Atlantic Sapphire
Annual Report 2016

Plain-text annual report

ASA Gold and Precious Metals Limited Annual Report and Financial Statements November 2016 86957_00_Covers.indd 3 1/19/17 3:55 PM Cover photograph by Jim Van Gundy 86957_00_Covers.indd 4 1/19/17 3:55 PM 86957_01_ASA_AR.qxp 1/19/17 3:49 PM Page 1 ASA Gold and Precious Metals Limited Annual Report and Financial Statements November 30, 2016 Table of Contents Letter to shareholders 2 Forward-looking statements 4 Performance returns 5 Certain investment policies and restrictions 6 Report of independent registered public accounting firm 6 Schedules of investments 7 Portfolio statistics 9 Principal portfolio changes 9 Statements of assets and liabilities 10 Statements of operations 11 Statements of changes in net assets 12 Notes to financial statements 13 Financial highlights 18 Certain tax information for U.S. shareholders 19 Dividend reinvestment and stock purchase plan 19 Privacy notice 20 Results of proposals presented at the annual general meeting of shareholders 21 Proxy voting 21 Form N-Q 21 Common shares repurchased 21 Board of directors and officers 22 Other information 23 1 86957_01_ASA_AR.qxp 1/19/17 3:49 PM Page 2 Letter to Shareholders Several of the themes that we outlined in the past few years continued to have a strong influence on the gold price in 2016. The strength of the U.S. dollar and U.S. economic environment, the U.S. Federal Reserve (the “Fed”) activities and the health of leading world economies all impacted investor demand for gold in 2016. In early 2016, we saw a rapid increase in the gold price to a high of $1,366 on the back of dovish Fed actions and concerns about global economic growth and stability. During the last few months of 2016, the gold price retreated to end the fiscal year at $1,178 in response to surprising U.S. election results, positive U.S. economic news and hawkish Fed intentions. Investor activity, both via ETFs and the physical metal, were the primary source of demand for gold during the last year and we believe that these investors and, subsequently, the price of gold, will continue to be influenced by U.S. and global economic indicators. For the fiscal year ended November 30, 2016, ASA Gold and Precious Metals Limited (“ASA” or the “Company”) reported a total return of 51.9% based on its net asset value (“NAV”), including reinvested dividends, compared with a total return of 57.9% for the FTSE Gold Mines Total Return Index (the “FTGMI”). ASA’s broader diversification across marketcap and metals, as com- pared to FTGMI, negatively affected the performance of the Company. The total return for the fiscal year, based on ASA’s share price, was 51.5%. The gold price increased 10.9% during the one year period ending November 30, 2016. At fiscal year-end, total net assets of ASA were $243.2 million, an $82.5 million improvement from the $160.7 million total net assets at fiscal year-end 2015. The aver- age expense ratio improved to 1.26% during the 2016 fiscal year from 1.64% during fiscal year 2015 as a result of the increase in asset values and a decrease in ASA’s operating expenses. Investment income generated by dividends declined by 27.3% during fiscal year 2016. While gold mining industry cash flow has improved due to significant cost reductions over the last few years, cash flow continued to be deployed for debt repayment and towards explo- ration and development. Even with a rise in prices, we believe it will be a while before a meaningful increase in dividend distributions. The discount at which ASA’s shares traded in the mar- ket fluctuated during the fiscal year from a high of 17.1% to a low of 4.4% and ended the fiscal year at 14.3%. The Board of Directors monitors the Company’s share price and discount to NAV on an ongoing basis and has, in the past, authorized tender offers and created a Share Repurchase Program. At present, the Board does not believe that either a tender offer or share repurchases would benefit shareholders, or accomplish a meaningful narrowing of the discount. The Industry Slowly Improves The last twelve months have witnessed a slow, but steady improvement in the financial health of the gold mining industry. Senior gold producers continued to shed 2 non-core assets in an effort to streamline operations and improve balance sheets. Companies generally used cash generated from asset sales and operations to pay off their near term and most expensive debt. Net debt of the top 10 senior gold mining companies decreased by 34% from the end of 2014 through Q3 2016. We believe that companies are finding their current debt loads more man- ageable and are beginning to look at other uses for cash, such as exploration, acquisitions and dividends. Chart 1: Net Debt of Senior Gold Mining Companies s n o i l l i M $30,000 $25,000 $20,000 $15,000 $10,000 $5,000 $0 2011 2012 2013 2014 2015 Q3 2016 Source: ASA, Bloomberg The improving financial position of the industry comes at a time when many large gold mining companies face a future of declining gold production. Gold production of the top 10 senior gold producers is expected to decline by 13% from 2015 to 2020, according to RBC Capital Markets. In addition, development capital spending declined by 90% from its peak in Q4 2012 as gold miners postponed investments in large, long lived assets due to the combination of lower returns and a higher cost of cap- ital. The underinvestment in exploration and development and the divestiture of assets over the past four years has left gold mining companies with few opportunities for prof- itable, organic production growth. We anticipate that the senior and mid-tier mining companies will not only ramp up exploration and development spending in the coming years, but must also look externally to acquire producers, developers or exploration companies that can boost their production and cash flow profiles. Portfolio Changes Over the past two years, ASA has built positions in development companies that we believe could be the target of acquisitions for some of the senior and mid-tier companies seeking growth. We believe these high quality companies offer attractive returns in the current environment. During the second half of 2016, ASA acquired a posi- tion in Roxgold Inc., a small single asset producer with a strong management team and an asset that has the potential to grow over time. Roxgold’s Yaramoko project in Burkina Faso is a high-grade underground operation with good margins that recently declared commercial pro- 86957_01_ASA_AR.qxp 1/19/17 3:49 PM Page 3 duction. The strong economics and exploration potential at Yaramoko make Roxgold an attractive investment opportunity. Pretium Resources Inc. was another new investment for ASA during the second half of 2016. Pretium is com- pleting the development of its high-grade, underground Brucejack project in British Columbia. Once in full pro- duction in 2018, the project is anticipated to produce over 400 thousand ounces a year at very attractive production costs. As the project continues to be de-risked and moves towards production, we anticipate an increase in the share price to trade in line with producing peers. Earlier stage exploration projects remain attractive opportunities for companies looking to improve their pro- duction profile 5 to 10 years out. In April 2016, one of ASA’s investments, Amara Mining plc, was purchased for a 38% premium by Perseus Mining Limited. Amara’s exploration success on the Yaoure project in Cote d’Ivoire attracted Perseus, who plans to have the asset in pro- duction by 2020. Chart 2: Holdings by Stage of Development Liquid Assets, 1.1% Royalty, 9.3% Developer, 6.5% Junior, 12.8% Senior, 52.9% Mid, 17.4% As of fiscal year-end 2016 Source: ASA In 2016, new and additional investments were made in Asanko Gold Inc., Integra Gold Corp., TMAC Resources Inc., MAG Silver Corp., Atlantic Gold Corporation and Lydian International Limited to increase the Company’s exposure to the junior and developer seg- ments of the industry. Capital for these investments was reallocated from larger producers that were either out- sized in the portfolio or facing certain headwinds. ASA believes that these investments in developers and junior producers continue to have strong return potential. ASA also made significant adjustments to its invest- ments in the platinum and palladium sector in 2016. Early in the year we sold our investments in Anglo American Platinum Limited and Impala Platinum Holdings Limited, and in the second half of the year we exited our invest- ment in the ETFS Physical Palladium Shares and ETFS Physical Platinum Shares. Much of the capital from these sales was redeployed into Stillwater Mining Company. Stillwater has done an excellent job of cutting costs and we believed that its risk and return profile made it a more optimal investment