Atlantic Sapphire
Annual Report 2023

Plain-text annual report

Annual Report and Financial Statements November 30, 2023 A Closed-End Fund Specializing in Gold and Other Precious Metals Investments Gold and Precious Metals Limited Annual Report and Financial Statements November 30, 2023 Letter to Shareholders (Unaudited) Message from the ASA Board of Directors (Unaudited) Forward-looking statements 10-Year performance returns (Unaudited) Certain investment policies and restrictions (Unaudited) Report of Independent Registered Public Accounting Firm Schedule of investments Portfolio statistics (Unaudited) Statement of assets and liabilities Statement of operations Statements of changes in net assets Notes to financial statements Financial highlights Certain tax information for U.S. shareholders (Unaudited) Dividend reinvestment and stock purchase plan (Unaudited) Privacy notice (Unaudited) Form N-PX/proxy voting (Unaudited) Form N-PORT/portfolio holdings (Unaudited) Share repurchase (Unaudited) Company investment objective, investment strategy and risks (Unaudited) Board of directors and officers (Unaudited) 2 4 5 6 8 9 10 13 14 15 16 17 23 24 24 25 25 25 25 25 28 1 ASA Gold and Precious Metals LimitedTable of ContentsDear Shareholder, To protect the interests of ASA and all its shareholders, ASA’s Board of Directors unanimously adopted a limited-duration shareholder rights plan on December 31, 2023. Please read the message from ASA’s Board of Directors (the “Board”) below, expanding on Saba Capital Management L.P.’s attempt to obtain creeping control of your fund, which the Board believes would undermine ASA’s strategic focus on long-term capital appreciation in the global gold mining industry. Portfolio Performance and Attribution The closing share price of ASA Gold and Precious Metals Limited (“ASA”, “the Fund” or “the Company”) on November 30, 2023, was $15.31, reflecting a total return of +7.5% for the previous 12 months versus a total return of +10.6% for the NYSE Arca Gold Miners Index (GDMNTR) (the “Index”). ASA reported a net asset value (“NAV”) of $17.36 per share on November 30, 2023, with a total return increase of 3.0% over the year. At the end of the fiscal year 2023, ASA shares were trading at a market price that was 11.8% less than its Net Asset Value per share (NAV). This was an improvement from the start of the fiscal year when the shares were trading at a 15.5% discount to the NAV. During this period, the average discount between the share price and the NAV was 14.6%, with the discount varying between 11.0% and 17.3%. At fiscal year end, ASA's total net assets had increased to $334.9 million, a $9.5 million rise compared to the end of fiscal year 2022. In the past twelve months, ASA distributed $0.02 per share to its shareholders. Large: annual production > 1,000,000 ounces Medium: annual production 500,000 – 1,000,000 ounces Small: annual production < 500,000 ounces Attribution: a measure of the relative contribution to the performance The Fund's portfolio includes a range of companies involved in various phases of the mining process. Investments in production companies are sorted based on their market capitalization. These investments have had an overall positive impact on the Fund's performance, particularly the mid-cap mining companies, which were the most significant contributors. However, the Fund's investment in preproduction companies, which cover both development and exploration stage companies, had a mixed effect. While exploration investments have faced challenges, reflecting general industry trends, investments in development companies have had a modestly positive influence on returns. The Fund's impressive gains in the small and mid-cap companies were partially offset by its exposure to underperforming exploration companies, which are not part of the benchmark index. This exposure has resulted in the Fund's performance lagging behind that of the index. Management Discussion As we concluded the fiscal year on November 30, 2023, we observed an impressive 15.1% increase in the price of gold. In contrast, gold stocks, as measured by the NYSE Arca Gold Miners Index (GDMNTR), experienced a less dramatic 2 increase, rising by 10.6%. ASA’s significant exposure to small cap companies has caused it to underperform the Index this year. However, since Peter Maletis first initiated a repositioning of ASA’s portfolio in April 2019, the Fund's share price has surpassed that of the leading precious metal ETFs, GDX and GDXJ, as well as the NYSE Arca Gold Miners Index. Taking advantage of the closed-end fund structure, Merk has adopted a distinctive approach, concentrating on smaller cap companies, including select private investments, warrants and convertible securities. This strategy sets the Fund apart from other public investment fund offerings. The fiscal year was marked by the absence of the anticipated US recession, with robust consumer spending and rising credit card debt. Dominating the financial landscape were the Federal Reserve's substantial rate hikes, including four 25 basis point increases and one 50 basis point hike. These monetary policy adjustments exerted pressure on both risk assets and gold, which is typically sensitive to interest rate changes. Yet after the last rate hike in July, the equity market rallied, with expectations shifting towards potential rate cuts in 2024. This optimism bolstered the market and rate- sensitive assets like gold. The year also saw ongoing geopolitical tensions, notably the protracted conflict in Ukraine and the escalation of hostilities involving Hamas and Israel following the October 7 terrorist attack on Israel. These developments heightened global geopolitical risk, potentially influencing the gold market positively. This year, the gold market's robust performance significantly benefitted large gold mining companies with a high correlation to gold prices, as well as many mid-cap gold mining and development companies. Consistent with this, ASA's largest contributors to returns stemmed the Fund’s small cap holding focused on the Fund’s core strategy: backing management teams we know well to develop potentially high-margin assets. The Fund’s largest holding, and top performing holdings, were Emerald Resources (+148% return during the fiscal year) and G-Mining Ventures (+107%) exemplify the power of this approach, leveraging our network and expertise to identify high-conviction early-stage opportunities. We remain committed to backing exceptional founders starting new projects, confident that identifying and backing the best talent within the sector has the potential to generate strong returns. In our annual review, we observed a diverse range of performance outcomes among midcap and small-cap companies within the sector. The market response was notably critical of firms that struggled to achieve production goals or effectively manage the lingering cost implications from the Covid-19 pandemic. This dynamic was a significant influence on the underperformance of certain assets within our portfolio. Particularly, Orla Mining and SSR Mining experienced challenges related to expanding their production capacities. These challenges, while impactful, are anticipated to diminish over time. However, the shift in market expectations did adversely affect the stock prices of these companies, reflecting a recalibration of investor confidence and market valuation. While producing companies gained from the increased gold prices, the Federal Reserve's “higher for longer” messaging created a challenging financial landscape for exploration and development firms. This was evident in their share prices, as these companies depend on market financing for their operations. The tough financial climate put pressure on their shares, as investor anticipated that these companies would struggle to raise the capital necessary to run their