful operations of the Company.  The Board must
ensure  that  management  has  in  place  appropriate  processes  for  strategic  planning  and  risk
assessment, management and internal control and monitor performance against benchmarks. The
Board must also ensure that the Company complies with all of its contractual, statutory and any other
legal obligations, including the requirements of any regulatory body.

The  Board  is responsible for guiding and  monitoring  the business and the affairs of  the  Company.
The Company recognises the importance of the Board in providing a sound base for good corporate
governance in the operations of the Company.  The Board must at all times act honestly, fairly and
diligently in all respects in accordance with  the  law applicable to  the  Company.  Furthermore, the
Board will at all times act in accordance with all Company policies in force.

Each of the Directors, when representing the Company, must act in the best interests of shareholders
of the Company and in the best interests of the Company as a whole.

The Role of Individual Directors

As members of the Board, Directors have ultimate responsibility for the Company's overall success.
Therefore,  Directors  have  an  individual  responsibility  to  ensure  that  the  Board  is  undertaking  its
responsibilities as set out in the Board charters.

Directors need to ensure the following:









Leadership of the Company, particularly in the areas of ethics and culture including a clear
and appropriate strategic direction.
Accountability to key stakeholders, particularly shareholders.
Oversight  of  all  control  and  accountability  systems  including  all  financial  operations  and
solvency, risk management and compliance.
an effective senior management team and appropriate personnel policies; and
timely and effective decisions on matters relating to it.

It is also expected that the Directors comply with the following:

Behaving in a manner consistent with the words and spirit of the Code of Conduct.


 Making reasonable efforts to attend all meetings of the Board, the annual general meeting
of  shareholders  of  the  Company  and  of  all  the  Board  committees  upon  which  they  serve.
Subject  to  extenuating  circumstances,  Directors  are  expected  to  attend  at  least  75%  of
regularly scheduled Board and committee meetings. The NGC will review the circumstances
that prevent any director from achieving the  minimum level and report  its findings to the
Board.
Addressing issues in a confident, firm and friendly manner but also ensure that others are
given a reasonable opportunity to put forward their views.
Preparing thoroughly for each Board or Committee event.
Using judgement, common sense and tact when discussing issues.






Lastly  Directors  will  keep  confidential  all  Board  discussions  and  deliberations.    Similarly,  all
confidential information received by a Director in the course of the exercise of the Director's duties

91 | Atalaya Mining plc 2023 Annual Report

remains  the  property  of  the  Company  and  is  not  to  be  discussed  outside  the  boardroom.    It  is
improper to disclose it, or allow it to be disclosed, without appropriate authorisation.

Corporate Governance

92 | Atalaya Mining plc 2023 Annual Report

Corporate Governance

Senior management

Alberto Lavandeira - Managing Director and Chief Executive Officer

Mr. Lavandeira brings over forty years of experience operating and developing mining projects. He is
a graduate of the University of Oviedo, Spain with a degree in Mining Engineering.

Formerly,  he  was  President,  CEO  and  COO  of  Rio  Narcea  Gold  Mines  which  built  three  mines
including Aguablanca and El Vallés-Boinas in Spain and Tasiast in Mauritania. He was also involved
in the key stages of development of the Mutanda mine in the Democratic Republic of Congo. Earlier
in  his  career,  Mr.  Lavandeira  worked  within  group  companies  of  Anglo  American,  Rio  Tinto  and
Cominco (now Teck).

Mr. Lavandeira joined Atalaya in 2014. He is currently a director of Black Dragon Gold Corp.

Name

Role

Years of service

Executive

Time

commitment

Alberto

Chief Executive

Since May 2014 Executive

100%

Lavandeira

Officer

Skills

Mining  experience,  operations,  processing,  exploration,  commercial,  capital  market,

international  business, 

leadership,  strategic,  fund  raising,  M&A,  governance,  project

management, permitting, government relations, CEO, sustainability.

Cesar Sanchez - Chief Financial Officer

Mr. Sánchez has experience as Chief Financial Officer of various companies in both the mining and
financial  industries,  including  Iberian  Minerals  Corp,  where  he  participated  in  its  equity  and  debt
raisings and worked for Ernst & Young as an auditor and as a financial adviser to the industrial sector,
where  he  gained  experience  in  restructurings,  initial  public  offerings,  mergers  and  due  diligence
processes.

Mr. Sánchez graduated from the University of Seville, Spain, with a degree in Business Administration
and  he  is  a  qualified  accountant.  Mr.  Sánchez  has  also  completed  various  financial  and  banking
courses at Dublin City University and ESIC Business & Marketing School.

Name

Role

Years of service

Executive

Time

commitment

Cesar Sanchez

Chief Financial

Since June

Executive

100%

Officer

2016

Skills

Mining experience, Capital markets, Canada and UK Markets, International business,

Corporate finance, finance and accounting, legal, leadership, strategic, fund raising, M&A,

governance.

Enrique Delgado - Operations - General Manager Proyecto Riotinto

Mr. Delgado’s previous roles include metallurgist in Riotinto Mine and later with Freeport McMoRan,
at  Atlantic  Copper  smelter  in  Huelva, Spain,  CEO  of  Tharsis  Mining  and  director  of  Metallurgy  and
Environment at Cobre Las Cruces Mine (First Quantum). With First Quantum he also participated in
the start-up of Kansanshi Mine smelter in Zambia.

He  graduated  from  the  University  of  Sevilla,  Spain  and  holds  a  Master  of  Senior  Management  of
Leading Companies of the San Telmo International Institute of Sevilla, Spain. He is Vice-President of
Aminer, the Spanish Base Metal Mining Association and holds a Senior Management Programme at

93 | Atalaya Mining plc 2023 Annual Report

Corporate Governance

Instituto San Telmo (Sevilla).

Name

Role

Years of service

Executive

Time

commitment

Enrique Delgado Operation General

Since May 2019 Executive

100%

Manager Proyecto

Riotinto

Skills

Mining  experience, operations,  processing,  exploration,  international  business,  leadership,

strategic, governance, project management and permitting.

94 | Atalaya Mining plc 2023 Annual Report

Corporate Governance

Division of Responsibilities

The Board of Directors actively describe the role of the Chair of the Board of Directors and the CEO.
The statement of the Division of Responsibilities between the Chair and the CEO describes each role
for the following topics:





The Reporting line.
Key responsibilities.
Other matters.

Chair’s Role

The Chair is considered the "lead" Director and utilises his experience, skills and leadership abilities
to facilitate the governance processes. The Chair will be selected on the basis of relevant experience,
skill and leadership abilities.

The responsibilities of the Chair include but is not restricted to:











Chair Board, annual and extraordinary meetings;
Set Board agendas and ensure that the meetings are effective and follow the agenda;
Ensure that the decisions are implemented promptly;
Ensure that the Board behaves in accordance with the Company´s code of conduct
The primary spokesperson and channel of communication for the Company in the annual
general meeting and in all public relation activities;
To be kept informed by the CEO and other senior management which may be relevant to
Directors in their capacity as Directors;
Ensures Directors devote sufficient time to their tasks

The Board monitors and promotes corporate culture with frequent contact via senior management
and the  CEO. Management and  CEO report the state of the culture  to the  Board and  include any
recommendations they have.

The Role of the CEO

The  CEO  is  responsible  for  the  attainment  of  the  Company's  goals  and  vision  for  the  future,  in
accordance with the strategies, policies, programmes and performance requirements approved by
the Board.  The position reports directly to the Board.

The  CEO's  primary  objective  is  to  ensure  the  ongoing  success  of  the  Company  through  being
responsible  for  all aspects  of  the  management  and  development  of  the  Company.    The  CEO  is  of
critical importance to the Company in guiding the Company to develop new and imaginative ways
of winning and conducting business.  The CEO must have the industry knowledge and credibility to
fulfil the requirements of the role.

The CEO will manage a team of executives responsible for all functions contributing to the success
of the Company.

The tasks of the CEO shall include but not restricted to:





Develop  with  the  Board,  implement  and  monitor  the  short-  medium-  and  long-term
strategic and financial plans for the Company to achieve the Company's vision and overall
business objectives;
Develop all financial reports, and all other material reporting and external communications
by the Company, including material announcements and disclosure, in accordance with the
Company's Shareholder Communication Policy;

 Manage the appointment of the Chief Operating Officer (“COO”), CFO, Company Secretary








and other specific senior management positions;
Develop, implement and monitor the Company's risk management practices and policies;
Consult with the Chair and the Company Secretary in relation to establishing the agenda for
Board meetings;
Agree with the Chair their respective roles in relation to all meetings (formal and informal)
with shareholders and all public relations activities;
Be the primary channel of communication and point of contact between members of senior
management and the Board (and the Directors);

95 | Atalaya Mining plc 2023 Annual Report

Corporate Governance












Keep the Chair fully informed of all material matters which may be relevant to the Board and
its members, in their capacity as Directors;
Provide strong leadership to, and effective management of, the Company in order to:
Encourage co-operation and teamwork, build and maintain staff morale at a high level and
build  and  maintain  a  strong  sense  of  staff  identity  with,  and  a  sense  of  allegiance  to,  the
Company;
Advise  the  Board  on  the  most  effective  organisational  structure  and  overseeing  its
implementation;
Establishing  and  maintaining  effective  and  positive  relationships  with  Board  members,
shareholders, customers, suppliers and other government and business liaisons;
Carry out the day-to-day management of the Company.

The Role of Company Secretary

The Company Secretary is charged with facilitating the Company's corporate governance processes
and  so  holds  primary  responsibility  for  ensuring  that  the  Board  processes  and  procedures  run
efficiently and effectively.  The Company Secretary is accountable to the Board, through the Chair, on
all  governance  matters  and  reports  directly  to  the  Chair  as  the  representative  of  the  Board.    The
Company Secretary is appointed and dismissed by the Board and all Directors have a right of access
to the Company Secretary.

The tasks of the Company Secretary shall include but not restricted to:










Notifying the Directors in writing  in advance of a meeting of the  Board as specified  in the
Constitution and the Board Charter;
Recording,  maintaining  and  distributing  the  minutes  of  all  Board  and  Board  Committee
meetings as required;
Preparing for and attending all annual and extraordinary general meetings of the Company;
Overseeing  the  Company's  compliance  programme  and  ensuring  all Company  legislative
obligations are met;

Ensuring  all  requirements  of  regulatory  bodies  are  fully  met;  and  providing  counsel  on
corporate governance principles and Director liability.

Indemnification of Directors and Officers

During the year, the Company held insurance to indemnify Directors, the Company Secretary and its
executive  officers against  liabilities incurred  in  the conduct of  their duties to the  extent permitted
under applicable legislation.

2023 Annual General Meeting

Atalaya’s AGM is expected to be held on 27 June 2024 at 12:00 noon in London (United Kingdom). The
business  of  the  meeting  will  be  conducted  in  accordance  with  regulatory  requirements  and
standards.  The  Chair  of  the  Board  and  the  Chairs  of  the  Committees  will  be  available  to  answer
questions put to them by shareholders at the meeting.

96 | Atalaya Mining plc 2023 Annual Report

Corporate Governance

Executive Committees

Audit Committee (“AC”)

Summary of Committee Responsibilities

Directors

- Reviews and monitors financial statements

Dr. Hussein Barma (Chair)

-Reviews  Company’s  public  disclosure  of 
information

financial

Mr. Steve Scott

Mr Neil Gregson

-  Reviews  estimates  and  judgements  that  are  material  to
reported financial information

- Oversees the auditors’ arrangements and performance

-  Reviews  internal  and  external  risks  of  the  Company  and
internal controls

Nomination and Governance Committee

Summary of Committee Responsibilities

Directors

- Succession planning for the Board and Management

Mr. Neil Gregson (Chair)

- Lead the process for Board appointments

-  Reviews  Corporate  Governance  of  Atalaya  and  practices,
independence, charters’ review, and structure

Mrs. Kate Harcourt

Mr. Stephen Scott

Physical Risk Committee (“PRC”)

Summary of Committee Responsibilities

- Oversees safety, health, environment and security  matters
of the Company

- Oversees enterprise-wide physical risk management

- Reviews  compliance  with  legal and  regulatory  obligations
relating to safety, health, and the environment

Directors

Mr. Stephen Scott (Chair)

Mr. Neil Gregson

Mr. Jesus Fernandez

Mr. Roger Davey

Sustainability Committee

Summary of Committee Responsibilities

- Oversees  the  strategy  and  activities  related  to  sustainable
development and social responsibility

- Develop and review regularly the policies, programmes,
practices, targets and initiatives of the Group relating to
Sustainability matters

Directors

Mrs. Kate Harcourt (Chair)

Dr. Hussein Barma

Mr. Roger Davey

Remuneration Committee

Summary of Committee Responsibilities

Directors

- Reviews Directors’ compensation and performance

Mr. Neil Gregson (Chair)

- Compensation and performance of officers of Atalaya

Mrs. Kate Harcourt

Mr. Stephen Scott

97 | Atalaya Mining plc 2023 Annual Report

Corporate Governance

Audit Committee Report

Attendance

Members

Hussein Barma (Chair)

Neil Gregson

Roger Davey

Stephen Scott

Dear Shareholders,

Attendance

5/5

5/5

4/4

1/1

On behalf of  the Audit Committee, I am pleased  to present our report for 2023, which outlines our
oversight activities and assessments conducted throughout the year.

The Audit Committee plays a crucial role in ensuring the integrity and transparency of our financial
reporting process. Our responsibilities include overseeing the financial reporting process, monitoring
the  effectiveness  of  internal controls,  reviewing  the  company's  risk management  procedures,  and
overseeing the external audit process.

Throughout  the  fiscal  year,  the  Audit  Committee  met  regularly  with  management,  advisors  and
external  auditors  to  review  the  company's  financial  performance,  internal  controls,  and  risk
management  practices.  These  meetings  provided  us  with  valuable  insights  into  the  company's
operations and fulfil our responsibilities effectively.

Key Highlights from Our Activities:







Financial Reporting: We reviewed the company's financial statements, ensuring compliance
with  relevant  accounting  standards  and  regulations.  We  also  assessed  the  adequacy  of
disclosures and the transparency of financial information provided to shareholders.
Risk  Management:  We  assessed  the  company's  risk  management  processes,  including
identification, assessment, and mitigation  of key risks. We ensured that  management has
appropriate measures in place to manage risks effectively and protect shareholder interests.
External Audit:  The  Audit  Committee  monitored  the  external  audit  process, including  the
selection and engagement of the external audit firm, the scope of the audit, and the quality
of  audit  services  provided.  We  reviewed  the  auditor's  reports  and  recommendations,
providing oversight to ensure the independence and objectivity of the audit process.

Looking Ahead:

As we move into 2024, the Audit Committee remains committed to upholding the highest standards
of corporate governance and financial oversight. We will continue to work closely with management,
advisors and external auditors to ensure the integrity of our financial reporting process and enhance
shareholder value.

The Role of the AC

The  Company’s  Audit  Committee  is  responsible  for  ensuring  that  appropriate  financial  reporting
procedures  are  properly  maintained  and  reported  on,  for  meeting  with  the  Group’s  auditors  and
reviewing  their  reports  on  the  Group’s  financial  statements  and  the  internal  controls  and  for
reviewing key financial risks.

98 | Atalaya Mining plc 2023 Annual Report

Corporate Governance

The Audit Committee is responsible for assisting the Board in overseeing the independence of the
external auditors and fulfilling the Boards’ statutory and fiduciary responsibilities relating to:






Financial reporting;
Reviewing and assessing the Company’s business and financial risk management process,
including the adequacy of the overall internal control environment and controls in selected
areas representing significant risk; and
External Audit.

To fulfil these functions the Audit Committee shall have the following duties and responsibilities:





























To review the quality and integrity of all published financial statements and reports including
the  annual  Management  Discussion  and  Analysis  report  (if  applicable)  and  quarterly
earnings press releases issued by the Company, prior to the Company publicly disclosing the
information, as well as all other material continuous disclosure documents and analysis with
a view to making a recommendation to the Board.
To review estimates and judgements that are material to reported financial information and
consider the quality and acceptability of the Company’s accounting policies and procedures
and the clarity of disclosure in financial statements.
To ensure compliance by  the  Company with  legal and regulatory requirements related to
financial reporting.
To review and to recommend to the Board the nomination and appointment of the external
auditor for the purposes of preparing or issuing an auditors’ report or performing other audit,
review or attest services and to recommend to the Board the compensation of the external
auditor.
To  review  the  qualifications,  performance  and  independence  of  the  external  auditor,  to
consider  the  auditor’s  recommendations  and  manage  the  relationship  with  the  auditor,
which includes meeting with the external auditor as required in connection with the audit
services provided and to review the engagement letter of the external auditor.
To oversee the work of the external auditor engaged for the purposes of preparing or issuing
an  auditor’s  report  or  performing  other  audit,  review  or  attest  services  for  the  Company,
including the resolution of disagreements between management and the external auditor
regarding financial reporting.
To meet with the external auditor to discuss the annual financial report and any transaction
referred to in the Board Charter.
To  provide  the  external  auditor  with  the  opportunity  to  meet  with  the  AC  without
management present at least once per year for the purpose of discussing any issues.
To review the quality and integrity of the internal controls and accounting procedures of the
Company including reviewing the Company’s procedures for internal control.
To identify risks inherent in the business of the Company and to review the Company’s risk
management procedures.
To  review  and  approve  the  Company’s  hiring  policies  regarding  partners,  employees  and
former partners and employees of the present and former external auditor of the Company.
To  review  any  significant,  including  any  pending,  transactions  outside  the  Company’s
ordinary course of business and any pending litigation involving the Company.
To  review  and  monitor  management’s  responsiveness  to  external  audit  findings  or  any
regulatory authority.
To  report  to  the  Board  of  Directors,  who  in  turn  may  refer  the  matter  to  the  Corporate
Governance,  Nominating  and  Compensation  Committee,  any  improprieties  or  suspected
improprieties with respect to accounting and other matters that affect financial reporting or
the integrity of the business.

In addition, the Audit Committee shall establish procedures for the receipt, retention and treatment
of  complaints  (including  “whistleblowing”  complaints)  received  by  Atalaya  Mining  regarding  risk
management,  legal/regulatory  compliance,  accounting,  internal  accounting  controls  or  auditing.
This  is  to  include  a  process  for  confidential  anonymous  complaints  by  employees  or  other
stakeholders.

99 | Atalaya Mining plc 2023 Annual Report

Corporate Governance

Membeship

The members of the Committee shall be appointed by the Board from amongst the directors of the
Company, on the recommendation of the Nomination and Governance Committee in consultation
with the Chair of the Committee and shall consist of not less than three members. All members of
the Committee shall be independent non-executive directors of the Company. At least one member
of the Committee shall have recent and relevant financial experience and the Committee as a whole
shall have competence relevant to the sector in which the Company operates. The Chair of the Board
shall not be a member of the Committee.

The  members  of  the  Committee  shall,  between  them, have  not  only recent  and  relevant  financial
experience, but also overall:







extensive business experience;
knowledge of financial markets;
an  understanding  of  management  practices  including  risk  management  activities,  both
generally and in the Company’s industry sector; and
knowledge of any relevant specialist regulatory or legal requirements.

The  Chair  of  the  Committee  shall  be  appointed  by  the  Board.  Where  possible,  the  Chair  of  the
Committee  should  have  prior  experience  as  a  director  with  another  quoted  company  of  at  least
similar size and resources and have experience of risk management in relevant issues. In the absence
of the Chair of  the  Committee and/or an appointed deputy, the remaining members present  shall
elect one of themselves to chair the meeting.

The Audit Committee comprises three members all of whom are non-executive and Independent.
The current membership of the committee is Dr. H. Barma (Chair), Mr. S. Scott and Mr. N. Gregson.
The secretary, CEO and CFO and external auditors also attend in when requested by the Committee.
The profiles of the Committee members are included on pages 88 to 93.

The role of the Chief Financial Officer

The Company's finance team shall prepare many of the papers required by the Committee. The Chief
Financial  Officer,  while  not  a  member  of  the  Committee,  shall  work  closely  with  the  Chair  of  the
Committee  to  ensure that papers for  meetings are both comprehensive and comprehensible and
are available for distribution sufficiently in advance of Committee meetings.

The  Chief  Financial  Officer  will  have  responsibility  for  developing  and  implementing  all  necessary
policies and procedures for sound financial management and control.

The Chief Financial Officer shall attend Committee meetings when requested in order to participate
in discussions on papers prepared by the finance team and decisions which he/she will be involved
in implementing.

Compliance

The Audit Committee is responsible for assisting the Board in overseeing the independence of the
external  auditors  and  fulfilling  the  Boards’  statutory  and  fiduciary  responsibilities  relating  to  the
compliance of financial reporting, reviewing and assessing the Company’s business and financial risk
management  process,  including  the  adequacy  of  the  overall  internal  control  environment  and
controls in selected areas representing significant risk; and external Audit.

During the year 2023 there have not been identified any material instances  of non-compliance by
the Company.

100 | Atalaya Mining plc 2023 Annual Report

Corporate Governance

2023 Review

The  Audit  Committee  met  five  times  during  2023.  Five  meetings  were  timed  to  coincide  with  the
approval of financial results for publication with one meeting held as a planning meeting for year-
end.

During  the  year,  the  AC  maintained  regular  dialogue  with  management  as  well  as  the  external
auditors, both within and outside of formal committee meetings. The principal matters considered
by  the  AC  during  the  year  and  in  its  discussions  with  management  and  the  external  auditors
included:








Review and approval of the quarterly, half yearly and full year financial results.
The  going  concern  statement  in  the  Management  Report  above  and  in  the  Financial
Statements,.
Key  accounting  and  audit  matters  for  2023  including  Revenue  Recognition  and  Related
Parties Transactions.
A review of the AC’s Terms of Reference to ensure that it remained fit for purpose and that
the AC complied with its responsibilities.

Hussein Barma
Chair of Audit Committee
18 March 2024

101 | Atalaya Mining plc 2023 Annual Report

Nomination and Governance Committee Report

Corporate Governance

Members

Neil Gregson (Chair)

Kate Harcourt

Stephen Scott

To the shareholders of Atalaya:

Attendance

5/5

5/5

5/5

As the Chair of the Nomination and Governance Committee of Atalaya, it is my pleasure to present
our latest report for the year ended 31 December 2023.

Over  the  past  year,  the  Nomination  and  Governance  Committee  has  diligently  fulfilled  its
responsibilities  in  ensuring  the  effectiveness  of  the  company's  board  of  directors  and  governance
practices. Through robust discussions, careful evaluation, and adherence to best practices, we have
worked to maintain the highest standards of corporate governance.

During this period, the Committee has undertaken several key initiatives, including:









Board Composition: We have reviewed the composition of the board to ensure it reflects a
diverse  range  of  skills,  experiences,  and  perspectives  necessary  for  effective  decision-
making. Our aim has been to maintain a balanced mix of expertise while promoting diversity
and inclusivity. The Committee has carried out a detailed analysis of the skills and experience
for each director, resulting in a clear map to fulfil the Director Diversity policy approved by
the Board of Director in December 2023.

Director  Evaluation:  The  Committee  has  conducted  thorough  evaluations  of  individual
directors, 
independence,  and  contributions  to  board
deliberations. These evaluations have helped identify areas for improvement and ensure the
board remains dynamic and engaged.

including  their  performance, 

Succession Planning: Succession planning continues to be a focal point for the Committee,
with efforts directed towards identifying and developing potential candidates for board and
executive  positions.  We  believe  that  robust  succession  planning  is  essential  for  the  long-
term sustainability and continuity of the company's leadership.

Governance  Policies:  We  have  reviewed  and  updated  various  governance  policies  and
procedures to align them with evolving regulatory requirements and best practices. These
efforts are aimed at enhancing transparency, accountability, and ethical conduct across the
organization.

In  conclusion,  I  would  like  to  express  my  gratitude  to  the  members  of  the  Nomination  and
Governance Committee for their dedication and commitment throughout the year. I would also like
to extend my appreciation to the board of directors, management team, and shareholders for their
continued support and collaboration.

The Role of the Nomination and Governance Committee

The  Company’s  Nomination  and  Governance  Committee  is,  among  other  things,  responsible  for
reviewing the performance of the Directors, the committees and the executives.

The  Nomination  and  Governance  Committee  makes  recommendations  for  Board  review.  The
Committee  shall  have  such  powers  and  duties  as  may  be  conferred  on  it  from  time  to  time  by
resolution of the Board. In addition, the Committee shall have the following specific functions and

102 | Atalaya Mining plc 2023 Annual Report

Corporate Governance

responsibilities:





















At least annually, and prior to the nomination or appointment of potential candidates, the
Committee  shall  review  the  competencies,  skills, experience  and  areas  of  expertise  of  the
Board  on  an  individual  and  collective  basis.  Based  on  this  review,  the  Committee  shall
identify areas where additional competency, skill, experience or expertise would be of benefit
to Atalaya Mining.
As  required,  the  Committee  shall  identify  and,  if  advisable,  recommend  to  the  Board  for
approval, potential candidates for nomination or appointment to the Board having regard
to the results of the review referred to above. The Board should consider whether or not each
new nominee can devote sufficient time and resources to his or her duties as a Committee
member.
The Committee shall periodically assess the contribution and effectiveness of the Board, the
Directors,  each  Board  Committee  and  the  Chair  of  the  Board  against  their  respective
mandate, charters  or other criteria  the Committee considers appropriate. The  Committee
shall report its findings to the Board and, based on those findings, recommend any action
plans that the Committee considers appropriate.
The  Committee  shall  oversee  the  development  of  any  orientation  programmes  for  new
Directors.  The  Committee  shall  periodically  review  any  such  programme  and  approve
changes it considers appropriate.
The  Committee  shall  periodically  review  Atalaya  Mining's  corporate  governance  practices
and policies. As part of its review, the Committee shall take regulatory requirements and best
practices, including the QCA guidelines, into account. The Committee shall report the results
of its review, including any recommended changes to  existing practices, to  the  Board in  a
timely manner.
The Committee will also establish and maintain a complaints programme to facilitate (1) the
receipt,  retention  and  treatment  of  complaints  received  by  the  Company  regarding  its
Accounting Standards, violations of the Code of Business Conduct and Ethics and the Anti-
Bribery  and  Corruption  Policy,  breaches  in  compliance  with  applicable  laws  including
relating  to  health  and  safety  or  the  environment  and  (2)  the  confidential,  anonymous
submission by employees of the Company of any complaints made in these areas.
The Committee shall  review, in conjunction with  management,  the corporate governance
disclosure  for  Atalaya  Mining's  annual  report,  notice  of  shareholders  meetings  and  other
regulatory and shareholder reports.
The Committee shall periodically evaluate the performance of the Chief Executive Officer in
relation  to  his  or  her  performance  goals.  The  Chief  Executive  Officer  evaluation  shall  be
conducted in conjunction with the Chair of the Board and shall be presented to the Board
for its review.
The  Committee  shall,  as  required,  review  and,  if  advisable,  approve  and  recommend  for
Board  approval,  the  appointment,  compensation  and  other  terms  of  employment  of  all
senior management reporting directly to the CEO.
The Committee shall periodically review and, if advisable, approve and recommend for Board
approval,  a  succession  and  emergency  preparedness  plan  for  all  senior  management
reporting directly to the CEO. Upon the vacancy of such senior management personnel, the
Committee  may  make  a  replacement  recommendation  for  Board  approval based  on  the
succession plan.

The  Nomination  and  Governance  Committee  comprises  three  members  all  of  whom  are  non-
executive and Independent. The current membership of the committee is Mr. N. Gregson (Chair), Mrs.
K. Harcourt and Mr. S. Scott.  The profiles of the Committee members are included on pages 88 to 93.

Corporate Governance

The  Directors  comply  with  AIM  regulations  and  Cyprus  Company  Law.  The  Board  remains
accountable to the Company's shareholders for good corporate governance.

2023 Review

The Committee met five times during 2023, covering a number of issues.

103 | Atalaya Mining plc 2023 Annual Report

Corporate Governance

Atalaya  keeps  the  balance  and  membership  of  its  Board  under  review  and  no  new  appointments
were made during the year.  All Directors were re-elected at the last Annual General Meeting during
2023.

Neil Gregson

Chair of Corporate Governance, Nominating and Compensation Committee

18 March 2024

104 | Atalaya Mining plc 2023 Annual Report

Physical Risks Committee Report

Corporate Governance

Membership

Stephen Scott (Chair)

Neil Gregson

Roger Davey

Jesus Fernandez

Attendance

3/3

3/3

3/3

0/3

The Role of the Physical Risk Committee

The  function  of  the  Physical  Risk  Committee  is  oversight.  It  is  recognised  that  members  of  the
Physical  Risk  Committee  who  are  not  full-time  employees  of  the  Company  and  generally  do  not
represent  themselves  as  experts  in  the  fields  of  safety,  health,  environment,  security  or  risk
management.  As  such,  it  is  not  the  responsibility  of  the  Physical  Risk  Committee  personally  to
conduct safety, health, environment, security or risk reviews.

Committee members are entitled to  rely  on  Atalaya  Mining  Management with  respect to  matters
within their responsibility and on external professionals on matters within their areas of expertise.

Committee members may assume the accuracy of information provided by such persons, so long as
the members are not aware of any reasonable grounds upon which such reliance or assumption may
not be appropriate.

Management is responsible for implementing, managing and maintaining appropriate enterprise-
wide safety, health, environment, security and risk management systems, policies and procedures,
reporting  protocols  and  internal  controls  that are  designed to  ensure compliance  with  applicable
laws and regulations. Management is also responsible for the preparation, presentation and integrity
of the information provided to the Committee.

The  Physical  Risk  Committee  comprises  four  members,  three  of  whom  are  non-executive  and
Independent. The current membership of the committee is  Mr. S. Scott (Chair), Mr. R. Davey, Mr. J.
Fernandez and Mr. N. Gregson. The profiles of the Committee members are included on pages 88 to
93.

Membership

The members of the Committee shall be appointed by the Board from amongst the directors of the
Company in consultation with  the Chair of the Committee and  shall consist of not less than  three
members. The members of the Committee shall consist of at least of two independent non-executive
directors of the Company.

Duties

The  Chair of  the Committee should carry out  the duties  for the parent company, major  subsidiary
undertakings and the group as a whole, as appropriate.

Duties of the Committee are:






chairing all meetings of the Committee in a manner that promotes meaningful discussion.
ensuring adherence to the Committee's Terms of Reference and that the adequacy of the
Committee's Terms of Reference is reviewed annually.
providing leadership to the Committee to enhance the Physical Risk's effectiveness


 managing the Committee relevant matters


Committee members  are  entitled  to  rely on  Atalaya  Mining  Management  with  respect  to
matters  within  their  responsibility  and  on  external  professionals  on  matters  within  their
areas of expertise.
Committee members may assume the accuracy of information provided by such persons,
so long as the members are not aware of any reasonable grounds upon which such reliance
or assumption may not be appropriate.