for platinum and palladium exposure. Subsequent to the end of the fiscal year, Stillwater received a take-over offer from Sibanye Gold Limited at a 23% premium. The transaction is expected to close during the first half of 2017. Chart 3: Investment Holdings by Sector Australian Gold Miners 8.3% Liquid assets 1.1% Channel Island Gold Miners 9.2% United States Gold Miners 14.7% Platinum Miners 2.3% Diamond Miners 4.3% Silver Miners 1.4% Latin American Miners 3.2% South African Gold Miners 6.2% Canadian Gold Miners 49.2% As of fiscal year-end 2016 Source: ASA We appreciate the support of both the Board of Directors and our shareholders over the past year. Shareholders are encouraged to contact us directly with any questions that they may have either through the com- pany website at www.asaltd.com or by calling us directly at 1-800-432-3378. David Christensen President, Chief Executive Officer and Chief Investment Officer January 17, 2017 Copies of financial reports for ASA Gold and Precious Metals Limited, as well as its latest net asset value, may be requested from ASA Gold and Precious Metals Limited, 400 S. El Camino Real, Suite 710, San Mateo, CA (650) 376-3135 or (800) 432-3378, and may be found on the Company’s website (www.asaltd.com). We would like to call to your attention the availability of the Dividend Reinvestment and Stock Purchase Plan. See page 19 of this report for information on how shareholders can par- ticipate in this plan. * * * * * * The Annual General Meeting of Shareholders will be held on Thursday, March 16, 2017 at 10:00 a.m. EST at the offices of K&L Gates LLP, 599 Lexington Avenue, 32nd Floor, New York, New York, USA. We look forward to your attendance. 3 86957_01_ASA_AR.qxp 1/19/17 3:49 PM Page 4 Forward-Looking Statements This shareholder letter includes forward-looking state- ments, which involve known and unknown risks, uncer- tainties and other factors that may cause the actual results, levels of activity, performance or achievements of the Company, or industry results, to be materially dif- ferent from any future results, levels of activity, perform- ance or achievements expressed or implied by such forward-looking statements. The Company’s actual per- formance or results may differ from its beliefs, expecta- tions, estimates, goals and projections, and consequently, investors should not rely on these forward- looking statements as predictions of future events. Forward-looking statements are not historical in nature and generally can be identified by words such as “believe,” “anticipate,” “estimate,” “expect,” “intend,” “should,” “may,” “will,” “seek,” or similar expressions or their negative forms, or by references to strategy, plans, goals or intentions. The absence of these words or refer- ences does not mean that the statements are not for- ward-looking. The Company’s performance or results can fluctuate from month to month depending on a variety of factors, a number of which are beyond the Company’s control and/or are difficult to predict, including without lim- itation: the Company’s investment decisions, the perform- ance of the securities in its investment portfolio, economic, political, market and financial factors, and the prices of gold, platinum and other precious minerals that may fluctuate substantially over short periods of time. The Company may or may not revise, correct or update the forward-looking statements as a result of new informa- tion, future events or otherwise. The Company concentrates its investments in the gold and precious minerals sector. This sector may be more volatile than other industries and may be affected by movements in commodity prices triggered by interna- tional monetary and political developments. The Company is a non-diversified fund and, as such, may invest in fewer investments than that of a diversified port- folio. The Company may invest in smaller-sized compa- nies that may be more volatile and less liquid than larger more established companies. Investments in foreign securities, especially those in the emerging markets, may involve increased risk as well as exposure to currency fluctuations. Shares of closed-end funds frequently trade at a discount to net asset value. All performance informa- tion reflects past performance and is presented on a total return basis. Past performance is no guarantee of future results. Current performance may differ from the perform- ance shown. This shareholder letter does not constitute an offer to sell or solicitation of an offer to buy any securities. 4 86957_01_ASA_AR.qxp 1/19/17 3:49 PM Page 5 Performance Returns Fiscal Year Total Returns 120% 100% 80% 60% 40% 20% 0% -20% -40% -60% 102.0% 101.2% NAV Share Price 19.0% 19.2% 29.1% 16.6% -4.6% -13.7% -24.2% -22.4% -42.1% -43.9% -41.1% -45.6% 51.9% 51.5% -11.1% -15.7% -27.2% -33.0% 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 Best Quarter (NAV): Q2 2009 44.18% Worst Quarter (NAV): Q4 2008 -36.19% Average Annual Total Returns For the periods ended November 30, 2016 1 Year 3 Year 5 Year 10 Year ASA Gold and Precious Metals – NAV 51.86% -0.58% -16.52% -4.94% ASA Gold and Precious Metals – Share Price 51.50% -5.07% -17.12% -5.03% FTSE Gold Mines Total Return Index (1) 57.92% 0.93% -17.90% -5.04% The performance data quoted represent past performance and do not indicate future results. Current performance may be lower or higher than the performance data quoted. For more current performance data, please visit http://www.asaltd.com/investor-information/factsheets. The results shown in the table reflect the reinvestment of income dividends and other distributions, if any. The results do not reflect the effect of taxes a shareholder would pay on Company distributions or on the sale of the Company’s common shares. The investment return and market price will fluctuate and shares of the Company’s common shares may trade at prices above or below NAV. The Company’s common shares, when sold, may be worth more or less than their original cost. (1)The FTSE Gold Mines Total Return Index encompasses all gold mining companies that have a sustainable, attributable gold production of at least 300,000 ounces a year and that derive 51% or more of their revenue from mined gold. Please note that the Index is unmanaged, and does not take into account any fees and expenses or any tax consequences of investing in the individual securities that it tracks and one cannot invest directly in the index. The Company does not attempt to replicate the index. The index generally does not reflect investments in other precious metals companies (e.g., silver, platinum, and diamonds) in which the Company invests. Data about the performance of this index are prepared or obtained by Management and include reinvestment of all income dividends and other distributions, if any. The Fund may invest in securities not included in the index and generally does not invest in all securities included in the index. For more complete information about the Company, please call us directly at 1-800-432-3378, or visit the Company’s website at www.asaltd.com. 5 86957_01_ASA_AR.qxp 1/19/17 3:49 PM Page 6 Certain Investment Policies and Restrictions The following is a summary of certain of the Company’s investment policies and restrictions and is subject to the more complete statements contained in documents filed with the Securities and Exchange Commission. The concentration of investments in a particular industry or group of industries. It is a fundamental pol- icy (i.e., a policy that may be changed only by share- holder vote) of the Company that at least 80% of its total assets be (i) invested in common shares or securities convertible into common shares of companies engaged, directly or indirectly, in the exploration, mining or process- ing of gold, silver, platinum, diamonds or other precious minerals, (ii) held as bullion or other direct forms of gold, silver, platinum or other precious minerals, (iii) invested in instruments representing interests in gold, silver, plat- inum or other precious minerals such as certificates of deposit therefor, and/or (iv) invested in securities of investment companies, including exchange traded funds, or other securities that seek to replicate the price move- ment of gold, silver or platinum bullion. Com pli ance with the percentage limitation relating to the concentration of the Company’s investments will be measured at the time of investment. If investment opportunities deemed by the Company to be attractive are not available in the types of securities referred to in the preceding paragraph, the Company may deviate from the investment policy out- lined in that paragraph and make temporary investments of unlimited amounts in securities issued by the U.S. Govern ment, its agencies or instrumentalities or other high quality money market instruments. The percentage of voting securities of any one issuer that the company may acquire. It is a non-fun- damental policy (i.e., a policy that may be changed by the Board of Directors) of the Company that the Company shall not purchase a security if, at the time of purchase, more than 20% of the value of its total assets would be invested in securities of the issuer of such security. Report of Independent Registered Public Accounting Firm made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of November 30, 2016, by correspondence with the cus- todian and brokers. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Company, as of November 30, 2016 and November 30, 2015, and the results of its operations and the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. TAIT, WELLER & BAKER LLP Philadelphia, Pennsylvania January 17, 2017 To the Board of Directors and Shareholders ASA Gold and Precious Metals Limited We have audited the accompanying statements of assets and liabilities of ASA Gold and Precious Metal Limited (the “Company”) including the schedules of invest ments, as of November 30, 2016 and November 30, 2015, and the related statements of operations and the statements of changes in net assets for each of the two years in the period then ended, and the financial high- lights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assur- ance about whether the financial statements and finan- cial highlights are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circum- stances, but not for the purpose of expressing an opin- ion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and dis- closures in the financial statements, assessing the accounting principles used and significant estimates 6 86957_01_ASA_AR.qxp 1/19/17 3:49 PM Page 7 Schedules of Investments November 30, 2016 and November 30, 2015 2016 2015 _______________________________ __________________________________ Percent Percent Shares/ of Net Shares/ of Net Name of Company Warrants Value Assets Warrants Value Assets Common Shares Gold and Silver Investments Gold mining, exploration, development and royalty companies Australia Newcrest Mining Limited, (1) 1,215,000 $17,222,625 7.1% 1,215,000 $9,732,150 6.1% Perseus Mining Limited, (2) 7,067,700 2,945,532 1.2 — — — 20,168,157 8.3 9,732,150 6.1 Canada Agnico Eagle Mines Limited 475,000 19,498,750 8.0 539,300 14,264,485 8.9 Alacer Gold Corp., (2) — — — 918,200 1,766,166 1.1 Alamos Gold Inc. 600,000 3,817,816 1.6 600,000 1,823,217 1.1 Argonaut Gold Inc., (2) — — — 430,000 399,072 0.2 Asanko Gold Inc., (2) 1,425,000 4,994,977 2.1 850,000 1,278,722 0.8 Atlantic Gold Corporation – 144A, (2)(3) 3,000,000 1,987,051 0.8 — — — B2Gold Corp., (2) 1,594,338 3,856,217 1.6 1,594,338 1,742,185 1.1 Barrick Gold Corporation 1,275,000 19,150,500 7.9 1,375,000 10,092,500 6.3 Belo Sun Mining Corp., (2) 2,600,000 1,238,372 0.5 2,600,000 437,841 0.3 Centerra Gold Inc. — — — 200,000 1,086,745 0.7 Detour Gold Corporation, (2) 450,000 5,733,423 2.4 300,000 3,123,269 1.9 Eldorado Gold Corporation, (4) 650,000 1,781,000 0.7 650,000 1,989,000 1.2 Franco-Nevada Corporation 160,000 9,291,360 3.8 185,000 8,887,920 5.5 Goldcorp Inc. 932,400 12,298,356 5.1 932,400 11,011,644 6.9 Guyana Goldfields Inc., (2) 857,300 3,509,079 1.4 579,100 1,278,606 0.8 Integra Gold Corp., (2) 4,250,000 1,992,632 0.8 — — — Kinross Gold Corporation, (2) 800,000 2,632,000 1.1 1,000,000 1,920,000 1.2 New Gold Inc., (2) 500,000 1,790,000 0.7 600,000 1,326,000 0.8 OceanaGold Corporation 1,054,013 2,925,853 1.2 1,054,013 2,035,292 1.3 Pretium Resources Inc., (2) 300,000 2,622,000 1.1 — — — Primero Mining Corp., (2) — — — 200,000 454,000 0.3 Roxgold Inc., (2) 2,523,400 2,478,893 1.0 — — — Semafo Inc., (2) 900,000 2,739,451 1.1 700,000 1,650,326 1.0 Tahoe Resources Inc., (5) 708,200 6,804,243 2.8 — — — TMAC Resources Inc., (2) 26,500 307,658 0.1 — — — TMAC Resources Inc. – 144A, (2)(3) 185,000 2,147,801 0.9 185,000 844,622 0.5 Torex Gold Resources Inc., (2) 280,000 4,192,603 1.7 2,800,000 2,472,869 1.5 Torex Gold Resources Inc. – 144A, (2)(3) 125,000 1,871,698 0.8 1,250,000 1,103,959 0.7 119,661,731 49.2 70,988,440 44.2 Channel Islands Lydian International Limited, (2) 1,780,000 390,787 0.2 — — — Lydian International Limited – 144A, (2)(3) 6,879,300 1,510,303 0.6 — — — Randgold Resources Limited – ADRs 282,100 20,277,348 8.3 297,100 18,004,260 11.2 22,178,437 9.1 18,004,260 11.2 Peru Compañia de Minas Buenaventura S.A.A. – ADRs, (1) 699,000 7,807,830 3.2 799,000 3,787,260 2.4 South Africa AngloGold Ashanti Limited, (2) 898,420 9,828,715 4.0 823,420 5,269,888 3.3 Gold Fields Limited 1,029,577 3,160,801 1.3 1,029,577 2,604,830 1.6 Sibanye Gold Limited 1,029,577 2,138,946 0.9 1,029,577 1,356,468 0.8 15,128,462 6.2 9,231,186 5.7 United Kingdom Amara Mining plc, (2) — — — 5,000,000 534,488 0.3 Amara Mining plc – 144A, (2)(3) — — — 4,135,000 442,022 0.3 — — 976,510 0.6 United States Newmont Mining Corporation 695,368 22,557,738 9.3 695,368 12,801,725 8.0 Royal Gold, Inc. 190,000 13,231,600 5.4 210,000 7,549,500 4.7 35,789,338 14.7 20,351,225 12.7 Total gold mining, exploration, development and royalty companies (Cost $204,987,454 – 2016, $208,926,336 – 2015) 220,733,956 90.8 133,071,030 82.8 Silver mining, exploration and development companies Canada MAG Silver Corp., (2) 275,000 3,409,615 1.4 — — — Tahoe Resources Inc., (5) — — — 708,200 6,228,089 3.9 Total silver mining, exploration and development companies (Cost $2,007,500 – 2016, $4,751,868 —2015) 3,409,615 1.4 6,228,089 3.9 Total gold and silver investments (Cost $206,994,954 – 2016, $213,678,204 – 2015) $224,143,571 92.2% $139,299,119 86.7% The notes to financial statements form an integral part of these statements. 7 86957_01_ASA_AR.qxp 1/19/17 3:49 PM Page 8 Schedules of Investments (continued) November 30, 2016 and November 30, 2015 2016 2015 _______________________________ __________________________________ Percent Percent Shares/ of Net Shares/ of Net Name of Company Warrants Value Assets Warrants Value Assets Platinum and Palladium Investments Platinum and palladium mining companies South Africa Anglo American Platinum Limited, (2) — $        — —% 135,100 $1,870,116 1.2% Impala Platinum Holdings Limited, (2) — — — 572,400 1,252,693 0.8 — — 3,122,809 1.9 United States Stillwater Mining Company, (2) 375,000 5,636,250 2.3 150,000 1,404,000 0.9 Exchange traded funds ETFS Palladium Trust, (2) — — — 70,000 3,671,500 2.3 ETFS Platinum Trust, (2) — — — 22,500 1,802,700 1.1 — — 5,474,200 3.4 Total platinum and palladium investments (Cost $4,672,638 – 2016, $10,287,755 – 2015) 5,636,250 2.3 10,001,009 6.2 Diamond Mining, Exploration and Development Companies Bermuda Petra Diamonds Limited (4) 1,000,000 2,061,154 0.8 1,000,000 965,842 0.6 Canada Dominion Diamond Corporation — — — 50,000 412,500 0.3 Stornoway Diamond Corporation – 144A, (2)(3) 9,698,550 7,289,972 3.0 7,857,200 4,880,979 3.0 Stornoway Diamond Corporation, (2) 1,389,500 1,044,426 0.4 1,639,500 1,018,475 0.6 8,334,398 3.4 6,311,954 3.9 Total diamond mining, exploration and development companies (Cost $10,222,660 – 2016, $9,549,559 – 2015) 10,395,552 4.3 7,277,797 4.5 Diversified Mineral Resources Companies United States Freeport-McMoRan Inc., (4) — — — 315,000 2,576,700 1.6 Total diversified mineral resources companies (Cost $0 – 2016, $10,318,843 – 2015) — — 2,576,700 1.6 Total common shares (Cost $221,890,252 – 2016, $243,834,361 – 2015) 240,175,373 98.7 159,154,625 99.0 Warrants Diamond Mining, Exploration and Development Companies Canada Stornoway Diamond Corporation, C$0.90 Warrants, 07/08/2016 – 144A, (2)(3) — — — 3,928,600 132,316 0.1 Stornoway Diamond Corporation, C$0.90 Warrants, 07/08/2016, (2) — — — 819,750 27,609 0.0 Total diamond mining, exploration and development companies (Cost $0 – 2016, $511,408 – 2015) — — 159,925 0.1 Gold and Silver Investments Gold mining, exploration, development and royalty companies Channel Islands Lydian International Limited, C$0.36 Warrants, 11/27/2017, (2) 585,000 30,476 0.0 — — — Lydian International Limited, C$0.36 Warrants, 11/27/2017 – 144A, (2)(3) 5,159,475 268,783 0.1 — — — 299,258 0.1 — — Total gold mining, exploration, development and royalty companies (Cost $260,780 – 2016, $0 – 2015) 299,258 0.1 — — Total warrants (Cost $260,780 – 2016, $511,408 – 2015) 299,258 0.1 159,925 0.1 Total investments (Cost $222,151,032 – 2016, $244,345,769 – 2015), (6) 240,474,631 98.9 159,314,550 99.1 Cash, receivables, and other assets less liabilities 2,754,655 1.1 1,429,218 0.9 Net assets $243,229,286 100.0% $160,743,768 100.0% (1) Non-income producing security in 2015 only. (2) Non-income producing security. (3) Restricted security. (4) Non-income producing security in 2016 only. (5) Due to recent acquisitions made by Tahoe Resources Inc., the security is reclassified to Gold mining, exploration, development and royalty companies industry in 2016 from Silver mining, exploration, development companies industry in 2015. (6) Cost of investments shown approximates adjusted basis for U.S. federal income tax purposes, determined in accordance with U.S. federal income tax principles. Gross unrealized appreciation of investments and gross unrealized depreciation of investments at November 30, 2016 were $66,711,586 and $48,387,987, respectively, resulting in net unrealized appreciation on investments of $18,323,599. Gross unrealized appreciation of investments and gross unrealized depreciation of investments at November 30, 2015 were $28,951,517 and $113,982,735, respectively, resulting in net unrealized depreciation on investments of ($85,031,218). ADR – American Depository Receipt. May not total due to independent rounding. The notes to financial statements form an integral part of these statements. 