companies. ASA's holdings in pre-production companies experienced similar struggles alongside their industry counterparts. Nevertheless, a late-year surge in precious metals prices sparked a recovery in these investments, showcasing their potential for strong returns in favorable conditions. Looking ahead, if the Federal Reserve has put “higher for longer” in the rear view mirror as we anticipate, it's worth recalling how the ASA portfolio performed in 2020, especially as exploration and development companies significantly outshined others. In our opinion, the current market situation and the emergence of unique investment opportunities closely mirror the period from 2019 to 2021. During that time, ASA's stock demonstrated exceptional performance, paving the way for what we believe is a promising outlook for the Fund in the current market. With industry consolidation accelerating recently, quality exploration and resource projects could see increasing investor attention looking ahead. As we review our positioning, we believe targeted exposure to top-tier resource companies with significant mineral endowments in a good jurisdiction should provide optionality over the market cycle. We view it as a positive development that larger mining entities intensified their M&A activities, and exploration and development companies proactively reduced costs through efficiency measures and strategic mergers, aiming to lower overhead expenses. The year's most significant transaction was Newmont Mining's acquisition of Newcrest Mining, reflecting the industry's shift towards a portfolio rich in copper and long-life assets. This acquisition is expected to trigger further M&A activity in 2024, particularly with Newmont Mining's likely divestiture of non-core assets. Additionally, the year saw acquisitions in the small and mid-cap segments, exemplified by Caliber Mining's takeover of Marathon Mining, which faced funding challenges in the final stages of mine development. At ASA, our outlook for the precious metal mining sector in the upcoming year is positive. The sector appears well- positioned, with large miners boasting what we consider clean balance sheets and generating substantial free cash 3 flow. The overall debt burden in the sector is minimal, and we're observing a shift from companies merely focusing on stabilizing their operations to pursuing more aggressive growth strategies. We anticipate that this trend, coupled with the current elevated gold prices, could be particularly advantageous for ASA’s portfolio. ASA holds substantial positions in small and mid-cap miners, poised to significantly benefit from the potential surge in merger and acquisition activities. We believe these companies stand to gain not only from potential acquisitions but also from strategic mergers that could lead to them becoming larger entities. Post-merger, these merged companies could potentially trade at higher multiples of their net asset value or cash flow, thereby offering enhanced returns. We remain committed to providing exposure to the industry's top teams, focusing on significant projects, investing in companies at attractive prices. Our continuous effort in this direction is aimed at sustaining strong performance to benefit our shareholders. Please reach out to us with questions at any time at asaltd.com/contact. Peter Maletis Portfolio Manager James Holman Portfolio Manager Axel Merk Chief Investment Officer Message from the ASA Board of Directors (Unaudited) Saba Capital Attempt to Control ASA Saba Capital Management, LP (“Saba”) has disclosed that it and its affiliates have acquired a position in ASA representing 16.87% of ASA’s outstanding common shares and has nominated a slate of directors for election to the Board at ASA’s 2024 annual meeting of shareholders. In response, on December 31, 2023, the Board of Directors of the Company unanimously adopted a 120 day shareholder rights plan (“Rights Plan”) to protect the interests of the Company and all its shareholders. The Rights Plan is intended to prevent Saba’s unilateral attempt to obtain creeping control of the Company, which the Board believes would undermine ASA’s strategic focus on long-term capital appreciation in the global gold mining industry. The Rights Plan is designed to guard against tactics to gain control of ASA without the potential acquirer paying all shareholders what the Board considers to be an appropriate control premium. The Board retains flexibility to take actions, such as entertaining proposals from Saba or others, that it believes is in the best interest of the Company and its shareholders. The notes to the financial statements provide more details about the Rights Plan. The upcoming Proxy Statement will include additional information. We welcome interaction with all shareholders, please reach out at asaltd.com/contact with any questions you may have. ASA Board of Directors January 29, 2024 4 Forward-Looking Statements This shareholder letter includes forward-looking statements, which involve known and unknown risks, uncertainties and other factors that may cause the actual results, levels of activity, performance or achievements of the Company, or industry results, to be materially different from any future results, levels of activity, performance or achievements expressed or implied by such forward-looking statements. The Company’s actual performance or results may differ from its beliefs, expectations, 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 references does not mean that the statements are not forward-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 limitation: the Company’s investment decisions, the performance 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 information, 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 international monetary and political developments. The Company is a non-diversified fund and, as such, may invest in fewer investments than that of a diversified portfolio. The Company may invest in smaller-sized companies 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 information 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 performance shown. This shareholder letter does not constitute an offer to sell or solicitation of an offer to buy any securities. 5 10-Year Performance Returns (Unaudited) Comparison of Change in Value of a $10,000 Investment ASA Gold and Precious Metals – Share Price and NYSE ARCA Gold Miners Index (NTR)(1) The following chart reflects the change in the value of a hypothetical $10,000 investment, including reinvested dividends and distributions, in ASA Gold and Precious Metals, Ltd. (the “Company”) compared with the performance of the benchmark, NYSE ARCA Gold Miners Index (NTR), over the past ten fiscal years. The total return of the index includes the reinvestment of dividends and income. The total return of the Company includes operating expenses that reduce returns, while the total return of the indices do not include expenses. The Company is professionally managed, while the index is unmanaged and is not available for investment. $25,000 $20,000 $15,000 $10,000 $5,000 $- $15,843 $12,276 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 ASA Gold and Precious Metals - Share Price NYSE ARCA Gold Miners Index (NTR) Fiscal Year Total Returns 120% 100% 80% 60% 40% 20% 0% -20% -40% -60% NAV Share Price 51.9% 51.5% 62.5% 63.4% 47.0% 41.1% 0.7% 2.6% 4.0% 4.1% 7.5% 3.0% -11.1% -15.7% -20.0% -21.4% -27.2% -33.0% -32.3% -31.0% 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 Best Quarter (NAV): Worst Quarter (NAV): 6 Q2 2020 Q2 2022 80.11% -34.86% Average Annual Total Returns For the years ended November 30, 2023 ASA Gold and Precious Metals - NAV ASA Gold and Precious Metals - Share Price NYSE ARCA Gold Miners Index NTR(1) 1 Year 2.98% 7.51% 10.56% 3 Year -10.19% -8.28% -1.81% 5 Year 11.59% 12.22% 11.81% 10 Year 3.20% 2.07% 4.71% 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 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 NYSE Arca Gold Miners Index (NTR) (the “Index”) is a net total return modified capitalization weighted index comprised of publicly traded companies primarily involved in the mining of gold and silver in locations around the world. The Company does not attempt to replicate the Index. The Index does not necessarily reflect investments in other precious metals companies (e.g., silver, platinum, and diamonds) in which the Company may invest. Data about the performance of the Index is prepared or obtained by Management and include reinvestment of all income dividends and other distributions, if any. The Company may invest in securities not included in the Index and does not invest in all securities included in 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. 