105 | Atalaya Mining plc 2023 Annual Report

Corporate Governance

2023 Review

The Physical Risk Committee had three meetings in the year which covered a number of issues. Two
of  the  three  meetings  were  in-person  at  Proyecto  Riotinto,  where  the  Committee  had  the
opportunity to visit and discuss all areas of the mine with special attention to areas assessed as high
risk.

Meetings on site have the purpose to cover health and safety issues and risk areas on  site.   Health
and  safety  are  a  key  priority  to  ensure  a  safe  working  environment  for  both  employees  and
contractors and the Company is focused on ensuring it meets all regulations and assesses risk factors
on a regular basis.

I  would  like  to  thank  the  safety  department  personnel,  in  particular,  for  their  contributions  and
suggestions to continually make our operations safer.

Stephen Scott

Chair of Physical Risks Committee

18 March 2024

106 | Atalaya Mining plc 2023 Annual Report

Corporate Governance

Sustainability Committee Report

Members

Kate Harcourt (Chair)

Hussein Barma

Roger Davey

The Role of the SC

Attendance

4/4

4/4

4/4

The  Sustainability  Committee  is  responsible  of  strategy  and  activities  related  to  sustainable
development and social responsibility, in particular:
















review,  monitor  and  assist  the  Board  in  defining  the  Group’s  strategy  relating  to
Environmental, Sustainability and Social matters and in setting relevant KPIs;
develop and review regularly the policies, programmes, practices, targets and initiatives of
the Group relating to Sustainability matters ensuring they remain effective and up to date
and consistent with good international industry practice (“GIIP");
provide  oversight  of  the  Group’s  management  of  Sustainability  matters  and  compliance
with  relevant  current and  forthcoming legal  and  regulatory  requirements,  legislation and
policies as the relate to Environmental, Sustainability and Social, including, but not limited
to  applicable  rules  and  principles  of  corporate  governance  relating  to  Environmental,
Sustainability and Social aspects questions regarding climate change, tailings management,
water management, human rights and other applicable industry standards;
report on  these matters  to  the  Board and, where appropriate, make recommendations to
the Board;
to review public reporting relating to the Company’s safety and sustainability performance
to  provide  oversight  of  the  Company’s  sustainability  performance  presented  in  any
Sustainability Report prepared by the Company;
report as  required  to  the  shareholders of the Company  on the sustainability activities and
remit of the Committee;
Responsible for oversight of sustainability risks of the Company.

Membership

The members of the Committee shall be appointed by the Board from amongst the directors of the
Company in consultation with  the Chair of the Committee and  shall consist of not less than  three
members. The members of the Committee shall consist of at least of two independent non-executive
directors of the Company.

The Committee Chair shall be a non-executive director who shall be appointed by the Board and shall
not be the Chair of the Board.

2023 Review

The Sustainability Committee had four meetings in the year which covered a number of issues.  These
included the completion of Sustainability Roadmap for a period of three years to develop the external
reporting of Atalaya and align sustainability disclosure to peers.

Kate Harcourt
Chair of the Sustainability Committee
18 March 2024

107 | Atalaya Mining plc 2023 Annual Report

Remuneration Committee Report

Corporate Governance

Attendance

Members

Neil Gregson (Chair)

Kate Harcourt

Stephen Scott

Dear shareholder,

Attendance

8/8

8/8

8/8

I am pleased to present the report of the Remuneration Committee in my capacity as Chair of the
Remuneration Committee.

As  an  AIM-quoted  company  during  2023, the  information  is  disclosed  to  fulfil  the  requirements of
AIM Rule 19. During 2023, the Company applied the UK QCA Corporate Governance Code. As a Cyprus
incorporated  company  admitted  to  AIM,  Atalaya  is  not  required  to  comply  with  the  Large  and
Medium-sized Companies and Groups (Accounts and Reports) (Amendment) Regulations 2013. The
information  is  unaudited  except  where  stated.  Following  its proposed  re-domicile  from  Cyprus  to
Spain, Atalaya Mining will become a Spanish company and will not be subject to the UK Directors’
Remuneration Regulations.  On completion of the move to the UK Premium List, the Company will
adopt the UK Corporate Governance Code.

During  the  second  half  of  2023,  the  Committee  carried  out  a  review  of  the  Company’s  Executive
remuneration  arrangements  including  commissioning  a  benchmarking  report,  to  ensure  these
arrangements remain  effective, fair and appropriate, reflecting the company’s  size and profile as  a
significant independent mining company and supporting the Company’s strategy and growth. The
review included consideration of how its existing arrangements align with UK governance guidelines
in the context of the Company’s proposed move to the premium listing segment of the Official List,
and the proposed adoption of the UK FRC Corporate Governance Code.

Further to this review and the proposed move to the Premium List, the Company is making a number
of  changes  to  its  executive  remuneration  arrangements  as  summarised  later  in  this  letter  and
detailed  in  later  sections  of  this  report.  Further,  we  have  made  significant  changes  to  our
Remuneration  Committee  report  to  bring  its  format  into  line  with  market  practice  for  UK  listed
companies  and  expand  disclosures.  This  report  comprises:  (1)  this  introductory  letter  (2)  a  policy
section detailing our remuneration policy as it will be operated from 2024 and (3) our annual report
on remuneration detailing remuneration and decisions made during 2023.

The Company has one  Executive Director, its CEO, Alberto Lavandeira. As such, this report directly
covers  his  remuneration  together  with  information  on  the  remuneration  of  the  Non-Executive
Directors.

Role of the Remuneration Committee

The  Company’s  Remuneration  Committee  is  responsible  for  reviewing  the  performance  of  the
executives, setting their remuneration, determining the payment of bonuses, considering the grant
of options under any share option scheme and, in particular, the price per share and the application
of  performance  standards  which  may  apply  to  any  such  grant.  Remuneration  arrangements  are
aligned to support the implementation of the Company strategy and effective risk management for
the  medium  to  long-term.  The  Committee  ensures  that  this  is  done  and  considers  the  views  of
shareholders. The Committee makes recommendations for Board review. The Committee shall have

108 | Atalaya Mining plc 2023 Annual Report

Corporate Governance

such powers and duties as may be conferred on it from time to time by resolution of the Board.

Membership

The Remuneration Committee comprises Neil Gregson (Chair of the Committee), Kate Harcourt and
Stephen  Scott,  all  being  independent  Non-Executive  Directors.  The  profiles  of  the  Committee
members are included on pages 88 to 93.

Performance in year

As  set  out  earlier  in  this  Annual  Report, the  Company  made  significant  progress  during  2023.  The
Board has reviewed details of term of reference for each committee and all policies.

Also during the year, the Company recovered its margin from the inflation pressure during prior year
2022.

Decisions in year

At the start of the year, the salary of our CEO was increased by 3.0% to €488k.

During 2024, the Committee will review the delivery of the Company’s objectives to determine the
CEO’s bonus, which is expected to be within the agreed range respect of his 2023 salary.

In line with  its  existing long term  incentive policy, the company awarded  400,000  options with an
exercise price of 327p to its CEO in May 2023.

The  Committee  believes  the  policy  operated  as  intended  in  terms  of  company  performance  and
quantum during 2023.

Remuneration review and changes for 2024

The  Remuneration  Committee  carried  out  a  review  of  its  executive  remuneration  arrangements
during 2023, focussing on the remuneration of its three senior executives including its CEO. The key
decisions taken in the light of this review are set out below.

The changes to remuneration are intended to strengthen retention, incentivisation and support the
Company’s next phase of growth.

The  company  intends  to  put  in  place  private  health  insurance  and  a  company  pension  for  its
executives during 2024.

The company will develop the operation of its executive annual bonus scheme from 2024 including
setting an annual bonus maximum for our CEO at 100% of salary and applying malus and clawback
provisions. Information on the workings of bonus is set out in the policy section below and a summary
of the criteria to be applied for 2024 is set out toward the end of this report.

The company will make a significant change to its executive long term incentive structure. To date,
the  company  has made  annual  awards  of  market  value  options,  with  the  number  of  awards  fixed
over  recent  years,  which  vest  in  portions  of  one  third  immediately  on  grant  and  on  the  first  and
second anniversaries of grant. Commencing 2024, the company intends to make annual awards of
performance  shares  with  a  value  at  a  specified  percentage  of  salary  subject  to  three-year
performance and vesting periods. Information on the workings of the new awards is set out in the
policy section below and a summary of the Committee’s intentions for 2024 is set out towards the
end of this document.

The  company  has  implemented  a  shareholding  guideline,  being  an  expectation  that  Executive
Directors build up and maintain a shareholding in the Company with a value of at least 100% of their
salary, as reflected in the policy table below. The shareholding of our CEO is currently well above this
guideline.

109 | Atalaya Mining plc 2023 Annual Report

Corporate Governance

The Company appointed an external advisor to assist the Committee in carrying out this review. The
external  advisor  is  a  member  of  the  Remuneration  Consultants  Group  and,  as  such,  voluntarily
adheres to its Code of Conduct. The Committee considers the advice that it receives from the external
advisor to be independent.

AGM

The Company’s 2020 Long Term Incentive Plan was approved at the 2020 Annual General Meeting.
Under Cyprus law, Atalaya must seek authority from shareholders to make share awards each year.
The Company put a resolution to authorize the grant of awards over 7.0m shares (approximately 5%
of the issued share capital) to its 2023 AGM.

This resolution was supported by 82% of votes cast (73.3m shares), with 18% of votes against (16.6m)
and 5.0m votes withheld. The  Committee believes  the level of adverse voting was associated with
one  proxy  adviser  report  which  cited  low  disclosures  on  performance  and  vesting  conditions
attached  to  historic  awards.  To  address  this,  this  remuneration  report  contains  detail  on  these
conditions for existing and proposed new long term incentive awards.

The  Company  confirms  that  the  2020  LTIP  contains  the  conventional  dilution  limit  for  UK  quoted
companies  that  dilution  arising  from  new  shares  issued  pursuant  to  all  employee  share  awards
should not exceed 10% of the outstanding shares over any ten-year period.

The Company has the intention to put, in addition to a resolution to approve the LTIP awards for 2024,
a resolution to approve this remuneration report to its 2024 AGM.

The  Remuneration  Committee  welcomes  all  shareholder  feedback  on  remuneration  and  will
continue with its approach of shareholder consultation where significant changes are considered. No
significant changes are proposed for 2024.

Neil Gregson
Chair of the Remuneration Committee
18 March 2024

110 | Atalaya Mining plc 2023 Annual Report

Corporate Governance

Remuneration Policy

The  Group’s  policy  on  Directors’  remuneration  has  been  set  with  the  objective  of  attracting,
motivating and retaining high calibre Directors, in a manner that is consistent with best practice and
aligned with the interests of the Group’s shareholders. The policy on Directors’ remuneration is that
the overall remuneration package should be sufficiently competitive to attract and retain individuals
of a quality capable of achieving the Group’s objectives. Remuneration policy is designed such that
individuals are remunerated on a basis that is appropriate to their position, experience and value to
the Company.

The policy described below reflects the outcome of the remuneration review carried out during 2023
and to be applied from 1 January 2024.

Element

Base Salary

Other Benefits

Annual bonus

Link to
remuneration
policy/strategy
Core element of
remuneration.

To set at a level
which is sufficiently
competitive to
recruit and retain
individuals of the
appropriate calibre
and experience.

To help recruit and
retain high
performing
Executive Directors.
To provide market
competitive
benefits.
To incentivise the
achievement of a
range of short-term
performance
targets that are key
to the success of
the Company.

To align the
interests of the
Executives and
shareholders to the
annual targets.

Long-term

To support

Operation

Maximum
opportunity

Performance metric

There is no
prescribed annual
maximum cost.

There is no
prescribed
maximum annual
base salary or salary
increase.

The Committee is
guided by the
general increase for
the broader
employee
population, but has
discretion to decide
a lower or a higher
increase.

Basic salary is
reviewed annually as
at 1 January with
reference to
company
performance; the
performance of the
individual Executive
Director; the
individual Executive
Director’s experience
and responsibilities;
and pay and
conditions
throughout the
Company.
To date, there have
been no benefits.
The Company
intends to introduce
private medical
insurance and
pension during 2024.
Parameters,
performance criteria,
weightings and
targets are set at the
start of each year.
Bonuses can be paid
to Executives to
support and reflect
the achievement of
annual objectives.
Payments are made
in cash following
completion of the
year subject to the
Committee’s
assessment of
performance against
targets and other
matters it deems
relevant.
Annual bonus
awards are subject
to malus and
clawback provisions.
The CEO is eligible to The policy normal

From 2024, the
maximum bonus
opportunity for the
CEO is 100%.

The Committee
considers individual
and Company
performance when
setting base salary.

n.a.

Bonus awards are
based on annual
performance against
stretching
operational,
financial, HSE,
strategic and
personal targets.
The Committee
has the discretion to
vary targets and
weightings from
year to year.

Performance

111 | Atalaya Mining plc 2023 Annual Report

Element

incentive
awards

Shareholding
requirement

Non-executive
Director
remuneration

Link to
remuneration
policy/strategy
retention, long-term
performance and
increase alignment
between the
executives and
shareholders.

The Company
intends to make
awards under this
structure annually.

Encourages
Executive
Directors to build a
meaningful
shareholding
to further
align interests with
the company and
shareholders.

To attract and retain
high calibre Non-
Executives with the
necessary
experience.

To provide fees
appropriate to time
commitments and
responsibilities of
each role.

Corporate Governance

Operation

Maximum
opportunity

Performance metric

maximum annual
award for the CEO
will be establish as a
% of base salary.

conditions can
include financial,
operational,
shareholder return,
HSE and strategic
targets.
Performance
conditions are set by
the Committee at
the time of award.
Target type,
weighting and
pitching may be
varied from year to
year.

Value at 100% of
salary for the CEO.

n.a.

n.a.

Fee levels reflect
market conditions
and are reviewed
annually on 1
January each year.

receive awards
under the Long-
Term Incentive Plan
at the discretion of
the Committee.
Awards are granted
as nil or nominal
cost options or
conditional awards
which vest after
three years subject
to the meeting of
objective three year
performance
conditions specified
at award.
Awards have a three-
year vesting period.
LTIP awards will be
subject to malus and
clawback provisions.
Each Executive
Director is expected
to
build up a specified
shareholding in
Atalaya over five
years from
appointment and
maintain this
holding.
Non-Executive
Directors are paid a
basic fee. An
additional fee is paid
to committee chairs
and committee
members to reflect
the additional time
and responsibility.

Service contracts

Mr. Lavandeira entered into a contract with the Company dated 25 March 2014. Under the contract,
the notice period the Company to the Executive is 6 months and the notice period from the Executive
to the Company is 3 months.

The contract also includes a change of control provision whereby in the event that there a change of
control and within 12 months after the event (i) the contract is terminated by the Company; or (ii) the
employee  terminates  his  contract  with  at  least  three  months’  notice  due  to  a  pre-agreed  good
reason, the executive will receive the equivalent to 24 months’ base salary less any payment made in
lieu of notice and any legal severance payment.

Non-Executive Directors have entered into letters of appointment with the Group, for an initial three-
year period, thereafter renewable on  the agreement of  both the Company and the  Non-Executive
Director. The notice period under the letters of appointment is three months.

112 | Atalaya Mining plc 2023 Annual Report

Corporate Governance

Non-Executive Directors (1) Role as at 31 December 2023

R. Davey(2)

H. Barma

Chair of Board of Director and
Independent Director
Chair of the Audit Committee and
Independent director

Date of
Appointment

Notice period

23 April 2010

Three months

9 September
2015

Three months

J. Fernández

Non-Independent Director

23 June 2015

Three months

Neil Gregson

S. Scott

K. Harcourt

Chair of the Nomination and
Governance Committee, Chair of
the Remuneration Committee and
Senior Independent Director
Chair of the Physical Risk
Committee and Independent
Director
Chair of the Sustainability
Committee and Independent
Director

10 February 2021

Three months

9 September
2015

Three months

19 May 2022

Three months

(1)

(2)

Excludes Alberto Lavandeira.

Roger Davey is not considered independent as he has served on the Board for more than nine years from the

date of his first appointment.

Policy on recruitment

When  hiring  a  new  Executive  Director,  the  Committee  will  consider  the  overall  remuneration
package by reference to the remuneration policy set out in this report.

Annual bonus provisions – leavers, malus and clawback, change in control provisions

The bonus will generally lapse in full if the employee leaves before the date bonus is paid, although
partial exceptions for good leavers may be made at the discretion of the Remuneration Committee.
Annual bonus is subject to malus and clawback provisions.

LTIP provisions – leavers, malus and clawback, change in control provisions

Awards are governed by  the rules of  the LTIP  scheme at the time of award. Unless  individuals are
deemed good leavers, awards will lapse on cession of employment.

External appointments

The Company  recognises  the proposition that Executive Directors could become fee  earning non-
executive  directors  of other  companies and  that  such  appointment  can  broaden their knowledge
and  experience  to  the  benefit  of  the  Company.  Executive  Directors  are  permitted  to  retain  fees
earned from such roles. In their contracts of employment, the  Executive Directors have covenants
not  to  compete  during  their  employment  (including  directorships)  unless  the  Board  consents  in
writing.

Consideration of employment conditions elsewhere in the Company in developing policy

In setting the remuneration policy for Directors, the pay and conditions of other Group employees
are  taken  into  account.  The  Committee  is  provided  with  data  on  the  remuneration  structure  for
senior  members  of  staff  below  the  Executive  Director  level  and  uses  this  information  to  ensure
consistency of approach throughout the Group. The Committee does not directly engage with the
workforce  on  executive  remuneration  but,  the  workforce  has  the  opportunity  to  raise  any  issues
(including those on executive remuneration) in the employee engagement initiatives.

Consideration of shareholder views

Shareholders  views  are  considered  when  evaluating  and  setting  remuneration  strategy.
Opportunities to discuss the remuneration strategy are available during investor calls as well as by
voting on the report at the AGM.

113 | Atalaya Mining plc 2023 Annual Report

Corporate Governance

Consideration of stakeholder experience

Ongoing engagement with our stakeholders remains a priority as detailed elsewhere in this report.
When  formulating  the  Company’s  strategy,  the  Directors  consider  the  longer-term  and  broader
consequences and implications of its business on key stakeholders. The Committee considers views
expressed  by  stakeholders  and  the  experience  of  stakeholders  when  evaluating  and  setting
remuneration strategies and taking decisions on remuneration.

114 | Atalaya Mining plc 2023 Annual Report

Corporate Governance

Annual Report on Remuneration

This section of the remuneration report contains details of how the Company’s remuneration policy
for Directors started to be implemented during the financial year ended 31 December 2023.

2023 Summary of Directors’ total remuneration (audited) with previous year comparison

€’000

Salary /
fees

Benefit
s

Bonus
**

LTIP*

Total

Salary /
fees

Benefi
ts

Bonus
**

LTIP*

Total

2023

2022

Executive Directors

A. Lavandeira

481

6

322

190

1,000

448

322

426

1,271

Non-Executive Directors

R.Davey

H.Barma

J. Fernandez

H.Liu

K. Harcourt

S.Scott***

N.Gregson

139

94

74

-

93

98

107

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

139

94

74

-

93

98

107

143

96

72

18

42

91

78

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

143

96

72

18

42

91

78

(*) The amount relates to the non-cash expense recognised in accordance with IFRS 2 Share-based
payments. On 22 May 2023, the Company granted 400,000 share options to the Executive Director
Alberto Lavandeira (see Note 30 to the financial statements) (2022: 400,000 share options).

(**) These amounts related to the performance bonus for 2022 approved by the Board of Directors of
the  Company  during  2023.  Director’s  bonus  relates  to  the  amount  approved  for  the  CEO  as  an
executive  director  and  key  management  bonus  relates  to  the  amount  approved  for  other  key
management personnel which are not directors of Atalaya Mining plc.

(***) Includes €5k (2022: €4k) paid to the Canadian Pension Plan.

Salary

From 1 January 2023, the salary of the CEO was €481k

Bonus

The bonus maximum for the Chief Executive Officer will be 100% of salary.  Annual bonus for 2023 will
be  subject  to  relative  total  shareholder  return,  company  budget,  individual  targets  and  Board
discretion.

LTIP during 2023

The CEO was awarded 400,000 options during the year at an exercise price of 327p per ordinary share,
being the last mid-market closing price on the grant date, and vest in three equal tranches, one third
on grant and the balance equally on the first and second anniversary of the grant date.

115 | Atalaya Mining plc 2023 Annual Report

Corporate Governance

Share Options and Long-Term Incentive Awards

At 31 December 2023, the LTIP awards that had been awarded to each Director were as follows:

Date of
award

Interest
at 31 Dec
2022

A. Lavandeira
29/5/19
600,000
30/6/20 400,000
400,000
24/6/21
22/6/22
400,000
22/5/23

Granted
in year

Exercis
e Price

Expire
date

Vested in
year

201.5p
147.5p
309.0p
357.5p
400,000 327.0p

28/5/24
29/6/30
23/6/31
30/6/27
21/5/28

133,333
133,333
133,333

Total
vested at
31 Dec
2023

600,000
400,000
400,000
266,666
133,333

Exercis
ed in
year

Lapsed
in year

Outstandin
g at 31 Dec
20223

600,000
400,000
400,000
400,000
400,000
2,200,000

Options expire five/ten years after grant date. Awards granted since 2021 have vested one third on
grant, one third on the first anniversary of grant and one third on the second anniversary of grant.

Non-Executive Director Remuneration

Non-Executive fees effective during 2023 are set out below.

Role

Chair fee

Base NED fee

Audit Chair

Remuneration and other Chairs

Committee member

Directors’ Share Interests

2023 fees

(£’000)

108.0

60.0

17.0

12.0

4.5

Directors’ share interests at 31 December 2023 are set out below:

Number of
beneficially owned
shares at 31
December 2023

No. of existing
ordinary shares at
31 December 2023

430,000

139,879,209

30,886,212*

139,879,209

5,000

139,879,209

Executive
A. Lavandeira

Non-Executive
J. Fernandez(1)

Non-Executive
N. Gregson

(1) Includes Urion Holdings (Malta) Ltd
(*)includes 65,000 shares owned by Jesus Fernandez

The interest percentage represents the percentage of voting rights.

116 | Atalaya Mining plc 2023 Annual Report

Corporate Governance

Shareholder Return

The  following  table  shows  the  Group’s  actual  spend  on  pay  for  all  Group  employees  relative  to
dividends and pre-tax profit.

Total employee costs
EBITDA
Operating profit
Capital expenditure
Dividends paid

2023
€’ m
25.8
73.1
35.3
59.8
11.5

2022
€’ m
24.6
55.3
21.2
53.8
5.1

Change
%
5%
32%
67%
11%
125%

Senior Management of remuneration for 2024

Following  the  review  performed  by  the  Committee  to  the  Senior  Management  it  is  expected  the
Board will approve the recommendation by the Committee from the effective date of 1 January 2024
as follows:

Senior Management

Salaries

Bonus

Salaries

A. Lavandeira

Adjust to inflation

E. Delgado

C. Sánchez

Adjust to inflation

Increase to align
with peers

Max 100% of
salary
Increase the % of
salary
Increase the % of
salary

Increase to align
with peers
Increase to align
with peers
Increase to align
with peers

Annual General Meeting and Shareholder Feedback

The Committee welcomes feedback from shareholders on its remuneration.

Approval

This report was approved by the Board of Directors on 18 March 2023 and signed on its behalf by:

Neil Gregson

Chair of Remuneration Committee

18 March 2024

117 | Atalaya Mining plc 2023 Annual Report

Corporate Governance

Statement of Directors’ Responsibilities

The Directors are responsible for preparing the Annual Report and the Group and Parent Company
financial statements in accordance with applicable Cypriot law and regulations.

The  Directors are required to prepare financial statements for  each financial year which present  a
true  and  fair  view  of  the  financial  position  of  the  Company  and  of  the  Group  and  the  financial
performance and cash flows of the Company and of the Group for that period. The Directors have
elected  to  prepare  the  Group  and  Parent  Company  financial  statements  in  accordance  with  the
International Financial Reporting Standards (“IFRS”). IFRS compromise the standards issued by the
International Accounting Standards Board.

In preparing those financial statements, the Directors are required to:



Select suitable accounting policies: ‘Accounting Policies, Changes in Accounting Estimates
and Errors’ and then apply them consistently;

 Make judgements and accounting estimates that are reasonable and prudent;


Present  information,  including  accounting  policies,  in  a  manner  that  provides  relevant,
reliable, comparable and understandable information;
Provide additional disclosures when compliance with the specific requirements in IFRSs is
insufficient to enable users to understand the impact of particular transactions, other events
and  conditions  on  the  Company  and  of  the  Group’s  financial  position  and  financial
performance; and
Prepare the accounts on a going concern basis.





The Directors are  responsible for keeping adequate accounting records  that are  sufficient to show
and explain the Company’s and Group’s transactions and which disclose with reasonable accuracy
at any time the financial position of the Company and of the Group and enable them to ensure that
the  financial  statements  comply  with  the  Cypriot  Company’s  law  and  regulations.  They  are  also
responsible  for  safeguarding  the  assets  of  the  Company  and  the  Group  and  hence  for  taking
reasonable steps for the prevention and detection of fraud and other irregularities. Under applicable
Cypriot law and regulations, the Directors are responsible for the preparation of a Management and
Strategic Report, Directors’ Remuneration Report and Corporate Governance Statement that comply
with  that  law  and  regulations.  In  addition,  the  Directors  are  responsible  for  the  maintenance  and
integrity of the corporate and financial information included on the Company’s website as per AIM
rules. Legislation in the Cypriot governing the preparation and dissemination of financial statements
may differ from legislation in other jurisdictions.

Responsibility statement of the Directors in respect of the Annual Report and Accounts

Each of the Directors whose names are listed on pages 164 to 167 confirm  that to the best of their
knowledge:

a)

b)

financial  statements,  prepared 

in  accordance  with  UK-adopted
the  consolidated 
international accounting standards give a true and fair view of the assets, liabilities, financial
position  and  profit  and  loss  of  the  Company  and  the  undertakings  included  in  the
consolidation taken as a whole; and
the  Annual  Report  (including  the  Management  and  Strategic  Report,  the  Corporate
Governance Report and the Remuneration Report) includes a fair review of the development
and performance of  the business, and the position of the Company and the undertakings
included in the consolidation taken as a whole, together with a description of the principal
risks and uncertainties that they face.

For and on behalf of the Board.

Neil Gregson

Senior Independent Director

18 March 2024

118 | Atalaya Mining plc 2023 Annual Report

Ernst & Young Cyprus Ltd 
Jean Nouvel Tower 
6 Stasinou Avenue 
1060 Nicosia 
P.O. Box 21656 
1511 Nicosia, Cyprus 

  Tel: +357 22209999 
Fax: +357 22209998 
ey.com 

Independent Auditor’s Report 

To the Members of Atalaya Mining Plc 

Report on the Audit of the Financial Statements  

Opinion 

We have audited the accompanying consolidated and parent company financial statements of 
Atalaya  Mining  Plc  (the  “Company”),  and  its  subsidiaries  (the  “Group”),  which  comprise  the 
consolidated and parent company statements of financial position as at 31 December  2023, 
and the consolidated and parent company statements of comprehensive income, changes in 
equity  and  cash  flows  for  the  year  then  ended,  and  notes  to  the  consolidated  and  parent 
company financial statements, including material accounting policy information. 

In our opinion, the accompanying consolidated and parent company financial statements give 
a  true  and  fair  view  of  the  consolidated  and  parent  company  financial  position  as  at  31 
December 2023, and of the consolidated and parent company financial performance and cash 
flows of the Group and the Company for the year then ended in accordance with International 
Financial  Reporting  Standards  (IFRSs)  as  issued  by  the  IASB  and  also  as  adopted  by  the 
European Union and the requirements of the Cyprus Companies Law, Cap. 113. 

Basis for Opinion 

We  conducted  our  audit  in  accordance with International  Standards  on Auditing  (ISAs). Our 
responsibilities under those standards are further described in the Auditor’s Responsibilities for 
the Audit of the Consolidated and Parent Company Financial Statements section of our report. 
We are independent of the Group and the Company in accordance with the International Ethics 
Standards  Board for  Accountants’ International  Code of  Ethics  for  Professional  Accountants 
(including  International  Independence  Standards)  (IESBA  Code)  together  with  the  ethical 
requirements that are relevant to our audit of the consolidated and parent company financial 
statements in Cyprus, and we have fulfilled our other ethical responsibilities in accordance with 
these requirements and the IESBA Code. We believe that the audit evidence we have obtained 
is sufficient and appropriate to provide a basis for our opinion. 

Key audit matters 

Key  audit  matters  are  those  matters  that,  in  our  professional  judgment,  were  of  most 
significance in our audit of the consolidated  and parent company financial statements of the 
current period. These matters were addressed in the context of our audit of the consolidated 
and parent company financial statements as a whole, and in forming our opinion thereon, and 
we do not provide a separate opinion on these matters. For each matter below, our description 
of how our audit addressed the matter is provided in that context. 

We have fulfilled the responsibilities described in the Auditor’s Responsibilities for the Audit of 
the Consolidated and Parent Company Financial Statements section of our report, including in 
relation  to  these  matters.  Accordingly,  our  audit  included  the  performance  of  procedures 
designed to respond to our assessment of the risks of material misstatement of the consolidated 
and parent company financial statements. The results of our audit procedures, including the 
procedures performed to address the matters below, provide the basis for our audit opinion on 
the accompanying consolidated and parent company financial statements.

 
 
 
 
 
 
 
 
 
 
 
Key Audit Matter 

Revenue recognition 

During the year ended 31 December 2023 the Group 
recognised  revenue  from  operations  of  €340.3m 
(Notes 2.23, 4, 5 and 30.3). 

The significant value of revenue transactions (including 
transactions  with  related  parties)  and  complex  terms 
under  which  title  and  control  pass  to  the  customer 
increases  the  risk  of  cut-off  errors.  We  have  also 
identified  risks  in  relation  to  the  calculation  of  the 
adjustment for provisional pricing.   

In particular: 

Cut-off:  the  complexity  of  terms  that  define 
► 
when control is transferred to the customer, as well as 
the high value of transactions, give rise to the risk that 
revenue is not recognized in the correct period.  
Measurement:  at  each  reporting  period  there 
► 
are  open  invoices  that  are  provisionally  priced  using 
the concentrate sold and the forward pricing of those 
sales.  Estimation  is  used  in  the  valuation  of  these 
transactions  and  the  income  statement  impact  of  the 
mark to market movement is recorded as a fair value 
gain/loss  relating  to  provisional  pricing,  disclosed 
separately  in  revenue  included  in  the  statement  of 
comprehensive income.  

Due  to  the  significance  of  revenue  for  the  Group 
financial  statements,  which  includes  related  party 
transactions, and since the calculations are based on 
to  potential 
estimations  which  are  susceptible 
manipulation, we consider this to be a key audit matter.  