8 86957_01_ASA_AR.qxp 1/19/17 3:49 PM Page 9 Portfolio Statistics (unaudited) November 30, 2016 and November 30, 2015 Geographic Breakdown* 2016 2015 Australia 8.3% 6.1% Bermuda 0.8% 0.6% Canada 54.0% 52.1% Channel Islands 9.2% 11.2% Peru 3.2% 2.4% South Africa 6.2% 7.7% United Kingdom 0.0% 0.6% United States 17.0% 18.5% Cash 1.1% 0.9% ______ ______ 100.0% 100.0% * Geographic breakdown, which is based on company domiciles, is expressed as a percentage of total net assets including cash. May not total due to independent rounding. Principal Portfolio Changes in Shares for the Years Ended (unaudited) November 30, 2016 and November 30, 2015 2016 2015 Investments Increase Decrease Increase Decrease Agnico Eagle Mines Limited 64,300 60,000 Alacer Gold Corp. 918,200 Alamos Gold Inc. 350,000 Amara Mining plc, (1) 5,000,000 Amara Mining plc – 144A, (1)(2) 4,135,000 4,135,000 Anglo American plc 200,000 Anglo American Platinum Limited 135,100 85,000 AngloGold Ashanti Limited 75,000 230,226 Argonaut Gold Inc. 430,000 Asanko Gold Inc. 575,000 850,000 Atlantic Gold Corporation – 144A, (2) 3,000,000 AuRico Metals Inc., (3) 197,865 197,865 Barrick Gold Corporation 100,000 25,000 Centerra Gold Inc. 200,000 425,000 Compañia de Minas Buenaventura S.A.A 100,000 Detour Gold Corporation 150,000 50,000 Dominion Diamond Corporation 50,000 50,000 ETFS Palladium Trust 70,000 ETFS Platinum Trust 22,500 Franco-Nevada Corporation 25,000 40,000 Freeport-McMoRan Inc. 315,000 50,000 Goldcorp Inc. 35,000 Guyana Goldfields Inc. 278,200 579,100 Harmony Gold Mining Company Limited 400,000 Impala Platinum Holdings Limited 572,400 200,000 Integra Gold Corp. 4,250,000 Kinross Gold Corporation 200,000 Lydian International Limited, (4) 1,780,000 Lydian International Limited – 144A, (2)(5) 6,879,300 Lydian International Limited, C$0.36 Warrants, 11/27/2017, (4) 585,000 Lydian International Limited, C$0.36 Warrants, 11/27/2017 – 144A, (2)(5) 5,159,475 MAG Silver Corp. 275,000 New Gold Inc. 100,000 Newcrest Mining Limited 100,000 Newmont Mining Corporation 75,000 OceanaGold Corporation, (6) 1,054,013 Perseus Mining Limited (1) 9,317,700 2,250,000 Perseus Mining Limited, A$0.44 Warrants, 04/18/2019, (1)(2) 3,105,900 3,105,900 Pretium Resources Inc. 300,000 Primero Mining Corp. 200,000 Randgold Resources Limited – ADRs 15,000 72,500 Romarco Minerals Inc., (6) 1,373,500 1,373,500 Romarco Minerals Inc. – 144A, (2)(6) 3,000,000 3,000,000 Royal Gold, Inc. 20,000 45,000 45,000 Roxgold Inc. 2,523,400 Semafo Inc. 200,000 700,000 Stillwater Mining Company 225,000 150,000 Stornoway Diamond Corporation – 144A, (2) 4,591,350 2,750,000 Stornoway Diamond Corporation 250,000 Stornoway Diamond Corporation, C$0.90 Warrants, 07/08/2016 819,750 Stornoway Diamond Corporation, C$0.90 Warrants, 07/08/2016 – 144A, (2) 3,928,600 TMAC Resources Inc. – 144A, (2) 185,000 TMAC Resources Inc. 26,500 (1) Perseus Mining Limited acquired Amara Mining plc on April 22, 2016 for 0.68 Perseus Mining Limited shares plus 0.34 Perseus Mining Limited, A$0.44 Warrants, 4/18/2019 per 1 Amara Mining plc share. (2) Restriced security. (3) Position received as a result of a merger between Alamos Gold Inc. and AuRico Gold Inc. (4) On April 5, 2016 and May 17, 2016 ASA purchased 300,000 and 480,000 Lydian International Limited Subscription Receipts respectively. Each subscription receipt consisted of 1 share of Lydian International Limited and 0.75 Lydian International Limited, C$0.36 Warrants, 11/27/2017. The subscription receipts were split into their individual pieces on May 26, 2016. (5) On March 10, 2016 ASA purchased 6,879,300 Lydian International Limited Subscription Receipts – 144A. Each subscription receipt consisted of 1 share of Lydian International Limited – 144A and 0.75 Lydian International Limited, C$0.36 Warrants, 11/27/2017 – 144A. The subscription receipts were split into their individual pieces on May 26, 2016. (6) OceanaGold Corporation acquired Romarco Minerals Inc. on October 6, 2015 for 0.241 OceanaGold share per 1 Romarco share. 9 86957_01_ASA_AR.qxp 1/19/17 3:49 PM Page 10 Statements of Assets and Liabilities November 30, 2016 and 2015 2016 2015 Assets Investments, at value Cost $221,151,032 in 2016 $244,345,769 in 2015 $159,314,550 4,278,766 2,750,612 $240,474,631 Cash Foreign currency, at value Cost $148 in 2016 $0 in 2015 144 — Dividends receivable, net of withholding taxes payable 74,860 87,461 Other assets 191,553 197,032 Total assets Liabilities $245,019,954 $162,349,655 Accrued affiliate expenses $ 772,047 Accounts payable and accrued liabilities 162,199 198,411 Due to broker 250,027 — Liability for retirement benefits due to current and future retired directors 580,868 635,429 $ 797,574 Total liabilities Net assets Common shares $1 par value $ 1,790,668 $243,229,286 $ 1,605,887 $160,743,768 Authorized: 40,000,000 shares Issued and Outstanding: 19,289,905 shares $ 19,289,905 Share premium (capital surplus) 1,372,500 1,372,500 Undistributed net investment income (loss) 9,792,914 12,566,762 Undistributed net realized gain (loss) from investments 313,722,363 329,028,365 Undistributed net realized gain (loss) from foreign currency transactions (119,271,990) (116,482,514) Net unrealized appreciation (depreciation) on investments 18,323,599 (85,031,219) Net unrealized gain (loss) on translation of assets and liabilities in foreign currency (5) (31) $ 19,289,905 Net assets Net asset value per share $243,229,286 $ 12.61 $160,743,768 $ 8.33 The closing price of the Company’s shares on the New York Stock Exchange was $10.81 and $7.16 on November 30, 2016 and November 30, 2015, respectively. The notes to financial statements form an integral part of these statements. 10 86957_01_ASA_AR.qxp 1/19/17 3:49 PM Page 11 Statements of Operations For the years ended November 30, 2016 and 2015 2016 2015 Investment income Dividend income (net of withholding taxes of $297,372 and $475,153 respectively, and ADR fees of $5,742 and $6,792, respectively) $ 1,655,641 Interest income — 2,872 $ 1,203,807 Total investment income 1,203,807 1,658,513 Expenses Shareholder reports and proxy expenses 95,898 97,229 Directors’ fees and expenses 241,803 238,417 Retired directors’ fees 90,000 90,000 Investment research 1,103,113 1,079,960 Administration and operations 1,062,874 1,151,111 Fund accounting 163,076 163,076 Transfer agent, registrar and custodian 97,804 97,570 Legal fees 156,944 151,811 Audit fees 55,000 55,000 Professional fees – other 1,000 1,000 Insurance 165,581 168,201 Dues and listing fees 25,000 25,000 Depreciation expense 2,527 2,527 Total expenses 3,260,620 3,320,902 Change in retirement benefits due to directors (54,561) 50,623 Net expenses 3,206,059 3,371,525 Net investment income (loss) (2,002,252) (1,713,012) Net realized and unrealized gain (loss) from investments and foreign currency transactions Net realized gain (loss) from investments Proceeds from sales 30,132,790 20,786,203 Cost of securities sold 45,438,792 18,287,021 Net realized gain (loss) from investments (15,306,002) 2,499,182 Net realized gain (loss) from foreign currency transactions Investments (2,788,206) (4,021,823) Foreign currency (1,270) (51) Net realized gain (loss) from foreign currency transactions (2,789,476) (4,021,874) Net increase (decrease) in unrealized appreciation (depreciation) on investments Balance, beginning of period (85,031,219) (27,982,287) Balance, end of period 18,323,599 (85,031,219) Net increase (decrease) in unrealized appreciation (depreciation) on investments 103,354,818 (57,048,932) Net unrealized gain (loss) on translation of assets and liabilities in foreign currency 26 (31) Net realized and unrealized gain (loss) from investments and foreign currency transactions 85,259,366 (58,571,655) Net increase (decrease) in net assets resulting from operations $ 83,257,114 $(60,284,667) The notes to financial statements form an integral part of these statements. 