7 Certain Investment Policies and Restrictions (Unaudited) 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 policy (i.e., a policy that may be changed only by shareholder 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 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 investment companies, including exchange traded funds, or other securities that seek to replicate the price movement of gold, silver or platinum bullion. Compliance 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 above, the Company may deviate from the investment policy outlined in that paragraph and make temporary investments of unlimited amounts in securities issued by the U.S. Government, 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-fundamental 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. 8 Report of Independent Registered Public Accounting Firm To the Board of Directors and Shareholders of ASA Gold and Precious Metals Limited Opinion on the Financial Statements We have audited the accompanying statement of assets and liabilities of ASA Gold and Precious Metals Limited (the “Company”), including the schedule of investments, as of November 30, 2023, the related statement of operations for the year then ended, statements of changes in net assets for each of the two years in the period then ended, and financial highlights for each of the five years in the period then ended, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of November 30, 2023, the results of its operations for the year then ended, 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.. Basis for Opinion These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We have served as the Company’s auditor since 2012. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of November 30, 2023 by correspondence with the custodian and private companies. We believe that our audits provide a reasonable basis for our opinion. TAIT, WELLER & BAKER LLP Philadelphia, Pennsylvania January 29, 2024 9 Schedule of Investments November 30, 2023 Name of Company Corporate Convertible Bond Gold mining, exploration, development and royalty companies Canada i-80 Gold Corp., 8.00%, 2/22/27 (1) Total corporate convertible bond (Cost $2,948,813) Name of Company Common Shares Gold mining, exploration, development and royalty companies Australia Alicanto Minerals, Ltd. (2) Barton Gold Holdings, Ltd. (2) Bellevue Gold, Ltd. (2) Cygnus Metals, Ltd. (2) Emerald Resources NL (2) LCL Resources, Ltd. (2) Perseus Mining, Ltd. Predictive Discovery, Ltd. (2) Prodigy Gold NL (2) Canada Agnico Eagle Mines, Ltd. Alamos Gold, Inc. American Pacific Mining Corp. 144A (2)(3) Angel Wing Metals, Inc. (2) Atex Resources, Inc. (2) B2Gold Corp. Barrick Gold Corp. Calibre Mining Corp. (2) Desert Gold Ventures, Inc. (2) G Mining Ventures Corp. (2) G2 Goldfields, Inc. (2) GoGold Resources, Inc. (2) HighGold Mining, Inc. (2) Karora Resources, Inc. (2) Lahontan Gold Corp. (2) Liberty Gold Corp. (2) Lotus Gold Corp. (1)(2) Marathon Gold Corp. (2) Mawson Gold, Ltd. (2) Monarch Mining Corp. (1)(2) Newcore Gold, Ltd. (2) Nighthawk Gold Corp. (2) O3 Mining, Inc. (2) Onyx Gold Corp. (2) Orla Mining, Ltd. (2) Osino Resources Corp. (2) Prime Mining Corp. (2) Probe Gold, Inc. (2) Roscan Gold Corp. (2) Skeena Resources, Ltd. (2) Talisker Resources, Ltd. (2) TDG Gold Corp. (2) Thesis Gold, Inc. (2) 10 Principal Amount Value % of Net Assets $3,000,000 $ 2,889,300 2,889,300 0.9 % 0.9 Shares Value % of Net Assets 50,958,971 9,500,000 2,500,000 19,300,000 15,000,000 36,750,000 5,500,000 94,183,334 116,250,000 165,000 1,000,000 3,000,000 4,650,000 3,600,000 2,000,000 650,000 10,000,000 14,588,264 23,265,947 3,000,000 2,857,140 3,000,000 2,500,000 14,500,000 12,482,000 5,912,500 6,389,200 10,600,000 7,300,000 5,750,000 6,148,000 2,223,000 750,000 6,200,000 5,000,000 7,600,000 7,087,500 10,886,900 700,000 2,500,000 9,227,925 13,198,758 1,447,859 1,569,281 2,824,706 1,721,584 28,247,057 509,934 7,013,860 14,624,432 537,685 58,496,398 8,860,500 14,810,000 431,114 445,484 2,440,768 6,760,000 11,433,500 9,580,309 537,539 23,489,699 1,746,564 3,032,007 784,848 8,861,786 641,144 3,127,514 2,178,599 3,672,630 2,734,073 26,899 593,242 1,585,762 2,621,172 107,778 18,596,116 4,532,223 8,793,250 7,155,662 1,002,883 3,150,000 654,040 1,258,091 5,252,463 0.4 0.5 0.8 0.5 8.4 0.1 2.1 4.4 0.2 17.4 2.6 4.4 0.1 0.1 0.7 2.0 3.4 2.9 0.2 7.0 0.5 0.9 0.2 2.6 0.2 0.9 0.7 1.1 0.8 0.0 0.2 0.5 0.8 0.0 5.6 1.4 2.6 2.1 0.3 0.9 0.2 0.4 1.6 The notes to financial statements form an integral part of these statements. Schedule of Investments (continued) November 30, 2023 Name of Company Common Shares (continued) Gold mining, exploration, development and royalty companies (continued) Canada (continued) Westhaven Gold Corp. (2) Cayman Islands Endeavour Mining PLC South Africa Gold Fields, Ltd. ADR United Kingdom Anglogold Ashanti PLC United States Shares Value % of Net Assets 5,500,000 $ 1,094,366 161,992,025 0.3 % 48.2 700,000 16,419,912 4.9 600,000 9,174,000 2.7 275,000 5,293,750 1.6 SSR Mining, Inc. Total gold mining, exploration, development and royalty companies (Cost $187,636,909) 800,000 9,439,038 260,815,123 2.8 77.6 Diversified metals mining, exploration, development and royalty companies Australia Auteco Minerals, Ltd. (2) Bellavista Resources ltd (2) Castile Resources, Ltd. (2) Delta Lithium, Ltd. (2) Genesis Minerals, Ltd. (2) Geopacific Resources, Ltd. (2) Canada Adventus Mining Corp. (2) Americas Gold & Silver Corp. (2) Arizona Metals Corp. (2) Aya Gold & Silver, Inc. (2) Bunker Hill Mining Corp. (2) Emerita Resources Corp. (2) Huntsman Exploration, Inc. (2) Integra Resources Corp. (2) Max Resource Corp. (2) Pan Global Resources, Inc. (2) Red Pine Exploration, Inc. (2) Sable Resources, Ltd. (2) San Cristobal Mining, Inc. (1)(2) United States 5,946,717 3,772,832 15,143,255 14,578,200 1,166,934 28,135,714 5,310,000 2,701,028 2,500,000 2,900,000 19,214,957 2,750,000 617,500 3,937,473 8,200,000 6,667,000 16,700,000 26,160,000 2,583,332 2,043,232 209,403 590,348 4,575,458 1,422,590 334,632 9,175,663 1,408,748 665,817 4,108,479 21,307,344 1,699,248 881,573 13,652 3,365,462 694,941 884,380 2,584,473 963,926 6,200,002 44,778,045 0.6 0.1 0.2 1.4 0.4 0.1 2.8 0.4 0.2 1.2 6.4 0.5 0.3 0.0 1.0 0.2 0.3 0.8 0.3 1.9 13.5 Bendito Resources, Inc. 144A (1)(2)(3) Total diversified metals mining, exploration, development and royalty companies (Cost $82,121,044) 4,288,000 1,072,000 0.3 55,025,708 16.6 Silver mining, exploration, development and royalty companies Canada Andean Precious Metals Corp. (2) Discovery Silver Corp. (2) Silver Mountain Resources, Inc. (2) Silver Tiger Metals, Inc. (2) South Africa 2,000,000 7,154,545 10,000,000 14,795,333 854,858 4,692,542 958,031 1,962,607 8,468,038 0.3 1.4 0.3 0.6 2.6 Sibanye Stillwater, Ltd. ADR Total silver mining, exploration, development and royalty companies (Cost $13,652,662) Total common shares (Cost $283,410,615 ) 273,043 1,217,772 9,685,810 325,526,641 0.4 3.0 97.2 11 The notes to financial statements form an