Our response to the Key Audit Matter 

Our  approach 
procedures: 

focused  on 

the 

following 

►  We  obtained  an  understanding  of  the  key 
controls  around 
the  revenue  recognition 
process  in  order  to  assess  whether  it  is 
designed to prevent, detect or correct material 
misstatements 
revenue 
the 
figures;  

reported 

in 

►  We analysed the terms and conditions of the 
sales  contracts  and  evaluated  whether  they 
have  been  accounted  for  in  line  with  the 
Group's revenue recognition policy. We have 
reviewed  revenue  recognition  policies  for 
compliance with the requirements of IFRS 15 
Revenue 
from  contracts  with  customers 
(“IFRS 15”);  

►  For  a 

the  main 

revenue 
risk-based  sample  of 
transactions  we  performed  test  of  details 
including:  agreeing 
to 
supporting evidence (such as provisional and 
final invoices, shipment confirmations, market 
prices,  agreements  and  bank  statements), 
recalculating 
invoiced  and 
the  amounts 
recorded as revenue. 

inputs 

►  We  assessed  the  methodology  adopted  by 
management to identify the provisional pricing 
terms  and  the  determination  of  estimates  of 
metal in concentrate sold to customers; 

►  For a risk-based sample of open sales at year 
end where provisional pricing was applied, we 
compared to external sources the inputs used 
the  provisional  price 
and 
adjustment 
it  was 
correctly measured; 

to  evaluate  whether 

recalculated 

►  For a risk-based sample of  transactions near 
the year-end we performed cut off testing over 
the revenue recognition in the correct period, 
comparing the date of the revenue recognition 
to  supporting  evidence  such  as  shipment 
confirmations and considering the appropriate 
application of terms of sale arrangements; 
►  We  considered  and  analysed  the  nature  of 
any significant credits raised post year-end to 
transactions  were 
evaluate 
recorded  at  the  correct  value  in  the  relevant 
period; and 

that  revenue 

►  We  assessed  whether 

the  consolidated 
financial  statements  include  disclosures  in 
respect  of  revenue,  provisional  pricing  and 
related  party  disclosures  in  accordance  with 
the  applicable  IFRS  (Notes  2.23,  4,  5  and 
30.3). 

 
 
 
 
 
 
 
 
 
Other information 

The Board of Directors is responsible for the other information. The other information comprises 
the  Management  and  strategic  report,  Sustainability  approach,  Corporate  Governance  and 
Additional  information,  but  does  not  include  the  consolidated  and  parent  company  financial 
statements and our auditor’s report thereon. 

Our opinion on the consolidated and parent company financial statements does not cover the other 
information and we do not express any form of assurance conclusion thereon. 

In connection with our audit of the consolidated and parent company financial statements, our 
responsibility  is  to  read  the  other  information  and,  in  doing  so,  consider  whether  the  other 
information  is  materially  inconsistent  with  the  consolidated  and  parent  company  financial 
statements  or  our  knowledge  obtained  in  the  audit  or  otherwise  appears  to  be  materially 
misstated.  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. 

Responsibilities  of  the  Board  of  Directors  and  those  charged  with  governance  for  the 
Consolidated and Parent Company Financial Statements 

The Board of Directors is responsible for the preparation of consolidated and parent company 
financial  statements  that  give  a  true  and  fair  view  in  accordance  with  International  Financial 
Reporting Standards as issued by the IASB and also as adopted by the European Union and the 
requirements of the Cyprus Companies Law, Cap. 113, and for such internal control as the Board 
of  Directors  determines  is  necessary  to  enable  the  preparation  of  consolidated  and  parent 
company financial statements that are free from material misstatement, whether due to fraud or 
error. 

In preparing the consolidated and parent company financial statements, the Board of Directors 
is  responsible  for  assessing  the Group’s  and  the  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  Board  of  Directors  either  intends  to  liquidate  the  Group  or 
Company or to cease operations, or has no realistic alternative but to do so. 

Those charged with governance are responsible for overseeing the Group’s and the Company’s 
financial reporting process. 

Auditor’s  Responsibilities  for  the  Audit  of  the  Consolidated  and  Parent  Company 
Financial Statements 

Our objectives are to obtain reasonable assurance about whether the consolidated and parent 
company 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 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 
consolidated and parent company financial statements. 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
As part of an audit in accordance with ISAs, we exercise professional judgment and maintain 
professional scepticism throughout the audit. We also: 

• 

Identify  and  assess  the  risks  of  material  misstatement  of  the  consolidated  and  parent 
company  financial  statements,  whether  due  to  fraud  or  error,  design  and  perform  audit 
procedures  responsive  to  those  risks,  and  obtain  audit  evidence  that  is  sufficient  and 
appropriate  to  provide  a  basis  for  our  opinion.  The  risk  of  not  detecting  a  material 
misstatement resulting from fraud is higher than for one resulting from error, as fraud may 
involve  collusion,  forgery,  intentional  omissions,  misrepresentations,  or  the  override  of 
internal control. 

•  Obtain  an  understanding  of  internal  control  relevant  to  the  audit  in  order  to  design  audit 
procedures that are appropriate in the circumstances, but not for the purpose of expressing 
an opinion on the effectiveness of the Group’s and Company’s internal control. 

• 

• 

• 

Evaluate  the  appropriateness  of  accounting  policies  used  and  the  reasonableness  of 
accounting estimates and related disclosures made by the Board of Directors. 

Conclude on the appropriateness of the Board of Directors’ use of the going concern basis 
of accounting and, based on the audit evidence obtained, whether a material uncertainty 
exists related to events or conditions that may cast significant doubt on the Group’s and the 
Company’s ability to continue as a going concern. If we conclude that a material uncertainty 
exists, we are required to draw attention in our auditor’s report to the related disclosures in 
the  consolidated  and  parent  company  financial  statements  or,  if  such  disclosures  are 
inadequate,  to  modify  our  opinion.  Our  conclusions  are  based  on  the  audit  evidence 
obtained up to the date of our auditor’s report. However, future events or conditions may 
cause the Group and the Company to cease to continue as a going concern. 

Evaluate  the  overall  presentation,  structure  and  content  of  the  consolidated  and  parent 
company financial statements, including the disclosures, and whether the consolidated and 
parent company financial statements represent the underlying transactions and events in a 
manner that achieves a true and fair view. 

•  Obtain  sufficient  appropriate  audit  evidence  regarding  the  financial  information  of  the 
entities or business activities within the Group to express an opinion on the consolidated 
financial statements. We are responsible for the direction, supervision and performance of 
the group audit. We remain solely responsible for our audit opinion. 

We  communicate  with  those  charged  with  governance  regarding,  among  other  matters,  the 
planned scope  and timing of the  audit  and  significant  audit  findings,  including  any  significant 
deficiencies in internal control that we identify during our audit. 

We also provide those charged with governance with a statement   that we have complied with 
relevant  ethical  requirements  regarding  independence,  and  to  communicate  with  them  all 
relationships and other matters that may reasonably be thought to bear on our independence, 
and where applicable, actions taken to eliminate threats or safeguards applied. 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
From  the  matters  communicated  with  those  charged  with  governance,  we  determine  those 
matters  that  were  of  most  significance  in  the  audit  of the  consolidated  and  parent  company 
financial statements of the current period and are therefore the key audit matters. We describe 
these matters in our auditor’s report unless law or regulation precludes public disclosure about 
the matter or when, in extremely rare circumstances, we determine that a matter should not be 
communicated in our report because the adverse consequences of doing so would reasonably 
be expected to outweigh the public interest benefits of such communication. 

Report on Other Legal Requirements 

Pursuant to the additional requirements of the Auditors Law of 2017, we report the following: 

• 

• 

In our opinion, based on the work undertaken in the course of our audit, the Management 
and strategic report has been prepared in accordance with the requirements of the Cyprus 
Companies Law, Cap. 113, with reference to the Management report requirements, and the 
information  given  is  consistent  with  the  consolidated  and  parent  company  financial 
statements. 
In light of the knowledge and understanding of the Group and its environment obtained in 
the course of the audit, we are required to report if we have identified material misstatements 
in the management report. We have nothing to report in this respect. 

Other Matter 

This report, including the opinion, has been prepared for and only for the Company’s members 
as a body in accordance with Section 69 of the Auditors Law of 2017 and for no other purpose. 
We do not, in giving this opinion, accept or assume responsibility for any other purpose or to 
any other person to whose knowledge this report may come to. 

The engagement partner on the audit resulting in this independent auditor’s report is Katerina 
Mina. 

Katerina Mina 
Certified Public Accountant and Registered Auditor 
for and on behalf of 

Ernst & Young Cyprus Limited 
Certified Public Accountants and Registered Auditors 

Nicosia 
18 March 2024 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Consolidated and Company Statements of
Comprehensive Income
for the year ended 31 December 2023

(Euro 000’s)

Revenue

The
Group
2023

The
Company
2023

The
Group
2022

The
Company
2022

Note

5

340,346 

5,012

361,846

57,756

Operating costs and mine site administrative expenses

(246,630)

Mine site depreciation, amortisation and impairment

13,14

(37,800)

-

-

Gross profit

Administration and other expenses

Share based benefits

Exploration expenses

Care and maintenance expenditure

Other income

Operating profit

Net foreign exchange (loss)/gain
Interest income from financial assets at fair value through
profit and loss
Interest income from financial assets at amortised cost

Finance costs

Profit before tax

Tax

Profit for the year

Profit for the year attributable to:

-       Owners of the parent

-       Non-controlling interests

23

4

8

8

9

10

55,916 

5,012

(12,741) 

(5,822)

(661)

(6,467)

(2,384)

1,637

35,300 

(1,278) 

-

-

-

-

-

(810)

(390)

-

5,393 

14,604

(3,322)

36,093 

570 

36,663 

-

13,404

(579)

12,825

(288,275)

(34,119)

39,452

(9,954)

(1,279)

(4,257)

(3,053)

286

21,195

11,546

-

624

(1,045)

32,320

(1,394)

30,926

38,769 

(2,106)

36,663 

12,825

-

12,825

33,155

(2,229)

30,926

-

-

57,756

(3,601)

-

-

-

286

54,441

3,439

9,157

3,779

-

70,816

(617)

70,199

70,199

-

70,199

Earnings per share from operations attributable to
ordinary equity holders of the parent during the year:
Basic earnings per share (EUR cents per share)

Diluted earnings per share (EUR cents per share)

11

11

27.7

26.9

-

-

23.7

23.2

-

-

Profit for the year

Other comprehensive income:

36,663 

12,825

30,926

70,199

-

-

-

-

Other comprehensive income that will not be reclassified
to profit or loss in subsequent periods (net of tax):
Change in fair value of financial assets through other
comprehensive income ‘OCI’
Total comprehensive income for the year

20

(2)

(2)

(6)

(6)

36,661 

12,823

30,920

70,193

Total comprehensive income for the year attributable to:

-       Owners of the parent

-       Non-controlling interests

38,767 

(2,106)

36,661 

12,823

-

12,823

33,149

(2,229)

30,920

70,193

-

70,193

The notes on subsequent pages are an integral part of these consolidated and company financial
statements.

124 | Atalaya Mining plc 2023 Annual Report

Consolidated and Company Statements of Financial
Position
As at 31 December 2023

(Euro 000’s)

Assets

Non-current assets

Property, plant and equipment

Intangible assets

Investment in subsidiaries

Trade and other receivables

Non-current financial asset

Deferred tax asset

Current assets

Inventories

Trade and other receivables

Tax refundable

Other financial assets

Cash and cash equivalents

Total assets

Equity and liabilities

Equity attributable to owners of the parent

Share capital

Share premium

Other reserves

Accumulated profit

Non-controlling interests

Total equity

Liabilities

Non-current liabilities

Trade and other payables

Provisions

Lease liability

Borrowings

Current liabilities

Trade and other payables

Lease liability

Current tax liabilities

Provisions

Borrowings

Total liabilities

Total equity and liabilities

31 Dec 2023

31 Dec 2023

31 Dec 2022

31 Dec 2022

Note

The Group The Company

The Group The Company

13

14

15

19

20

17

18

19

20

21

22

22

23

24

25

26

27

28

25

27

26

28

384,739

49,397

-

26,702

1,101

11,282

473,221

33,314

42,897

100

30

121,007

197,348

670,569

13,596

319,411

70,463

98,026

501,496

(9,104)

492,392

2,205

27,234

3,877

16,131

49,447

75,922

501

1,317

434

50,556

128,730

178,177

670,569

-

-

292,135

227

-

-

354,908

53,830

-

16,362

1,101

7,293

-

-

74,911

259,904

-

-

292,362

433,494

334,815

-

70,855

-

30

58,958

129,843

422,205

13,596

319,411

10,077

76,563

419,647

-

419,647

-

-

-

-

-

2,369

-

189

-

-

2,558

2,558

422,205

-

38,841

64,155

100

33

126,448

229,577

663,071

13,596

319,411

69,805

70,483

473,295

(6,998)

466,297

2,015

24,083

4,378

20,768

51,244

-

90,022

536

1,425

952

52,595

145,530

196,774

663,071

-

-

48,831

-

33

39,472

88,336

423,151

13,596

319,411

9,419

75,216

417,642

-

417,642

-

-

-

-

-

-

5,402

-

107

-

-

5,509

5,509

423,151

The notes on subsequent pages are an integral part of these consolidated and company financial statements.
The consolidated and company financial statements were authorised for issue by the Board of Directors on 18 March 2024
and were signed on its behalf.

Roger Davey
Chair

Alberto Lavandeira
Chief Execute Officer

125 | Atalaya Mining plc 2023 Annual Report

Consolidated Statement of Changes in Equity
for the year ended 31 December 2023

(Euro 000’s)

1 Jan 2023

Profit/(loss) for the period
Change in fair value of financial assets through
other comprehensive income ‘OCI’
Total comprehensive (loss)/income

Recognition of share-based payments

Other changes in equity

Dividends paid

31 Dec 2023

(Euro 000’s)

1 Jan 2022

Note

Share
capital

Share
premium
(2)

Other
reserves
(1)

Accum.
Profits

Total

NCI

Total
equity

13,596

319,411 

69,805 

70,483

473,295 

(6,998)

466,297

20

23

12

-

-

-

-

-

-

-

-

-

-

-

-

- 

38,769

38,769 

(2,106)

36,663

(3)

-

(3)

-

(3)

(3) 

38,769

38,766 

(2,106)

36,660

661

- 

- 

-

252

661

252

(11,478)

(11,478)

-

-

-

661

252

(11,478)

13,596

319,411 

70,463 

98,026

501,496 

(9,104)

492,392

Note

Share
capital

Share
premium
(2)

Other
reserves
(1)

Accum.
Profits

Total

NCI

Total
equity

13,447

315,916 

52,690 

58,754

440,807 

(4,909)

435,898

Profit/(loss) for the period
Change in fair value of financial assets through
other comprehensive income ‘OCI’
Total comprehensive (loss)/income

Issuance of share capital

Recognition of depletion factor

Recognition of share-based payments

Recognition of non-distributable reserve

Recognition of distributable reserve

Other changes in equity

Dividends paid

31 Dec 2022

20

22 

23

23

23

23

12

-

-

-

-

-

-

149

3,495

-

-

-

-

-

-

- 

- 

-

- 

-

-

- 

33,155

33,155 

(2,229)

30,926

-

(6)

-

(6)

33,155

33,149 

(2,229)

30,920

(6)

(6) 

-

12,800 

(12,800)

-

-

3,644

-

1,279

-

-

1,279

316 

(316)

2,726 

(2,726)

- 

- 

(485)

(485) 

(5,099)

(5,099)

140

-

-

-

-

-

-

3,644

-

1,279
-
-

(345)

(5,099)

13,596

319,411 

69,805 

70,483

473,295 

(6,998)

466,297

(1) Refer to Note 23
(2) The share premium reserve is not available for distribution.

The notes on subsequent pages are an integral part of these consolidated and company financial
statements

126 | Atalaya Mining plc 2023 Annual Report

Company Statement of Changes in Equity
for the year ended 31 December 2023

(Euro 000’s)

1 Jan 2022

Profit for the year
Change in fair value of financial assets through
other comprehensive income ‘OCI’
Total comprehensive income

Issuance of share capital

Recognition of share-based payments

Interim dividends paid

31 Dec 2022/1 Jan 2023

Profit for the period
Change in fair value of financial assets through
other comprehensive income ‘OCI’
Total comprehensive income

Recognition of share-based payments

Dividends paid

31 Dec 2023

Note

Share
capital

Share
premium
(1)

Other
reserves

Accum.
Profits

Total

20

22 

23

20

23

13,447

315,916 

8,146 

10,116

347,625

-

-

-

-

-

-

149

3,495

-

-

- 

-

- 

70,199

70,199

(6)

(6) 

-

1,279

-

(6)

70,199

70,193

-

-

3,644

1,279

- 

(5,099)

(5,099)

13,596

319,411 

9,419 

75,216

417,642

-

-

-

-

-

-

-

-

-

-

- 

12,825

12,825

(3)

(3) 

661

-

(3)

12,825

12,822

-

661

- 

(11,478)

(11,478)

13,596

319,411 

10,077 

76,563

419,647

(1) Refer to Note 23
(2) The share premium reserve is not available for distribution.

Companies, which do not distribute 70% of their profits after tax, as defined by the relevant tax law in
Cyprus, within  two years after the end of  the relevant  tax year, will be deemed  to have distributed
this amount as dividend on the 31 December of the second year. The amount of the deemed dividend
distribution is reduced by any actual dividend already distributed by 31 December of the second year
for  the  year  the  profits  relate.  The  Company  pays  special  defence  contribution  on  behalf  of  the
shareholders over the amount of the deemed dividend distribution at a rate of 17% when the entitled
shareholders  are  natural  persons  tax  residents  of  Cyprus  and  have  their  domicile  in  Cyprus.  In
addition, from 2019 General Healthcare System contribution at a rate of 1.7% - 2.65%, when the entitled
shareholders are natural persons tax residents of Cyprus, regardless of their domicile.

The  notes  on  subsequent  pages  are  an  integral  part  of  these  consolidated  and  company  financial
statements.

127 | Atalaya Mining plc 2023 Annual Report

Consolidated Statement of Cash Flows
for the year ended 31 December 2023

(Euro 000’s)

Note

2023

2022

Cash flows from operating activities

Profit before tax

Adjustments for:

Depreciation of property, plant and equipment

Amortisation of intangible assets

Recognition of share-based payments

Interest income

Interest expense

Unwinding of discounting

Legal provisions

Net foreign exchange differences

Unrealised foreign exchange (loss)/gain on financing activities

Cash inflows from operating activities before working capital changes

Changes in working capital:

Inventories

Trade and other receivables

Trade and other payables

Provisions

Cash flows from operations

Interest expense on lease liabilities

Interest paid

Tax paid

Net cash from operating activities

Cash flows from investing activities

Purchases of property, plant and equipment

Purchases of intangible assets

Interest received

Net cash used in investing activities

Cash flows from financing activities

Lease payment

Net (repayments)/proceeds from borrowings

Proceeds from issue of share capital

Dividends paid

Net cash (used in)/from financing activities

Net increase in cash and cash equivalents

Net foreign exchange difference

Cash and cash equivalents:

At beginning of the year

At end of the year

13

14

23

8

9

9

26

18

19

25

26

27

13

14

8

27

36,093

32,320

33,307

4,493

661

(5,393)

2,607

690

1

29,637

4,482

1,279

(244)

1,025

-

(43)

1,278

(11,546)

(1,492)

72,245

25

56,935

5,527

10,918

(14,924)

(1,203)

72,563

(25)

(2,607)

(5,188)

64,743

(14,060)

(24,471)

24,662

(91)

42,975

(20)

(1,025)

(3,427)

38,503

(53,837)

(52,650)

(460)

3,891

(944)

65

(50,406)

(53,529)

(536)

(6,486)

-

(11,478)

(18,500)

(617)

24,484

3,643

(5,099)

22,411

(4,163)

(1,278)

7,385

11,546

21

21

126,448

107,517

121,007

126,448

The  notes  on  subsequent  pages  are  an  integral  part  of  these  consolidated  and  company  financial
statements.

128 | Atalaya Mining plc 2023 Annual Report

Company Statement of Cash Flows
for the year ended 31 December 2023

(Euro 000’s)

Cash flows from operating activities

Profit before tax

Adjustments for:

Interest income

Interest income from interest-bearing intercompany loans

Net foreign exchange difference

Unrealised foreign exchange loss on financing activities
Cash inflows (used in)/from operating activities before working capital
changes
Changes in working capital:

Trade and other receivables

Trade and other payables

Cash flows from operations

Tax paid

Net cash from/(used in) operating activities

Cash flows from investing activities

Investment in subsidiaries

Interest received

Interest income from interest-bearing intercompany loans

Net cash from investing activities

Cash flows from financing activities

Proceeds from issue of share capital

Dividends paid

Net cash used in financing activities

Net increase/(decrease) in cash and cash equivalents

Net foreign exchange difference

Cash and cash equivalents:

At beginning of the year

At end of the year

Note

2023

2022

13,404

70,816

8

8

(518)

(36)

(14,087)

(12,900)

390

-

(3,439)

(63)

(811)

54,378

19

25

15

8

22

12

21,089

(3,030)

17,247

(498)

16,749

(1)

518

14,087

14,603

-

(11,477)

(11,477)

(61,273)

3,950

(2,945)

(311)

(3,256)

(9,461)

36

12,900

3,475

3,643

(5,099)

(1,456)

19,876

(390)

(1,237)

3,439

21

21

39,472

58,958

37,270

39,472

The  notes  on  subsequent  pages  are  an  integral  part  of  these  consolidated  and  company  financial
statements.
For non-cash transactions refer to Note 15.

129 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023

1. Incorporation and summary of business

Atalaya Mining Plc (the “Company”) was incorporated in Cyprus on 17 September 2004 as a private
company  with  limited  liability  under  the  Companies  Law,  Cap.  113  and  was  converted  to  a  public
limited  liability  company  on  26  January  2005. Its  registered  office  is  at  1  Lampousa  Street, Nicosia,
Cyprus.

The Company was listed on AIM of the London Stock Exchange in May 2005 under the symbol ATYM.
The Company continued to be listed on AIM as at 31 December 2023.

In February 2023, Atalaya announced its application for the voluntary delisting of its ordinary shares
from  the  Toronto  Stock  Exchange  (the  “TSX”).  The  delisting  from  the  TSX  took  effect  on  20  March
2023.  Ordinary  shares  in  the  Company  continue  to  trade  on  the  AIM  market  of  the  London  Stock
Exchange under the symbol “ATYM”.

Additional  information  about  Atalaya  Mining  Plc  is  available  at  www.atalayamining.com  as  per
requirement of AIM rule 26.

Change of name and share consolidation

Following the Company’s Extraordinary General Meeting (“EGM”) on 13 October 2015, the change of
name from EMED Mining Public Limited to Atalaya Mining Plc became effective on 21 October 2015.
On  the  same  day, the  consolidation  of  ordinary  shares  came  into  effect,  whereby  all shareholders
received one new ordinary share of nominal value Stg £0.075 for every 30 existing ordinary shares of
nominal value Stg £0.0025.

Principal activities

Atalaya is a European mining and development company. The strategy is to evaluate and prioritise
metal production opportunities in several jurisdictions throughout the well-known belts of base and
precious metal mineralisation in Spain, elsewhere in Europe and Latin America.

The  Group has  interests in four mining projects: Proyecto Riotinto, Proyecto Touro, Proyecto Masa
Valverde  and  Proyecto  Ossa  Morena.  In  addition,  the  Group  has  an  earn-in  agreement  to  acquire
three investigation permits at Proyecto Riotinto East.

Proyecto Riotinto

The Company owns and operates through a wholly owned subsidiary, “Proyecto Riotinto”, an open-
pit copper mine located in the Iberian Pyrite Belt, in the Andalusia region of Spain, approximately 65
km northwest of Seville. A brownfield expansion of this mine was completed in 2019 and successfully
commissioned by Q1 2020.

Proyecto Touro

The Group has an initial 10% stake in Cobre San Rafael, S.L., the owner of Proyecto Touro, as part of an
earn-in agreement which will enable the Group to acquire up to 80% of the copper project. Proyecto
Touro is located in Galicia, north-west Spain. Proyecto Touro is currently in the permitting process.

In November 2019, Atalaya executed the option to acquire 12.5% of Explotaciones Gallegas del Cobre,
S.L. the exploration property around Touro, with known additional reserves, which will provide high
potential to the Proyecto Touro.

Proyecto Masa Valverde

On 21 October 2020, the Company announced that it entered into a definitive purchase agreement
to  acquire  100%  of  the  shares  of  Cambridge  Mineria  España,  S.L.  (since  renamed  Atalaya  Masa
Valverde, S.L.U.), a Spanish company which fully owns the Masa Valverde polymetallic project located
in  Huelva  (Spain).  Under  the  terms  of  the  agreement  Atalaya  will  make  an  aggregate  €1.4  million
cash  payment  in  two  instalments  of  approximately  the  same  amount.  The  first  payment  is  to  be
executed  once  the  project  is  permitted  and  second  and  final  payment  when  first  production  is
achieved from the concession.

130 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
In November 2023, the exploitation permit for the Masa Valverde and Majadales deposits was officially
granted.

Proyecto Ossa Morena

In  December  2021,  Atalaya  announced  the  acquisition  of  a  51%  interest  in  Rio  Narcea  Nickel,  S.L.,
which  owns  9  investigation  permits.  The  acquisition  also  provided  a  100%  interest  in  three
investigation  permits  that  are  also  located  along  the  Ossa-  Morena  Metallogenic  Belt. In  Q3  2022,
Atalaya  increased  its  ownership  interest  in  POM  to  99.9%,  up  from  51%, following  completion  of  a
capital  increase  that  will  fund  exploration  activities.  During  2022  Atalaya  rejected  8  investigation
permits.

Atalaya will pay a total of €2.5 million in cash in three instalments and grant a 1% net smelter return
(“NSR”)  royalty  over  all  acquired  permits.  The  first  payment  of  €0.5  million  will  be  made  following
execution of the purchase agreement.  The second and third instalments of  €1 million each will be
made once the environmental impact statement (“EIS”) and the final mining permits for any project
within any of the investigation permits acquired under the Transaction are secured.

Proyecto Riotinto East

In  December  2020,  Atalaya  entered  into  a  Memorandum  of  Understanding  with  a  local  private
Spanish  company  to  acquire  a  100%  beneficial  interest  in  three  investigation  permits  (known  as
Peñas  Blancas, Cerro Negro and Herreros investigation  permits), which cover approximately 12,368
hectares and are located immediately east of Proyecto Riotinto.

2. Summary of material accounting policies

The  principal  accounting  policies  applied  in  the  preparation  of  these  consolidated  and  company
financial statements are set out below. These policies have been consistently applied to all the years
presented, unless otherwise stated.

2.1 Basis of preparation

(a) Overview
The financial statements of Atalaya Mining Plc have been prepared in accordance with International
Financial  Reporting  Standards  (“IFRS”).  IFRS  comprise  the  standards  issued  by  the  International
Accounting Standards Board (“IASB”).

The  financial  statements  are  presented  in  €  and  all  values  are  rounded  to  the  nearest  thousand
(€’000), except where otherwise indicated.

Additionally,  the  financial  statements  have  also  been  prepared  in  accordance  with  the  IFRS  as
adopted by the  European Union and the requirements  of the Cyprus  Companies Law, Cap.113. For
the  year  ending  31  December  2023,  the  standards  applicable  for  IFRS’s  as  adopted  by  the  EU  are
aligned with the IFRS’s as issued by the IASB.

The consolidated financial statements have been prepared on a historical cost basis except for the
revaluation  of  certain  financial  instruments  that  are  measured  at  fair  value  at  the  end  of  each
reporting period, as explained below and in note 3.

The preparation  of financial statements in conformity  with IFRS requires  the use of certain critical
accounting  estimates.  It  also  requires  management  to  exercise  its  judgment  in  the  process  of
applying  the  Group’s  accounting  policies.  The  areas  involving  a  higher  degree  of  judgement  or
complexity, or areas where assumptions and estimates are material to the financial statements are
disclosed in Note 3.3.

(b) Going concern

The  Directors  have  considered  and  debated  different  possible  scenarios  on  the  Company’s
operations, financial  position  and  forecast  for  a  period  of  at  least  12  months  since  the  approval  of
these  financial  statements.  Possible  scenarios  range  from  (i)  disruption  in  Proyecto  Riotinto;  (ii)
market volatility in commodity and electricity prices; and (iii) availability of existing credit facilities.

131 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
The  Directors,  after  reviewing  these  scenarios,  the  current  cash  resources,  forecasts  and  budgets,
timing  of  cash  flows,  borrowing  facilities,  sensitivity  analyses  and  considering  the  associated
uncertainties  to  the  Group’s  operations  have  a  reasonable  expectation  that  the  Company  has
adequate resources to continue operating in the foreseeable future.

Accordingly,  these  financial  statements  have  been  prepared  based  on  accounting  principles
applicable to a going concern which assumes that the Group and the Company will realise its assets
and  discharge  its  liabilities  in  the  normal  course  of  business.  Management  has  carried  out  an
assessment of the going concern assumption and has concluded that the Group and the Company
will generate sufficient cash and cash equivalents to continue operating for the next twelve months
since the approval of these consolidated financial statements.

Management continues to monitor the impact of geopolitical developments. Currently no significant
impact is expected in the operations of the Group.

2.2 Changes in accounting policy and disclosures

The Group has adopted all the new and revised IFRSs and International Accounting Standards (IASs)
which  are  relevant  to  its  operations  and  are  effective  for  accounting  periods  commencing  on  1
January 2023.

IFRS 17: Insurance Contracts

The  standard  is  effective  for  annual  periods  beginning  on  or  after  1  January  2023.  This  is  a
comprehensive  new  accounting  standard  for  insurance  contracts,  covering  recognition  and
measurement, presentation and disclosure. IFRS 17 applies to all types of insurance contracts issued,
as well as to certain guarantees and financial instruments with discretional participation contracts.
These standards had no impact on the consolidated and parent company financial statements.

IAS 1 Presentation of Financial Statements and IFRS Practice Statement 2: Disclosure of Accounting
policies (Amendments)

The  Amendments  are  effective  for  annual  periods  beginning  on  or  after  January  1,  2023.  The
amendments provide  guidance  on the application of  materiality judgements to accounting policy
disclosures. In particular, the amendments to IAS 1 replace the requirement to disclose ‘significant’
accounting policies with a requirement to disclose ‘material’ accounting policies. Also, guidance and
illustrative examples are added in the Practice Statement to assist in the application of the materiality
concept when making judgements about accounting policy disclosures. These amendments had no
impact on the consolidated financial statements of the Group.