11 86957_01_ASA_AR.qxp 1/19/17 3:49 PM Page 12 Statements of Changes in Net Assets For the years ended November 30, 2016 and 2015 2016 2015 Net investment income (loss) $ (1,713,012) Net realized gain (loss) from investments (15,306,002) 2,499,182 Net realized gain (loss) from foreign currency transactions (2,789,476) (4,021,874) Net increase (decrease) in unrealized appreciation (depreciation) on investments 103,354,818 (57,048,932) Net unrealized gain (loss) on translation of assets and liabilities in foreign currency 26 (31) $ (2,002,252) Net increase (decrease) in net assets resulting from operations 83,257,114 (60,284,667) Dividends paid/payable From net investment income (771,596) (771,596) Net increase (decrease) in net assets 82,485,518 (61,056,263) Net assets, beginning of year 160,743,768 221,800,031 Net assets, end of year (including undistributed net investment income of $9,792,914 as of November 30, 2016 and $12,566,762 as of November 30, 2015) $ 243,229,286 $160,743,768 The notes to financial statements form an integral part of these statements. 12 86957_01_ASA_AR.qxp 1/19/17 3:49 PM Page 13 Notes to Financial Statements Years ended November 30, 2016 and 2015 1. Organization ASA Gold and Precious Metals Limited (the “Company”) is a closed-end investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”), and was organized as an exempted limited liability company under the laws of Bermuda. 2. Investment objective and strategy The Company is a non-diversified, closed-end, internally managed fund that seeks long-term capital appreciation primarily through investing in companies engaged in the exploration for, development of projects or mining of precious metals and minerals. It is a fundamental policy of the Company that at least 80% of its total assets must be (i) invested in common shares or securities convertible into common shares of companies engaged, directly or indirectly, in the exploration, mining or processing of gold, silver, platinum, diamonds or other precious minerals, (ii) held as bullion or other direct forms of gold, silver, platinum or other precious minerals, (iii) invested in instruments representing interests in gold, silver, platinum or other precious minerals such as certificates of deposit therefor, and/or (iv) invested in securities of invest- ment companies, including exchange traded funds, or other securities that seek to replicate the price movement of gold, silver or platinum bullion. The Company employs bottom-up fundamental analysis and relies on detailed primary research including meetings with company executives, site visits to key operating assets, and proprietary financial analysis in making its investment decisions 3. Summary of significant accounting policies The following is a summary of the significant accounting policies: A. Security valuation The net asset value of the Company generally is determined as of the close of regular trading on the New York Stock Exchange (the “NYSE”) or the Toronto Stock Exchange (the “TSX”), whichever is later, on the date for which the val- uation is being made (the “Valuation Time”). Portfolio securities listed on U.S. and foreign stock exchanges generally are valued at the last reported sale price as of the Valuation Time on the exchange on which the securities are pri- marily traded, or the last reported bid price if a sale price is not available. Securities traded over the counter are valued at the last reported sale price or the last reported bid price if a sale price is not available. Securities listed on foreign stock exchanges may be fair valued based on significant events that have occurred subsequent to the close of the foreign markets. Securities for which current market quotations are not readily available are valued at their fair value as determined in good faith by, or in accordance with procedures approved by, the Company’s Board of Directors. If a security is valued at a “fair value,” that value may be different from the last quoted price for the security. Various factors may be reviewed in order to make a good faith determination of a security’s fair value. These factors include, but are not lim- ited to, the nature of the security; relevant financial or business developments of the issuer; actively traded similar or related securities; conversion rights on the security; and changes in overall market conditions. Where the Company holds securities listed on foreign stock exchanges and American Depository Receipts (“ADRs”) representing these securities are actively traded in U.S. markets, the securities normally are fair valued based on the last reported sales price of the ADRs. The difference between cost and market value is reflected separately as net unrealized appreciation (depreciation) on investments. The net realized gain or loss from the sale of securities is determined for accounting purposes on the identified cost basis. B. Restricted securities At November 30, 2016 and November 30, 2015, the Company held investments in restricted securities of 6.20% and 4.61% of net assets, respectively, valued in accordance with procedures approved by the Company’s Board of Directors as follows: 13 86957_01_ASA_AR.qxp 1/19/17 3:49 PM Page 14 Notes to Financial Statements (continued) Years ended November 30, 2016 and 2015 Restricted Securities November 30, 2016 Shares/ Value Acquisition Warrants Cost Issuer Per Unit Value Date ________ _________ ________________________________ _______ _________ ______________ 1,841,350 $1,490,038 Stornoway Diamond Corporation – 144A $ 0.75 $ 1,384,062 06/21/2016 6,879,300 1,269,275 Lydian International Limited – 144A 0.22 1,510,303 05/26/2016 5,159,475 234,540 Lydian International Limited, C$0.36 Warrants, 11/27/2017 – 144A 0.05 268,783 05/26/2016 3,000,000 1,402,306 Atlantic Gold Corporation – 144A 0.66 1,987,051 05/09/2016 185,000 898,101 TMAC Resources, Inc. – 144A 11.61 2,147,801 06/26/2015 7,857,200 4,641,822 Stornoway Diamond Corporation – 144A 0.75 5,905,910 07/08/2014 125,000 1,351,000 Torex Gold Resources, Inc. – 144A 14.97 1,871,698 01/22/2014 Restricted Securities November 30, 2015 Shares/ Value Acquisition Warrants Cost Issuer Per Unit Value Date ________ _________ ________________________________ _______ _________ ______________ 185,000 $  898,101 TMAC Resources, Inc. – 144A $4.57 $ 844,622 06/26/2015 4,135,000 1,008,461 Amara Mining plc – 144A 0.11 442,022 02/10/2015 7,857,200 4,641,822 Stornoway Diamond Corporation – 144A 0.62 4,880,979 07/08/2014 3,928,600 415,686 Stornoway Diamond Corporation, C$0.90 Warrants, 7/08/2016 – 144A 0.03 132,316 07/08/2014 1,250,000 1,351,000 Torex Gold Resources, Inc. – 144A 0.88 1,103,959 01/22/2014 C. Fair value measurement In accordance with U.S. GAAP, fair value is defined as the price that the Company would receive to sell an investment or pay to transfer a liability in a timely transaction with an independent buyer in the principal market, or in the absence of a principal market the most advantageous market for the investment or liability. U.S. GAAP establishes a three- tier hierarchy to distinguish between (1) inputs that reflect the assumptions market participants would use in pricing an asset or liability developed based on market data obtained from sources independent of the reporting entity (observable inputs) and (2) inputs that reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing an asset or liability developed based on the best information available in the cir- cumstances (unobservable inputs) and to establish classification of fair value measurements for disclosure purposes. Various inputs are used in determining the value of the Company’s investments. The inputs are summarized in the three broad levels listed below. Level 1 – unadjusted quoted prices in active markets for identical investments Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, credit risk, etc.) Level 3 – significant unobservable inputs (including the Company’s own assumptions in determining the fair value of investments) The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. The following is a summary of the inputs used as of November 30, 2016 and November 30, 2015 in valuing the Company’s investments at fair value: 14 86957_01_ASA_AR.qxp 1/19/17 3:49 PM Page 15 Notes to Financial Statements (continued) Years ended November 30, 2016 and 2015 Investment in Securities Measurements at November 30, 2016 Description (1) Level 1 Level 2 Level 3 Total ______ ______ ______ ____ Common Shares Gold and Silver Investments Gold mining, exploration, development and royalty companies $180,866,017 $39,867,939 $ — $220,733,956 Silver mining, exploration and development companies 3,409,615 — — 3,409,615 Platinum and Palladium Investments Platinum and palladium mining companies 5,636,250 — — 5,636,250 Diamond Mining, Exploration and Development Companies 3,105,579 7,289,972 — 10,395,552 ___________ ___________ ___________ ___________ Total Common Shares 193,017,461 47,157,911 — 240,175,373 Warrants Gold mining, exploration, development and royalty companies 30,476 268,783 — 299,258 ___________ ___________ ___________ ___________ Total Investments $193,047,937 $47,426,694 $ — $240,474,631 ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ Transfers into and out of levels are recognized at the end of the period. During the year ended November 30, 2016, there were no transfers into and out of Levels 1, 2, and 3. (1) See schedules of investments for country classifications. May not total due to independent rounding. Investment in Securities Measurements at November 30, 2015 Description (1) Level 1 Level 2 Level 3 Total ______ ______ ______ ____ Common Shares Gold and Silver Investments Gold mining, exploration, development and royalty companies $111,717,091 $21,353,939 $ — $133,071,030 Silver mining, exploration and development companies 6,228,089 — — 6,228,089 Platinum and Palladium Investments Platinum and palladium mining companies 4,526,809 — — 4,526,809 Exchange traded funds 5,474,200 — — 5,474,200 Diamond Mining, Exploration and Development Companies 2,396,818 4,880,979 — 7,277,797 Diversified Mineral Resources Companies 2,576,700 — — 2,576,700 ___________ ___________ ___________ ___________ Total Common Shares 132,919,707 26,234,918 — 159,154,625 Warrants Diamond Mining, Exploration and Development Companies 27,609 132,316 — 159,925 ___________ ___________ ___________ ___________ Total Investments $132,947,316 $26,367,234 $ — $159,314,550 ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ Transfers into and out of levels are recognized at the end of the period. During the year ended November 30, 2015, there were no transfers into and out of Levels 1, 2, and 3. (1) See schedules of investments for country classifications. May not total due to independent rounding. D. Foreign Currency Translation Portfolio securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at the rate of exchange reported one hour after the Valuation Time. Purchases and sales of investment securities and income and expense items denominated in foreign currencies are translated into U.S. dollar amounts on the respective dates of such transactions. The Company separately reports the effect of changes in foreign exchange rates from changes in market prices of securities held. The resulting net foreign currency gain or loss is 15 86957_01_ASA_AR.qxp 1/19/17 3:49 PM Page 16 Notes to Financial Statements (continued) Years ended November 30, 2016 and 2015 included on the Statements of Operations. Realized foreign currency gains or losses arise from sales of foreign cur- rencies, currency gains or losses realized between the trade and settlement dates on securities transactions, fluctu- ation in exchange rates between the initial purchase date and subsequent sale date on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Company’s books and the U.S. dollar equivalent of the amounts actually received or paid. E. Securities Transactions and Investment Income During the year ended November 30, 2016, sales and purchases of portfolio securities (other than temporary short- term investments) amounted to $30,132,790 and $26,032,261, respectively. During the year ended November 30, 2015, sales and purchases of portfolio securities (other than temporary short-term investments) amounted to $20,786,203 and $20,545,628, respectively. Dividend income is recorded on the ex-dividend date, net of withholding taxes or ADR fees, if any. Interest income is recognized on the accrual basis. F. Dividends to Shareholders Dividends to shareholders are recorded on the ex-dividend date. The reporting for financial statement purposes of dividends paid from net investment income and/or net realized gains may differ from their ultimate reporting for U.S. federal income tax purposes, primarily because of the separate line item reporting for financial statement purposes of foreign exchange gains or losses. G. Use of Estimates The preparation of the financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. It is management’s opinion that all adjustments necessary for a fair statement of the results of the interim periods presented have been made. All adjustments are of a normal recurring nature. H. Basis of Presentation The financial statements are presented in U.S. dollars. I. Income Taxes In accordance with U.S. GAAP requirements regarding accounting for uncertainties on income taxes, management has analyzed the Company’s tax positions taken on federal and state income tax returns, as applicable, for all open tax years (2013 – 2016). As of November 30, 2016 and November 30, 2015, the Company has not recorded any unrecognized tax benefits. The Company’s policy, if it had unrecognized benefits, is to recognize accrued interest and penalties in operating expenses. 4. Tax status of the Company The Company is a “passive foreign investment company” (“PFIC”) for the U.S. federal income tax purposes and is not subject to Bermuda tax as an exempted limited liability company organized under the laws of Bermuda. Nor is the Company generally subject to U.S. federal income tax, since it is a non-U.S. corporation whose only business activity in the United States is trading in stocks or securities for its own account; under the U.S. federal tax law that activity does not constitute engaging in the conduct of a trade or business within the United States, even if its principal office is located therein. As a result, its gross income is not subject to U.S. federal income tax, though certain types of income it earns from U.S. sources (such as dividends of U.S. payors) are subject to U.S. federal withholding tax. 5. Exemptive order The Company is a closed-end investment company and operates pursuant to an exemptive order issued by the Securities and Exchange Commission (the “SEC”) pursuant to Section 7(d) of the 1940 Act (the “Order”). The Order was originally conditioned upon, among other things, the Company complying with certain requirements relating to the custody of assets and settlement of securities transactions outside of the United States different than those required of other registered investment companies. These conditions made it more difficult for the Company to imple- ment a flexible investment strategy and to fully achieve its desired portfolio diversification than if it were not subject to such requirements. On June 18, 2013, the SEC issued an order that amended certain conditions contained in the Company’s then-existing exemptive order, most notably, the Company’s ability to hold assets and settle trades in Canada, Australia, the United Kingdom, the United States, South Africa and Hong Kong (text of relief granted is avail- able at: http://www.sec.gov/Archives/edgar/data/1230869/999999999713009907/filename1.pdf). 16 86957_01_ASA_AR.qxp 1/19/17 3:49 PM Page 17 Notes to Financial Statements (continued) Years ended November 30, 2016 and 2015 6. Retirement plans The Company has recorded a liability for retirement benefits due to retired directors and one current director upon retirement. The liability for these benefits at November 30, 2016 and November 30, 2015 was $580,868 and $635,429, respectively. A director whose first election to the Board of Directors was prior to January 1, 2008 qualifies to receive retirement benefits if he has served the Company (and any of its predecessors) for at least twelve years prior to retirement. Directors first elected on or after January 1, 2008 are not eligible to participate in the plan. 7. Concentration risk The Company invests at least 80% of its total assets in securities of companies engaged, directly or indirectly, in the exploration, mining or processing of gold or other precious minerals. The Company also invests a substantial portion of its assets in companies that are domiciled and/or have operations outside of the United States, including emerging market countries, such as South Africa. The Company is, therefore, subject to gold and precious metals-related risk as well as risk related to investing in foreign securities, including political, economic, regulatory, liquidity, currency fluctuation, and foreign exchange risks. The Company currently is invested in a limited number of securities and thus holds large positions in certain securities. Because the Company’s investments are concentrated in a limited number of securities of companies involved in the holding or mining of gold and other precious minerals and related activities, the net asset value of the Company may be subject to greater volatility than that of a more broadly diversified invest- ment company. 8. Indemnifications In the ordinary course of business, the Company enters into contracts that contain a variety of indemnification pro- visions. The Company’s maximum exposure under these arrangements is unknown. 