integral part of these statements. Schedule of Investments (continued) November 30, 2023 Name of Company Rights (1)(2) Silver mining, exploration, development and royalty companies Canada Pan American Silver Corp. (Exp. Date 2/22/29) Total rights (Cost $136,720) Shares Value % of Net Assets 393,200 $ 91,808 91,808 0.0 % 0.0 Warrants (1)(2) Diversified metals mining, exploration, development and royalty companies Australia Red Dirt Metals, Ltd. (Exercise Price $0.25, Exp. Date 11/18/24) 2,834,650 449,519 0.1 Canada Bunker Hill Mining Corp. (Exercise Price $0.37, Exp. Date 4/1/25) Bunker Hill Mining Corp. (Exercise Price $0.60, Exp. Date 2/9/26) Emerita Resources Corp. (Exercise Price $1.50, Exp. Date 1/15/24) Integra Resources Corp. (Exercise Price $1.38, Exp. Date 6/16/24) Red Pine Exploration, Inc. (Exercise Price $0.25, Exp. Date 5/5/24) 5,000,000 1,250,000 1,375,000 1,689,165 8,350,000 Total diversified metals mining, exploration, development and royalty companies (Cost $465,631) Gold mining, exploration, development and royalty companies Canada American Pacific Mining Corp. (Exercise Price $1.40, Exp. Date 12/10/23) Angel Wing Metals, Inc. (Exercise Price $0.80, Exp. Date 6/16/24) Angel Wing Metals, Inc. (Exercise Price $0.50, Exp. Date 5/4/25) Atex Resources, Inc. (Exercise Price $1.00, Exp. Date 8/31/25) Desert Gold Ventures, Inc. (Exercise Price $0.25, Exp. Date 12/31/24) G Mining Ventures Corp. (Exercise Price $1.90, Exp. Date 9/9/24) Gold Mountain Mining Corp. (Exercise Price $1.75, Exp. Date 4/21/24) Lahontan Gold Corp. (Exercise Price $0.65, Exp. Date 3/24/24) Lahontan Gold Corp. (Exercise Price $0.13, Exp. Date 9/1/26) Lotus Gold Corp. (Exercise Price $0.75, Exp. Date 8/16/25) Lotus Gold Corp. (Exercise Price $0.75, Exp. Date 11/27/25) Marathon Gold Corp. (Exercise Price $1.35, Exp. Date 9/20/24) Monarch Mining Corp. (Exercise Price $0.95, Exp. Date 4/6/27) Nighthawk Gold Corp. (Exercise Price $1.05, Exp. Date 5/3/24) Prime Mining Corp. (Exercise Price $5.00, Exp. Date 4/27/24) Prime Mining Corp. (Exercise Price $1.10, Exp. Date 6/10/25) TDG Gold Corp. (Exercise Price $0.75, Exp. Date 12/22/23) Thesis Gold, Inc. (Exercise Price $1.69, Exp. Date 9/28/24) 1,500,000 1,975,000 350,000 675,000 594,132 3,500,000 2,200,000 2,250,000 4,150,000 2,200,000 506,250 1,675,000 1,700,000 900,000 400,000 920,000 225,000 576,923 Total gold mining, exploration, development and royalty companies (Cost $1,602,122) Silver mining, exploration, development and royalty companies Canada 0 0 0 0 0 0 0.0 0.0 0.0 0.0 0.0 0.0 449,519 0.1 0 0 0 49,744 0 283,724 0 0 0 16,213 3,731 12,344 0 0 0 393,235 0 0 758,991 758,991 0.0 0.0 0.0 0.0 0.0 0.1 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.0 0.1 0.0 0.0 0.2 0.2 Silver Mountain Resources, Inc. (Exercise Price $0.50, Exp. Date 1/31/24) Total silver mining, exploration, development and royalty companies (Cost $236,007) Total warrants (Cost $2,303,760) 5,000,000 0 0 1,208,510 0.0 0.0 0.3 Money Market Fund Federated US Treasury Cash Reserve Fund - Institutional Shares, 5.24% (4) Total money market fund (Cost $666,989) Investments, at value (Cost $289,466,897) Cash, receivables and other assets less other liabilities Net assets ADR PLC American Depositary Receipt Public Limited Company 12 666,989 666,989 666,989 0.2 0.2 330,383,248 4,529,215 $ 334,912,463 98.6 1.4 100.0 % The notes to financial statements form an integral part of these statements. Schedule of Investments (continued) November 30, 2023 (1) (2) (3) (4) Security fair valued in accordance with procedures adopted by the Board of Directors. At the period end, the value of these securities amounted to $13,667,118 or 4.1% of net assets. Non-income producing security. Security exempt from registration under Rule 144A under the Securities Act of 1933. At the period end, the value of these securities amounted to $1,503,114 or 0.5% of net assets. Dividend yield changes daily to reflect current market conditions. Rate was the quoted yield as of November 30, 2023. Portfolio Statistics (Unaudited) November 30, 2023 Geographic Breakdown* Australia Canada Cayman Islands South Africa United Kingdom United States Other assets less other liabilities 20.3 % 65.4 4.9 3.1 1.6 3.3 1.4 100.0 % *Geographic breakdown, which is based on company domiciles, is expressed as a percentage of total net assets including cash. 13 The notes to financial statements form an integral part of these statements. Statement of Assets and Liabilities November 30, 2023 Assets Investments, at value (Cost $289,466,897) Cash Foreign currency (Cost $4,702,892) Dividends and interest receivable, net of withholding taxes payable Prepaid expenses Total assets Liabilities Accrued investment adviser fees Accrued fund service fees Liability for retirement benefits due to retired directors Other expenses Total liabilities Net assets Common shares $1 par value Authorized: 40,000,000 shares Issued and Outstanding: 19,289,905 shares Share premium (capital surplus) Distributable earnings Net assets Net asset value per share $ 330,383,248 77,792 4,741,161 328,234 88,561 $ 335,618,996 175,736 27,242 335,956 167,599 706,533 $ 334,912,463 $ 19,289,905 1,372,500 314,250,058 $ 334,912,463 17.36 $ The closing price of the Company’s shares on the New York Stock Exchange was $15.31 on November 30, 2023. 14 The notes to financial statements form an integral part of these statements.  $ Statement of Operations For the year ended November 30, 2023 Investment income Dividend income (net of withholding taxes of 402,241) Interest income Total investment income Expenses Investment adviser fees Fund services fees Compliance services fees Transfer agent fees Custodian fees Directors' fees and expenses Retired directors' fees Insurance fees Legal fees Audit fees Shareholder reports and proxy expenses Dues and listing fees Other expenses Total expenses Change in retirement benefits due to retired directors Investment adviser fees waived Net expenses Net investment loss Net realized and unrealized gain (loss) from investments and foreign currency transactions Proceeds from sales Cost of securities sold Net realized gain from investments Net realized gain (loss) from foreign currency transactions Investments Foreign currency Net realized gain from foreign currency transactions Net increase in unrealized appreciation (depreciation) on investments Balance, beginning of year Balance, end of year Net increase in unrealized appreciation (depreciation) on investments Net unrealized gain on translation of assets and liabilities in foreign currency Net realized and unrealized gain from investments and foreign currency transactions Net increase in net assets resulting from operations $ 2,297,437 97,114 2,394,551 2,377,025 185,830 80,000 61,956 125,936 242,466 74,992 121,348 123,442 35,000 39,326 25,000 57,578 3,549,899 (43,286 ) (32,028 ) 3,474,585 (1,080,034 ) 34,858,600 (25,895,680 ) 8,962,920 25,848 155,246 181,094 39,254,852 40,916,351 1,661,499 153 10,805,666 9,725,632 15 The notes to financial statements form an integral part of these statements. Statements of Changes in Net Assets Net investment loss Net realized gain Net realized gain (loss) from foreign currency transactions Net increase (decrease) in unrealized appreciation (depreciation) on investments Net unrealized gain on translation of assets and liabilities in foreign currency Net increase (decrease) in net assets resulting from operations Dividends paid/payable Net increase (decrease) in net assets Net assets, beginning of year Net assets, end of year Year Ended November 30, 2023 Year Ended November 30, 2022 $ (1,080,034 ) 8,962,920 181,094 $ (1,404,855 ) 26,955,986 (187,107 ) 1,661,499 153 9,725,632 (385,798 ) 9,339,834 325,572,629 $ 334,912,463 (181,343,210 ) 39,158 (155,940,028 ) (385,798 ) (156,325,826 ) 481,898,455 $ 325,572,629 16 The notes to financial statements form an integral part of these statements. 