IAS  8  Accounting  policies,  Changes  in  Accounting  Estimates  and  Errors:  Definition  of  Accounting
Estimates (Amendments)

The amendments become effective for annual reporting periods beginning on or after January 1, 2023
and apply to changes in accounting policies and changes in accounting estimates that occur on or
after the start of that period. The amendments introduce a new definition of accounting estimates,
defined as monetary amounts in financial statements that are subject to measurement uncertainty,
if  they  do  not  result  from  a  correction  of  prior  period  error.  Also,  the  amendments  clarify  what
changes in accounting estimates are and how these differ from changes in accounting policies and
corrections of errors. These amendments had no impact on the consolidated financial statements of
the Group.

IAS 12 Income taxes: Deferred Tax related to Assets and Liabilities arising from a Single Transaction
(Amendments)

The  amendments  are  effective  for  annual  periods  beginning  on  or  after  January  1,  2023.  The
amendments  narrow  the  scope  of  and  provide  further  clarity  on  the  initial  recognition  exception
under  IAS  12  and  specify  how  companies  should  account  for  deferred  tax  related  to  assets  and
liabilities  arising  from  a  single  transaction,  such  as  leases  and  decommissioning  obligations.  The
amendments clarify that where payments that settle a liability are deductible for tax purposes, it is a

132 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
matter  of  judgement,  having  considered  the  applicable  tax  law,  whether  such  deductions  are
attributable  for  tax  purposes  to  the  liability  or  to  the  related  asset  component.  Under  the
amendments,  the  initial  recognition  exception  does  not  apply  to  transactions  that,  on  initial
recognition,  give  rise  to  equal  taxable  and  deductible  temporary  differences.  It  only  applies  if  the
recognition  of  a  lease  asset  and  lease  liability (or  decommissioning  liability  and  decommissioning
asset component) give rise to taxable and deductible temporary differences that are not equal. These
amendments had no impact on the consolidated financial statements of the Group.

IAS 12 Income taxes: International Tax Reform - Pillar Two Model Rules (Amendments)

The amendments are effective immediately upon issuance, but certain disclosure requirements are
effective later. The  Organisation for Economic Co-operation and Development’s (OECD) published
the Pillar Two model rules in December 2021 to ensure that large multinational companies would be
subject to a minimum 15% tax rate. On 23 May 2023, the IASB issued International Tax Reform—Pillar
Two  Model  Rules  –  Amendments  to  IAS  12.  The  amendments  introduce  a  mandatory  temporary
exception to the accounting for deferred taxes arising from the jurisdictional implementation of the
Pillar Two model rules and disclosure requirements for affected entities on the potential exposure to
Pillar  Two  income  taxes.  The  Amendments  require,  for  periods  in  which  Pillar  Two  legislation  is
(substantively)  enacted  but  not  yet  effective,  disclosure  of  known  or  reasonably  estimable
information that helps users of financial  statements understand  the  entity’s exposure arising from
Pillar  Two  income  taxes.  To  comply  with  these  requirements,  an  entity  is  required  to  disclose
qualitative and quantitative information about its exposure to Pillar Two income taxes at the end of
the reporting period. The disclosure of the current tax expense related to Pillar Two income taxes and
the  disclosures  in  relation  to  periods  before  the  legislation  is  effective  are  required  for  annual
reporting periods beginning on or after 1 January 2023, but are not required for any interim period
ending  on  or  before  31  December  2023.  These  amendments  had  no  impact  on  the  consolidated
financial statements of the Group as at 31 December 2023.

2.2.1 Standards issued but not yet effective and not yet adopted by the Group

IAS  1  Presentation  of  Financial  Statements:  Classification  of  Liabilities  as  Current  or  Non-current
(Amendments)

The amendments are effective for annual reporting periods beginning on or after January 1, 2024,
with earlier application permitted, and will need to be applied retrospectively in accordance with IAS
8. The objective of the amendments is to clarify the principles in IAS 1 for the classification of liabilities
as either current or non-current. The amendments clarify the meaning of a right to defer settlement,
the requirement for this right to exist at  the end  of the reporting period, that  management intent
does  not  affect  current  or  non-current  classification,  that  options  by  the  counterparty  that  could
result in settlement by the transfer  of the entity’s own  equity  instruments do not affect current  or
non-current classification. Also, the amendments specify that only covenants with which an entity
must  comply  on  or  before  the  reporting  date  will  affect  a  liability’s  classification.  Additional
disclosures  are  also  required  for  non-current  liabilities  arising  from  loan  arrangements  that  are
subject  to  covenants  to  be  complied  with  within  twelve  months  after  the  reporting  period.  The
amendments are not expected to have a material impact on the Group.

IFRS 16 Leases: Lease Liability in a Sale and Leaseback (amendments)

The amendments are effective for annual reporting periods beginning on or after January 1, 2024,
with earlier application permitted. The amendments are intended to improve the requirements that
a seller-lessee uses in measuring the lease liability arising in a sale and leaseback transaction in IFRS
16, while it does not change the accounting for leases unrelated to sale and leaseback transactions.
In particular, the seller-lessee determines ‘lease payments’ or ‘revised lease payments’ in such a way
that the seller-lessee would not recognise any amount of the gain or loss that relates to the right of
use it retains. Applying these requirements does not prevent the seller-lessee from  recognising, in
profit or loss, any gain or loss relating to the partial or full termination of a lease. A seller-lessee applies
the amendment retrospectively in accordance with IAS 8 to sale and leaseback transactions entered
into after the date of initial application, being the beginning of the annual reporting period in which

133 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
an entity first applied IFRS 16. The amendments are not expected to have a material impact on the
Group.

IAS  7  Statement  of  Cash  Flows  and  IFRS  7  Financial  Instruments  Disclosure  -  Supplier  Finance
Arrangements (Amendments)

The amendments are effective for annual reporting periods beginning on or after January 1, 2024,
with earlier application permitted. The amendments supplement requirements already in IFRS and
require an entity to disclose the terms and conditions of supplier finance arrangements. Additionally,
entities are required to disclose at the beginning and end of reporting period the carrying amounts
of supplier finance arrangement financial liabilities and the line  items  in which those  liabilities are
presented as well as the carrying amounts of financial liabilities and line items, for which the finance
providers  have  already  settled  the  corresponding  trade  payables.  Entities  should  also  disclose  the
type  and  effect  of  non-cash  changes  in  the  carrying  amounts  of  supplier  finance  arrangement
financial  liabilities,  which  prevent  the  carrying  amounts  of  the  financial  liabilities  from  being
comparable. Furthermore, the amendments require an entity to disclose at the beginning and end
of the reporting period the range of payment due dates for financial liabilities owed to the finance
providers  and  for  comparable  trade  payables  that  are  not  part  of  those  arrangements.  The
amendments have not yet been endorsed by the EU. The amendments have not yet been endorsed
by the EU and are not expected to have a material impact on the Group.

IAS 21 The Effects of Changes in Foreign Exchange Rates: Lack of Exchangeability (Amendments)

The  amendments are  effective  for  annual  reporting  periods  beginning  on  or  after  January  1,  2025,
with earlier application permitted. The amendments specify how an entity should assess whether a
currency is exchangeable and how it should determine a spot exchange rate when exchangeability
is lacking. A currency is considered to be exchangeable into another currency when an entity is able
to obtain the other currency within a time frame that allows for a normal administrative delay and
through  a  market  or  exchange  mechanism  in  which  an  exchange  transaction  would  create
enforceable rights and obligations. If a currency is not exchangeable into another currency, an entity
is  required  to  estimate  the  spot  exchange  rate  at  the  measurement  date.  An  entity’s  objective  in
estimating  the  spot  exchange  rate  is  to  reflect  the  rate  at  which  an  orderly  exchange  transaction
would take place at the measurement date between market participants under prevailing economic
conditions.  The  amendments  note  that  an  entity  can  use  an  observable  exchange  rate  without
adjustment or another estimation technique. The amendments have not yet been endorsed by the
EU and are not expected to have a material impact on the Group.

2.3 Consolidation

(a) Basis of consolidation
The consolidated financial statements comprise the financial statements of Atalaya Mining Plc and
its subsidiaries.

(b) Subsidiaries
Subsidiaries  are  all  entities  (including  special  purpose  entities)  over  which  the  Group  and  the
Company has control. Control exists when the Group is exposed, or has rights, to variable returns for
its involvement with the investee and has the ability to affect those returns through its power over
the  investee.  The  existence  and  effect  of  potential  voting  rights  that  are  currently  exercisable  or
convertible are considered when assessing whether the Group controls another entity. The Group
also assesses existence of control where it does not have more than 50% of the voting power but is
able to govern the financial and operating policies by virtue of de-facto control.

De-facto control may arise  in circumstances where the size of the Group’s  voting rights relative to
the  size and dispersion of holdings of other  shareholders give the Group the power to  govern  the
financial and operating policies, etc.

The Group re-assesses whether it controls an investee if facts and circumstances indicate that there
are changes to one or  more of the  three  elements of control. Consolidation of a subsidiary begins
when the Group obtains control over the subsidiary and ceases when the Group loses control of the
subsidiary. Assets, liabilities, income and expenses of a subsidiary acquired or disposed of during the
year  are  included  in  the  consolidated  financial  statements  from  the  date  the  Group  gains  control

134 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
until the date the Group ceases to control the subsidiary.

Profit or loss and  each component of  OCI are attributed to the equity holders of the parent of the
Group and to the non-controlling interests, even if this results in the non-controlling interests having
a deficit balance. When necessary, adjustments are made to the financial statements of subsidiaries
to bring their accounting policies in line with the Group’s accounting policies. All intra-group assets
and liabilities, equity, income, expenses and cash flows relating to transactions between members of
the Group are eliminated in full on consolidation.

A change in the ownership interest of a subsidiary, without a loss of control, is accounted for as an
equity transaction.

Subsidiaries are fully consolidated from the date on which control is transferred to the Group. If the
Group loses control over a subsidiary, it derecognises the related assets (including goodwill), liabilities,
non-controlling  interest  and  other  components  of  equity,  while  any  resultant  gain  or  loss  is
recognised in profit or loss. Any investment retained is recognised at fair value’.

The main operating subsidiary of Atalaya Mining Plc is the 100% owned Atalaya Riotinto Minera, S.L.U.
which operates “Proyecto Riotinto”, in the historical site of Huelva, Spain.

The name and shareholding of the entities included in the Group in these financial statements are:

Entity name

Atalaya Mining, Plc

EMED Marketing Ltd.

Atalaya Riotinto Minera, S.L.U.

Recursos Cuenca Minera, S.L. (3)

Business

Holding 

%(2)

n/a

Trade 

100%

Operating 

100%

Dormant 

50%

Country

Cyprus

Cyprus

Spain

Spain

Atalaya Minasderiotinto Project (UK), Ltd.

Holding 

100%

United Kingdom

Eastern Mediterranean Exploration & Development, S.L.U.

Dormant 

100%

Spain

Atalaya Touro (UK), Ltd.

Fundación ARM

Cobre San Rafael, S.L. (1)

Atalaya Servicios Mineros, S.L.U.

Atalaya Masa Valverde, S.L.U.

Atalaya Financing Ltd.

Atalaya Ossa Morena, S.L.

Iberian Polimetal S.L.

Holding 

100%

United Kingdom

Trust 

100%

Development 

10%

Holding 

100%

Development 

100%

Financing 

100%

Development 

99.9%

Development 

100%

Spain

Spain

Spain

Spain

Cyprus

Spain

Spain

Notes

(1)

(2)

Cobre San Rafael, S.L. is the entity which holds the mining rights of the Proyecto Touro. The
Group  has  control in  the management  of  Cobre  San  Rafael,  S.L.,  including  one  of  the  two
Directors, management of the financial books and the capacity to appoint the key personnel.
The effective proportion of shares held as at 30 June 2023 and 31 December 2022 remained
unchanged.

(3) Recursos Cuenca Minera is a joint venture with ARM, see note 16.
(4)

EMED Mining Spain, S.L. was disposed on 4 January 2022. See note 29.

135 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
The Group applies the acquisition method to account for business combinations. The consideration
transferred  for  the  acquisition  of  a  subsidiary  is  the  fair  value  of  the  transferred  assets,  liabilities
incurred  by  the  former  owners  of  the  acquiree, and  the  equity  interests  issued  by  the  Group. The
consideration transferred includes the fair value of any asset or liability resulting from a contingent
consideration arrangement. Identifiable assets acquired, liabilities and contingent liabilities assumed
in  a  business  combination  are  measured  initially  at  fair  value  at  the  acquisition  date.  The  Group
recognised any non-controlling interest in the acquiree on an acquisition-by-acquisition basis, either
at  fair  value  or  at  the  non-controlling  interest’s  proportionate share  of  the  recognised  amounts  of
acquiree’s identifiable net assets.

(c) Acquisition-related costs are expensed as incurred
If the business combination is achieved in stages, the acquisition date carrying value of the acquirer’s
previously held equity interest in the acquire is re-measured to fair value at the acquisition date; any
gains or losses arising from such re-measurement are recognised in profit or loss.

Any  contingent  consideration  to  be  transferred  by  the  Group  is  recognised  at  fair  value  at  the
acquisition  date.  Subsequent  changes  to  the  fair  value  of  the  contingent  consideration  that  is
deemed to be an asset or liability is recognised in accordance with IFRS 9 in profit or loss. Contingent
consideration  that  is  classified  as  equity  is  not  re-measured,  and  its  subsequent  settlement  is
accounted for within equity.

Inter-company  transactions,  balances,  income  and  expenses  on  transactions  between  Group
companies  are  eliminated.  Gains  and  losses  resulting  from  intercompany  transactions  that  are
recognised  in  assets  are  also  eliminated.  Accounting  policies  of  subsidiaries  have  been  changed
where necessary to ensure consistency with the policies adopted by the Group.

(d) Changes in ownership interests in subsidiaries without change of control
Transactions with non-controlling interests that do not result in loss of control are accounted for as
equity  transactions  –  that  is,  as  transactions  with  the  owners  in  their  capacity  as  owners.  The
difference  between  fair  value  of  any  consideration  paid  and  the  relevant  share  acquired  of  the
carrying value of net assets of the subsidiary is recorded in equity. Gains or losses on disposals to non-
controlling interests are also recorded in equity.

(e) Disposal of subsidiaries
When the Group ceases to have control any retained interest in the entity is re-measured to its fair
value at the date when control is lost, with the change in carrying amount recognised in profit or loss.
The  fair  value  is  the  initial  carrying  amount  for  the  purposes  of  subsequently  accounting  for  the
retained interest as an associate, joint venture or financial asset. In addition, any amounts previously
recognised in other comprehensive income in respect of that entity are accounted for as if the Group
had  directly  disposed  of  the  related  assets  or  liabilities.  This  may  mean  that  amounts  previously
recognised in other comprehensive income are reclassified to profit or loss.

(f) Associates and joint ventures
An associate is an entity over which the Group has significant influence. Significant influence is the
power  to  participate  in  the  financial  and  operating  policy  decisions  of  the  investee  (generally
accompanying a shareholding of between 20% and 50% of the voting rights) but is not control or joint
control over those policies.

A  joint  venture  is  a  type  of  joint  arrangement  whereby  the  parties  that  have  joint  control  of  the
arrangement  have  rights  to  the  net  assets  of  the  joint  venture.  Joint  control  is  the  contractually
agreed  sharing  of control of an arrangement, which exists only when decisions about the relevant
activities require the unanimous consent of the parties sharing control.

Investments in associates or joint ventures are accounted for using the equity method of accounting.
Under the equity method, the investment is initially recognised at cost, and the carrying amount is
increased or decreased to recognise the investor’s share of the profit or loss of the investee after the
date of acquisition. The Group’s investment in associates or joint ventures includes goodwill identified
on acquisition.

136 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
If  the  ownership  interest  in  an  associate  or  joint  venture  is  reduced  but  significant  influence  is
retained, only a proportionate share of the amounts previously recognised in other comprehensive
income is reclassified to profit or loss where appropriate.

The  Group’s  share  of  post-acquisition  profit  or  loss  is  recognised  in  the  income  statement, and  its
share  of  post-acquisition  movements  in  other  comprehensive  income  is  recognised  in  other
comprehensive income, with a corresponding adjustment to the carrying amount of the investment.
When the Group share of losses in an associate or a joint venture equals or exceeds its interest in the
associate or joint venture, including any other unsecured receivables, the Group does not recognise
further losses, unless it has incurred legal or constructive obligations or made payments on behalf of
the associate or the joint venture.

The  Group  determines  at  each  reporting  date  whether  there  is  any  objective  evidence  that  the
investment in the associate or the joint venture is impaired. If this is the case, the Group calculates
the amount of impairment as the difference between the recoverable amount of the associate or the
joint venture and its carrying value and recognises the amount adjacent to ‘share of profit/(loss) of
associates’ or joint ventures’ in the income statement.

Profits and losses resulting from upstream and downstream transactions between the Group and its
associate or joint venture are recognised in the Group’s consolidated financial statements only to the
extent of unrelated investors’ interests in the associates or the joint ventures. Unrealised losses are
eliminated  unless  the  transaction  provides  evidence  of  an  impairment  of  the  asset  transferred.
Accounting policies of associates have been changed where necessary to ensure consistency with
the policies adopted by the Group. Dilution gains and losses arising in investments in associates or
joint ventures are recognised in the income statement.

(g) Functional currency

Functional  and  presentation  currency  items  included  in  the  financial  statements  of  each  of  the
Group’s entities are measured using the currency of the primary economic environment in which the
entity operates (‘the functional currency’). The financial statements are presented  in  Euro which  is
the Company’s functional and presentation currency.

Determination  of  functional  currency  may  involve  certain  judgements  to  determine  the  primary
economic  environment  and  the  parent  entity  reconsiders  the  functional  currency  of  its  entities  if
there is a change in events and conditions which determined the primary economic environment.

Foreign currency transactions are translated  into  the functional currency using the spot exchange
rates prevailing at the dates of the transactions or valuation where items are re-measured. Foreign
exchange gains and losses resulting from the settlement of such transactions are recognised in the
income statement.

Monetary  assets  and  liabilities  denominated  in  foreign  currencies  are  updated  at  year-end  spot
exchange rates.

Non-monetary items that are measured at historical cost in a foreign currency are translated using
the exchange rates at the dates of the initial transaction. Non-monetary items measured at fair value
in a foreign currency are translated using  the exchange rates at the date when the fair value  was
determined.

Gains or losses of monetary and non-monetary items are recognised in the income statement.

Balance  sheet  items  are  translated  at  period-end  exchange  rates.  Exchange  differences  on
translation of the net assets of such entities whose functional currency are not the Euro are taken to
equity and recorded in a separate currency translation reserve.

2.4 Investments in subsidiary companies in the Company’s financial statements

Investments in subsidiary companies are stated at cost less provision for impairment in value, which
is recognised as an expense in the period in which the impairment is identified.

137 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
2.5 Interest in joint arrangements

A joint arrangement is a contractual arrangement whereby the Group and other parties undertake
an economic activity that is subject to joint control that is when the strategic, financial and operating
policy decisions relating to the activities the joint arrangement require the unanimous consent of the
parties sharing control.

Where a Group entity undertakes its activities under joint arrangements directly, the Group’s share
of jointly controlled assets and any  liabilities incurred jointly with other ventures are recognised  in
the financial statements of the relevant entity and classified according to their nature. Liabilities and
expenses incurred directly in respect of interests in jointly controlled assets are accounted for on an
accrual  basis.  Income  from  the  sale  or  use  of  the  Group’s  share  of  the  output  of  jointly  controlled
assets,  and  its  share  of  joint  arrangement  expenses,  are  recognised  when  it  is  probable  that  the
economic benefits associated with the transactions will flow to/from the Group and their amount can
be measured reliably.

The  Group enters joint arrangements that  involve  the establishment of a  separate entity  in  which
each  acquiree  has  an  interest  (jointly  controlled  entity).  The  Group  reports  its  interests  in  jointly
controlled entities using the equity method of accounting.

Where  the  Group  transacts  with  its  jointly  controlled  entities,  unrealised  profits  and  losses  are
eliminated to the extent of the Group’s interest in the joint arrangement.

2.6 Segment reporting

Operating segments are reported in a manner consistent with the internal reporting provided to the
chief operating decision-maker. The chief operating decision-maker, who is responsible for allocating
resources  and  assessing  performance  of  the  operating  segments, has  been  identified  as  the  CEO
who makes strategic decisions.

The  Group  has  only  one  distinct  business  segment,  being  that  of  mining  operations,  mineral
exploration and development.

2.7 Inventory

Inventory  consists  of  copper  concentrates,  ore  stockpiles  and  metal  in  circuit  and  spare  parts.
Inventory is physically measured or estimated and valued at the lower of cost or net realisable value.
Net realisable value  is the  estimated future sales price of the product  the entity  expects to realise
when the product is processed and sold, less estimated costs to complete production and bring the
product to sale. Where the time value of money is material, these future prices and costs to complete
are discounted.

Cost  is  determined  by  using  the  FIFO  method  and  comprises  direct  purchase  costs  and  an
appropriate portion of fixed and  variable overhead costs, including depreciation and amortisation,
incurred in converting materials into finished goods, based on the normal production capacity. The
cost of production is allocated to joint products using a ratio of spot prices by volume at each month
end. Separately identifiable costs of conversion of each metal are specifically allocated.

Materials  and  supplies  are  valued  at  the  lower  of  cost  or  net  realisable  value.  Any  provision  for
obsolescence is determined by reference to specific items of stock. A regular review is undertaken to
determine the extent of any provision for obsolescence.

2.8 Assets under construction

All subsequent expenditure on the construction, installation or completion of infrastructure facilities
including  mine  plants  and  other  necessary  works  for  mining,  are  capitalised  in  “Assets  under
Construction”.  Any  costs  incurred  in  testing  the  assets  to  determine  if  they  are  functioning  as
intended,  are  capitalised,  net  of  any  proceeds  received  from  selling  any  product  produced  while
testing. Where these proceeds exceed the cost of testing, any excess is recognised in the statement
of  profit  or  loss  and  other  comprehensive  income.  After  production  starts,  all  assets  included  in
“Assets under Construction” are then transferred to the relevant asset categories.

138 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
Once  a  project  has  been  established  as  commercially  viable,  related  development  expenditure  is
capitalised.  A  development  decision  is  made  based  upon  consideration  of  project  economics,
including  future  metal  prices,  reserves  and  resources,  and  estimated  operating  and  capital  costs.
Capitalisation of costs incurred and proceeds received during the development phase ceases when
the property is capable of operating at levels intended by management.

Capitalisation ceases when the mine is capable of commercial production, except for development
costs which give rise to a future benefit.

Pre-commissioning sales are offset against the cost of assets under construction. No depreciation is
recognised until the assets are substantially complete and ready for productive use.

2.9 Property, plant and equipment

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

Subsequent costs are included in the assets’ carrying amount or recognised as a separate asset, as
appropriate, only when it is probable that future economic benefits associated with the item will flow
to the Group and the cost of the item can be measured reliably. The carrying amount of the replaced
part is derecognised. All other repairs and maintenance are charged to the income statement during
the financial period in which they are incurred.

Property, plant and equipment are depreciated to their estimated residual value over the estimated
useful  life  of  the  specific  asset  concerned, or  the  estimated  remaining  life  of  the  associated  mine
(“LOM”), field or lease. Depreciation commences when the asset is available for use.

The  major  categories  of  property,  plant  and  equipment  are  depreciated/amortised  on  a  Unit  of
Production (“UOP”) and/or straight-line basis as follows:

Buildings
Mineral rights
Deferred mining costs
Plant and machinery
Motor vehicles
Furniture/fixtures/office equipment 

UOP
UOP
UOP
UOP
5 years
5 – 10 years

The Group reviews the estimated residual values and expected useful lives of assets at least annually.
In  particular, the  Group  considers  the  impact  of  health,  safety  and  environmental  legislation  in  its
assessment of expected useful lives and estimated residual values. Furthermore, the Group considers
climate-related  matters,  including  physical  and  transition  risks.  Specifically, the  Group  determines
whether  climate-related  legislation  and  regulations  might  impact  either  the  useful  life  or  residual
values,  e.g.,  by  banning  or  restricting  the  use  of  the  Group’s  fossil  fuel-driven  machinery  and
equipment  or  imposing  additional  energy  efficiency  requirements  on  the  Group’s  buildings  and
office properties. An asset’s carrying amount is written down immediately to its recoverable amount
if the asset’s carrying amount is greater than its estimated recoverable amount.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount
and are recognised within “Other income” in the income statement.

(a) Mineral rights
Mineral reserves and resources which can be reasonably valued are recognised in the assessment of
fair values on acquisition. Mineral rights for which values cannot be reasonably determined are not
recognised.  Exploitable  mineral  rights  are  amortised  using  the  UOP  basis  over  the  commercially
recoverable  reserves  and, in  certain  circumstances, other  mineral  resources.  Mineral  resources  are
included in amortisation calculations where there is a high degree of confidence that they will be
extracted in an economic manner.

139 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
(b) Deferred mining costs – stripping costs
Mainly comprises of certain capitalised costs related to pre-production and in-production stripping
activities as outlined below.

Stripping costs incurred in the development phase of a mine (or pit) before production commences
are capitalised as part of the cost of constructing the mine (or pit) and subsequently amortised over
the life of the mine (or pit) on a UOP basis.

In-production  stripping  costs  related  to  accessing  an  identifiable  component  of  the  ore  body  to
realise benefits in the form of improved access to ore to be mined in the future (stripping activity
asset), are capitalised within deferred mining costs provided all the following conditions are met:

i.

ii.

iii.

it is probable that the future economic benefit associated with the stripping activity will
be realised;
the component of the ore body for which access has been improved can be identified
and;
the costs relating to the stripping activity associated with the improved access can be
reliably measured.

If  all  of  the  criteria  are  not  met,  the  production  stripping  costs  are  charged  to  the  consolidated
statement of income as they are incurred.

The stripping activity asset is  initially measured at cost, which is the accumulation of costs directly
incurred to perform the stripping activity that improves access to the identified component of ore,
plus an allocation of directly attributable overhead costs.

(c) Exploration costs
Under  the  Group’s  accounting  policy,  exploration  expenditure  is  not  capitalised  until  the
management determines a property will be developed and point is reached at which there is a high
degree  of  confidence  in  the  project’s  viability  and  it  is  considered  probable  that  future  economic
benefits will flow to the Group. A development decision is made based upon consideration of project
economics,  including  future  metal  prices,  reserves  and  resources,  and  estimated  operating  and
capital costs.

Subsequent recovery of the resulting carrying value depends on successful development or sale of
the undeveloped project. If a project does not prove viable, all irrecoverable costs associated with the
project net of any related impairment provisions are written off.

(d) Major maintenance and repairs
Expenditure on major maintenance refits or repairs comprises the cost of replacement assets or parts
of assets and overhaul costs. Where an asset, or part of an asset, that was separately depreciated and
is now written off  is replaced, and it is probable that future economic benefits associated with the
item will flow to the Group through an extended life, the expenditure is capitalised.

Where  part  of  the  asset  was  not  separately  considered  as  a  component  and  therefore  not
depreciated  separately,  the  replacement  value  is  used  to  estimate  the  carrying  amount  of  the
replaced  asset(s)  which  is  immediately  written  off.  All  other  day-to-day  maintenance  and  repairs
costs are expensed as incurred.

(e) Borrowing costs
Borrowing costs directly attributable to the acquisition, construction or production of an asset that
necessarily takes a  substantial period of  time  to get ready for its intended use or sale (a qualifying
asset) are capitalised as part of the cost of the respective asset. Where funds are borrowed specifically
to finance a project, the amount capitalised represents the actual borrowing costs incurred. All other
borrowing costs are recognised in the statement of profit or loss and other comprehensive income
in the period in which they are incurred.

140 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
(f) Restoration, rehabilitation and decommissioning
Restoration, rehabilitation and decommissioning costs arising from the installation of plant and other
site preparation work, discounted using a risk adjusted discount rate to their net present value, are
provided for and capitalised at the time such an obligation arises.

The costs are charged to the consolidated statement of income over the life of the operation through
depreciation of the asset and the unwinding of the discount on the provision. Costs for restoration of
subsequent site disturbance, which are created on an ongoing basis during production, are provided
for at their net present values and charged  to the consolidated statement  of income as  extraction
progresses.

Changes in the estimated timing of the rehabilitation or changes to the estimated future costs are
accounted  for  prospectively  by  recognising  an  adjustment  to  the  rehabilitation  liability  and  a
corresponding adjustment to the asset to which it relates, provided the reduction in the provision is
not greater than the depreciated capitalised cost of the related asset, in which case the capitalised
cost is reduced to zero and the remaining adjustment recognised in the consolidated statement of
income. In the case of closed sites, changes to estimated costs are recognised  immediately in the
consolidated statement of income.

2.10 Intangible assets

(a) Business combination and goodwill
Goodwill  arises  on  the  acquisition  of  subsidiaries  and  represents  the  excess  of  the  consideration
transferred  over  the  acquired  interest  in  net  fair  value  of  the  net  identifiable  assets,  liabilities  and
contingent liabilities of the acquiree and the fair value of the non-controlling interest in the acquiree.

The  results  of  businesses  acquired  during  the  year  are  brought  into  the  consolidated  financial
statements from the  effective date of acquisition. The  identifiable assets, liabilities and contingent
liabilities of a business which can be measured reliably are recorded at their provisional fair values at
the date of acquisition. Acquisition-related costs are expensed as incurred.

Goodwill  impairment  reviews  are  undertaken  annually  or  more  frequently  if  events  or  changes  in
circumstances indicate a potential impairment. The carrying value of goodwill is compared to the
recoverable  amount,  which  is  the  higher  of  value  in  use  and  the  fair  value  less  costs  to  sell.  Any
impairment is recognised immediately as an expense and is not subsequently reversed.

For  the  purposes  of  goodwill  impairment  testing,  goodwill  acquired  in  a  business  combination  is
allocated to groups of CGUs that are expected to benefit from the synergies of the combination.

An impairment loss in respect of goodwill is not reversed.

(b) Permits
Permits are capitalised as intangible assets which relate to projects that are at the pre-development
stage. No amortisation charge is recognised in respect of these  intangible assets. Once the Group
receives those permits and commence production, the intangible assets relating to permits will be
depreciated on a UOP basis.

(c) Other intangible assets include computer software.

Intangible  assets  acquired  separately  are  measured  on  initial  recognition  at  cost.  The  cost  of
intangible  assets  acquired  in  a  business  combination  is  their  fair  value  at  the  date  of  acquisition
provided they meet recognition criteria as per IFRS 3. Following initial recognition, intangible assets
are carried at cost less any accumulated amortisation (calculated on a straight-line basis over their
useful lives) and accumulated impairment losses, if any.

The useful lives of intangible assets are assessed as either finite or indefinite.

Intangible  assets  with  finite  lives  are  amortised  over  their  useful  economic  lives  and  assessed  for
impairment  whenever  there  is  an  indication  that  the  intangible  asset  may  be  impaired.  The
amortisation period and the amortisation method for an intangible asset with a finite useful life are
reviewed at least at the end of each reporting period.

141 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
Gains  or  losses  arising  from  derecognition  of  an  intangible  asset  are  measured  as  the  difference
between the net disposal proceeds and the carrying amount of the asset and are recognised in the
consolidated and company statements of comprehensive income when the asset is derecognised.