9. Compensation matters For the years ended November 30, 2016 and November 30, 2015, the aggregate remuneration paid to the Company’s officers was $1,471,405 and $1,530,343, respectively. In addition, $686,500 and $671,000, respectively was accrued for bonuses to the Company’s officers and employees. The accrued bonuses are reflected in the “Accrued affiliated expenses” on the Statements of Assets and Liabilities. The aggregate remuneration paid to the Company’s directors was $213,000 and $213,000, respectively. 10. Operating lease commitment In November 2012, the Company entered into a five-year operating lease agreement in San Mateo, CA for approxi- mately 2,500 square feet to be used as office space for its employees. The lease provides for future minimum rental payments in the aggregate amount of $161,427 as of November 30, 2016. The lease contains escalation clauses relating to the tenant’s share of insurance, operating expenses and tax expenses of the lessor. Future minimum rental commitments under the lease are as follows: 12/01/16 – 11/30/17 $128,953 12/01/17 – 02/28/18 32,474 ________ Total $161,427 ________ ________ 11. Share repurchase The Company may from time to time purchase its common shares at a discount to NAV on the open market in such amounts and at such prices as the Company may deem advisable. The Company had 19,289,905 shares outstanding as of November 30, 2016 and November 30, 2015. There were no repurchases during the years ended November 30, 2016 and 2015. 12. Subsequent events In accordance with U.S. GAAP provisions, management has evaluated the possibility of subsequent events existing in the Company’s financial statements through the date the financial statements were issued. The Company believes that there are no material events that would require disclosure. 17 86957_01_ASA_AR.qxp 1/19/17 3:49 PM Page 18 Financial Highlights Year ended November 30 2016 2015 2014 2013 2012 Per share operating performance (1) Net asset value, beginning of year $ 8.33 $11.50 $12.98 $ 24.18 $32.46 Net investment income (loss) (0.10) (0.09) (0.08) 0.02 0.09 Net realized gain (loss) from investments (0.79) 0.13 (0.48) (0.38) 2.06 Net realized gain (loss) from foreign currency transactions (0.14) (0.21) (0.05) (0.02) (0.15) Net increase (decrease) in unrealized appreciation on investments 5.35 (2.96) (0.83) (10.64) (9.90) Net unrealized (loss) on translation of assets and liabilities in foreign currency — (0.00) — 0.00 (0.00) Net increase (decrease) in net assets resulting from operations 4.32 (3.13) (1.44) (11.02) (7.90) Dividends From net investment income (0.04) (0.04) (0.04) (0.18) (0.09) From net realized gain on investments — — — — (0.29) Net asset value, end of year $12.61 $ 8.33 $11.50 $ 12.98 $24.18 Market value per share, end of year $10.81 $ 7.16 $10.74 $ 12.78 $22.00 Total investment return Based on market price (2) 51.50% (33.02%) (15.69%) (41.07%) (22.43%) Based on net asset value (3) 51.86% (27.20%) (11.11%) (45.56%) (24.20%) Ratio to average net assets Expenses (4) 1.26% 1.64% 1.37% 1.21% 0.78% Net investment income (loss) -0.79% (0.83%) (0.54%) 0.11% 0.33% Supplemental data Net assets, end of year (000 omitted) $243,229 $160,744 $221,800 $250,347 $466,493 Portfolio turnover rate 10% 10% 7% 7% 11% Shares outstanding (000 omitted) 19,290 19,290 19,290 19,290 19,290 (1) Per share amounts from operations have been calculated using the average shares method. (2) Total investment return is calculated assuming a purchase of shares at the current market price at close the day before and a sale at the cur- rent market price on the last day of each year reported. Dividends are assumed, for purposes of this calculation, to be reinvested at prices obtained under the Company's dividend reinvestment plan. (3) Total investment return is calculated assuming a purchase of shares at the current net asset value at close the day before and a sale at the cur- rent net asset value on the last day of each year reported. Dividends are assumed, for purposes of this calculation, to be reinvested at prices obtained under the Company's dividend reinvestment plan. (4) "Adviser operating expenses" impacted the expense ratio by 0.02% and 0.04% during fiscal years 2013 and 2012, respectively. The Company's former subsidiary, ASA Gold and Precious Metals Advisors LLC, was discontinued on September 23, 2013. 18 86957_01_ASA_AR.qxp 1/19/17 3:49 PM Page 19 Certain Tax Information for U.S. Shareholders The Company is a “passive foreign investment com- pany” (“PFIC”) for U.S. federal income tax purposes. In view of this, U.S. investors holding common shares in taxable accounts are strongly urged to review the impor- tant tax information regarding the consequences of an investment in the common shares of the Company, which may be found at www.asaltd.com under “Investor Information | Taxpayer Information - PFIC”. Due to the complexity and potentially adverse effect of the applicable tax rules, U.S. shareholders are strongly urged to consult their own tax advisors concerning the impact of these rules on their investment in the Company and on their individual situations, and any additional informational filing requirements. Dividend Reinvestment and Stock Purchase Plan Computershare Trust Company, N.A. (“Computer - share”) has been authorized by the Company to offer and administer the Computershare Investment Plan, a dividend reinvestment and stock purchase plan (“CIP”) to shareholders as well as new investors or non- shareholders. Shareholders and new investors may elect to participate in the CIP by signing an enrollment form or by going to www.computershare.com/investor and following the instructions. New investors or non- shareholders must include a minimum initial invest - ment of at least $500. Computershare as agent will apply to the purchase of common shares of the Com - pany in the open market (i) all cash dividends (after deduction of the service charge described below) that become payable to such participant on the Company’s shares (including shares registered in his or her name and shares accumulated under the CIP) and (ii) any optional cash purchases ($50 minimum, subject to an annual maximum of $250,000) received from such participant. For the purpose of making purchases, Computer - share will commingle each participant’s funds with those of all other participants in the CIP. The price per share of shares purchased for each participant’s account shall be the weighted average price of all shares purchased in the open market with the net funds available from a cash dividend and any voluntary cash purchases being invested. Any stock dividends or split shares distributed on shares held in the CIP will be credited to the participant’s account. A one-time $10 enrollment fee to establish a new account for a new investor or non-shareholder will be deducted from the purchase amount. For each participant, each dividend reinvestment will entail a transaction fee of 5% of the amount reinvested, up to a maximum of $3.00 plus $0.03 per share purchased. Each optional cash purchase by check or one-time online bank debit will entail a transaction fee of $5 plus $0.03 per share purchased. If a participant has funds automatically deducted monthly from his or her savings or checking account, for each debit the transaction fee is $2.50 plus $0.03 per share purchased. Fees will be deducted from the purchase amount. Each batch order sale will entail a transaction fee of $15 plus $0.12 per share sold. Each market order sale will entail a transaction fee of $25 plus $0.12 per share sold. Fees are deducted from the proceeds derived from the sale. All per share fees include any brokerage commissions Computershare is required to pay. Additional fees are charged by Computershare for specific shareholder requests such as copies of account statements for prior years ($10 per year requested) and a returned check and ACH reject fee of $25. Participation in the CIP may be terminated by a participant at any time by written, telephone or Internet instructions to Computershare. Upon termination, a participant will receive a certificate for the whole number of shares credited to his or her account, unless he or she requests the sale of all or part of such shares. Dividends reinvested by a shareholder under the CIP will generally be treated for U.S. federal income tax purposes in the same manner as dividends paid to such shareholder in cash. See “Certain Tax for more for U.S. Shareholders” Information information regarding tax consequences of an investment in shares of the Company, including the effect of the Company’s status as a PFIC. The amount of the service charge is deductible for U.S. federal income tax purposes, subject to limitations. To participate in the CIP, shareholders may not hold their shares in a “street