1. Organization ASA Gold and Precious Metals Limited (the “Company”) is a non-diversified, closed-end investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”). The Company was initially organized as a public limited liability company in the Republic of South Africa in June 1958. On November 11, 2004, the Company’s shareholders approved a proposal to move the Company’s place of incorporation from the Republic of South Africa to the Commonwealth of Bermuda by reorganizing itself into an exempted limited liability company formed in Bermuda. The Company is registered with the Securities and Exchange Commission (the “SEC”) pursuant to an order under Section 7(d) of the 1940 Act. The Company 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. The Company is managed by Merk Investments LLC (the “Adviser”). 2. 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”) on the date for which the valuation 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 primarily traded, or the last reported bid price if a sale price is not available. Pursuant to Rule 2a-5 under the Investment Company Act, the Company’s Board of Directors (the "Board") has designated the Adviser, as defined in Note 4, as the Company’s valuation designee to perform any fair value determinations for securities and other assets held by the Company. The Adviser is subject to the oversight of the Board and certain reporting and other requirements intended to provide the Board the information needed to oversee the Adviser's fair value determinations. The Adviser is responsible for determining the fair value of investments in accordance with policies and procedures that have been approved by the Board. Under these procedures, the Adviser convenes on a regular and ad hoc basis to review such investments and considers a number of factors, including valuation methodologies and unobservable inputs, when arriving at fair value. The Board has approved the Adviser’s fair valuation procedures as a part of the Company’s compliance program and will review any changes made to the procedures. 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 at a value other than the last reported sale price or last reported bid price based on significant events that have occurred subsequent to the close of the foreign markets. Shares of non-exchange traded open-end mutual funds are valued at net asset value (“NAV”). To value its warrants, the Company's valuation designee typically utilizes the Black-Scholes model using the listed price for the underlying common shares. The valuation is a combination of value of the stock price less the exercise price, plus some value related to the volatility of the stock over the remaining time period prior to expiration. Securities for which current market quotations are not readily available are valued at their fair value as determined in accordance with procedures approved by the Board. 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 limited 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. 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. Fair value measurement In accordance with accounting principles generally accepted in the United States of America (“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 17 Notes to Financial StatementsYear ended November 30, 20232. Summary of significant accounting policies (continued) B. Fair value measurement (continued) 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 circumstances (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 assets or liabilities that the Company has the ability to access. Level 2 – Observable inputs other than quoted prices included in level 1 that are observable for the asset or liability either directly or indirectly. These inputs may include quoted prices for identical instruments on an inactive market, prices for similar investments, interest rates, prepayment speeds, credit risk, yield curves, default rates, and similar data. Level 3 – Unobservable inputs for the assets or liability to the extent that relevant observable inputs are not available, representing the Company’s own assumptions about the assumptions that a market participant would use in valuing the asset or liability, and that would be based on the best information available. 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, 2023 in valuing the Company’s investments at fair value: Investment in Securities (1) Measurements at November 30, 2023 Level 1 Level 2 Level 3 Total Corporate Convertible Bond Gold mining, exploration, development and royalty companies $ – $ – $ 2,889,300 $ 2,889,300 Common Shares Gold mining, exploration, development and royalty companies 256,624,081 1,985,544 2,205,498 260,815,123 Diversified metals mining, exploration, development and royalty companies 47,740,054 13,652 7,272,002 55,025,708 Silver mining, exploration, development and royalty companies 9,685,810 Rights Silver mining, exploration, development and royalty companies Warrants Diversified metals mining, exploration, development and royalty companies Gold mining, exploration, development and royalty companies Silver mining, exploration, development – – – – – – – – 9,685,810 91,808 91,808 449,519 449,519 758,991 758,991 and royalty companies Money Market Fund Total Investments – 666,989 $ 314,716,934 – – $ 1,999,196 0 – $ 13,667,118 0 666,989 $ 330,383,248 (1) See schedule of investments for country classifications. 18 Notes to Financial Statements (continued)Year ended November 30, 2023 2. Summary of significant accounting policies (continued) B. Fair value measurement (continued) The following is a reconciliation of Level 3 investments for which significant unobservable inputs were used to determine fair value. Balance November 30, 2022 Purchases Sales Realized loss Accretion of discount Transfers in from level 1* Net change in unrealized appreciation (depreciation) Balance November 30, 2023 Net change in unrealized appreciation (depreciation) from investments held as of November 30, 2023** Corporate Convertible Bond $ - 2,940,000 - - 8,813 - Common Stock $ 2,511,245 5,309,217 - - - 352,749 $ Rights Warrants 96,088 - - - - - $ 5,939,911 150,286 (334,848) (1,427,016) - - (59,513) $ 2,889,300 1,304,289 $ 9,477,500 $ (4,280) 91,808 (3,119,823) $ 1,208,510 $ (59,513) $ 1,304,289 $ (4,280) $ (3,119,823) * The Company has adopted a policy of recording any transfers of investment securities between the different level in the fair value hierarchy as of the end of the year ** The change in unrealized appreciation/(depreciation) is included in net change in unrealized appreciation/(depreciation) of investments in the accompanying Statement of Operations. 19 Notes to Financial Statements (continued)Year ended November 30, 2023 2. Summary of significant accounting policies (continued) B. Fair value measurement (continued) Significant unobservable inputs developed by the valuation designee for Level 3 investments held at November 30, 2023 are as follows: Asset Categories Fair Value Corporate Convertible Bond2 $ 2,889,300 Common Shares3 9,477,500 Valuation Technique(s) Unobservable Input Range (Weighted Average) Impact to Valuation from an Increase in Input1 Implied Interest Rate Transaction Cost/ Latest Round of Financing Discount 13% (13%) Increase None None None Rights4 91,808 Market Transaction Discount 70% (70%) Increase Warrants5 1,208,510 Black Scholes Method Volatility 20% - 50% (38%) Increase 1 This column represents the directional change in the fair value of the level 3 investments that would result from an increase to the corresponding unobservable input. A decrease to the unobservable input would have the opposite effect 2 Fair valued corporate convertible bonds are valued based on applying a fixed discount rate to the fixed income portion, which represents the implied interest rate that would have valued the entire corporate convertible bond at the time of issuance. 