2.11 Impairment of non-financial assets

Assets that have an indefinite useful life – for example, goodwill or intangible assets not ready for use
– are not subject to amortisation and are tested annually for impairment. Assets that are subject to
amortisation  are  reviewed  for  impairment  whenever  events  or  changes  in  circumstances  indicate
that the carrying amount may not be recoverable. An impairment loss is recognised for the amount
by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the
higher  of  an  asset’s  fair  value  less  costs  to  sell  and  value  in  use.  For  the  purposes  of  assessing
impairment, assets are grouped at the lowest levels for which there are separately identifiable cash
flows (cash-generating units). Non-financial assets other than goodwill that suffered impairment are
reviewed for possible reversal of the impairment at each reporting date.

The Group assesses whether climate risks, including physical risks and transition risks could have a
significant impact.

2.12 Financial assets and liabilities

2.12.1 Classification

The Group classifies its financial assets in the following measurement categories:

(cid:127)
(cid:127)
(cid:127)

those to be measured at amortised cost.
those to be measured subsequently at fair value through OCI, and.
those to be measured subsequently at fair value through profit or loss.

The classification of financial assets at initial recognition depends on the financial asset’s contractual
cash flow characteristics and the Group’s and the Company’s business model for managing them. In
order for a financial asset to be classified and measured at amortised cost, it needs to give rise to cash
flows that are ‘solely payments of principal and interest’ (‘SPPI’) on the principal amount outstanding.
This assessment is referred to as the SPPI test and is performed at an instrument level.

For assets measured at fair value, gains and losses will either be recorded in profit or loss or OCI. For
investments  in  equity  instruments  that  are  not  held  for  trading,  this  will  depend  on  whether  the
group has  made an  irrevocable  election at  the  time  of initial recognition to account for the equity
investment at fair value through other comprehensive income (FVOCI).

The Group reclassifies debt investments when and only when its business model for managing those
assets changes.

Regular way purchases and sales of financial assets are recognised on trade-date, the date on which
the Group commits to purchase or sell the asset.

At  initial  recognition,  the  Group  measures  a  financial  asset  at  its  fair  value  plus,  in  the  case  of  a
financial  asset  not  at  fair  value  through  profit  or  loss  (FVPL),  transaction  costs  that  are  directly
attributable to the acquisition of  the financial asset. Transaction costs of financial assets carried at
FVPL are expensed in profit or loss.

Financial  assets  with  embedded  derivatives  are  considered  in  their  entirety  when  determining
whether their cash flows are solely payment of principal and interest.

Subsequent  measurement  of  debt  instruments  depends  on  the  Group’s  business  model  for
managing  the  asset  and  the  cash  flow  characteristics  of  the  asset.  There  are  three  measurement
categories into which the Group classifies its debt instruments:

142 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
2.12.2 Amortised cost

Assets that are held for collection of contractual cash flows where those cash flows represent solely
payments  of  principal  and  interest  are  measured  at  amortised  cost.  Interest  income  from  these
financial assets is  included  in finance  income using the  effective  interest rate  method. Any gain or
loss  arising  on  derecognition  is  recognised  directly  in  profit  or  loss  and  presented  in  other
gains/(losses) together with foreign exchange gains and losses.

Impairment losses are presented as separate line item in the statement of profit or loss.

The Company´s financial assets at amortised cost include current and non-current receivables (other
than trade receivables which are measured at fair value through profit and loss) and cash and cash
equivalents.

2.12.3 Fair value through other comprehensive income

Financial assets which are debt instruments, that are held for collection of contractual cash flows and
for  selling  the  financial  assets,  where the  assets’ cash  flows  represent  solely  payments  of  principal
and  interest,  are  measured  at  FVOCI.  Movements  in  the  carrying  amount  are  taken  through  OCI,
except for the recognition of impairment gains or losses, interest income and foreign exchange gains
and  losses  which  are  recognised  in  profit  or  loss.  When  the  financial  asset  is  derecognised,  the
cumulative gain or loss previously recognised in OCI is reclassified from equity to profit or loss and
recognised in other gains/(losses). Interest income from these financial assets is included in finance
income using the effective interest rate method. Foreign exchange gains and losses are presented
in net foreign exchange gain/(loss) before tax and impairment expenses are presented as a separate
line item in the statement of profit or loss.

2.12.4 Equity instruments designated as fair value through other comprehensive income

Upon initial recognition, the Group can elect to classify irrevocably its equity investments as equity
instruments designated at fair value through OCI when they meet the definition of equity under IAS
32 Financial Instruments: Presentation and are not held for trading. The classification is determined
on an instrument-by-instrument basis.

Gains and losses on these financial assets are never recycled to profit or loss. Dividends are recognised
as other income in the consolidated and company statements of comprehensive income when the
right of  payment  has  been  established, except  when  the  Group  benefits  from such  proceeds  as  a
recovery of part of the cost of the financial asset, in which case, such gains are recorded in OCI. Equity
instruments designated at fair value through OCI are not subject to impairment assessment.

The Group elected to classify irrevocably its listed equity investments under this category.

2.12.5 Assets at fair value through profit and loss

Assets that do not meet the criteria for amortised cost or FVOCI are measured at FVPL. A gain or loss
on  a  debt  investment  that  is  subsequently  measured  at  FVPL  is  recognised  as  profit  or  loss  and
presented net within other gains/(losses) in the period in which it arises.

Changes in the fair value of financial assets at FVPL are recognised in the consolidated and company
statements of comprehensive income as applicable. The Company’s and Group’s financial assets at
fair  value  through  profit  and  loss  include  current  and  non-current  receivables  (other  than  trade
receivables which are measured at amortised cost).

2.12.6 De-recognition of financial assets

Financial assets are derecognised when the rights to receive cash flows from the financial assets have
expired or have been transferred and the Group has transferred substantially all the risks and rewards
of ownership.

143 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
2.12.7 Impairment of financial assets

The  Group assesses on a forward  looking basis the  expected credit losses associated with its debt
instruments carried at amortised cost. Expected credit losses are based on the difference between
the contractual cash flows due in accordance with the contract and all the cash flows that the Group
expects  to  receive,  discounted  at  an  approximation  of  the  original  effective  interest  rate.  The
expected  cash  flows  will  include  cash  flows  from  the  sale  of  collateral  held  or  other  credit
enhancements that are integral to the contractual terms.

For receivables (other than  trade receivables  which are  measured at  FVPL), the Group applies the
simplified approach permitted by IFRS 9, which requires expected lifetime losses to be recognised
from initial recognition of the receivables.

The Group considers a financial asset in default when contractual payments are 90 days past due.
However, in certain cases, the Group may also consider a financial asset to be in default when internal
or external information  indicates  that the Group  is unlikely to receive  the  outstanding contractual
amounts in full before taking into account any credit enhancements held by the Group. A financial
asset is written off when there is no reasonable expectation of recovering the contractual cash flows
and usually occurs when past due for more than one year and not subject to enforcement activity.

2.12.8. Financial liabilities and trade payables

After  initial  recognition,  interest-bearing  loans  and  borrowings  and  trade  and  other  payables  are
subsequently measured at amortised cost using the EIR method. Gains and losses are recognised in
the  consolidated  and  company  statements  of  comprehensive  income  when  the  liabilities  are
derecognised, as well as through the EIR amortisation process.

Amortised cost is calculated by taking any discount or premium on acquisition and fees or costs that
are an integral part of the EIR, into account. The EIR amortisation is included as finance costs in the
consolidated and company statements of comprehensive income

2.13 Current versus Non-current Classification

The Group presents assets and liabilities  in the consolidated and company  statements of financial
position based on current/non-current classification.

(a) An asset is current when it is either:







Or

Expected to be realised or intended to be sold or consumed in normal operating cycle;
Held primarily for the purpose of trading;
Expected to be realised within 12 months after the reporting period

Cash or cash equivalent unless restricted from being exchanged or used to settle a liability
for at least 12 months after the reporting period

All other assets are classified as non-current.

(b) A liability is current when either:







Or

It is expected to be settled in the normal operating cycle;
It is held primarily for the purpose of trading
It is due to be settled within 12 months after the reporting period

There is no unconditional right to defer the settlement of the liability for at least 12 months
after the reporting period

The Group classifies all other liabilities as non-current.

Deferred tax assets and liabilities are classified as non-current assets and liabilities.

2.14 Cash and cash equivalents

In the consolidated and company statements of cash flows, cash and cash equivalents includes cash
in hand and in bank including deposits held at call with banks, with a maturity of less than 3 months.

144 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
2.15 Provisions

Provisions are recognised when: The Group has a present legal or constructive obligation as a result
of past events; it is probable that an outflow of resources will be required to settle the obligation; and
the amount has been reliably estimated. Provisions are not recognised for future operating losses.

2.16 Interest-bearing loans and borrowings

Where there are a number of  similar obligations, the likelihood  that an  outflow will be required in
settlement is determined by considering the class of obligations as a whole. A provision is recognised
even  if  the  likelihood  of  an  outflow  with  respect  to  any  one  item  included  in  the  same  class  of
obligations may be small. Provisions are measured at the present value of the expenditures expected
to be required to settle the obligation using a pre-tax rate that reflects current market assessments
of the time value of money and the risks specific to the obligation. The increase in the provision due
to passage of time is recognised as interest expense.

Borrowings  are  recognised  initially  at  fair  value,  net  of  transaction  costs  incurred.  Borrowings  are
subsequently  stated  at  amortised  cost.  Any  difference  between  the  proceeds  (net  of  transaction
costs)  and  the  redemption  value  is  recognised  in  profit  or  loss  over  the  period  of  the  borrowings,
using  the  effective  interest  method,  unless  they  are  directly  attributable  to  the  acquisition,
construction or production of a qualifying asset, in which case they are capitalised as part of the cost
of that asset.

Fees paid on the establishment of loan facilities are recognised as transaction costs of the loan to the
extent that it is probable that some  or all of the facility  will be drawn down. In  this case, the fee  is
deferred until the draw-down occurs. To the extent there is no evidence that it is probable that some
or all of the facility will be drawn down, the fee is capitalised as a prepayment and amortised over the
period of the facility to which it relates.

Borrowing costs are interest and other costs that the Group incurs in connection with the borrowing
of  funds,  including  interest  on  borrowings,  amortisation  of  discounts  or  premium  relating  to
borrowings,  amortisation  of  ancillary  costs  incurred  in  connection  with  the  arrangement  of
borrowings,  finance  lease  charges  and  exchange  differences  arising  from  foreign  currency
borrowings to the extent that they are regarded as an adjustment to interest costs.

2.17 Deferred consideration

Deferred  consideration  arises  when  settlement  of  all  or  any  part  of  the  cost  of  an  agreement  is
deferred. It is stated at fair value at the date of recognition, which is determined by discounting the
amount due to present value at that date. Interest is imputed on the fair value of non-interest-bearing
deferred  consideration  at  the  discount  rate  and  expensed  within  interest  payable  and  similar
charges.  At  each  balance  sheet  date  deferred  consideration  comprises  the  remaining  deferred
consideration valued at acquisition plus interest imputed on such amounts from recognition to the
balance sheet date.

2.18 Share capital

Ordinary shares are classified as equity. The difference between the fair value of the consideration
received  by  the  Company  and  the  nominal  value  of  the  share  capital being  issued  is  taken  to  the
share premium account.

Incremental costs directly attributable to the issue of new ordinary shares are shown in equity as a
deduction, net of tax, from the proceeds in the share premium account.

2.19 Current and deferred income tax

The tax expense for the period comprises current and deferred tax. Tax is recognised in the income
statement, except to the extent that it relates to items recognised in other comprehensive income
or directly in equity. In this case, the tax is also recognised in other comprehensive income or directly
in equity, respectively.

145 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
The  current  income  tax  charge  is  calculated  on  the  basis  of  the  tax  laws  enacted  or  substantively
enacted  at  the  end  of  the  reporting  period  date  in  the  countries  where  the  Company  and  its
subsidiaries  operate  and  generate  taxable  income.  Management  periodically  evaluates  positions
taken  in  tax  returns  with  respect  to  situations  in  which  applicable  tax  regulation  is  subject  to
interpretation. It establishes provisions where appropriate on the basis of amounts expected to be
paid to the tax authorities.

Deferred  income  tax  is  recognised,  using  the  liability  method,  on  temporary  differences  arising
between  the  tax  bases  of  assets  and  liabilities  and  their  carrying  amounts  in  the  consolidated
financial statements. However, deferred tax liabilities are not recognised if they arise from the initial
recognition of goodwill; deferred income tax is also not recognised if it arises from initial recognition
of  an  asset  or  liability  in  a  transaction  other  than  a  business  combination  that  at  the  time  of  the
transaction affects neither accounting nor taxable profit or loss. Income tax is determined using tax
rates (and laws) that have been enacted or substantively enacted by the end of the reporting period
date and are expected to apply when the related deferred tax asset is realised or the deferred income
tax liability is settled. Deferred  tax assets are  recognised only  to  the extent that  it is probable  that
future taxable profit will be available against which the temporary differences can be utilised.

Deferred income tax is provided on temporary differences arising on investments in subsidiaries and
associates, except for deferred income tax liabilities where the timing of the reversal of the temporary
difference is controlled by the Group and it is probable that the temporary difference will not reverse
in the foreseeable future.

Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current
tax assets against current tax liabilities and when the deferred income tax assets and liabilities relate
to income taxes levied by the same taxation authority on either the same taxable entity or different
taxable entities where there is an intention to settle the balances on a net basis.

In  assessing  the  recoverability  of  deferred  tax  assets,  the  Group  relies  on  the  same  forecast
assumptions used elsewhere in the financial statements and in other management reports, which,
among other  things, reflect the potential  impact of climate-related development  on  the business,
such as increased cost of production as a result of measures to reduce carbon emission.

2.20 Share-based payments

The Group operates a share-based compensation plan, under which the entity receives services from
employees  as  consideration  for  equity  instruments  (options)  of  the  Group.  The  fair  value  of  the
employee services received in exchange for the grant of the options is recognised as an expense. The
fair value is measured using the Black Scholes pricing model. The inputs used in the model are based
on  management’s  best  estimates  for  the  effects  of  non-transferability,  exercise  restrictions  and
behavioural  considerations.  Non-market  performance  and  service  conditions  are  included  in
assumptions about the number of options that are expected to vest.

Vesting conditions are: (i) the personnel should be an employee that provides services to the Group;
and  (ii)  should  be  in  continuous  employment  for  the  whole  vesting  period  of  3  years.  Specific
arrangements may  exist with senior managers and board members, whereby  their options stay  in
use until the end.

The  total  expense  is  recognised  over  the  vesting  period,  which  is  the  period  over  which  all  of  the
specified vesting conditions are to be satisfied (Note 23).

146 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
2.21 Rehabilitation provisions

The Group records the present value of estimated costs of legal and constructive obligations required
to restore operating locations in the period in which the obligation is incurred. The nature of these
restoration activities includes dismantling and removing structures, rehabilitating mines and tailings
dams, dismantling operating facilities, closure of plant and waste sites and restoration, reclamation
and re-vegetation of affected areas. The obligation generally arises when the asset is installed, or the
ground/environment is disturbed at the production location. When the liability is initially recognised,
the present value of the estimated cost is capitalised by increasing the carrying amount of the related
mining assets to the extent that it was incurred prior to the production of related ore. Over time, the
discounted  liability  is  increased  for  the  change  in  present  value  based  on  the  discount  rates  that
reflect current market assessments and the risks specific to the liability. The periodic unwinding of
the  discount  is  recognised  in  the  consolidated  income  statement  as  a  finance  cost.  Additional
disturbances  or  changes  in  rehabilitation  costs  will  be  recognised  as  additions  or  charges  to  the
corresponding  assets  and  rehabilitation  liability  when  they  occur.  For  closed  sites,  changes  to
estimated costs are recognised immediately in the consolidated income statement.

The Group assesses  its mine rehabilitation provision annually.  Material estimates and assumptions
are made in determining the provision for mine rehabilitation as there are numerous factors that will
affect  the  ultimate  liability  payable.  These  factors  include  estimates  of  the  extent  and  costs  of
rehabilitation activities,  technological changes, regulatory changes and changes in discount rates.
Those  uncertainties  may  result  in  future  actual  expenditure  differing  from  the  amounts  currently
provided.  The  provision  at  the  consolidated  statement  of  financial  position  date  represents
management’s best estimate of the present value of the future rehabilitation costs required.

The  impact  of  climate-related  matters,  such  as  changes  in  environmental  regulations  and  other
relevant  legislation,  is  considered  by  the  Group  in  estimating  the  rehabilitation  provision  on  the
manufacturing  facility.  Changes  in  the estimated  future  costs,  or  in  the  discount  rate  applied,  are
added to or deducted from the cost of the asset.

2.22 Leases

The determination of whether an arrangement is, or contains a lease  is based on  the substance of
the  arrangement  at  inception  date  including  whether  the  fulfilment  of  the  arrangement  is
dependent  on  the  use  of  a  specific  asset or  assets  or  the  arrangement  conveys  a  right  to  use  the
asset.

The  Group  assesses  at  contract  inception  whether  a  contract  is,  or  contains, a  lease.  That  is,  if  the
contract conveys the right to control the use of an identified asset for a period of time in exchange
for consideration.

The Group applies a single recognition and measurement approach for all leases, except for short-
term  leases  and  leases  of  low-value  assets.  The  Group  recognises  lease  liabilities  to  make  lease
payments and right-of-use assets representing the right to use the underlying assets.

A reassessment is made after inception of the lease only if one of the following applies:

a) There is a change in contractual terms, other than a renewal or extension of the arrangement;

b) A renewal option is exercised, or extension granted, unless the term of the renewal or extension
was initially included in the lease term;

c) There is a change in the determination of whether fulfilment is dependent on a specified asset; or

d) There is a substantial change to the asset.

147 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
Group as a lessee

The Group has  lease contracts for  various items of laboratory equipment, motor vehicle,  lands and
buildings used in its operations. Leases of laboratory equipment and motor vehicles generally have
lease terms for four years, while lands and buildings generally have lease terms for the life of mine,
currently  after  13  years  of  operation.  The  Group’s  obligations  under  its  leases  are  secured  by  the
lessor’s title to the leased assets. Generally, the Group is restricted from assigning and subleasing the
leased assets.

Right-of-use assets

The Group recognises right-of-use assets at the commencement date of the lease (i.e., the date the
underlying asset is available for use). Right-of-use assets are measured at cost, less any accumulated
depreciation and impairment losses, and adjusted for any remeasurement of lease liabilities.

The cost of right-of-use assets includes the amount of lease liabilities recognised, initial direct costs
incurred, and lease payments made at or before the commencement date less any lease incentives
received. Unless the Group is reasonably certain to obtain ownership of the leased asset at the end
of the lease term, the recognised right-of-use assets are depreciated on a straight-line basis over the
shorter of its estimated useful life and the lease term. Right-of-use assets are subject to impairment.

After  initial  measurement,  the  right-of-use  assets  are  depreciated  from  the  commencement  date
using the straight-line method over the shorter of the estimated useful lives of the right-of-use assets
or the end of lease term. These are as follows:

Right-of-use asset
Lands and buildings
Motor vehicles
Laboratory equipment

Depreciation terms in years
Based on Units of Production (UOP)
Based on straight line depreciation
Based on straight line depreciation

After the commencement date, the right-of-use assets are measured at cost less any accumulated
depreciation and any accumulated impairment losses and adjusted for any remeasurement of the
lease liability.

Lease liabilities

The lease liability is initially measured at the present value of the lease payments that are not paid at
the  commencement  date,  discounted  using  the  interest  rate  implicit  in  the  lease  or,  if  that  rate
cannot be readily determined, the Group’s incremental borrowing rate. Generally, the Group uses its
incremental borrowing rate as the discount rate. Lease payments included in the measurement of
the lease liability include the following:













Fixed payments, less any lease incentives receivable

Variable lease payments that depend on an index or rate, initially measured using the index
or rate as at the commencement date

Amounts expected to be payable by the lessee under residual value guarantees

The  exercise  price  of  a  purchase  option  if  the  lessee  is  reasonably  certain  to  exercise  that
option

Lease payments in an optional renewal period if the Group is reasonably certain to exercise
an extension option

Payments of penalties for early terminating the lease, unless the Group is reasonably certain
not to terminate early.

The lease liability is measured at amortised cost using the effective interest rate method. After the
commencement date, the amount of lease liabilities is increased to reflect the accretion of interest
and reduced for the lease payments made. In addition, the carrying amount of lease liabilities is re-
measured if there is a modification, a change in the lease term, a change in the in-substance fixed
lease payments or a change in the assessment to purchase the underlying asset. The result of this re-
measurement is disclosed in a line of the right-of-use assets note as modifications.

148 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
When the lease liability is remeasured, a corresponding adjustment is made to the carrying amount
of the right-of-use asset or is recorded as profit or loss if the carrying amount of the right-of-use asset
has been reduced to zero.

Short-term leases and leases of low-value assets

The Group applies the short-term lease recognition exemption to its short-term leases of machinery
and  equipment  (i.e.,  those  leases  that  have  a  lease  term  of  12  months  or  less  from  the
commencement date and do not contain a purchase option). It also applies the lease of  low-value
assets  recognition  exemption  to  leases  of  office  equipment  that  are  considered  of  low  value  (i.e.,
below €5,000). Lease payments on short-term leases and leases of low-value assets are recognised
as expense on a straight-line basis over the lease term.

2.23 Revenue recognition

(a) Revenue from contracts with customers

Atalaya  is  principally  engaged  in  the  business  of  producing  copper  concentrate  and  in  some
instances, provides freight/shipping services. Revenue from contracts with customers is recognised
when control of the goods or services is transferred to the customer at an amount that reflects the
consideration to which Atalaya expects to be entitled in exchange for those goods or services.  Atalaya
has concluded that it is the principal in its revenue contracts because it controls the goods or services
before transferring them to the customer.

(b) Copper in concentrate (metal in concentrate) sales

For  most  copper  in  concentrate  (metal  in  concentrate)  sales,  the  enforceable  contract  is  each
purchase  order, which  is  an  individual, short-term  contract.    For  the  Group’s  metal  in  concentrate
sales not sold under CIF Incoterms, the performance obligations are the delivery of the concentrate.
A proportion of  the  Group’s  metal  in concentrate sales are sold under CIF Incoterms, whereby the
Group is also  responsible for providing freight services. In these  situations,  the freight services also
represent separate performance obligation (see paragraph (c) below).

The majority of the Group’s sales of metal in concentrate allow for price adjustments based on the
market  price  at  the  end  of  the  relevant  QP  stipulated  in  the  contract.  These  are  referred  to  as
provisional pricing arrangements and are such that the selling price for metal in concentrate is based
on prevailing spot prices on a specified future date after shipment to the customer. Adjustments to
the  sales  price  occur  based  on  movements  in  quoted  market  prices up  to  the  end  of  the  QP.  The
period between provisional invoicing and the end of the QP can be between one and three months.

Revenue is recognised when control passes to the customer, which occurs at a point in time when
the  metal  in  concentrate  is  physically  transferred  onto  a  vessel,  train,  conveyor  or  other  delivery
mechanism.  The  revenue  is  measured  at  the  amount  to  which  the  Group  expects  to  be  entitled,
being the estimate of the price expected to be received at the end of the QP, i.e., the forward price,
and a corresponding trade receivable is recognised.  For those arrangements subject to CIF shipping
terms, a portion  of the  transaction price  is allocated to the separate freight services provided (See
paragraph (c) below).

For these provisional pricing arrangements, any future changes that occur over the QP are included
within the provisionally priced trade receivables and are, therefore, within the scope of IFRS  9 and
not within the scope of IFRS 15. Given the exposure to the commodity price, these provisionally priced
trade receivables will fail the cash flow characteristics test within IFRS 9 and will be required to be
measured  at  fair  value  through  profit  or  loss  up  from  initial  recognition  and  until  the  date  of
settlement.  These  subsequent  changes  in  fair  value  are  recognised  as  part  of  revenue  in  the
statement of profit or  loss and other comprehensive  income  each period and disclosed separately
from revenue from contracts with customers as part of ‘Fair value gains/losses on provisionally priced
trade receivables. Changes in fair value over, and until the end of, the QP, are estimated by reference
to updated forward market prices for copper as well as taking other relevant fair value considerations
as set out in IFRS 13, into account, including interest rate and credit risk adjustments.

149 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
Final settlement is based on quantities adjusted as required following the inspection of the product
by the customer as well as applicable commodity prices. IFRS 15 requires that variable consideration
should only be recognised to  the extent that it  is highly probable that a  significant  reversal  in  the
amount  of  cumulative  revenue  recognized  will  not  occur. As  the  adjustments  relating  to  the  final
assay results for the quantity and quality of concentrate sold are not significant, they do not constrain
the recognition of revenue.

(c) Freight services
As noted above, a proportion of the Group’s metal in concentrate sales are sold under CIF Incoterms,
whereby the Group is responsible for providing freight services (as principal) after the date that the
Group  transfers  control  of  the  metal  in  concentrate  to  its  customers.  The  Group,  therefore,  has
separate performance obligation for freight services which are provided solely to facilitate sale of the
commodities it produces.

The revenue from freight services is a separate performance obligation under IFRS 15 and therefore
is recognised as the service is provided, hence at year end a portion of revenue must be deferred as
well as the insurance costs associated.

Other Incoterms commonly used by the Group are FOB, where the Group has no responsibility for
freight  or  insurance  once  control  of  the  products  has  passed  at  the  loading  port,  Ex  works  where
control  of  the  goods  passes  when  the  product  is  picked  up  at  seller´s  promises,  and  CIP  where
control  of  the  goods  passes  when  the  product  is  delivered  to  the  agreed  destination.  For
arrangements which have these Incoterms, the only performance obligations are the provision of the
product at the point where control passes.

(d) Sales of services

The Group sells services in relation to maintenance of accounting records, management, technical,
administrative  support  and  other  services  to  other  companies.  Revenue  is  recognised  in  the
accounting period in which the services are rendered.

Contract assets
A  contract  asset  is  the  right  to  consideration  in  exchange  for  goods  or  services  transferred  to  the
customer. If the Group performs by transferring goods or services to a customer before the customer
pays  consideration  or  before  payment  is  due,  a  contract  asset  is  recognised  for  the  earned
consideration that is conditional. The Group does not have any contract assets as performance and a
right  to  consideration  occurs  within  a  short  period  of  time  and  all  rights  to  consideration  are
unconditional.

Contract liabilities
A contract liability is the obligation to transfer goods or services to a customer for which the Group
has received consideration (or an amount of consideration is due) from the customer. If a customer
pays consideration before the Group transfers goods or services to the customer, a contract liability
is  recognised  when  the  payment  is  made  or  the  payment  is  due  (whichever  is  earlier).  Contract
liabilities are recognised as revenue when the Group performs under the contract.

From time to time, the Group recognises contract liabilities in relation to some metal in concentrate
sales which are sold under CIF Incoterms, whereby a portion of the cash may be received from the
customer before the freight services are provided.

2.24 Interest income

Interest  income  is  recognised  using  the  effective  interest  method.  When  a  loan  and  receivable  is
impaired, the Group and the Company reduce the carrying amount to its recoverable amount, the
estimated future cash flow is discounted at the original effective interest rate of the instrument and
the  discount  continues  unwinding  as  interest  income.  Interest  income  on  impaired  loan  and
receivables is recognised using the original effective interest rate.

2.25 Dividend income

Dividend income is recognised when the right to receive payment is established.

150 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
2.26 Dividend distribution

Dividend  distributions  to  the  Company’s  shareholders  are  recognised  as  a  liability  in  the  Group’s
financial  statements  in  the  period  in  which  the  dividends  are  approved  by  the  Company’s
shareholders.

2.27 Earnings per share

The Group presents basic and diluted earnings per share data for its ordinary shares. Basic earnings
per  share  is  calculated  by  dividing  the  profit  or  loss  attributable  to  ordinary  shareholders  of  the
Company  by  the  weighted  average  number  of  ordinary  shares  outstanding  during  the  period.
Diluted  earnings  per  share  is  determined  by  adjusting  the  profit  or  loss  attributable  to  ordinary
shareholders and the weighted average number of ordinary shares outstanding for the effects of all
dilutive potential ordinary shares, which comprise instruments convertible into ordinary shares and
share options granted to employees.

2.28 Comparatives

Where necessary, comparative figures have been adjusted to conform to changes in presentation in
the current year.

2.29 Amendment of financial statements after issue

The Board of Directors and shareholders has no right to amend the Financial Statements after they
are authorised.

2.30 Fair value estimation

The fair values of  the  Group’s financial assets and  liabilities approximate their carrying amounts at
the reporting date.

The fair value of financial instruments traded in active markets, such as publicly traded and fair value
through profit and loss assets is based on quoted market prices at the reporting date. The quoted
market  price  used  for  financial  assets  held  by  the  Group  is  the  current  bid  price. The  appropriate
quoted market price for financial liabilities is the current ask price.

The fair value of financial instruments that are not traded in an active market is determined by using
valuation techniques. The Group uses a variety of methods, such as estimated discounted cash flows,
and makes assumptions that are based on market conditions existing at the reporting date.

Fair  value  measurements  recognised  in  the  consolidated  and  company  statement  of  financial
position
The following table provides an analysis of financial  instruments  that are  measured subsequent to
initial recognition at fair value, Grouped into Levels 1 to 3 based on the degree to which the fair value
is observable.







Level 1 fair value measurements are those derived from quoted prices (unadjusted) in active
markets for identical assets or liabilities.
Level  2  fair value  measurements are  those  derived  from  inputs other  than  quoted  prices
included  within  Level  1  that  are  observable  for  the  asset  or  liability,  either  directly  (i.e.  as
prices) or indirectly (i.e. derived from prices).
Level 3 fair value measurements are those derived from valuation techniques that include
inputs for the asset or liability that are not based on observable market data (unobservable
inputs).