name” brokerage account. Additional information regarding the CIP may be obtained from Computershare, P.O. Box 30170, College Station, TX 77842-3170. Information may also be obtained on Internet at www.computershare.com/investor or by calling Computershare’s Telephone Response Center at (800) 317-4445 between 9:00 a.m. and 5:00 p.m., Eastern time, Monday through Friday. the 19 86957_01_ASA_AR.qxp 1/19/17 3:49 PM Page 20 Privacy Notice The Company is committed to protecting the financial privacy of its shareholders. We do not share any nonpublic, personal information that we may collect about shareholders with anyone, including our affiliates, except to service and administer shareholders’ share accounts, to process transactions, to comply with shareholders’ requests of legal requirements or for other limited purposes permitted by law. For example, the Company may disclose a shareholder’s name, address, social security number and the number of shares owned to its administrator, transfer agent or other service providers in order to provide the shareholder with proxy statements, tax reporting forms, annual reports or other information about the Company. This policy applies to all of the Company’s shareholders and former shareholders. We keep nonpublic personal information in a secure environment. We restrict access to nonpublic personal information to Company employees, agents and service providers who have a need to know the information based on their role in servicing or administering shareholders’ accounts. The Company also maintains physical, electronic and procedural safeguards to protect the confidentiality of nonpublic personal information. 20 86957_01_ASA_AR.qxp 1/19/17 3:49 PM Page 21 Results of proposal presented at the annual general meeting of shareholders The following votes were cast at the Annual General Meeting of Shareholders held on March 15, 2016: Election of Directors For Against Abstain David Christensen 7,675,345 500,623 64,487 Gary Glynn 7,692,821 487,221 60,413 Bruce Hansen 7,692,659 484,879 62,917 Mary Joan Hoene 7,678,321 503,161 58,973 Robert Pilkington 7,701,256 476,877 62,322 Appointment of Independent Registered Public Accounting Firm For Against Abstain Tait, Weller & Baker LLP 14,487,889 299,929 196,960 Form N-PX/Proxy Voting The company files a list of its proxy votes with the SEC for the period of July 1 - June 30 of each year on Form N- PX. The policies and procedures used by the Company to determine how to vote proxies relating to portfolio securities and information regarding how the Company voted proxies relating to portfolio securities during the most recent twelve month period are available on the Company’s website at www.asaltd.com and on the SEC’s website at www.sec.gov. A written copy of the Company’s policies and procedures is available without charge, upon request, by calling (800) 432-3378. Form N-Q/Portfolio Holdings The Company files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Company’s Forms N-Q are available on the SEC’s website at www.sec.gov. The Company’s Forms N-Q also may be reviewed and copied at the Reference Room in Washington, D.C.; information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The schedule of portfolio holdings on Form N-Q also is included in the Company’s financial statements for the first and third quarters of each fiscal year which are available on the Company’s website at www.asaltd.com. Common Shares Repurchased Notice is hereby given in accordance with Section 23(c) of the 1940 Act that the Company is authorized to purchase its common shares in the open market if the discount to net asset value exceeds a certain threshold as determined by the Board of Directors from time to time. The Company may purchase its common shares in such amounts and at such prices as the Company may deem advisable. There can be no assurance that such action will reduce the discount. There were no repurchases during the year ended November 30, 2016 or November 30, 2015. The Company had 19,289,905 shares outstanding on November 30, 2016. 21 86957_01_ASA_AR.qxp 1/19/17 3:49 PM Page 22 Board of Directors and Officers of ASA Gold and Precious Metals Limited Directors are elected at each annual general meeting of shareholders to serve until the next annual general meeting. The address of each director and officer is c/o ASA Gold and Precious Metals Limited, 400 S. El Camino Real, Suite 710, San Mateo, CA 94402. Interested Director* David Christensen (54) Position held with the Company: Director since 2008; President, Chief Executive Officer and Chief Investment Officer since February 2009; Vice President Investments from May 2007 to February 2009. Other Directorships held by Director: Director of Hecla Mining Company from 2002 to 2011; Director of Denver Gold Group from 2010 to 2015. Independent Directors Robert Pilkington (71) Position held with the Company: Chairman (non- executive) since 2016. Deputy Chairman (non-executive) from 2014 to 2016. Director since 2004 (Director of ASA Limited South Africa from 1979 to 2004). Principal occupations during past 5 years: Investment Banker and Senior Advisor from 2011 to 2015 and prior thereto was Managing Director of UBS Securities LLC. Other Directorships held by Director: Director of Avocet Mining PLC from 1996 to 2014. Mary Joan Hoene, (67) Position held with the Company: Deputy Chairman (non-executive) since 2016. Director since 2014. Principal occupations during past 5 years: Counsel, Carter Ledyard & Milburn LLP since 2010. Other Directorships held by Director: None. Other Officers Jack Huntington (46) Position held with the Company: Chief Compliance Officer since September 2015. Principal occupations during past 5 years: Fund Chief Compliance Officer at Foreside Fund Officer Services, LLC since 2015; Senior Vice President and Counsel at Citi Fund Services from 2008 to 2015. James Nash (36) Position held with the Company: Corporate Secretary since March 2016 and Deputy Chief Compliance Officer since June 2016. Principal occupations during past 5 years: Fund Chief Compliance Officer at Foreside Fund Officer Services, LLC since 2016; Regulatory Administration Advisor with JPMorgan Chase Bank, N.A. from 2014 to 2016; Product Analyst with Linedata Services, Inc. from 2011 to 2014. * By reason of being an Officer of the Company 22 Gary Glynn (70) Position held with the Company: Director since 2013. Chairman (non-executive) from 2014 to 2016. Principal occupations during past 5 years: President and Chief Investment Officer of U.S. Steel and Carnegie Pension Fund, 1985-2011. Other Directorships held by Director: Director of Taiwan Opportunities Fund Ltd. since 2012; Director of Trustee of Steelworkers Pension Trust from 2009 to 2011. Bruce Hansen (59) Position held with the Company: Director since 2014 Principal occupations during past 5 years: Chief Executive Officer, General Moly, Inc. since 2007. Other Directorships held by Director: Director of Energy Fuels Inc. since 2006; Director of General Moly Inc. since 2007; Director and past Chairman (2011) of the Nevada Mining Association since 2010. Sara Heston (37) Position held with the Company: Vice President Investments since December 2013; Analyst from January 2010 to December 2013. David Lin (38) Position held with the Company: Chief Financial Officer since December 2015; Controller from September 2014 to December 2015. Other principal occupations during past 5 years: Director of Finance from 2012 to 2014 and Controller from 2008 to 2012 at White Oak Global Advisors, LLC; Chief Financial Officer at White Oak Merchant Partners, LLC from 2010 to 2014. 86957_01_ASA_AR.qxp 1/19/17 3:49 PM Page 23 Other Information Executive Office and Shareholder Services ASA Gold and Precious Metals Limited 400 S. El Camino Real, Suite 710 San Mateo, CA 94402 U.S.A. (800) 432-3378 Registered Office Canon’s Court 22 Victoria Street Hamilton HM 12, Bermuda Independent Registered Public Accounting Firm Tait, Weller & Baker LLP, Philadelphia, PA, U.S.A. Counsel Appleby, Hamilton, Bermuda K&L Gates LLP, Washington, DC, U.S.A. Custodian JPMorgan Chase Bank, N.A. New York, NY, U.S.A. Fund Accountants ALPS Alternative Investment Services, LLC Miami, FL, U.S.A. Transfer Agent Computershare Trust Company, N.A. P.O. Box 30170, College Station, TX, 77842-3170 (800) 317-4445 Website: www.asaltd.com The Semi-annual and Annual Reports of the Company and the latest valuation of net assets per share may be viewed on the Company’s website or may be requested from the Executive Office (800-432-3378). Shareholders are reminded to notify Computershare of any change of address. 23 86957_01_ASA_AR.qxp 1/19/17 3:49 PM Page 24 [This Page Intentionally Left Blank] 24 86957_00_Covers.indd 5 1/19/17 3:55 PM A A N 86957_00_Covers.indd 2 1/19/17 3:55 PM 

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