3 Fair valued common shares with no public market are valued based on transaction cost or latest round of financing. 4 Fair valued rights are valued based on the specifics of the rights at a discount to the market price of the underlying security. 5 Warrants are priced based on the Black Scholes Method; the key input to this method is modeled volatility of the investment; the lower the modeled volatility, the lower the valuation of the warrant. C. 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 by independent data providers. 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 portion of the results arising from changes in the exchange rates and the portion due to fluctuations arising from changes in the market prices of securities are not isolated. The resulting net foreign currency gain or loss is included on the Statements of Operations. Realized foreign currency gains or losses arise from sales of foreign currencies, currency gains or losses realized between the trade and settlement dates 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. D. Securities Transactions and Investment Income During the year ended November 30, 2023, sales and purchases of portfolio securities (other than temporary short-term investments) amounted to $34,858,600 and $33,787,778, respectively. As of November 30, 2023, a significant portion of the Company’s assets consisted of securities of junior and intermediate mining company issuers. 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. Premium is amortized to the next call date above par and discount is accreted to maturity using the effective interest method. 20 Notes to Financial Statements (continued)Year ended November 30, 2023 2. Summary of significant accounting policies (continued) E. 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. F. Use of Estimates The preparation of the financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect 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. G. Basis of Presentation The financial statements are presented in U.S. dollars. The Company is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification, Topic 946 “Financial Services - Investment Companies”. H. 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 (2020-2023). As of November 30, 2023, 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. 3. Tax status of the Company The Company is a “passive foreign investment company” (“PFIC”) for 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. 4. Fees and Expenses and Other Transactions with Affiliates Investment Adviser – Merk Investments LLC (the “Adviser”) is the investment adviser to the Company. Pursuant to an investment advisory agreement, the Adviser receives an advisory fee, payable monthly, from the Company at an annual rate of 0.70% of the Company’s average daily net assets. The Adviser voluntarily agreed to waive a portion of its advisory fee, equal to an annual rate of 0.05% of the Company’s net assets exceeding $300 million, and an additional 0.10% of the Company’s net assets exceeding $500 million. The Adviser may waive additional fees at any time. The Adviser waived $32,028 for the year ended November 30, 2023. Other Service Providers – Apex US Holdings LLC (d/b/a Apex Fund Services) (“Apex”) provides fund accounting, fund administration and compliance services to the Company. The fees related to these services are included in fund services fees within the Statement of Operations. Apex also provides certain shareholder report production and EDGAR conversion and filing services. Pursuant to an Apex services agreement, the Company pays Apex customary fees for its services. Apex provides a Principal Financial Officer, as well as certain additional compliance support functions. Foreside Fund Services, LLC, a wholly owned subsidiary of ACA Group, provides a Chief Compliance Officer to the Company. 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 is 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 21 Notes to Financial Statements (continued)Year ended November 30, 20235. Exemptive order (continued) investment companies. These conditions make it more difficult for the Company to implement a flexible investment strategy and to fully achieve its desired portfolio diversification than if it were not subject to such requirements. 6. Retirement plans The Company has recorded a liability for retirement benefits due to retired directors. The liability for these benefits at November 30, 2023 was $335,956. 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. 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. 8. 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, 2023. There were no repurchases during the years ended November 30, 2023 and 2022. 9. 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. On December 31, 2023, the Company’s Board unanimously adopted a limited-duration shareholder rights plan (“Rights Plan”) to protect the interests of the Company and all of its shareholders. The Rights Plan is currently effective and will expire on April 29, 2024. The limited-duration Rights Plan was adopted in response to the rapid and significant accumulation of Company shares by Saba Capital Management, LP (“Saba”), and is intended to prevent Saba’s unilateral attempt to obtain creeping control of the Company, which the Board believes would undermine the Company’s strategic focus on long-term capital appreciation in the global gold mining industry. Saba has advised the Company that it intends to nominate a control slate of directors for election to the Board at the Company’s 2024 annual meeting of shareholders. The Rights Plan is designed to enable the Company’s shareholders to realize the long-term value of their investment, provide an opportunity for all shareholders to receive fair and equal treatment in the event of any proposed takeover of the Company and guard against tactics to gain control of the Company without paying all shareholders, what the Board considers to be an appropriate premium for that control. The Company will issue one right for each common share of the Company outstanding as of the close of business on January 12, 2024. The rights will initially trade with the Company’s common shares and will become exercisable only if a person acquires 15% or more of the Company’s outstanding common shares. Any shareholders with beneficial ownership of 15% or more of the Company’s outstanding common shares (including Saba) prior to the adoption of the Rights Plan are grandfathered at their beneficial ownership levels at the date the Rights Plan was adopted, but are not permitted to acquire additional common shares representing 0.25% or more of the outstanding common shares without triggering the Rights Plan. Pursuant to the Rights Plan, should it be triggered, the Board may decide that each holder of a right (other than the acquiring person, whose rights will have become void and will not be exercisable) will be entitled to purchase, for a purchase price of $1.00 per share, one common share of the company. Alternatively, (on a cashless basis) each outstanding right (other than the rights held by the acquiring person, whose rights will have become void) will be exchanged for one common share. Further details about the Rights Plan are contained in a Form 8-K and Form 8-A filed by the Company with the U.S. Securities and Exchange Commission. 