151 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
THE GROUP
(Euro 000’s)

Level 3

Level 2

Level 1

Total

31 Dec 2023

Other current financial assets

Financial assets at FV through OCI

Trade and other receivables

Receivables (subject to provisional pricing)

Total

31 Dec 2022

Other current financial assets

Financial assets at FV through OCI

Receivables (subject to provisional pricing)

Total

THE COMPANY

(Euro 000’s)

31 Dec 2023

Non-current receivables

Financial assets at FV through profit and
loss (note 30.4)

Other current financial assets

Financial assets at FV through OCI

Total

31 Dec 2022

Non-current receivables

Financial assets at FV through profit and
loss (note 30.4)

Other current financial assets

Financial assets at FV through OCI

Total

2.31 Climate-related matters

30

-

30

33

-

33

-

1,101

1,131

15,164

15,164

-

1,101

15,164

16,295

-

27,557

27,557

1,101

-

1,101

1,134

27,557

28,691

Level 1

Level 2

Level 3

Total

-

30

30

-

33

33

-

-

-

-

-

-

-

-

-

-

30

30

14,247

14,247

-

33

14,247

14,280

The Group considers climate-related matters in estimates and assumptions, where appropriate. This
assessment  includes  a  wide  range  of  possible  impacts  on  the  group  due  to  both  physical  and
transition risks. Even though the Group believes its business model and products will still be viable
after  the  transition  to  a  low-carbon  economy, climate-related  matters  increase  the  uncertainty  in
estimates  and  assumptions  underpinning  several  items  in  the  financial  statements.  Even  though
climate-related risks might not currently have a significant impact on measurement, the  Group  is
closely monitoring relevant changes and developments, such as new climate-related legislation. The
items and considerations that are most directly impacted by climate-related matters are:

-

Useful  life  of  property,  plant  and  equipment.  When  reviewing  the  residual  values  and
expected useful lives of assets, the Group considers climate-related matters, such as climate-
related legislation and regulations that may restrict the use of assets or require significant
capital  expenditures,  based  on  the  assessment  on  climate-related  matters,  there  was  no
impact.

152 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023

-

-

-

Impairment  of non-financial assets.  The value-in-use  may be  impacted in several different
ways by transition risk in particular, such as climate-related legislation and regulations and
changes  in  demand  for  the  Group  products,  based  on  the  assessment  on  climate-related
matters, there was no impact.
In  determining  fair  value  measurement,  the  impact  of  potential  climate-related  matters,
including legislation, which may affect the fair value measurement of assets and liabilities in
the  financial  statements  has  been  considered  and  based  on  the  assessment  on  climate-
related matters, there was no impact.
Rehabilitation  provision.  The  impact  of  climate-related  legislation  and  regulations  is
considered in estimating the timing and future costs of rehabilitation of the Group facilities,
based on the assessment on climate-related matters, there was no impact.

153 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
3. Financial Risk Management and Critical accounting estimates and

judgements

3.1 Financial risk factors

The  Group  manages  its  exposure  to  key  financial  risks  in  accordance  with  its  financial  risk
management  policy.  The  objective  of  the  policy  is  to  support  the  delivery  of  the  Group’s  financial
targets  while  protecting  future  financial  security.  The  main  risks  that  could  adversely  affect  the
Group’s financial assets, liabilities or future cash flows are market risks comprising: commodity price
risk,  interest  rate  risk  and  foreign  currency  risk;  liquidity  risk  and  credit  risk;  operational  risk,
compliance risk and litigation risk. Management reviews and agrees policies for managing each of
these risks that are summarised below.

The  Group’s  senior  management  oversees  the  management  of  financial  risks.  The  Group’s  senior
management is supported by the AC that advises on financial risks and the appropriate financial risk
governance framework for the Group. The AC provides assurance to the Group’s senior management
that the Group’s financial risk-taking activities are governed by appropriate policies and procedures
and  that  financial  risks  are  identified,  measured  and  managed  in  accordance  with  the  Group’s
policies and risk objectives. Currently, the Group does not apply any form of hedge accounting.

(a) Liquidity risk
Liquidity  risk  is  the  risk  that  arises  when  the  maturity  of  assets  and  liabilities  does  not  match.  An
unmatched  position  potentially  enhances  profitability  but  can  also  increase  the  risk  of  losses. The
Group has procedures with the object of minimising such losses such as maintaining sufficient cash
to meet liabilities when due. Cash flow forecasting is performed in the operating entities of the Group
and aggregated by Group finance. Group finance monitors rolling forecasts of the Group’s liquidity
requirements to ensure it has sufficient cash to meet operational needs.

The following tables detail the Group’s remaining contractual maturity for its financial liabilities. The
tables have been drawn up based on the undiscounted cash flows of financial liabilities based on the
earliest date on which the Group can be required to pay. The table includes principal cash flows.

THE GROUP

(Euro 000’s)

31 Dec 2023

Tax liability

Lease liability

Carrying
amount
s

Contract
ual cash
flows

Less
than 3
month
s

Betwee
n 3 – 12
months

Betwee
n 1 – 2
years

Betwee
n 2 – 5
years

Over 5
years

-

-

-

-

1,317

4,378

1,317

4,378

1,317

501

-

-

-

-

1,928 

1,949

Other financial liabilities 

66,687

65,406

Non-current payables

2,205

-

Trade and other payables 

75,922

72,623

36,964

38,882

50,556

16,131

205

-

76

-

- 

-

-

2,000

-

150,509

143,724

36,967

91,458

16,207

1,928 

3,949

31 Dec 2022

Tax liability

Lease liability

Other financial liabilities 

Non-current payables

Trade and other payables 

1,425

4,914

73,362

2,015

90,022

171,738

1,425

4,914

73,362

-

86,810

166,511

-

-

-

-

53,912

53,912

154 | Atalaya Mining plc 2023 Annual Report

1,425

536

-

-

52,594

10,812

15

36,110

90,680

-

-

-

1,957 

9,956

- 

-

-

2,421

-

2,000

-

10,812

11,913 

4,421

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
THE COMPANY

(Euro 000’s)

31 Dec 2023

Tax liability

Trade and other payables 

31 Dec 2022

Tax liability

Trade and other payables 

Carrying
amount
s

Contrac
tual
cash
flows

Less
than 3
month
s

Betwee
n 3 – 12
months

Betwee
n 1 – 2
years

Betwee
n 2 – 5
years

Over  5
years

189

2,369

2,558

107

5,402

5,509

189

868

1,057

107

543

650

- 

- 

- 

-

- 

- 

189

2,369

2,558

107

5,402

5,509

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

(b) Currency risk
Currency risk is the risk that the value of financial instruments will fluctuate due to changes in foreign
exchange rates.

Currency risk arises when future commercial transactions and recognised assets and liabilities are
denominated in a currency that is not the Group’s measurement currency. The Group is exposed to
foreign exchange risk arising from various currency exposures primarily with respect to the US Dollar
and  the  British  Pound.  The  Group’s  management  monitors  the  exchange  rate  fluctuations  on  a
continuous basis and acts accordingly.

Foreign currency sensitivity
The  following  table  demonstrates  the  sensitivity  to  a  reasonably  possible  change  in  the  foreign
exchange rate, with all other variables held constant, of the Group’s profit before tax due to changes
in the carrying value of monetary assets and liabilities at reporting date:

(Euro 000’s)

+5%
-5%

(c) Commodity price risk

Effect on profit before
tax for the year ended
31 Dec 2023
increase/(decrease)
17,454
(17,454)

Effect on profit before
tax for the year ended 31
Dec 2022
increase/(decrease)
17,303
(17,303)

Commodity price is the risk that the Group’s future earnings will be adversely impacted by changes
in the  market prices of commodities, primarily copper.  Management is aware of this impact  on its
primary revenue stream but knows  that there is little  it  can do to influence the price  earned apart
from a hedging scheme.

Commodity price hedging is governed by the Group´s policy which allows to limit the exposure to
prices. The Group may decide to hedge part of its production during the year.

Commodity price sensitivity

The table below summarises the impact on profit before tax for changes in commodity prices on the
fair value of derivative financial instruments and trade receivables (subject to provisional pricing). The
impact on equity is the same as the impact on profit before income tax as these derivative financial
instruments  have  not  been  designated  as  hedges  and  are  classified  as  held-for-trading  and  are
therefore fair valued through profit or loss.

The analysis is based on the assumption that the copper prices move $0.05/lb with all other variables
held constant.  Reasonably possible  movements in commodity prices were determined based on a
review of the last two years’ historical prices.

155 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023

Increase/(decrease) in copper prices
Increase $0.05/lb (2022: $0.05)
Decrease $0.05/lb (2022: $0.05)

Effect on profit before
tax for the year ended
31 Dec 2023
increase/(decrease)
Eur 000’s

Effect on profit before
tax for the year ended 31
Dec 2022
increase/(decrease)
Eur 000’s

5,138
(5,138)

5,285
(5,285)

(d) Credit risk
Credit  risk  arises  when  a  failure  by  counterparties  to  discharge  their  obligations  could  reduce  the
amount of future cash inflows from financial assets on hand at the reporting date. The Group has no
significant concentration of credit risk. The Group has policies in place to ensure that sales of products
and services are made to customers with an appropriate credit history and monitors on a continuous
basis  the  ageing  profile  of  its  receivables.  The  Group  has  policies  to  limit  the  amount  of  credit
exposure to any financial institution.

Except  as  detailed  in  the  following  table,  the  carrying  amount  of  financial  assets  recorded  in  the
financial  statements, which  is  net  of  impairment  losses,  represents  the  maximum  credit  exposure
without taking account of the value of any collateral obtained:

(Euro 000’s)

31 Dec 2023

31 Dec 2022

Unrestricted cash and cash equivalents at Group level

Unrestricted cash and cash equivalents at Operation level

Restricted cash and cash equivalents at Operation level

Consolidated cash and cash equivalents

Net cash position (1)

Working capital surplus

94,868

26,139

-

121,007

54,320

68,618

108,550

17,567

331

126,448

53,085

84,047

(1)

Includes restricted cash and bank borrowings at 31 December 2022

Restricted  cash  amounted  at  31  December  2022  to  €0.3  million  was  held  in  escrow,  which
represented funds utilized by the Company to cover possible remaining costs due to Astor following
litigation during 2022. However, due to the settlement reached with Astor on 17 May 2023 whereby
Astor  agreed  to  repay  €3.5  million  of  interest  previously  paid  to  it  to  finalise  the  litigation,  the
previously restricted cash has now been released and reversed (Note 8).

Besides of the above, there are no collaterals held in respect of these financial instruments and there
are no financial assets that are past due or impaired as at 31 December 2023 and 2022.

(e) Interest rate risk
Interest rate risk  is  the risk that the value of financial instruments will fluctuate due to changes in
market interest rates. Borrowings issued at variable rates expose the Group to cash flow interest rate
risk.  Borrowings  issued  at  fixed  rates  expose  the  Group  to  fair  value  interest  rate  risk. The  Group’s
management monitors the interest rate fluctuations on a continuous basis and acts accordingly.

At the reporting date the interest rate profile of interest-bearing financial instruments was:

156 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
(Euro 000’s)
Variable rate instruments
Financial assets

121,007

2023

2022

126,448

An  increase  of  100  basis  points  in  interest  rates  at  31  December  2023  would  have  increased  /
(decreased)  equity  and  profit  or  loss  by  the  amounts  shown  below.  This  analysis  assumes  that  all
other  variables,  in  particular  foreign  currency  rates,  remain  constant.  For  a  decrease  of  100  basis
points there would be an equal and opposite impact on the profit and other equity.

(Euro 000’s)

Variable rate instruments

Equity

Profit or loss

2023

1,210

2022

1,264

2023

1,210

2022

1,264

(f) Operational risk
Operational  risk  is  the  risk  that  derives  from  the  deficiencies  relating  to  the  Group’s  information
technology and control systems as well as the risk of human error and natural disasters. The Group’s
systems are evaluated, maintained and upgraded continuously.

(g) Compliance risk
Compliance  risk  is  the  risk  of  financial  loss,  including  fines  and  other  penalties, which  arises  from
non-compliance  with  laws  and  regulations.  The  Group  has  systems  in  place  to  mitigate  this  risk,
including seeking advice from external legal and regulatory advisors in each jurisdiction.

(h) Litigation risk
Litigation  risk  is  the  risk  of  financial  loss,  interruption  of  the  Group’s  operations  or  any  other
undesirable situation that arises from the possibility of non-execution or violation of legal contracts
and  consequentially  of  lawsuits.  The  risk  is  restricted  through  the  contracts  used  by  the  Group  to
execute its operations.

3.2 Capital risk management

The Group considers its capital structure to consist of share capital, share premium and share options
reserve.  The  Group’s  objectives  when  managing  capital  are  to  safeguard  the  Group’s  ability  to
continue  as  a  going  concern  in  order  to  provide  returns  for  shareholders  and  benefits  for  other
stakeholders and to maintain an optimal capital structure to reduce the cost of capital. The Group is
not subject to any externally imposed capital requirements.

In order to maintain or adjust the capital structure, the Group issues new shares. The Group manages
its capital to ensure that it will be able to continue as a going concern while maximising the return
to shareholders through the optimisation of the debt and equity balance. The AC reviews the capital
structure on a continuing basis.

The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a
going concern and to maintain an optimal capital structure so as to maximise shareholder value. In
order  to  maintain  or  achieve  an  optimal  capital  structure,  the  Group  may  adjust  the  amount  of
dividend payment, return capital to shareholders, issue new shares, buy back issued shares, obtain
new borrowings or sell assets to reduce borrowings.

The Group  monitors capital on the basis  of the gearing ratio. The gearing ratio is calculated as net
debt  divided  by  total  capital. Net debt  is  calculated  as  provisions  plus  deferred  consideration  plus
trade and other payables less cash and cash equivalents.

(Euro 000’s)

Total liabilities less cash

Total equity (excluding NCI)

Total capital

Gearing ratio

31 Dec 2023

31 Dec 2022

57,170

501,496

558,666

70,326

473,295

543,621

10.23%

12.94%

157 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
3.3 Critical accounting estimates and judgements

The preparation of the financial statements requires management to make judgements, estimates
and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and
the  accompanying  disclosures,  and  the  disclosure  of  contingent  liabilities  at  the  date  of  the
consolidated  financial  statements.  Estimates  and  assumptions  are  continually  evaluated  and  are
based on management’s experience and other factors, including expectations of future events that
are believed to be reasonable under the circumstances. Uncertainty about these assumptions and
estimates  could  result  in  outcomes  that  require  a  material  adjustment  to  the  carrying  amount  of
assets or liabilities affected in future periods.
In particular, the Group has identified a number of areas where  significant judgements,  estimates
and assumptions are required.

(a) Capitalisation of exploration and evaluation costs
Under the Group’s accounting policy, exploration and evaluation expenditure is not capitalised until
the point is reached at which there is a high degree of confidence in the project’s viability, and it is
considered probable  that future economic benefits will flow to the Group. Subsequent recovery of
the resulting carrying value depends on successful development or sale of the undeveloped project.
If a project proves to be unviable, all irrecoverable costs associated with the project net of any related
impairment provisions are written off.

(b) Stripping costs
The  Group  incurs  waste  removal  costs  (stripping  costs)  during  the  development  and  production
phases of its surface mining operations. Furthermore, during the production phase, stripping costs
are incurred in the production of inventory as well as in the creation of future benefits by improving
access and mining flexibility in respect of the orebodies to be mined, the latter being referred to as a
stripping  activity  asset.  Judgement  is  required  to  distinguish  between  the  development  and
production activities at surface mining operations.

The Group is required to identify the separately identifiable components or phases of the orebodies
for  each  of  its  surface  mining  operations.  Judgement  is  required  to  identify  and  define  these
components, and also to determine the expected volumes (tonnes) of waste to be stripped and ore
to be mined in each of these components. These assessments may vary between mines because the
assessments are undertaken for each individual mine and are based on a combination of information
available in the mine plans, specific characteristics of the orebody, the milestones relating to major
capital investment decisions and the type and grade of minerals being mined.
Judgement  is  also  required  to  identify  a  suitable  production  measure  that  can  be  applied  in  the
calculation and allocation of production stripping costs between inventory and the stripping activity
asset.  The  Group  considers  the  ratio  of  expected  volume  of  waste  to  be  stripped  for  an  expected
volume of ore to be mined for a specific component of the orebody, compared to the current period
ratio of actual volume of waste to the volume of ore to be the most suitable measure of production.

These judgements and estimates are used to calculate and allocate the production stripping costs
to inventory and/or the stripping activity asset(s). Furthermore, judgements and estimates are also
used to apply the units of production method in determining the depreciable lives of the stripping
activity asset(s).

(c) Ore reserve and mineral resource estimates

The  Group  estimates  its  ore  reserves  and  mineral  resources  based  on  information  compiled  by
appropriately qualified persons relating to the geological and technical data on the size, depth, shape
and grade of the ore body and suitable production techniques and recovery rates.

Such an analysis requires complex geological judgements  to interpret the data. The estimation of
recoverable reserves is based upon factors such as estimates of foreign exchange rates, commodity
prices,  future  capital  requirements  and  production  costs,  along  with  geological  assumptions  and
judgements made in estimating the size and grade of the ore body.

158 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
The  Group  uses  qualified  persons  (as  defined  by  the  Canadian  Securities  Administrators’  National
Instrument 43-101) to compile this data. Changes in the judgments surrounding proven and probable
reserves may impact as follows:











The carrying value of exploration and evaluation assets, mine properties, property, plant and
equipment, and goodwill may be affected due to changes in estimated future cash flows;
Depreciation  and  amortisation  charges  in  the  consolidated  and  company  statements  of
comprehensive  income  may  change  where  such  charges  are  determined  using  the  UOP
method, or where the useful life of the related assets change;
Capitalised stripping costs recognised in the statement of financial position as either part of
mine  properties  or  inventory  or  charged  to  profit  or  loss  may  change  due  to  changes  in
stripping ratios;
Provisions  for  rehabilitation  and  environmental  provisions  may  change  where  reserve
estimate  changes  affect  expectations  about  when  such  activities  will  occur  and  the
associated cost of these activities;
The  recognition  and  carrying  value  of  deferred  income  tax  assets  may  change  due  to
changes in the judgements regarding the existence of such assets and in estimates of the
likely recovery of such assets.

(d) Impairment of assets

Events or changes in circumstances can give rise to significant impairment charges or impairment
reversals  in  a  particular  year.  The  Group  assesses  each  Cash  Generating  Unit  ("CGU")  annually  to
determine  whether  any  indications  of  impairment  exist.  If  it  was  necessary  management  could
contract independent expert to value the assets. Where an indicator of impairment exists, a formal
estimate of the recoverable amount is made, which is considered the higher of the fair value less cost
to sell and value-in-use.  An impairment  loss is recognised immediately in net earnings. The Group
has determined that each mine location is a CGU.

These  assessments  require  the  use  of  estimates  and  assumptions  such  as  commodity  prices,
discount  rates,  future  capital  requirements,  exploration  potential  and  operating  performance.  Fair
value is determined as the price that would be received to sell an asset or paid to transfer a liability
in  an  orderly  transaction  between  market  participants  at  the  measurement  date.  Fair  value  for
mineral assets is generally determined as the present value of estimated future cash flows arising
from the continued use of the asset, which includes estimates such as the cost of future expansion
plans and eventual disposal, using assumptions that an independent market participant may take
into account. Cash flows are discounted at an appropriate discount rate to determine the net present
value. For the purpose of calculating the impairment of any asset, management regards an individual
mine or works site as a CGU.

Although management has made its best estimate of these factors, it is possible that changes could
occur in the near term that could adversely affect management’s estimate of the net cash flow to be
generated from its projects.

(e) Provisions for decommissioning and site restoration costs

Accounting for restoration provisions requires  management to  make  estimates of  the future costs
the  Group  will  incur  to  complete  the  restoration  and  remediation  work  required  to  comply  with
existing laws, regulations and agreements in place at each mining operation and any environmental
and social principles the Group is in compliance with. The calculation of the present value of these
costs  also  includes  assumptions  regarding  the  timing  of  restoration  and  remediation  work,
applicable  risk-free  interest  rate  for  discounting  those  future  cash  outflows,  inflation  and  foreign
exchange  rates  and  assumptions  relating  to  probabilities  of  alternative  estimates  of  future  cash
outflows.
Management  uses  its  judgement  and  experience  to  provide  for  and  (in  the  case  of  capitalised
decommissioning costs) amortise these estimated costs over the life of the mine. The ultimate cost
of decommissioning and timing is uncertain and cost estimates can vary in response to many factors
including changes to relevant environmental laws and regulations requirements, the emergence of
new restoration techniques or experience at other mine sites. As a result, there could be significant
adjustments to the provisions established which would affect future financial results. Refer to Note
26 for further details.

159 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
(f) Income tax

Significant  judgment  is  required  in  determining  the  provision  for  income  taxes.  There  are
transactions  and  calculations  for  which  the  ultimate  tax  determination  is  uncertain  during  the
ordinary course of business. The Group and  Company recognise  liabilities for anticipated tax audit
issues based  on estimates of whether additional  taxes  will be due. Where the final tax outcome of
these matters is different from the amounts that were initially recorded, such differences will impact
the income tax and deferred tax provisions in the period in which such determination is made.
Judgement  is  also  required  to  determine  whether  deferred  tax  assets  are  recognised  in  the
consolidated  statements  of  financial  position.  Deferred  tax  assets,  including  those  arising  from
unutilised  tax  losses,  require  the  Group  to  assess  the  probability  that  the  Group  will  generate
sufficient taxable earnings in future periods, in order to utilise recognised deferred tax assets.
Assumptions about the generation of future taxable profits depend on management’s estimates of
future cash flows. These estimates of future taxable income are based on forecast cash flows from
operations  (which  are  impacted  by  production  and  sales  volumes,  commodity  prices,  reserves,
operating  costs,  closure  and  rehabilitation  costs,  capital  expenditure,  dividends  and  other  capital
management  transactions).  To  the  extent  that  future  cash  flows  and  taxable  income  differ
significantly from estimates, the ability of the Group to realise the net deferred tax assets could be
impacted.
In addition, future changes in tax laws in the jurisdictions in which the Group operates could limit the
ability of the Group to obtain tax deductions in future periods.

(g) Inventory

Net realisable value tests are performed at each reporting date and represent the estimated future
sales price of the product the entity expects to realise when the product is processed and sold, less
estimated  costs  to  complete  production  and  bring  the  product  to  sale.  Where  the  time  value  of
money is material, these future prices and costs to complete are discounted.

(h) Leases - Estimating the incremental borrowing rate

The  Group  cannot  readily  determine  the  interest  rate  implicit  in  the  lease,  therefore,  it  uses  its
incremental borrowing rate (IBR) to measure lease liabilities. The IBR is the rate of interest that the
Group  would  have  to  pay  to  borrow  over  a  similar  term,  and  with  a  similar  security,  the  funds
necessary  to  obtain  an  asset  of  a  similar  value  to  the  right-of-use  asset  in  a  similar  economic
environment.  The  IBR  therefore  reflects  what  the  Group  ‘would  have  to  pay’,  which  requires
estimation  when  no  observable  rates  are  available  (such  as  for  subsidiaries  that  do  not  enter  into
financing transactions) or when they need to be adjusted to reflect the terms and conditions of the
lease (for example, when leases are not in the subsidiary’s functional currency). The Group estimates
the  IBR  using  observable  inputs  (such  as  market  interest  rates)  when  available  and  is  required  to
make certain entity-specific estimates (such as the subsidiary’s stand-alone credit rating).
(i) Contingent liabilities
A  contingent  liability  arises  where  a  past  event  has  taken  place  for  which  the  outcome  will  be
confirmed only by the occurrence or non-occurrence of one or more uncertain events outside of the
control of the Group, or a present obligation exists but is not recognised because it is not probable
that an outflow of resources will be required to settle the obligation.

A provision is made when a loss to the Group is likely to crystallise. The assessment of the existence
of  a  contingency  and  its  likely  outcome,  particularly  if  it  is  considered  that  a  provision  might  be
necessary, involves significant judgment taking all relevant factors into account.

(j) Share-based compensation benefits
Share based compensation benefits are accounted for in accordance with the fair value recognition
provisions of IFRS 2 “Share-based Payment”. As such, share-based compensation expense for equity-
settled share-based payments is measured at the grant date based on the fair value of the award and
is recognised as an expense over the vesting period. The fair value of such share-based awards at the
grant  date  is  measured  using  the  Black  Scholes  pricing  model.  The  inputs  used  in  the  model  are
based  on  management’s  best  estimates  for  the  effects  of  non-transferability,  exercise  restrictions,
behavioural considerations and expected volatility. Please refer to Note 23.

160 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
(k) Consolidation of Cobre San Rafael
Cobre  San  Rafael,  S.L.  is  the  entity  which  holds  the  mining  rights  of  Proyecto  Touro.  The  Group
controls  Cobre  San  Rafael,  S.L.  as  it  is  exposed  to  variable  returns  from  its  involvement  with  the
subsidiary  and  has  the  ability  to  affect  those  returns  through  its  power  over  the  subsidiary.  The
control is proven as: one of the two Directors belongs to the Group and management of the financial
books and the capacity to appoint the key personnel is controlled by Atalaya.

(l) Classification of financial assets
Financial assets are classified, at initial recognition, and subsequently measured at amortised cost,
fair value through OCI, or fair value through profit or loss.

The  Group  and  Company  exercises  judgement  upon  determining  the  classification  of  its financial
assets  upon  considering  whether  contractual  features  including  interest  rate  could  significantly
affect future cash flows. Furthermore, judgment is required when assessing whether compensation
paid or received on early termination of lending arrangements results in cash flows that are not ‘solely
payments of principal and interest (SPPI).

(n) Determining the lease term of contracts with renewal options
The  Group determines  the lease term as the non-cancellable term of the  lease, together with any
periods  covered  by  an  option  to  extend  the  lease  if  it  is  reasonably  certain  to  be  exercised,  or  any
periods covered by an option to terminate the lease, if it is reasonably certain not to be exercised.

The Group has the option, under some of its leases to lease the assets for additional terms of three to
five years. The Group applies judgement in evaluating whether it is reasonably certain to exercise the
option  to renew. That  is, it considers all relevant factors that create an economic  incentive for  it  to
exercise the renewal. After the commencement date, the Group reassesses the lease term if there is
a  significant  event  or  change  in  circumstances  that  is  within  its  control  and  affects  its  ability  to
exercise  (or  not  to  exercise)  the  option  to  renew  (e.g.,  a  change  in  business  strategy).    The  Group
included the renewal period as part of the lease term for leases of plant and machinery due to the
significance of  these assets to its operations.  These leases have a short non-cancellable period (i.e.,
three to five years) and there will be a significant negative effect on production if a replacement is
not readily available. The renewal options for  leases of  motor vehicles were not  included as part of
the lease term because the Group has a policy of leasing motor vehicles for not more than five years
and hence not exercising any renewal options.

161 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
4. Segments

Segments

The  Group  has  only  one  distinct  business  segment,  that  being  mining  operations,  which  include
mineral exploration and development.

Copper concentrates produced by the Group are sold to three offtakers as per the relevant offtake
agreement (Note 30.3).

Geographical areas of operations

The Group’s mining activities are located in Spain. The commercialisation of the copper concentrates
produced in Spain  is carried  out through Cyprus. Sales transactions to related parties are on arm’s
length basis in a similar manner  to  transaction  with third parties. Accounting policies used by the
Group in different locations are the same as those contained in Note 2.

The table below presents an analysis of revenue from external customers based on their geographical
location, determined by the country of establishment of each customer.

Revenue – from external customers

Switzerland

2023

€'000

340,346

2022

€'000

361,846

The table below presents revenues from external customers attributed to the country of domicile of
the Company.

Revenue – from external customers

Cyprus
Spain

2023

€'000

25,712
314,634
340,346

2022

€'000

30,662
331,184
361,846

The geographical location of the specified non-current assets is based on the physical location of the
asset in the case of property, plant and equipment and intellectual property and the location of the
operation to which they are allocated in the case of goodwill.

Non-current assets

Spain

2023

€'000

434,136
434,136

2022

€'000

408,738
408,738

Revenue  represents  the  sales  value  of  goods  supplied  to  customers;  net  of  value  added  tax.  The
following table summarises sales to customers with whom transactions have individually exceeded
10.0% of the Group's revenues.

(Euro 000’s)

Offtaker 1
Offtaker 2
Offtaker 3

2023

2022

Segment

€’000

Segment

Copper
Copper
Copper

80,031
76,688
183,596

Copper
Copper
Copper

€’000

71,839
108,158
181,822

162 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
5. Revenue

THE GROUP

(Euro 000’s)

Revenue from contracts with customers (1)

Fair value gain relating to provisional pricing within sales (2)

Total revenue

2023

344,940

(4,594)

2022

371,303

(9,457)

340,346

361,846

All revenue from copper concentrate is recognised at a point in time when the control is transferred.
Revenue from freight services is recognised over time as the services are provided.

(1)

Included within 2023 revenue there is a transaction price of €9.8 million (€7.6 million in
2022) related to the freight services provided by the Group to the customers arising from
the sales of copper concentrate under CIF incoterm.

(2) Provisional pricing impact represented the change in fair value of the embedded derivative

arising on sales of concentrate.

THE COMPANY

(Euro 000’s)

Sales of services to related companies (Note 30.3)

Dividends

Total revenue

2023

5,012

-

5,012

2022

2,756

55,000

57,756

163 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
6. Expenses by nature

THE GROUP

(Euro 000’s)

Operating costs
Care and maintenance expenditure
Exploration expenses
Employee benefit expense (Note 7)
Compensation of key management personnel (Note 30.2)
Auditors’ remuneration – audit
Other assurance
Other accountants’ remuneration
Consultants’ remuneration
Depreciation of property, plant and equipment (Note 13)
Amortisation of intangible assets (Note 14)
Share option-based employee benefits (Note 23)
Shareholders’ communication expense
On-going listing costs
Legal costs
Public relations and communication development
Rents (Note 27)
Other expenses and provisions
Total

THE COMPANY

(Euro 000’s)

Key management remuneration (Note 30.2)
Auditors’ remuneration – audit
Other accountants’ remuneration
Consultants’ remuneration
Management fees (Note 30.3)
Travel costs
Shareholders’ communication expense
On-going listing costs
Legal costs
Insurances
Other expenses and provisions

Total

2023

2022

208,416
11,511
5,103
25,756
2,230
584
20
385
4,977
33,307
4,493
661
232
521
1,779
711
5,682
314
306,682

246,840
15,603
3,723
24,556
2,189
345
-
138
1,087
29,637
4,482
1,279
305
533
1,469
1,035
5,678
2,038
340,937

2023

605
263
341
1,352
19
5
232
521
1,771
82
631
5,822

2022

540
139
57
224
66
2
305
533
1,258
84
392
3,600

164 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
7. Employee benefit expense

THE GROUP

(Euro 000’s)

Wages and salaries

Social security and social contributions

Employees’ other allowances

Bonus to employees

2023

18,836

6,246

18

656

2022

18,438

5,659

16

443

 Total

25,756

24,556

The average number of employees and the number of employees at year end by office are:

Number of employees

Spain – Full time

Spain – Part time

Cyprus – Full time

Cyprus – Part time

Total

Average

At year end

2023

479

6

1

2

2022

492

4

1

2

2023

476

6

1

2

2022

489

5

1

2

488

499

485

497

THE COMPANY
The company had no employees during the year ended 31 December 2023 and 2022.

8. Finance income

 THE GROUP

(Euro 000’s)

Financial interests

Other received interests

Unwinding of discount on mine rehabilitation provision (Note 26)

Total

THE COMPANY

(Euro 000’s)

Interest income from interest-bearing intercompany loans at fair value
through profit and loss (Note 30.3)
Interest income from interest-bearing intercompany loans at
amortised cost (Note 30.3)

Financial interests

Total

2023

1,501

3,892

-

5,393

2022

244

-

380

624

2023

2022

-

14,087

517

9,157

3,743

36

14,604

12,936

Financial interests relate to interest received on bank balances.

Other  received  interests  mainly  comprise  the  €3.5  million  interest  received  as  a  result  of  the
agreement reached with Astor in May 2023.

165 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
9. Finance costs

THE GROUP

(Euro 000’s)

Interest expense:

Other interest

Interest expense on lease liabilities

Unwinding of discount on mine rehabilitation provision (Note 26)

2023

2022

2,607

1,025

25

690

20

-

3,322

1,045

Other interests include the financing costs related to Astor and Solar plant facilities.

10. Tax

THE GROUP
(Euro 000’s)

Current income tax charge
Deferred tax income relating to the origination of temporary differences
(Note 17)
Deferred tax expense relating to reversal of temporary differences (Note
17)

2023
3,419
(6,852)

2022
3,123
(4,544)

2,863

2,815

(570)

1,394

The tax on the Group’s results before tax differs from the theoretical amount that would arise using
the applicable tax rates as follows:

(Euro 000’s)

Accounting profit before tax

Tax calculated at the applicable tax rates of the Company – 12.5%
Tax effect of expenses not deductible for tax purposes
Tax effect of tax loss for the year
Tax effect of allowances and income not subject to tax
Effect of higher tax rates in other jurisdictions of the group
Tax effect of tax losses brought forward
Deferred tax (Note 17)
Tax (credit)/ charge

THE COMPANY
(Euro 000’s)

Current income tax charge

2023

2022

36,093

4,512
3,290
(1,271)
(4,381)
993
276
(3,989)
(570)

32,320

4,040
1,029
3,819
(7,857)
2,092
-
(1,729)
1,394

2023

2022

579
579

617
617

Tax losses carried forward
As at 31 December 2023, the Group had tax losses carried forward amounting to €6 million from the
Spanish subsidiaries.

166 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
Cyprus

The corporation tax rate is 12.5%. Under certain conditions interest income may be subject to defence
contribution  at  the  rate  of  30%. In  such  cases this  interest will  be  exempt  from  corporation  tax. In
certain cases, dividends received from abroad may be subject to defence contribution at the rate of
17% for 2014 and thereafter. Under current legislation, tax losses may be carried forward and be set
off against taxable income of the five succeeding years.

Companies which do not distribute 70% of their profits after tax, as defined by the relevant tax law,
within two years after the end of the relevant tax year, will be deemed to have distributed as dividends
70% of these profits. Special contribution for defence at 20% for the tax years 2012 and 2013 and 17%
for 2014 and thereafter will be payable on such deemed dividends to the extent that the shareholders
(companies and individuals) are Cyprus tax residents and Cyprus domiciled. The amount of deemed
distribution is reduced by any actual dividends paid out of the profits of the relevant year at any time.
This special contribution for defence is payable by the Company for the account of the shareholders.

Spain

The corporation  tax rate for 2023 and 2022 is 25%. The recent Spanish tax reform approved in 2014
reduced the general corporation tax rate from 30% to 28% in 2015 and to 25% in 2016, and introduced,
among  other  changes,  a  10%  reduction  in  the  tax  base  subject  to  equity  increase  and  other
requirements.  Under  current  legislation,  tax  losses  may  be  carried  forward  and  be  set  off  against
taxable income with no limitation.

11. Earnings per share

The calculation of the basic and diluted earnings per share attributable to the ordinary equity holders
of the Company is based on the following data:

(Euro 000’s)

Parent company

Subsidiaries

Profit attributable to equity holders of the parent

Weighted number of ordinary shares for the purposes of basic earnings per
share (‘000)

Basic earnings per share (EUR cents/share)

Weighted number of ordinary shares for the purposes of diluted earnings
per share (‘000)

 Diluted earnings per share (EUR cents/share)

2023

(6,255)

45,024

38,769

2022

(676)

33,831

33,155

139,880

139,757

27.7

23.7

144,224

142,834

26.9

23.2

At 31 December 2023 there are nil warrants and 4,848,500 options (Note 22) (31 December 2022: nil
warrants and 3,543,500 options) which have been included when calculating the weighted average
number of shares for FY2023.

167 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
12. Dividends

Cash dividends declared and paid during the year:

(Euro 000’s)

Final dividends declared and paid

Interim dividends declared and paid

2023

4,956

6,522

11,478

2022

-

5,099

5,099

Fully paid ordinary shares carry one vote per share and carry the right to dividends.

In March 2023, the Board of Directors proposed a final dividend for 2022 of US$0.0385 per ordinary
share,  which  was  equivalent  to  approximately  3.15  pence  per  share.  Following  the  approval  of
Resolution 10 by the Company's shareholders at its 2023 Annual General Meeting, which took place
on 28 June 2023, the 2022 final dividend was paid on 8 August 2023.

On  9  August  2023,  the  Company’s  Board  of  Directors  declared  an  Interim  Dividend  for  2023  of
US$0.05 per  ordinary share, which is equivalent  to approximately 3.9 pence per  share. The Interim
Dividend was paid on 28 September 2023 using foreign exchange rates announced on 12 September
2023.

A final dividend of US$0.04 per  share has been proposed for approval by shareholders at  the 2024
Annual General Meeting. This would give a total dividend in respect of 2023 of US$0.09 per share.

168 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
13. Property, plant and equipment

(Euro 000’s)

2023

Cost

Land and
buildings

Right
of use
assets
(5)

Plant and
equipment

Assets
under
construction
(3)

Deferred
mining
costs (2)

Other
assets
(1)

Total

At 1 January 2023

80,326 

7,076 

291,335

50,235 

52,358 

36

3,145

-

10

-

-

-

-

6,011

42,149 

11,714 

-

-

21,783

(21,783)

-

-

-

-

-

872

79

-

-

-

482,202

59,782

3,145

-

10

83,517 

7,076 

319,129

70,601 

64,072 

951

545,346

At 1 January 2023

20,454 

1,998 

89,182

Adjustments

-

-

6

Opening adjusted

20,454 

1,998 

89,188

4,248 

533 

24,702 

2,531 

24,359

113,547

- 

-

- 

- 

- 

14,921 

739

127,294

-

14,921 

4,142

19,063 

-

739

25

764

6

127,300

33,307

160,607

58,815 

4,545 

205,582

70,601 

45,009 

187

384,739

65,003 

7,076 

283,346

22,860 

51,667 

801

430,753

2,383

1,727

15,300

103

(4,190)

-

-

-

-

-

1,262

-

6,727

-

-

49,473

691

-

(22,098)

-

-

-

-

-

-

-

-

71

-

-

53,809

1,727

-

103

(4,190)

80,326 

7,076 

291,335

50,235 

52,358 

872

482,202

16,026 

1,546

4,428 

452

20,454 

1,998

67,991

21,191

89,182

- 

- 

- 

11,380 

3,541

14,921 

714

25

739

97,657

29,637

127,294

Additions

Increase in rehab. Provision
(Note 26)

Reclassifications (4)

Advances

31 Dec 2023

Depreciation

Charge for the year

31 Dec 2023

Net book value at 31
December 2023

2022

Cost

1 Jan 2022

Additions

Increase in rehab. provision

Reclassifications

Advances

Write-off

31 Dec 2022

Depreciation

At 1 January 2022

Charge for the year

31 Dec 2022

Net book value at 31 December
2022

59,872 

5,078 

202,153

50,235 

37,437 

133

354,908

(1) Includes motor vehicles, furniture, fixtures and office equipment which are depreciated over 5-10
years.

(2) Stripping costs

(3) Assets under construction at 31 December 2023 amounted  to  €70.6 million (2022: €50.2 million)
which include sustaining capital expenditures, tailings dams project, ELIX plant and solar plant.

169 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
(4) Transfers including sustaining Capex (€20.6 million).

(5) See leases in Note 27.

The Group
The above fixed assets are mainly located in Spain.

THE COMPANY

(Euro 000’s)

2023
Cost
At 1 January 2023
At 31 December 2023

Depreciation
At 1 January 2023
Charge for the year
At 31 December 2023
Net book value at 31 December 2023

2022
Cost
At 1 January 2022
At 31 December 2022
Depreciation
At 1 January 2022
Charge for the year
At 31 December 2022

Net book value at 31 December 2022

Other

assets(1)

Total

15
15

15
-
15
-

15
15

15
-
15

-

15
15

15
-
15
-

15
15

15
-
15

-

(1)

Includes furniture, fixtures and office equipment which were depreciated over 5-10 years.

170 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
14. Intangible assets

THE GROUP

(Euro 000’s)

2023

Cost

On 1 January 2023

Additions

Disposals

At 31 December 2023

Amortisation

On 1 January 2023

Charge for the year

At 31 December 2023

Net book value at 31 December 2023

2022

Cost

On 1 January 2022

Additions

At 31 December 2022

Amortisation

On 1 January 2022

Charge for the year

At 31 December 2022

Net book value at 31 December 2022

Licences, R&D
and Software

Permits (1)

Total

81,255

144

(200)

81,199

27,627

4,453

32,080

49,119

80,358

897

81,255

23,214

4,413

27,627

53,628

8,642

89,897

116

-

260

(200)

8,758

89,957

8,440

40

8,480

278

8,595

47

8,642

8,371

69

8,440

202

36,067

4,493

40,560

49,397

88,953

944

89,897

31,585

4,482

36,067

53,830

(1) Permits also include the mining rights of Proyecto Touro, Masa Valverde and Ossa Morena

The  ultimate recovery  of  balances  carried  forward  in  relation  to  areas  of  interest  or  all such  assets
including  intangibles  is  dependent  on  successful  development,  and  commercial  exploitation,  or
alternatively the sale of the respective areas.

The Group conducts impairment testing in case there is an indicator of impairment. Atalaya assessed
its assets concluding that there are no indicators of impairment for either Proyecto Riotinto or any
other as of 31 December 2023.

171 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
15. Investment in subsidiaries

(Euro 000’s)

THE COMPANY
Opening amount at cost minus provision for impairment
Increase of investment (1) (2) (3)
Closing amount at cost less provision for impairment

2023

2022

74,910
217,225
292,135

64,171
10,739
74,910

The directly owned subsidiaries of the Group, the percentage of equity owned and the main country
of operation are set out below. These interests are consolidated within these financial statements.

Subsidiary companies

Atalaya Touro (UK) Ltd

Date of
incorporation/
acquisition
10 March
2017

Principal
activity

Country of
incorporation

Holding

AMP (1)
EMED Marketing Ltd
Atalaya Financing Ltd (3)

10 Sep 2008
8 Sep 2008 
16 Sep 2020

Holding
Trading
Financing

Effective
proportion
of shares
held in
2023(2)
100%

Effective
proportion
of shares
held in
2022(2)
100%

100%
100%
100%

100%
100%
100%

United
Kingdom
United
Kingdom
Cyprus
Cyprus

(1) €0.7 million related to share-based payment expense (FY2022: €10.8 million).

(2) The effective proportion of shares held as at 31 December 2023 and 2022 remained unchanged.

(3 ) €216.5 million attributable to the transfer of intercompany loans from ATYM to Atalaya Financing
Ltd. through a share capital raise. (FY2022: €nil) (note 19 & 30.4).

16. Investment in joint venture

Company name

Principal activities

Recursos Cuenca Minera
S.L.

Exploitation of tailing
dams and waste areas
resources

Country of
incorporation

Effective proportion of shares
held at 31 December 2015

Spain

50%

In 2012, ARM initiated a 50/50 joint venture with Rumbo to assess and leverage the potential of class
B resources within the tailings dam and waste areas at The Proyecto Riotinto. Pursuant to the joint
venture agreement, ARM served as the operator and reimbursed Rumbo for the expenses linked to
the  classification  application  for  the  Class  B  resources.  ARM  covered  the  initial  expenses  for  a
feasibility study, with a maximum funding limit of €2.0 million. Subsequent costs were shared by the
joint venture partners in accordance with their respective ownership interests.

172 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
The Group’s significant aggregate amounts in respect of the joint venture are as follows:

(Euro 000’s)

Intangible assets

Trade and other receivables

Cash and cash equivalents

Trade and other payables

Net assets

Revenue

Expenses

Net profit/(loss) after tax

17. Deferred tax

31 Dec 2023

31 Dec 2022

94

3

19

(115)

1

-

-

-

94

2

21

(115)

2

-

-

-

Consolidated
statement of
financial position

Consolidated income
statement

(Euro 000’s)

2023

2022

2023

2022

THE GROUP
Deferred tax asset
At 1 January
Deferred tax income relating to the origination of
temporary differences (Note 10)
Deferred tax expense relating to reversal of
temporary differences (Note 10)
At 31 December

7,293

5,564

-

-

6,852

4,544

(6,852)

(4,544)

(2,863)
11,282

(2,815)
7,293

2,863

2,815

Deferred tax income/(expense) (Note 10)

(3,989)

(1,729)

Deferred tax assets are recognised for the carry-forward of unused tax losses and unused tax credits
to the extent that it is probable that taxable profits will be available in the future against which the
unused tax losses/credits can be utilised. The Group held tax losses amounted to €6 million in Spain
(2022: €4.4 million).
18. Inventories

(Euro 000’s)

THE GROUP

Finished products

Materials and supplies

Work in progress

31 Dec 2023

31 Dec 2022

8,416

21,852

3,046

33,314

4,547

31,330

2,964

38,841

As  at  31  December  2023,  copper  concentrate  produced  and  not  sold  amounted  to  6,722  tonnes
(FY2022: 3,529 tonnes). Accordingly, the inventory for copper concentrate was €8.4 million (FY2022:
€4.5  million).  During  the  year  2023  the  Group  recorded  cost  of  sales  amounting  to  €247.3  million
(FY2022: €289.6 million).

Materials  and  supplies  relate  mainly  to  machinery  spare  parts.  Work  in  progress  represents  ore
stockpiles, which is ore that has been extracted and is available for further processing.

173 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
19. Trade and other receivables

(Euro 000’s)

THE GROUP

Non-current trade and other receivables

Deposits

Loans

Prepayments for service contract

Other non-current receivables

Current trade and other receivables

Trade receivables at fair value – subject to provisional pricing

Trade receivables from shareholders at fair value – subject to provisional
pricing (Note 30.5)

Other receivables from related parties at amortised cost (Note 30.4)

Deposits

VAT receivable

Tax advances

Prepayments

Other current assets

Allowance for expected credit losses

Total trade and other receivables

(Euro 000’s)

THE COMPANY

Non-current trade and other receivables

Receivables from own subsidiaries at amortised cost (Note 30.4)

Receivables from own subsidiaries at fair value through profit and loss
(Note 30.4)

2023

2022

307

233

23,476

2,686

26,702

10,110

5,054

56

37

256

-

12,865

3,241

16,362

14,757

12,800

56

37

21,003

28,856

-

5,855

782

42,897

-

9

5,845

1,795

64,155

-

69,599

80,517

2023

2022

227

-

227

245,657

14,247

259,904

Current trade and other receivables

Receivables from own subsidiaries at amortised cost (Note 30.4)

70,797

48,774

Other receivables

Total current trade and other receivables

58

57

70,855

48,831

174 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
Trade receivables are shown net of any interest applied to prepayments. Payment terms are aligned
with offtake agreements and market standards and generally are 7 days on 90% of the invoice and
the remaining 10% at  the settlement date which can vary between 1 to  5 months. The fair value of
trade and other receivables approximate their book values.

Non-current  deposits  included  €250k  (€250k  at  31  December  2022)  as  a  collateral  for  bank
guarantees, which was recorded as restricted cash (or deposit).

The prepayments for the service contract relate to an agreement entered into between the Group
and  Lain  Technologies  Ltd  for  the  construction  of  an  industrial  plant  using  the  E-LIX  technology,
which  is  currently  under  construction  at  Proyecto  Riotinto.  This  technology  system  is  a  newly
developed  electrochemical  extraction  process  that  utilises  singular  catalysts  and  physiochemical
conditions to dissolve the valuable metals contained within sulphide concentrates. Lain Technologies
Ltd.  developed  and  fully owns  the  E-LIX  System. According  to  the  agreement,  once  the  Industrial
Plant at Proyecto Riotinto is operational, the Group will have access to (i) the use of E-LIX Technology
to extract cathodes and (ii) exclusivity in the use of the E-LIX Technology on concentrates extracted
from the Iberian Pyrite Belt for eight years.

20. Other Financial assets

THE GROUP

(Euro 000’s)

Financial asset at fair value through OCI (see (a) below)

Total current

Total non-current

THE COMPANY

(Euro 000’s)

31 Dec 2023

31 Dec 2022

1,131

30

1,101

1,134

33

1,101

31 Dec 2023

31 Dec 2022

Financial asset at fair value through OCI (see (a) below)

Total current

30

30

33

33

a) Financial assets at fair value through OCI

THE GROUP

(Euro 000’s)

At 1 January

Fair value change recorded in equity (Note 23)

At 31 December

THE COMPANY

(Euro 000’s)

At 1 January

Fair value change recorded in equity (Note 23)

At 31 December

175 | Atalaya Mining plc 2023 Annual Report

31 Dec 2023

31 Dec 2022

1,134

(3)

1,131

1,140

(6)

1,134

31 Dec 2023

31 Dec 2022

33

(3)

30

39

(6)

33

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023

Company name

Principal activities

Country of
incorporation

Effective proportion of
shares
held at 31 December 2023

Explotaciones Gallegas
del Cobre SL

KEFI Minerals Plc

Exploration company

Spain

Exploration and
development mining
company listed on AIM

UK

12.5%

0.19%

Prospech Limited

Exploration company

Australia

0.53%

The  Group  decided  to  recognise  changes  in  the  fair  value  through  Other  Comprehensive  Income
(‘OCI’), as explained in Note 2.12.

21. Cash and cash equivalents

THE GROUP

(Euro 000’s)

Unrestricted cash and cash equivalents at Group level

Unrestricted cash and cash equivalents at Operation level

Restricted cash and cash equivalents at Operation level

Consolidated cash and cash equivalents

31 Dec 2023

31 Dec 2022

94,868

26,139

-

121,007

108,550

17,567

331

126,448

Restricted  cash  amounted  at  31  December  2022  to  €0.3  million  was  held  in  escrow,  which
represented funds utilized by  the Company to cover interest payments of €9.6 million on 7 and  8
April 2022 (following the trial in February and March 2022) and €1.1 million on 16 May 2022 to Astor
under the  Master Agreement.  However, due to the  settlement reached with  Astor on 17  May  2023
whereby Astor agreed to repay €3.5 million of interest previously paid to it to finalise the litigation,
the previously restricted cash has now been released and reversed.

Cash and cash equivalents denominated in the following currencies:
(Euro 000’s)

31 Dec 2023

31 Dec 2022

Euro – functional and presentation currency

Great Britain Pound

United States Dollar

THE COMPANY

(Euro 000’s)

Cash at bank and on hand

Cash and cash equivalents denominated in the following

currencies:
Euro – functional and presentation currency

Great Britain Pound

United States Dollar

50,470

52

70,485

121,007

84,146

895

41,407

126,448

31 Dec 2023

31 Dec 2022

58,958

39,472

              36,191

            38,496

                    41

                 879

             22,726

                   97

           58,958

           39,472

176 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
22. Share capital

Authorised

Ordinary shares of Stg £0.075 each*

200,000

15,000

-

15,000

Shares

Share Capital

Share premium

Total

000’s

Stg£’000

Stg£’000

Stg£’000

Issued and fully paid

Issue Date

31 December 2021/1 January
2022

Price
(£)

Details

Shares

Share
Capital

Share
premium

000’s

€'000

€'000

Total

€'000

138,236 

13,447 

315,916

329,363

22-Jan-22

22-Jan-22

22-Jan-22

22-Jan-22

22-Jan-22

23-Jun-22

31-Dec-22

31-Dec-23

1.44

2.015

Exercised share options
(b)

Exercised share options
(b)

2.045

Exercised share options
(b)

1.475

3.09

1.475

Exercised share options
(b)

Exercised share options
(b)

Exercised share options
(a)

314

321

400

451

135

23

28

29

36

42

12

2

512

746

941

754

505

37

540

775

977

796

517

39

139,880

139,880

13,596

13,596

319,411

319,411

333,007

333,007

*  The  Company´s  share  capital  at  31  December  2023  is  139,879,209  ordinary  shares  (139,879,209  in
2022) of Stg £0.075 each.

Authorised capital
The Company’s authorised share capital is 200,000,000 ordinary shares of £0.075 each.

Issued capital

No share issuance has taken place in FY2023.

(a) On 23 June 2022, the Company announced that it has issued 22,500 ordinary shares of 7.5p
in the Company (“Option Shares”) pursuant to an exercise of share options by an employee.
(b) On 26 January 2022, the Company announced that is was notified that PDMRs exercised a
total of 1,350,000 options. Further details (including details of  sales of shares following the
exercise of options) are given in Note 23.

177 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
23. Other reserves

THE GROUP

(Euro 000’s)

At 1 January 2022

Recognition of depletion factor

Recognition of non-distributable reserve

Recognition of distributable reserve

Recognition of share based payments(5)
Change in fair value of financial assets at fair value
through OCI (Note 20)

Share
option
(5)

Bonus
share

Depletion
factor (1)

9,086

208

-

-

-

1,279

-

-

-

-

-

-

24,978

12,800

-

-

-

-

FV
reserve
of
financial
assets at
FVOCI (2)

(1,147)

-

-

-

-

(6)

Non-
distributable
reserve (3)

Distributable
reserve(4)

8,000

11,565

-

316

-

-

-

-

-

2,726

-

-

Total

52,690

12,800

316

2,726

1,279

(6)

At 31 December 2022

10,365

208

37,778

(1,153)

8,316

14,291

69,805

Recognition of share based payments

Change in fair value of financial assets at fair value
through OCI (Note 20)

661

-

-

-

-

-

-

(3)

-

-

-

-

661

(3)

At 31 December 2023

11,026

208

37,778

(1,156)

8,316

14,291

70,463

THE COMPANY

(Euro 000’s)

At 1 January 2022

Recognition of share based payments(5)
Change in fair value of financial assets at fair value through
OCI (Note 20)
At 31 December 2022

Recognition of share based payments
Change in fair value of financial assets at fair value
through OCI (Note 20)
At 31 December 2023

Fair value
reserve of
financial
assets at
FVOCI (2)

Share
option (5)

Bonus
share

9,086

1,279

-

208

(1,147)

-

-

-

(6)

Total

8,147

1,279

(6)

10,365

208

(1,153)

9,420

661

-

-

-

-

(2)

661

(2)

11,026

208

(1,155)

10,079

(1) Depletion factor reserve

During  the  twelve  month  period  ended  31  December  2023,  the  Group  has  recognised  €nil
(FY2022: addition of €12.8 million) as a depletion factor reserve as per the Spanish Corporate Tax
Act.

(2)

Fair value reserve of financial assets at FVOCI
The  Group  decided  to  recognise  changes  in  the  fair  value  of  certain  investments  in  equity
securities in OCI. These changes are accumulated within the FVOCI reserve under equity. The
Group  transfers  amounts  from  this  reserve  to  retained  earnings  when  the  relevant  equity
securities are derecognised.

(3) Non-distributable reserve

As required by the Spanish Corporate Tax Act, the Group classified a non-distributable reserve
of  10%  of  the  profits  generated  by  the  Spanish  subsidiaries  until  the  reserve  is  20%  of  share
capital of the subsidiary.

178 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023

(4) Distributable reserve

The Group reclassified at least 10% of the profit of 2022 to distributable reserves.

(5)

Share options

Details of share options outstanding as at 31 December 2023:

Grant date

Expiry date

Exercise price £

29 May 2019
30 Jun 2020
24 Jun 2021
26 Jan 2022
22 Jun 2022
  22 May 2023

Total

28-May-2024
30 Jun 2030
23 Jun 2031
 25 Jan 2032
30 Jun 2027
21 May 2028

At 1 January 2023
Granted options during the year
Options executed during the year
31 December 2023

2.015
1.475
3.090
4.160
3.575
3.270

Weighted average
exercise price £

2.857
3.270
-
2.968

Share
options
666,500
516,000
1,016,000
120,000
1,225,000
1,305,000
4,848,500

Share
options

3,543,500
1,305,000
-
4,848,500

On  23  May  2023,  the  Company  announced  that  in  accordance  with  the  Company's  Long  Term
Incentive  Plan  2020,  it  granted  1,305,000  share  options  to  Persons  Discharging  Managerial
Responsibilities ("PDMRs") and other employees.

On 23 June 2022, the Company announced  that  it has  issued 22,500 ordinary shares of 7.5p in the
Company (“Option Shares”) pursuant to an exercise of share options by an employee.

On 26 January 2022, the Company announced that is was notified that PDMRs exercised a total of
1,350,000 options.

In  general,  option  agreements  contain  provisions  adjusting  the  exercise  price 
in  certain
circumstances including the allotment of fully paid ordinary shares by way of a capitalisation of the
Company’s reserves, a subdivision or consolidation of the ordinary shares, a reduction of share capital
and offers or invitations (whether by way of rights issue or otherwise) to the holders of ordinary shares.

The  estimated  fair  values  of  the  options  were  calculated  using  the  Black  Scholes  option  pricing
model. The inputs into the model and the results are as follows:

Grant
Date

23 Feb 2017 
29 May 2019

8 July 2019

30 June 2020

23 June 2021

26 January 2022

22 June 2022

22 May 2023

Weighted
average
share price
£

Weighted
average
exercise
price £

Expected
volatility

Expected
life
(years)

Risk
Free
rate

Expected
dividend
yield

Estimated
Fair Value
£

1.440

2.015

2.045

1.475

3.090

4.160

3.575
3.270

1.440 

2.015 

2.045 

1.475 

3.090 

4.160 

3.575 
3.270 

51.8% 

46.9% 

46.9% 

50.32% 

50.91% 

49.18% 

34.12% 

38.15% 

5 

5 

5 

10 

10 

10 

5 

5 

0.6% 

0.8% 

0.8% 

0.3% 

0.7% 

1.149% 

2.748%

4.219% 

Nil 

Nil 

Nil 

Nil 

Nil 

Nil

Nil 

Nil 

0.666

0.66

0.66

0.60

0.81

1.12

0.71

0.88

The  volatility  has  been  estimated  based  on  the  underlying  volatility  of  the  price  of  the  Company’s
shares in the preceding twelve months.

179 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
24. Non-controlling interest

(Euro 000’s)

Opening balance
On acquisition of a subsidiary
Share of total comprehensive income for the year
Closing balance

2023

(6,998)
-
(2,106)
(9,104)

2022

(4,909)
140
(2,229)
(6,998)

The Group has a 10% interest in Cobre San Rafael, S.L. acquired in July 2017 while the remaining 90%
is held by a non-controlling interest (Note 2.3 (b) (1)). The significant financial information with respect
to the subsidiary before intercompany eliminations as at and for the twelve month period ended 31
December 2023 and 2022 is as follows:

 (Euro 000’s)
Non-current assets
Current assets
Non-current liabilities
Current liabilities
Equity
Revenue
Loss for the year and total comprehensive income

Cobre San Rafael, S.L. was established on 13 June 2016.

2023
7,273
601
17,096
697
(9,918)
-
(2,341)

2022
6,976
551
14,478
824
(7,776)
-
(2,477)

25. Trade and other payables

THE GROUP

(Euro 000’s)

Non-current trade and other payables

Other non-current payables

Government grant

Current trade and other payables

Trade payables

Trade payables to shareholders (Note 30.5)

Accruals

VAT payable

Other

THE COMPANY

(Euro 000’s)

Current trade and other payables

Suppliers

Accruals

Payable to own subsidiaries (Note 30.4)

VAT payable

180 | Atalaya Mining plc 2023 Annual Report

31 Dec 2023

31 Dec 2022

2,003

202

2,205

2,000

15

2,015

70,303

84,806

179

3,395

391

1,654

232

3,322

259

1,403

75,922

90,022

31 Dec 2023

31 Dec 2022

477

1,501

-

391

2,369

284

1,034

3,825

259

5,402

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
Other  non-current  payables  are  related  with  the  acquisition  of  Atalaya  Masa  Valverde  SL  formerly
Cambridge Minería España, SL and Atalaya Ossa Morena SLU formerly Rio Narcea Nickel, SL.

Trade payables are mainly for the acquisition of materials, supplies and other services. These payables
do  not  accrue  interest  and  no  guarantees  have  been  granted.  The  fair  value  of  trade  and  other
payables approximate their book values.

The Group’s exposure to currency and liquidity risk related to liabilities is disclosed in Note 3.

Trade payables are non-interest-bearing and are normally settled on 60-day terms.

26. Provisions

(Euro 000’s)

At 1 January 2022
Additions
Reclassification

Used of provision
Reversal of provision
Finance income (Note 8)

At 31 December 2022
Additions
Used of provision
Increase of provision

Finance cost (Note 9)

At 31 December 2023

(Euro 000’s)
Non-Current
Current

Total

Rehabilitation provision

Other
provisions
-
-
1,435

-
-
-

1,435
-
(685)
-

-

750

Legal costs

279
30
-

(10)
(73)
-

226
1
-
-

-

227

Rehabilitati
on costs
26,299
1,033
-

(81)
(3,497)
(380)

23,374
-
(518)
3,145

690

26,691

Total costs

26,578
1,063
1,435

(91)
(3,570)
(380)

25,035
1
(1,203)
3,145
690

27,668

2023
27,234
434

27,668

2022
24,083
952

25,035

Rehabilitation  provision  represents  the  estimated  cost  required  for  adequate  restoration  and
rehabilitation  upon  the  completion  of  production  activities.  These  amounts  will  be  settled  when
rehabilitation is undertaken, generally over the project’s life.

During  2020,  Management  engaged  an  independent  consultant  to  review  and  update  the
rehabilitation  liability. The updated  estimation includes  the expanded capacity of the plant and its
impact on the mining project.

The discount rate used in the calculation of the net present value of the liability as at 31 December
2023 was 3.62% (2022: 3.41%), which is the 15-year Spain Government Bond rate for 2023. An inflation
rate of 1%-5.70% (2022: 1%-5.70%) is applied on annual basis.

The  reserves  for  Proyecto  Riotinto  are  derived  from  the  comprehensive  technical  report  on  the
mineral resources and reserves, titled “Technical Report On the Riotinto Copper Project.” The report,
dated September 2022, supersedes the previous December 2020 reference, offering the latest and
most  accurate  data  available.  It  includes  detailed  assessments  by  qualified  experts,  ensuring  a
reliable foundation for the project’s proven and probable reserves, as well as measured and indicated
resources.

181 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
The expected payments for the rehabilitation work are as follows:

(Euro 000 ’s)

Expected payments for rehabilitation of the mining site,
discounted

Legal provision

Between
1 – 5
Years

Between
6 – 10
Years

More
than 10
years

8,563

3,275

14,853

The Group has been named as defendant in several legal actions in Spain, the outcome of which is
not  determinable  as  at  31  December  2023.  Management  has  reviewed  individually  each  case  and
made  a  provision  of  €227k  (€226k  in  2022)  for  these  claims,  which  has  been  reflected  in  these
consolidated financial statements.