22 Notes to Financial Statements (continued)Year ended November 30, 2023Per share operating performance(1) Net asset value, beginning of year Net investment loss Net realized gain (loss) from investments Net realized gain (loss) from foreign currency transactions Net increase (decrease) in unrealized appreciation on investments Net unrealized gain on translation of assets and liabilities in foreign currency Net increase (decrease) in net assets resulting from operations Dividends From net investment income From net realized gain on investments Net asset value, end of year Market value per share, end of year Total investment return Based on market price (2) Based on net asset value (3) Ratio of average net assets Expenses Net expenses (4) Net investment loss Supplemental data Net assets, end of year (000 omitted) Portfolio turnover rate Shares outstanding (000 omitted) 2023 $16.88 (0.06) 0.46 0.01 0.09 0.00 0.50 – (0.02) $17.36 $15.31 For the Years Ended November 30, 2021 $24.05 (0.09) 2022 $24.98 (0.07) 2020 $14.82 (0.13) 1.40 (0.01) (9.40) 0.00 (8.08) – (0.02) $16.88 $14.26 1.37 (0.01) (0.32) 0.00 0.95 – (0.02) $24.98 $20.70 1.83 0.05 7.50 0.00 9.25 (0.02) – $24.05 $19.91 2019 $10.10 (0.06) 0.09 (0.06) 4.77 0.00 4.74 (0.02) – $14.82 $12.20 7.51% 2 .98% (31.02)% (32.34)% 4.06% 3.96% 63.38% 62.46% 41.14% 47.01% 1.05% 1.02% (0.32)% 1.00% 1.00% (0.36)% 0.94% 0.91% (0.35)% 1.02% 1.02% (0.67)% 1.38% 1.38% (0.44)% $334 ,912 10 % 19 ,290 $325 ,573 13 % 19 ,290 $481 ,898 17 % 19 ,290 $463 ,936 31 % 19 ,290 $285 ,879 45 % 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 current market price on the last day of each period 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 current net asset value on the last day of each period reported. Dividends are assumed, for purposes of this calculation, to be reinvested at prices obtained under the Company’s dividend reinvestment plan. (4) Reflects the expense ratio excluding any waivers and the change in retirement benefits due to retired directors. 23 Financial Highlights Certain Tax Information for U.S. Shareholders (Unaudited) The Company is a “passive foreign investment company” (“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 important 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 (Unaudited) Computershare Trust Company, N.A. (“Computershare”) 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 investment of at least $500. Computershare as agent will apply to the purchase of common shares of the Company 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. Computershare may combine CIP participant purchase requests with other purchase requests received from other CIP participants and may submit the combined purchase requests in bulk to Computershare’s broker as a single purchase order. Purchase requests may be combined, at Computershare’s discretion, according to one or more factors such as purchase type (e.g., dividend reinvestment, one-time ACH, check, etc.), request date, or request delivery method (e.g., online, regular mail, etc.). Computershare will submit bulk purchase orders to its broker as and when required under the terms of the CIP. Computershare’s broker may execute each bulk purchase order in one or more transactions over one or more days, depending on market conditions. Each participant whose purchase request is included in each bulk purchase order will receive the weighted average market price of all shares purchased by Computershare’s broker for such order. 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 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. Any fractional share will be rounded up to a whole share for purposes of calculating the per share fee. 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 Information for U.S. Shareholders” for more 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 505000, Louisville, KY 40233-5000. Information may also be obtained on the 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. 24 Privacy Notice (Unaudited) 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. Form N-PX/Proxy Voting (Unaudited) 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-PORT/Portfolio Holdings (Unaudited) 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-PORT. The Company’s Forms N-PORT are available on the SEC’s website at www.sec.gov. The Company’s Forms N-PORT 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-PORT 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. Share Repurchase (Unaudited) 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, 2023. The Company had 19,289,905 shares outstanding on November 30, 2023. Company Investment Objective, Investment Strategy and Risks (Unaudited) Investment Objective The Company’s investment objective is long-term capital appreciation through investment primarily in companies engaged in the exploration for, development of projects or mining of precious metals and minerals. Investment Strategy 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 investment 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. 25 Risks The following discussion summarizes certain (but not all) of the principal risks associated with investing in the Company. The Company may be subject to other risks in addition to those identified below, such as the risks associated with its tax status as a PFIC (see Note 3) and its reliance on an SEC exemptive order (see Note 5). The risk factors set forth in the following are described in no particular order and the order of the risk factors is not necessarily indicative of significance. The relative importance of, or potential exposure as a result of, each of these risks will vary based on market and other investment-specific considerations. 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 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 investment company. Gold and Precious Metals/Minerals Risk. The Company invests in securities that typically respond to changes in the price of gold and other precious metals, which can be influenced by a variety of global economic, financial, and political factors; increased environmental and labor costs in mining; and changes in laws relating to mining or gold production or sales; and the price may fluctuate substantially over short periods of time. Foreign Securities Risk/Emerging Markets Risk. The Company’s returns and share prices may be affected to a large degree by several factors, including fluctuations in currency exchange rates; political, social or economic instability; the rule of law with respect to the recognition and protection of property rights; and less stringent accounting, disclosure and financial reporting requirements in a particular country. These risks are generally intensified in emerging markets. The Company’s share prices will reflect the movements of the different stock markets in which it is invested and the currencies in which its investments are denominated. Geographic Investment Risk. To the extent that the Company invests a significant portion of its assets in the securities of companies of a single country or region, it is more likely to be impacted by events or conditions affecting that country or region. As of November 30, 2023, a significant portion of the Company’s assets consisted of securities of Canadian issuers. Canada Risk. The Canadian economy is susceptible to adverse changes in certain commodities markets, including those related to the natural resources and mining industries. It is also heavily dependent on trading with key partners. Any adverse events that affect Canada’s major industries may have a negative impact on the overall Canadian economy and the Company’s investments in Canadian issuers. Junior and Intermediate Mining Companies Risk. The securities of junior and intermediate exploration and development, gold and silver mining companies, which are often more speculative in nature, tend to be less liquid and more volatile in price than securities of larger companies. Private Placement Risk. Privately issued securities, including those which may be sold only in accordance with Rule 144A under the Securities Act of 1933, as amended, are restricted securities that are not registered with the U.S. Securities and Exchange Commission. The liquidity of the market for specific privately issued securities may vary. Accordingly, the Company may not be able to redeem or resell