Other provisions

Other provisions are related with the called-up equity holdings of Atalaya Masa Valverde S.L.

27. Leases

(Euro 000’s)

Non-current
Leases

Current
Leases

31 Dec 2023

31 Dec 2022

3,877
3,877

501
501

4,378
4,378

536
536

The  Group  entered  into  lease  arrangements  for  the  renting  of  land  and  a  warehouse  which  are
subject to the adoption of all requirements of IFRS 16 Leases (Note 2.2). The Group has elected not to
recognise right-of-use assets and  lease liabilities for  short-term  leases that have a  lease term of 12
months or less and leases of low-value assets.

Amounts recognised in the statement of financial position and profit or loss

Set out below are the carrying amounts of the Group’s right-of-use assets and lease liabilities and the
movements during the period:

(Euro 000’s)

Right – of-use assets

Lands and
buildings

Vehicles

Laboratory
equipment

As at 1 January 2023
Additions
Depreciation expense
Interest expense
Payments
As at 31 December 2023

5,048
-
(503)
-
-
4,545

-
-
-
-
-
-

30
-
(30)
-
-
-

Total

5,078
-
(533)
-
-
4,545

Lease
liabilities

4,914
-
-
25
(561)
4,378

182 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
The amounts recognised in profit or loss, are set out below:

(Euro 000’s)

As at 31 December

Depreciation expense of right-of-use assets
Interest expense on lease liabilities
Total amounts recognised in profit or loss

Twelve
month ended
31 Dec
2023

Twelve
month ended
31 Dec
2022

(533)
(25)
(558)

(452)
(20)
(472)

The Group recognised rent expense from short-term leases (Note 6).

The duration of the land and building lease is for a period of twelve years. Payments are due at the
beginning of the month escalating annually on average by 1.5%. At 31 December 2023, the remaining
term of this lease is six years. (Note 2)

The  duration  of  the  motor  vehicle  and  laboratory  equipment  lease  was  for  a  period  of  four  years,
payments  are  due  at  the  beginning  of  the  month  escalating  annually  on  average  by  1.5%.  At  31
December 2023, motor vehicle and laboratory equipment lease have been terminated.

Present value of minimum lease payments due

31 Dec 2023

31 Dec 2022

Within one year

2 to 5 years

Over 5 years

€'000

501

1,928

1,949

4,378

€'000

536

1,957

2,421

4,914

Minimum lease payments due

31 Dec 2023

31 Dec 2022

Within one year

2 to 5 years

Over 5 years

(Euro 000’s)
Balance 1 January 2023
Additions
Interest expense
Lease payments
Balance at 31 Dec 2023

Balance at 31 Dec 2023

-
-

Non-current liabilities
Current liabilities

183 | Atalaya Mining plc 2023 Annual Report

€'000

531

2,125

2,285

4,941

€'000

561

2,125

2,818

5,504

Lease liability
4,914
-
25
(561)
4,378

3,877
501
4,378

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
28. Borrowings

(Euro 000’s)

Non-current borrowings

Credit facilities

Current borrowings

Credit facilities

31 Dec 2023

31 Dec 2022

16,131

16,131

50,556

50,556

20,768

20,768

52,595

52,595

The  Group  had  credit  approval  for  unsecured  facilities  totalling  €103.8  million  (€119.3  million  at  31
December 2022). During 2023, Atalaya drew down some of  its existing credit facilities to financing
the construction of 50 MW solar plant (payable amount of €20.0 million at 31 December 2023) and in
2021 to pay the Deferred Consideration.

Borrowing with fixed interest rates range from 1.75% to 2.45% with an average fixed interest rate of
2.00%.  Margins  on  borrowing  with  variable  interest rates, usually  12  months  EURIBOR,  range  from
0.95% to 2.00% with an average margin of 1.25%.

At 31 December 2023, the Group had used €65.3 million of its facilities and had undrawn facilities of
€38.5 million. Non-current borrowings include €1.2 million of an interest-free loan received from the
Ministerio de Ciencia e Innovacion and €0.2 million of accrued interest related to solar plant facilities.

29. Acquisition, incorporation and disposals of subsidiaries

2023
Acquisition and incorporation of subsidiaries
There were no acquisition or incorporation of subsidiaries during the year.
Disposals of subsidiaries
There were no disposals of subsidiaries during the year.
Wind-up of subsidiaries
There were no disposals of subsidiaries during the year.
2022
Acquisition and incorporation of subsidiaries
On 31 January 2022, Atalaya established a new entity, Iberian Polimetal S.L.U.
Disposals of subsidiaries
On 4 January 2022, the subsidiary EMED Mining Spain, S.L. was disposed.
Wind-up of subsidiaries
In 2022 the subsidiary EMED Mining Spain, S.L. was wounded up.

184 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
30. Group information and related party disclosures

30.1 Information about subsidiaries

These audited consolidated financial statements include:

Subsidiary companies

Parent

Principal
activity

Country of
incorporation

Atalaya Touro (UK) Ltd

Atalaya Mining Plc

Holding

Atalaya Financing Ltd

Atalaya MinasdeRiotinto Project (UK)
Ltd
EMED Marketing Ltd

Atalaya Riotinto Minera S.L.U.

Eastern Mediterranean Exploration
and Development S.L.U.
Cobre San Rafael, S.L. (1)

Recursos Cuenca Minera S.L.U.

Fundacion Atalaya Riotinto

Atalaya Servicios Mineros, S.L.U.

Atalaya Masa Valverde S.L.U.

Atalaya Ossa Morena S.L.U. (3)

Iberian Polimetal S.L.U.

Atalaya Mining Plc

Atalaya Mining Plc

Atalaya Mining Plc

Atalaya MinasdeRiotinto
Project (UK) Ltd
Atalaya MinasdeRiotinto
Project (UK) Ltd
Atalaya Touro (UK) Ltd

Atalaya Riotinto Minera
SLU
Atalaya Riotinto Minera
SLU
Atalaya MinasdeRiotinto
Project (UK) Ltd
Atalaya Servicios Mineros,
S.L.U.
Atalaya Servicios Mineros,
S.L.U.
Atalaya Servicios Mineros,
S.L.U.

Financing

Holding

Trading

Production

Dormant

Exploration

Dormant

Trust

Holding

Exploration

Effective
proportion
of shares
held

100%

100%

100%

100%

100%

100%

10%

J-V

100%

100%

100%

United
Kingdom
Cyprus

United
Kingdom
Cyprus

Spain

Spain

Spain

Spain

Spain

Spain

Spain

Exploration

Spain

99.9%

Dormant

Spain

100%

(1) Cobre San Rafael, S.L. is the entity which holds the mining rights of Proyecto Touro. The Group has
control in  the  government, key management and other  key business aspects  of Cobre San  Rafael,
S.L.,  including  one  of  the  two  Directors,  management  of  the  financial  books  and  the  capacity  of
appointment the key personnel (Note 2.3 (b) (1)).

Transactions between Atalaya and Cobre San Rafael are not disclosed as related party interest as they
are fully eliminated as part of the consolidation process (Note 2.3 (b)).

(3) Rio Narcea Nickel, S.L.U. changed its name to Atalaya Ossa Morena, S.L.U on 31 January 2022. In July
2022,  Atalaya  increased  its  ownership  interest  in  Proyecto  Ossa  Morena  to  99.9%,  up  from  51%,
following completion of a capital increase that will fund exploration activities.

185 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
The following transactions were carried out with related parties:

30.2 Compensation of key management personnel
The  total  remuneration  and  fees  of  Directors  (including  executive  Directors)  and  other  key
management personnel was as follows:

The Group

The Company

(Euro 000’s)

Directors’ remuneration and fees
Director’s bonus (1)

Share option-based benefits to Directors
Key management personnel
remuneration (2)
Key management bonus (1)
Share option-based and other benefits
to key management personnel

2023

1,092

322

190

588

221

190

2022

1,028

357

426

571

239

417

2023

605

2022

540

-

-

-

-

-

-

-

-

-

-

2,603

3,038

605

540

(1)  These  amounts  related  to  the  approved  performance  bonus  for  2022  by  the  Board  of  Directors
following  the  proposal  of  the  Remuneration  Committee.  The  2023  estimates  recorded  are  not
included in the table above as this is yet to be approved by the Board of Directors. There is no certainty
or guarantee that the Board of Directors will approve a similar amount for 2023 performance.

(2)  Includes  wages  and  salaries  of  key  management  personnel  of  €568k  (2022:  €551k)  and  other
benefits of €20k (2022: €20k). At 31 December 2023 amounts due to Directors, as from the Group, are
€nil (€nil at 31 December 2022) and €nil (€nil at 31 December 2022) to key management.

At 31 December 2023 amounts due to Directors, as from the Company, are €nil (€nil at 31 December
2022) and €nil (€nil at 31 December 2022) to key management.

Share-based benefits

On  23  May  2023,  the  Company  announced  that  in  accordance  with  the  Company’s  Long  Term
Incentive Plan 2020 which was approved by shareholders at the Annual General Meeting on 28 June
2023,  it had granted 1,305,000 share options, of  which  800,000 to Persons Discharging  Managerial
Responsibilities and 505,000 to other management.

The Options expire on 21 May 2028, five years from the deemed date of grant (22 May 2023), have an
exercise price of 327 pence per ordinary share, being the last mid-market closing price on the grant
date, and vest in three  equal tranches, one third on grant and the balance equally on the first and
second anniversary of the grant date (see note 23).

During 2023 the Directors and key management personnel have not been granted any bonus shares
(2022: nil).

186 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
30.3 Transactions with shareholders and related parties

THE GROUP
(Euro 000’s)

Trafigura Pte Ltd – Revenue from contracts (a)

Gains/(Losses) relating provisional pricing within sales

Impala Terminals Huelva S.L.U. - Port Handling and
Warehousing services (b)

2023

78,723

1,308

80,031

2022

77,005

(5,165)

71,840

2,431

1,824

Related parties - total amounts from contracts

82,462

73,664

(a) Offtake agreement and spot sales to Trafigura

Offtake agreement
In May 2015, the Company agreed terms with key stakeholders in a capitalisation exercise to finance
the re-start of Proyecto Riotinto (the "2015 Capitalisation").

As  part  of  the  2015  Capitalisation,  the  Company  entered  into  offtake  agreements  with  some  of  its
large shareholders, one  of which was Trafigura  Pte Ltd ("Trafigura"), under which the total forecast
concentrate production from Proyecto Riotinto was committed ("2015 Offtake Agreements").

During  2023,  the  company  completed  6  sales  transactions  under  the  terms  of  the  Offtake
Agreements valued at €36.9m (2022: 7 sales valued at €57.7m).

Spot Sales Agreements
Due to various expansions implemented at Proyecto Riotinto in recent years, volumes of concentrate
have been periodically available for sale outside of the Company's various offtake agreements.

In 2023, the Company completed 2 spot sales valued at €43.1m with Trafigura through amendments
to its existing offtake agreement (2022: 2 spot sales valued at €14.2m).

Sales transactions with related parties are at arm’s length basis in a similar manner to transactions
with third parties.

(b) Port Handling and Warehousing services

In September 2015, Atalaya entered into a services agreement with Impala Terminals Huelva S.L.U.
("Impala Terminals") for the handling, storage and shipping of copper concentrates produced from
Proyecto  Riotinto..  The  agreement  covered  total  export  concentrate  volumes  produced  from
Proyecto Riotinto for three years for volumes not committed to Trafigura under its offtake agreement
and for the life of mine for the volumes committed to Trafigura under its offtake agreement.

In September 2018, the Company entered into an amendment to the 2015 Port Handling Agreement,
which included improved financial terms and a five year extension.

As at year end 31 December 2023 and 2022, Impala Terminals was part of the Trafigura Group, under
joint control.

The Company noted that the fees payable to Impala Terminals were not included in the related party
disclosure notes of the  Groups's financial statements in  previous years. During 2023, management
has carried out a reassessment of its relationship with Impala Terminals in accordance with IAS 24
requirements and has concluded that Impala Terminals is a related party of the Group.  The required
disclosures of transactions and balances with Impala Terminals for the year ended 31 December 2023
and 2022 have been included.  These transactions with related parties are at arm’s length basis in a
similar manner to transactions with third parties.

187 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
In December 2023, the Company entered  into an extension of the  service agreement with Impala
Terminals for the handling, storage and  shipping of copper concentrates produced from Proyecto
Riotinto on similar terms  than the  2015 agreement and  the extension  in 2018.  This extension has a
term  of  approximately  five  years  and  covers  the  concentrate  volumes  produced  for  export  from
Proyecto Riotinto that are not already committed to the Trafigura Group under its offtake agreement.

THE COMPANY

(Euro 000’s)

Sales of services (Note 5):

       EMED Marketing Ltd

Atalaya Riotinto Minera SLU

Purchase of services (Note 6):

Atalaya Riotinto Minera SLU

Finance income (Note 8):

2023

2022

2,540

2,472

5,012

(19)

(19)

1,404

1,352

2,756

(66)

(66)

Atalaya Minasderiotinto Project (UK) Ltd – Finance income from interest-bearing
loan:

Credit agreement – at amortised cost

Participative loan – at fair value through profit and loss

Credit facility – at amortised cost

Restructuring loan – at amortised cost

-

-

-

14,087

14,087

989

9,157

1,465

1,289

12,900

30.4 Year-end balances with related parties

THE GROUP
(Euro 000’s)

Current assets - Receivable from related parties (Note 19):

Recursos Cuenca Minera S.L.

Total

31 Dec 2023

31 Dec 2022

56

56

56

56

The above balances bear no interest and are repayable on demand.

THE COMPANY

(Euro 000’s)

31 Dec 2023

31 Dec 2022

Non-current assets – Loan from related parties at FV through profit and loss (Note 19):

Atalaya Masa Valverde SL – Participative Loan (2) (3)

Atalaya Ossa Morena SL – Participative Loan (2) (3)

Atalaya Touro UK Ltd – Participative Loan (2) (3)

-

-

-

-

6,150

3,100

4,997

14,247

188 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023

Non-current assets – Loans and receivables from related parties at amortised cost (Note
19):
Atalaya MinasdeRiotinto Project (UK) Ltd – Restructuring Loan (1)

-

245,258

Atalaya MinasdeRiotinto Project (UK) Ltd – Group cost sharing

227

227

399

245,657

Current assets – Loans and receivables from related parties at amortised cost (Note 19):

Atalaya Riotinto Minera SLU - Group cost sharing

EMED Marketing Ltd  - Group cost sharing

EMED Marketing Ltd (2)

Atalaya Touro (UK) Ltd (2)

Atalaya MinasdeRiotinto Project (UK) Ltd

Atalaya Financing Ltd

3,824

3,686

15,390

1,654

45,000

1,243

70,797

1,352

664

-

1,650

45,000

108

48,774

(1)

(2)

This  balance  bears  interest  of  EURIBOR  12month  plus  3.  50%.  The  Participative  loan  was
cancelled  on  30  November  2022.  The  Group  signed  on  1  December  2022  a  new  Loan
Restructuring Agreement for the amount due of the Participative Loan bearing a EURIBOR
12month plus 3.50% interest and maturing on 30 November 2028. On 29 December 2023, the
loan with a remaining balance of €195 million was transferred to Atalaya Financing Limited
in exchange for share capital raised (Note 15).
This balance bears no interest.

(3) On 29 December 2023, these loans with remaining balances of €21.3 million were

transferred to Atalaya Financing Limited in exchange for share capital raised (Note 15).

THE COMPANY
(Euro 000’s)
Payable to related party (Note 25):
EMED Marketing Ltd

31 Dec 2023

31 Dec 2022

-
-

3,825
3,825

The above balances bear no interest and are repayable on demand.

30.5 Year-end balances with shareholders and their joint ventures

(Euro 000’s)

31 Dec 2023

31 Dec 2022

Receivable from shareholder (Note 19)

Trafigura Pte. Ltd
 – Debtor balance- subject to provisional pricing

Payable from joint venture of shareholder (Note 25)

Impala Terminals Huelva S.L.U. - Payable balance

5,054

5,054

(179)

(179)

12,800

12,800

(232)

(232)

The above debtor balance arising from the agreements between Trafigura and Impala (Note 30.3),
bear no interest and is repayable on demand.

189 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
31. Contingent liabilities

Judicial and administrative cases

In  the  normal  course  of  business,  the  Group  may  be  involved  in  legal  proceedings,  claims  and
assessments. Such matters are subject to many uncertainties, and outcomes are not predictable with
assurance. Legal fees for such matters are expensed as incurred and the Group accrues for adverse
outcomes as they become probable and estimable.

32. Commitments

There are no minimum exploration requirements at Proyecto Riotinto. However, the Group is obliged
to pay local land taxes which currently are approximately €235,000 per year in Spain and the Group
is required to maintain the Riotinto site in compliance with all applicable regulatory requirements.

In 2012, ARM entered into a 50/50 joint venture with Rumbo to evaluate and exploit the potential of
the class B resources in the tailings dam and waste areas at Proyecto Riotinto (mainly residual gold
and silver in the old gossan tailings). Under the joint venture agreement, ARM will be the operator of
the joint venture, will reimburse Rumbo for the costs associated with the application for classification
of the Class B resources and will fund the initial expenditure of a feasibility study up to a maximum
of €2.0 million. Costs are then borne by the joint venture partners in accordance with their respective
ownership interests.

33. Significant events

The events in Ukraine from 24 February 2022 are having an impact on the global economy, but the
full implications cannot yet be predicted.

Recent  events in Israel since  October 2023 have had an  effect on the global  economy, causing an
increase in oil prices, disruptions to transport and logistics, rising freight costs and uncertain delivery
schedules.

The  financial consequences  of  the  current  crisis  on  the  global  economy  and  business  activity  as  a
whole cannot be estimated with any reasonable degree of certainty at this stage.













On 12 January 2023, the Company was notified that Allianz Global Investors GmbH,
shareholder of the Company, decreased its voting rights from 4.93% to 3.98%.

On 20 February 2023, Atalaya announced a voluntary delisting of its ordinary shares
from the TSX which was effective from the closing of trading on 20 March 2023.

On 23 February 2023, Atalaya announced the results from a new PEA for the Cerro
Colorado, San Dionisio and San Antonio deposits at its Proyecto Riotinto operation
in Spain.

On  28  March  2023,  Atalaya  announced  that  Proyecto  Masa  Valverde  was  granted
the  Unified  Environmental  Authorisation  AAU  by  the  Junta  de  Andalucía.  On  26
January 2022, executed certain options by PDMRs;.

On 23 May 2023, the Company announced that in accordance with the Company's
Long  Term  Incentive  Plan  2020,  it  granted  1,305,000  share  options  to  PDMR  and
other employees.

On 26 June 2023, the Company announced that the Ontario Securities Commission,
as principal regulator, granted Atalaya's request to cease to be a reporting issuer in
the Canadian Jurisdictions.

190 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023























On 10 July 2023, a PMDR sold 250,000 ordinary shares.

Following the approval of Resolution 10 by the Company's shareholders at its 2023
Annual General Meeting, which took place on 28 June 2023, the 2022 Final Dividend
of US$0.0385 per ordinary share was paid on 8 August 2023.

On 9 August 2023, the Company’s Board of Directors declared an Interim Dividend
for  2023  of  US$0.05  per  ordinary  share,  which  is  equivalent  to  approximately  3.9
pence per share. The Interim Dividend was paid on 28 September 2023 using foreign
exchange rates announced on 12 September 2023.

On  10  October  2023,  Atalaya  announced  that  a  PDMR  purchased  5,000  ordinary
shares.

On 13 November 2023, Atalaya announced its intention to apply for the Company's
ordinary shares to be admitted to the premium listing segment of the Official List
maintained by  the FCA and to trading on  the London Stock  Exchange plc's main
market for listed securities.

On 14 November 2023, Atalaya announced its intention to re-domicile the Company
by transferring its registered office from the Republic of Cyprus to the Kingdom of
Spain.

On 17 November 2023, the Company was notified that BlackRock, Inc., shareholder
of the Company, decreased its voting rights from 4.03% to 3.99%. On 18 December
2024 the Company was notified that BlackRock, Inc. increased its voting rights from
3.99% to 4.01%.

On 12 December 2023, the Company hosted a 2023 Extraordinary General Meeting
in London to approve the re-domiciliation.

On 14 December 2023, The Company announced that it entered into an extension
of  the  service  agreement  with  Impala  Terminals  for  the  handling,  storage  and
shipping of copper concentrates produced from Proyecto Riotinto.

On 20 December 2023, the Company was notified that Ithaki Limited., a shareholder
of the Company, acquired 6.02% of the voting rights.

On 21 December 2023, Atalaya announced that in relation to its application to the
FCA  to  admission  of  its  Ordinary  Shares  to  the  premium  listing  segment  of  the
Official List and to  trading on  the main  market for listed securities of the London
Stock Exchange’s, as announced on 13 November 2023, the Company has continued
to progress the application process and admission remains subject to a number of
conditions including the approval of a prospectus by the FCA.

191 | Atalaya Mining plc 2023 Annual Report

Notes to the Consolidated and Company Financial
Statements
for the year ended 31 December 2023
34. Events after the reporting period





On  10  January  2024,  Atalaya  paid  €0.7m  following  the  acquisition  of  the  Masa
Valverde  polymetallic  project  after  receiving  the  exploitation  permits  and
restoration plan.

On 9 February 2024, Atalaya announced that it issued 20,000 ordinary shares of 7.5p
in the Company pursuant to an exercise of share options by a former employee.

192 | Atalaya Mining plc 2023 Annual Report

Shareholders information

Glossary of Terms

The following definitions and terms are used throughout this Annual Report.

Currency abbreviations
US$ / USD or $
$000
$m
£
£000
£m
€ / EUR
€000 / €k
€m
€nil
FY2023
FY2022

US Dollars
Thousand US dollars
Million US Dollars
Sterling Pound
Thousand Sterling Pounds
Million Sterling Pounds
Euro
Thousand Euros
Million Euros
Zero Euros
Twelve month period ended 31 December 2023
Twelve month period ended 31 December 2022

Definitions and conversion table
lb
Oz
‘000 m³
t
DMT
‘000 tonnes
1 Kilogramme/ (kg)
1000 Kilogrammes/ (´000 kg) 
1 Kilometre (km)
1 troy ounce
Ha
ft

Pound
Troy ounce
Thousand cubic metres
Tonne
Dry Metric Tonne
Thousand metric tonnes
2.2046 pounds
2,204.6 pounds
0.6214 miles
31.1 grams
Hectare
Foot

Chemical Symbols
Cu
Ag
Au
Fe

Copper
Silver
Gold
Iron

193 | Atalaya Mining plc 2023 Annual Report

Shareholders information

Business, Finance and Accounting
AAU
Atalaya or the Company

Atalaya Group or Group
AC
AGM
AIM
AISC
AMV
AR
ARM

Autorización Ambiental Unificada (Unified Environmental Declaration)
Atalaya Mining Plc, a company incorporated in Cyprus under the Companies
law, cap. 113
Atalaya Mining Plc and its subsidiaries
Audit Committee
Annual General Meeting
Alternative Investment Market of the London Stock Exchange
All In Sustaining Cost
Atalaya Masa Valverde, S.L.
Annual Report
Atalaya Riotinto Minera, S.L.U.

AMP

Atalaya Minasderiotinto Project (UK) Limited

Articles
ATYM
Average head grade
BoD or Board of Directors
CAPEX
Cash Cost
CEO
C. Eng
CFO
COO
COF
CIF
CIT
CIP
CGU
CGNCC
Code of Conduct
Cont.
CSR
Directors
EBITDA
ECL
EeA
EGC
EGM
EIR
E-LIX
EMED TARTESSUS
Etc.
EU
FCA
FIFO
Financial statements
FOB
FV
FVOCI
FVPL
FY
GAAP
Group
H1, H2
IAS
ie.

The articles of association of Atalaya Mining Plc.
Atalaya Mining Plc
Average ore grade fed into the mill, expressed in % of weight
The Board of Directors of the Company
Capital Expenditure
The cost to produce one pound of copper
Chief Executive Officer
Chartered Engineer
Chief Financial Officer
Chief Operational Officer
Cost of Freight
Cost Insurance and Freight
Corporate Income Tax
Carriage and Insurance paid to
Cash Generating Unit
Corporate Governance, Numeration and Compensation Committee
Atalaya’s Code of Business Conduct and Ethics
Continued
Cobre San Rafael S.L.
The Directors of Atalaya for the reporting period
Earnings Before Interest Tax Depreciation and Amortisation
Expected Credit Loss
Ecologistas en Accion
Explotaciones Gallegas del Cobre S.L.
Extraordinary General Meeting
Effective Interest Rate Method
E-LIX System
Eastern Mediterranean Exploration & Development TARTESSUS S.L.
Et cetera
European Union
Financial Conduct Authority
First In First Out
Consolidated and company financial statements of Atalaya Mining Plc.
Free on Board
Fair Value
Fair Value Through Other Comprehensive Income
Fair Value Through Profit or Loss
Fiscal year
Generally Accepted Accounting Policies
Atalaya Mining plc and its subsidiaries
Six month periods ending 30th June and 31st December
International Accounting Standards
Id est (explanatory information)

194 | Atalaya Mining plc 2023 Annual Report

Shareholders information

IFRS
Impala Terminals
IPO
JdA
KPI´s
LDC
LIBOR

International Financial Reporting Standards
Impala Terminals Huelva S.L.U.
Initial Public Offering
Junta de Andalucía
Key Performance Indicators
Louis Dreyfus Company
The British Bankers’ Association Interest Settlement Rate for the relevant
currency

LITFR
Ltd.
LLC
LP
LOM
London Stock Exchange / LSE 
MBA
n.a.
NED´s
NGC
NPV
Nr
OCI
Ordinary Shares
PDMR
PEA
Phase I
Ph.D.
PRC
PFS
Plc.
POM
PP&E
P&L
P&P reserves
Q1, Q2, Q3, Q4

QCA
QP
RC
RNN
SIC
Shareholders
SL
SLU
SC
TSX
UK Corporate Governance Code 

United Kingdom or UK
United States or US

UOP
VAT
WC
XGC
Mining terms

Lost Injury Time Frequency Rate
Limited
Limited Liability Company
Limited partnership
Life of mine
London Stock Exchange plc
Master’s in Business Administration
Not available
Non-Executive Directors
Nomitation and Governance Committee
Net Present Value
Number
Other Comprehensive Income
Ordinary Shares of 10 pence each in the capital of the Company
Persons Discharging Managerial Responsibilities
Preliminary Economic Assessment
The first phase of an industrial-scale plant that utilises the E-LIX System
Doctor of Philosophy
Physical Risk Committee
Pre-Feasibility Study
Public limited company
Proyecto Ossa Morena
Plant, property and equipment
Profit and Loss
Proven and Probable reserves
Three month periods ending 31st March, 30th June, 30th September and 31st
December
Quoted Companies Alliance
Quotation Period
Remuneration Committee
Rio Narcea Nickel, S.L.
Standard Interpretations Committee which was endorsed by the IAS
 Holders of Ordinary Shares
 Sociedad Limitada (private limited company)
 Sociedad Limitada Unipersonal (limited partnership)
Sustainability Committee
Toronto Stock Exchange
the 2018 UK Corporate Governance Code published by the Financial Reporting
Council, as amended from time to time
the United Kingdom of Great Britain and Northern Ireland
the United States of America, its territories and possessions, any state of the
United States of America and the District of Columbia
Unit of Production
Value Added Tax
Working Capital
Yanggu Xiangguang Copper Co. Ltd

195 | Atalaya Mining plc 2023 Annual Report

Average head grade
Concentrate

Contained copper

Grade

Mtpa
NI 43-101

Open pit

Ore body
P&P Reserves
Stripping

Tailings

TC/RC
VTEM
3D

Shareholders information

Average ore grade fed into the mill, expressed in % of weight
A fine powdery product of the milling process containing a high percentage of
valuable metal
Represents total copper in a mineral reserve before reduction to account for
tonnes not able to be recovered by the applicable metallurgical process
The amount of metal in each tonne of ore, expressed as a percentage of valuable
metal
Million tonnes per annum
National Instrument 43-101, standard of disclosure for mineral projects according
to Canadian guidelines
A mine where the minerals are mined entirely from the surface. Also referred to
as open-cut or open-cast mine
A sufficiently large amount of ore that can be mined economically
Proven and Probable reserves
Removal of overburden or waste rock overlying an ore body in preparation for
mining by open pit methods
Materials left over after the process of separating the valuable fraction from the
uneconomic fraction of an ore
Treatment Charge and Refinement Charge
Versatile Time Electomagnetic Mapping
Three Dimensional

196 | Atalaya Mining plc 2023 Annual Report

Shareholders information

Shareholder Enquiries

Board of Directors:

Roger Davey (*)

Alberto Lavandeira
Jesus Fernandez
Dr. Hussein Barma
Neil Gregson
Stephen Scott
Kate Harcourt

Non-Independent Non-executive Chair

Managing director and CEO
Non-executive director
Independent Non-executive director
Independent Non-executive director
Independent Non-executive director
Independent Non-executive Director

(*) Roger Davey is not considered independent for the purposes of the UK Corporate Governance Code as

he has served on the Board for more than nine years from the date of his first appointment.

Corporate brokers

Canaccord Genuity Limited
88 Wood Street
London EC2V 7QR
+44 (0)20 7523 4500

BMO Capital Markets
100 Liverpool Street
London, EC2M 2RH
+44 (0) 20 7236 1010

Peel Hunt LLP
100 Liverpool Street
London, EC2M 2AT
+44 (0)20 7418 8900

NOMAD

Canaccord Genuity Limited
88 Wood Street
London EC2V 7QR
+44 (0)20 7523 4500

Investor Relations

Michael Rechsteiner
Hamilton House
1 Temple Avenue
London EC4Y 0HA
+34 959 59 28 50

Public Relations

Elisabeth Cowell
Newgate Communications
Sky Light City Tower
50 Basinghall Street
London EC2V 5DE
+44 (0)20 7680 6550

197 | Atalaya Mining plc 2023 Annual Report

Shareholders information

Registrars

Cymain registrars Ltd.
26 Vyronos Avenue
1096 Nicosia, Cyprus

Depositary / transfer agent

United Kingdom

Computershare Investor Services Plc.
The Pavilions
Bridgwater
Bristol BS13 8AE
+44 (0) 370 702 0000

Company secretary:

Inter Jura CY (Services) Limited
1 Lampousa Street,
1095 Nicosia, Cyprus
+357 22 777000

Group Auditor:

Ernst & Young Cyprus Ltd
Jean Nouvel Tower,
6 Stasinos Avenue,
P.O.Box 21656,
1511, Nicosia, Cyprus
+357 22 209999

Registered office:

1 Lampousa Street,
1095 Nicosia, Cyprus
+357 22442705

198 | Atalaya Mining plc 2023 Annual Report