its interests in a privately issued security at an advantageous time or at an advantageous price, which may result in a loss to the Company. Restricted Security Risk. The Company may make direct equity investments in securities that are subject to contractual and regulatory restrictions on transfer. These investments may involve a high degree of business and financial risk. The restrictions on transfer may cause the Company to hold a security at a time when it may be beneficial to liquidate the security, and the security could decline significantly in value before the Company could liquidate the security. Depositary Receipts Risk. Depositary receipts risks include, but are not limited to, fluctuations in foreign currencies and foreign investment risks, such as political and financial instability, less liquidity and greater volatility, lack of uniform accounting auditing and financial reporting standards and increased price volatility. In addition, depositary receipts may not track the price of the underlying foreign securities, and their value may change materially at times when the U.S. markets are not open for trading. Investments in unsponsored depositary receipts may be subject to additional risks. 26 Warrants Risk. Warrants can provide a greater potential for profit or loss than an equivalent investment in the underlying security. Prices of warrants do not necessarily move, however, in tandem with prices of the underlying securities, particularly for shorter periods of time, and, therefore, may be considered speculative investments. If a warrant held by the Company were not exercised by the date of its expiration, the Company would incur a loss in the amount of the cost of the warrant. Market Discount from Net Asset Value. Shares of closed-end investment companies such as the Company frequently trade at a discount from their net asset value. The Company cannot predict whether its common shares will trade at, below or above net asset value. This characteristic is a risk separate and distinct from the risk that the Company’s net asset value could decrease as a result of investment activities. Valuation Risk. The Company may not be able to sell an investment at the price at which the Company has valued the investment. Such differences could be significant, particularly for illiquid securities and securities that trade in relatively thin markets and/or markets that experience extreme volatility. If market or other conditions make it difficult to value some investments, SEC rules and applicable accounting protocols may require the Company to value these investments using more subjective methods, known as fair value methodologies. Using fair value methodologies to price investments may result in a value that is different from an investment’s most recent price and from the prices used by other funds to calculate their NAVs. The Company’s ability to value its investments in an accurate and timely manner may be impacted by technological issues and/or errors by third party service providers, such as pricing services or accounting agents. Market Events Risk. Geopolitical events, including pandemics (such as COVID-19), may destabilize various countries’ economies and markets, which may experience increased volatility and reduced liquidity. Policy changes by the Federal Reserve and/or other government actors could similarly cause increased volatility in financial markets. Trade barriers and other protectionist trade policies (including those in the U.S.) may also result in market turbulence. Market volatility and reductions in market liquidity may negatively affect issuers worldwide, including issuers in which the Company invests. Under such circumstances, the Company may have difficulty liquidating portfolio holdings, particularly at favorable prices. Also, the Company may be required to transact in contemporaneous markets, even if they are volatile and/or illiquid, which may negatively impact the Company’s net asset value. 27 Board of Directors and Officers of ASA Gold and Precious Metals Limited (Unaudited) 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, Three Canal Plaza, Suite 600, Portland, ME 04101. Independent Directors Mary Joan Hoene (74) Position held with the Company: Chair (non-executive) since January 2019. Deputy Chair (non-executive) 2016 to 2018. Director since 2014. Bruce Hansen (66) Position held with the Company: Director since 2014. Principal occupations during past 5 years: Chief Executive Officer, General Moly, Inc. 2007 to 2020. Principal occupations during past 5 years: Counsel, Carter Ledyard & Milburn LLP 2010 to 2021. Other Directorships held by Director: None. Other Directorships held by Director: Director, Energy Fuels Inc. since 2006; Director, General Moly Inc. 2007 to 2020; Director and past Chairman (2011), Nevada Mining Association 2010 to 2019; Director, New Moly LLC since 2021. Anthony Artabane (69) 1 Position held with the Company: Director since 2019. William Donovan (64) Position held with the Company: Director since 2020. Principal occupations during past 5 years: Managing Member, Anthony Artabane CPA, PLLC since 2014. Other Directorships held by Director: None. Principal occupations during past 5 years: President, United States Steel and Carnegie Pension Fund 2011 to 2017. Other Directorships held by Director: None. 1 Effective December 29, 2023, Anthony Artabane retired from his position as a director of the Company for personal reasons. Mr. Artabane’s retirement was not a result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices. Following Mr. Artabane’s retirement, the Company’s Board reduced the size of the board from five to four members. Interested Director Axel Merk (54) 2 the Company: Director since Position held with September 2022 and Chief Operating Officer since March 2019. Principal occupations during past 5 years: Founder, Investment Officer, Merk President and Chief Investments since 1994. 2 Axel Merk is considered an interested person of the Company, as defined in the 1940 Act, due to his affiliation with the Adviser and his role as Chief Operating Officer of the Company. 28 Other Officers Karen Shaw (51) Position held with the Company: Chief Financial Officer since March 2019. Principal occupations during past 5 years: Senior Vice President, Apex Fund Services since 2019; Senior Vice President, Atlantic Fund Services 2008 to 2019. Peter Maletis (53) Position held with the Company: President since March 2019. Principal occupations during past 5 years: Vice Investments since March 2019; President, Merk Research Analyst, Franklin Templeton Investments 2010 to 2019. Jack Huntington (53) Position held with the Company: Chief Compliance Officer since December 2022. Zachary Tackett (35) Position held with the Company: Corporate Secretary since November 2019. Principal occupations during past 5 years: Fund Chief Compliance Officer at Foreside Fund Officer Services, LLC (d/b/a ACA Group, LLC) since 2015; Senior Vice President and Counsel, Citi Fund Services 2008 to 2015. Principal occupations during past 5 years: Senior Counsel, Apex Fund Services since 2019; Counsel, Atlantic Fund Services 2014 to 2019. 29 Other Information Shareholder Services ASA Gold and Precious Metals Limited Three Canal Plaza, Suite 600 Portland, ME, U.S.A. 04101 (800) 432-3378 Registered Office Canon’s Court 22 Victoria Street Hamilton HM 12, Bermuda Investment Adviser Merk Investments LLC Menlo Park, CA, U.S.A. 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 Administrator Apex Fund Services Portland, ME, U.S.A. Transfer Agent Computershare Trust Company, N.A. P.O. Box 505000 Louisville, KY, U.S.A. 40233-5000 (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 or other institutions where their shares of the Company are held of any change of address. Gold and Precious Metals Limited 

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